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Agenda Packet City Council - 06/11/2019
City of Corpus Christi Meeting Agenda - Final City Council 1201 Leopard Street Corpus Christi, TX 78401 cctexas.com Tuesday, June 11, 2019 11:30 AM Council Chambers Public Notice - - THE USE OF CELLULAR PHONES AND SOUND ACTIVATED PAGERS ARE PROHIBITED IN THE CITY COUNCIL CHAMBERS DURING MEETINGS OF THE CITY COUNCIL. MEMBERS OF THE AUDIENCE WILL BE PROVIDED AN OPPORTUNITY TO ADDRESS THE COUNCIL AT APPROXIMATELY 12:00 P.M. CITIZEN COMMENTS WILL BE LIMITED TO THREE MINUTES. Please speak into the microphone located at the podium and state your name and address. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. Any electronic media (e.g. CD, DVD, flash drive) that the Public would like to use while they speak to the City Council MUST be submitted a minimum of 24 hours prior to the meeting. Please contact the Public Communications department at 361-826-3211 to coordinate. A. Mayor Joe McComb to call the meeting to order. B. Invocation to be given by Deacon Mark Arnold, Diocese of Corpus Christi. C. Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Paul Bass, Assistant Director of Support Services, Solid Waste Services. D. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. E. Proclamations / Commendations 1. 19-0791 Proclamation declaring June 16, 2019, "Juneteenth Celebration For the Crest, Celebrating History: We are One". Proclamation declaring June 17, 2019, "National Garbage Worker Day" and June 17-23, 2019, "National Garbage Worker Week". Proclamation declaring June 23-29, 2019, "2019 CITGO Etchells World Championships Week". F. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: a. UTILITY BILLING UPDATE b. CITY PERFORMANCE REPORT - HUMAN RESOURCES DEPARTMENT City of Corpus Christi Page 1 Printed on 6/11/2019 City Council Meeting Agenda - Final June 11, 2019 c. OTHER G. MINUTES: 2. 19-0789 Regular Meeting of May 21, 2019. H. BOARD & COMMITTEE APPOINTMENTS: 3. 19-0806 Food Service Advisory Committee (2 vacancies) Human Relations Commission (5 vacancies) Padre Isles Management District (3 vacancies) Retired and Senior Volunteer Program Advisory Committee (5 vacancies) Senior Companion Program Advisory Committee (4 vacancies) I. EXPLANATION OF COUNCIL ACTION: J. PUBLIC COMMENT FROM THE AUDIENCE ON MATTERS NOT SCHEDULED ON THE AGENDA WILL BE HEARD AT APPROXIMATELY 12:00 P.M. A recording is made of the meeting; therefore, please speak into the microphone located at the podium and state your name and address. If you choose to speak during this public comment period regarding an item on the agenda, you may do so. You will not be allowed to speak again, however, when the Council is considering the item. Citizen comments are limited to three minutes. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. Any electronic media (e.g. CD, DVD, flash drive) that the Public would like to use while they speak MUST be submitted a minimum of 24 hours prior to the Meeting. Please contact the Public Communications department at 361-826-3211 to coordinate. All items on this agenda are considered public hearings. PLEASE BE ADVISED THAT THE OPEN MEETINGS ACT PROHIBITS THE CITY COUNCIL FROM RESPONDING AND DISCUSSING YOUR COMMENTS AT LENGTH. THE LAW ONLY AUTHORIZES THEM TO DO THE FOLLOWING: 1. MAKE A STATEMENT OF FACTUAL INFORMATION. 2. RECITE AN EXISTING POLICY IN RESPONSE TO THE INQUIRY. 3. ADVISE THE CITIZEN THAT THIS SUBJECT WILL BE PLACED ON AN AGENDA AT A LATER DATE. PER CITY COUNCIL POLICY, NO COUNCIL MEMBER, STAFF PERSON, OR MEMBERS OF THE AUDIENCE SHALL BERATE, EMBARRASS, ACCUSE, OR SHOW ANY PERSONAL DISRESPECT FOR ANY MEMBER OF THE STAFF, COUNCIL MEMBERS, OR THE PUBLIC AT ANY COUNCIL MEETING. THIS POLICY IS NOT MEANT TO RESTRAIN A CITIZEN'S FIRST AMENDMENT RIGHTS. City of Corpus Christi Page 2 Printed on 6/11/2019 City Council Meeting Agenda - Final June 11, 2019 K. CONSENT AGENDA: (ITEMS 4 - 25) 4. 19-0716 Resolution approving the concepts, direction, and general work plan for the sixth year of the Street Preventative Maintenance Program (SPMP) - "2019 SPMP Work Plan (Year - 6)." sponsors: Street Department and Engineering Services 5. 19-0718 Motion approving Amendment No. 1 to a contract with J. Schwarz & Associates, Inc. in the amount of $846,500 for a restated fee not to exceed $874,250 to provide engineering design and development of Delivery Orders for the 2019 Citywide Street Preventative Maintenance Program (SPMP) with funding available in the Street Operation Budget and Street Capital Funds for sidewalk improvements for the Americans with Disability Act. Sponsors: Street Department and Engineering Services 6. 19-0633 Motion authorizing six two-year service agreements for non -fire backflow preventer services for commercial accounts with Koetter Fire Protection, Hebert Irrigation, Graf Plumbing, Smart Plumbing, and KimJon Backflow Service, all of Corpus Christi, Texas, and TD Backflow Services of Orange Grove, Texas for an amount not to exceed $142,800 for each contract; and, one two-year service agreement for fire backflow preventer for commercial accounts with Koetter Fire Protection of Corpus Christi, Texas for an amount not to exceed $142,800, for a combined total amount not to exceed $999,600, each with one two-year option for a total potential multi-year amount not to exceed $1,999,200, funded by the Backflow Prevention Fund. Sponsors: Utilities Department, Development Services and Contracts and Procurement 7. 19-0641 Second Reading Ordinance - Rezoning for a Property located at or near 10224 Leopard Street (1st Reading 5/21/19) Case No. 0319-03 Corpus Christi Storage Solutions, LLC: Request for rezoning a property at or near 10224 Leopard Street from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District. Planning Commission and Staff Recommendation (April 17, 2019): Denial of the change of zoning from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District, in lieu thereof, approval of the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with conditions. Ordinance rezoning property at or near 10224 Leopard Street from the "RS -6" Single -Family 6 District to the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with conditions. Sponsors: Development Services City of Corpus Christi Page 3 Printed on 6/11/2019 City Council Meeting Agenda - Final June 11, 2019 8. 19-0642 Second Reading Ordinance - Rezoning for a Property located at or near 701 McBride Lane (1st Reading 5/21/19) Case No. 0419-01 Vernon and Jennifer Carr: Request for rezoning a property at or near 701 McBride Lane from the "CG -2" General Commercial District and the "RS -6" Single -Family District to the "IL" Light Industrial District. Planning Commission and Staff Recommendation (April 17, 2019): Denial of the change of zoning from the "CG -2" General Commercial District and the "RS -6" Single -Family 6 District to the "IL" Light Industrial District, in lieu thereof, approval of the "CG-2/SP" General Commercial District with a Special Permit (SP) with conditions. Ordinance rezoning property at or near 701 McBride Lane from the "CG -2" General Commercial District and the "RS -6" Single -Family District to the "CG-2/SP" General Commercial District with a Special Permit (SP) with conditions. Sponsors: Development Services 9. 19-0782 Resolution authorizing submission of 3 grant applications to the Office of the Governor for the State Homeland Security Program and State Homeland Security Program Law Enforcement Terrorism Activity. Sponsors: Fire Department 10. 19-0688 Motion authorizing a five-year service agreement with Mobile Wireless LLC of Plano, Texas for NetMotion Mobility software maintenance and support for a total amount not to exceed $146,881, with first-year funding through the Information Technology Fund. Sponsors: Information Technology Services and Contracts and Procurement 11. 19-0747 Resolution authorizing an interlocal agreement for participation in a cooperative purchasing program with the Department of Information Resources Communications Technology Services Division (DIR/CTS), for future purchases of communication services and equipment. Sponsors: Information Technology Services and Contracts and Procurement 12. 19-0715 Resolution authorizing a three-year service agreement with Mid -Coast Electric Supply, Inc. of San Antonio, Texas for Rockwell software and hardware support for the Supervisor Control and Data Acquisition (SCADA) system at the O.N. Stevens Water Treatment Plant for a total amount not to exceed $56,801.85, with first-year funding through the Water Fund. Sponsors: Utilities Department and Contracts and Procurement 13. 19-0369 Resolution authorizing a three-year service agreement for preventative maintenance and purchase of parts for the chlorine dioxide system at the City of Corpus Christi Page 4 Printed on 6/11/2019 City Council Meeting Agenda - Final June 11, 2019 O.N. Stevens Water Treatment Plant with International Dioxcide, Inc. of North Kingstown, Rhode Island for a total amount not to exceed $76,200, with first-year funding through the Water Fund. Sponsors: Utilities Department and Contracts and Procurement 14. 19-0741 Motion authorizing a three-year supply agreement with Ferguson Enterprises, LLC of Corpus Christi, Texas, for the purchase of malleable brass fittings for the Water Utilities Department for a total amount not to exceed $92,431.91, with first-year funding through the Water Fund. Sponsors: Utilities Department and Contracts and Procurement 15. 19-0646 Motion authorizing the purchase of three replacement trailer -mounted portable air compressors for Utilities from ROMCO Power Systems of Corpus Christi, Texas, via NJPA - Sourcewell Purchasing Cooperative for a total amount not to exceed $58,000 funded through the Water Fund. Sponsors: Utilities Department and Contracts and Procurement 16. 19-0686 Motion authorizing a three-year supply agreement with Ferguson Enterprises, LLC of Corpus Christi, Texas, for the purchase of plastic lids for utility meter boxes for a total amount not to exceed $291,042, with first-year funding through the Warehouse Stores Fund. Sponsors: Contracts and Procurement and Utilities Department 17. 19-0536 Motion authorizing a 36 -month service agreement for mowing of City properties for the Asset Management Department with WLE, LLC of Austin, Texas, for a total amount not to exceed $62,225.28, with first-year funding through the Facility and Property Management Fund. Sponsors: Asset Management Department and Contracts and Procurement 18. 19-0676 Motion authorizing the purchase of one replacement self-propelled broom (street sweeper) for the Solid Waste Department from Nueces Power Equipment of Corpus Christi, Texas, via Houston -Galveston Area Council Cooperative for a total amount not to exceed $65,317.75 funded through the Fleet Maintenance Service Fund. Sponsors: Asset Management Department, Solid Waste Operations and Contracts and Procurement 19. 19-0677 Motion authorizing the purchase of two replacement Ford trucks for the Solid Waste Department from Grande Truck Center of San Antonio, Texas, via Buy Board Cooperative for a total amount not to exceed $175,260 funded through the Fleet Maintenance Service Fund. Sponsors: Asset Management Department, Solid Waste Operations and Contracts and Procurement 20. 19-0532 Motion awarding a design contract to Bath Engineering for the 2018 Bond Project for Elevator Modernization at Multiple Locations in the amount of $99,750 for design, bid and construction phase services to replace and upgrade five (5) elevators and corresponding equipment with funding City of Corpus Christi Page 5 Printed on 6/11/2019 City Council Meeting Agenda - Final June 11, 2019 available in various 2018 Bond Propositions. Sponsors: Asset Management Department and Engineering Services 21. 19-0635 Motion authorizing a three-year supply agreement with Ferguson Enterprises, LLC of Corpus Christi, Texas, for the purchase of gas pipe repair clamps for a total amount not to exceed $154,577.40, with first-year funding through the Warehouse Stores Fund. Sponsors: Contracts and Procurement and Gas Department 22. 19-0739 Motion approving Amendment No. 1 to a contract with LNV, Inc. for the 2018 Bond Project that reconstructs Airline Road from South Padre Island Drive (SPID) to McArdle in the amount of $349,220 for a total restated fee of $399,120 for design, bid and construction phase services with funding available in the Street 2018 Bond Program. Sponsors: Street Department and Engineering Services 23. 19-0744 Motion awarding a contract to Berry Contracting, L.P. dba Bay, Ltd. for the 2012 Bond Project that reconstructs Morgan Avenue from Staples Street to Crosstown Freeway in the amount of $6,275,173.95 for Hot Mix Asphalt pavement replacement and underground utility improvements with funding available in the Street 2012 Bond Program. Sponsors: Street Department and Engineering Services 24. 19-0502 Motion authorizing a three-year service agreement for professional auditing services with Weaver and Tidwell, LLP, of Houston, Texas, for an amount not to exceed $608,000, with two additional one-year renewal options with escalation cost for a potential total amount not to exceed $1,043,700, with first-year funding through the General Fund. Sponsors: Financial Services Department and Contracts and Procurement 25. 19-0775 Motion authorizing a five-year service agreement for bond counsel services with Norton Rose Fulbright USA LLP of San Antonio, Texas for an estimated amount not to exceed $800,000 with five one-year options for a total potential estimated multi-year amount not to exceed $1,600,000, funded through the bond revenues. Sponsors: Financial Services Department and Contracts and Procurement L. RECESS FOR LUNCH M. PUBLIC HEARINGS: (NONE) N. REGULAR AGENDA: (ITEM 26) 26. 19-0810 Ordinance amending Corpus Christi Code to change residential building permit fees from valuation based to square footage based; providing for publication; and declaring an emergency for a one -reading action. Sponsors: Development Services City of Corpus Christi Page 6 Printed on 6/11/2019 City Council Meeting Agenda - Final June 11, 2019 O. FIRST READING ORDINANCES: (ITEMS 27 - 32) 27. 19-0664 Ordinance authorizing the acceptance and appropriation of a grant contract for the Texas Epidemiology Capacity Expansion Grant in the amount of $204,855.00, from the Texas Department of State Health Services in the Health Grants Fund, to perform surveillance and epidemiology activities for infectious diseases September 1, 2019 through August 31, 2021. Sponsors: Health Department 28. 19-0665 Ordinance authorizing the acceptance and appropriation of a grant for the Immunization/Locals Grant Program in the amount of $241,637.00, from the Texas Department of State Health Services to provide immunization services and appropriating related program income September 1, 2019, through August 31, 2020. Sponsors: Health Department 29. 19-0667 Ordinance authorizing an amendment to a grant contract for the Community Preparedness Section - Laboratory Response Network - Public Health Emergency Preparedness grant in the amount of $201,123.00 with a City match of $20,113.00 to provide continued emergency preparedness and response laboratory activities July 1, 2019 through June 30, 2020. Sponsors: Health Department 30. 19-0668 Ordinance authorizing the acceptance and appropriation of a grant contract for the Laboratory Response Network Influenza Surveillance and Epidemiology Activities (LRN/FLU-LAB) grant in the amount of $10,000.00 from the Texas Department of State Health Services in the Health Grants Fund to provide flu testing September 1, 2019 through August 31, 2021. Sponsors: Health Department 31. 19-0670 Ordinance authorizing the acceptance and appropriation of a grant contract for the Tuberculosis Prevention and Control -State (TB/PC-STATE) grant in the amount of $61,645.00, from the Texas Department of State Health Services in the Health Grants Fund with a City match of $12,329.00, to provide tuberculosis prevention and control services September 1, 2019 through August 31, 2021. Sponsors: Health Department 32. 19-0511 Ordinance authorizing License Agreements with Nueces County for Arlington Height Christian School and South Texas Futbol Club use of LyondellBasell Park on Haven Drive for youth sports programs, with two-year terms, with option to extend for up to two additional years. Sponsors: Parks and Recreation Department P. BRIEFINGS: (ITEMS 33 - 34) City of Corpus Christi Page 7 Printed on 6/11/2019 City Council Meeting Agenda - Final June 11, 2019 33. 19-0709 Corpus Christi Regional Economic Development Corporation (CCREDC) Quarterly Update to City Council (Q1 2019) Sponsors: Economic Development 34. 19-0737 Alternative Water Supplies Request for Information (RFI) Update Sponsors: Water Utilities Department Q. LEGISLATIVE UPDATE: R. EXECUTIVE SESSION: (ITEMS 35 - 36) 35. 19-0763 Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to the purchase, exchange, lease, or value of real property rights at or in the vicinity of 5205 Edinburg Circle, 7101 Edgebrook, and/or 6099 Ennis Joslin and pursuant to Texas Government Code § 551.072 to deliberate the purchase, exchange, lease, or value of real property (including, but not limited to, property rights at or in the vicinity of 5205 Edinburg Circle, 7101 Edgebrook, and/or 6099 Ennis Joslin) because deliberation in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third person. 36. 19-0795 Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning pending litigation, potential settlement, attorneys fees, and/or other potential legal matters including but not limited to, the case of Priscilla Guel vs. The City of Corpus Christi; Cause No. 2018CCV62016-3. S. IDENTIFY COUNCIL FUTURE AGENDA ITEMS T. ADJOURNMENT City of Corpus Christi Page 8 Printed on 6/11/2019 City of Corpus Christi Meeting Minutes City Council 1201 Leopard Street Corpus Christi, TX 78401 cctexas.com Tuesday, May 21, 2019 11:30 AM Council Chambers Public Notice - - THE USE OF CELLULAR PHONES AND SOUND ACTIVATED PAGERS ARE PROHIBITED IN THE CITY COUNCIL CHAMBERS DURING MEETINGS OF THE CITY COUNCIL. MEMBERS OF THE AUDIENCE WILL BE PROVIDED AN OPPORTUNITY TO ADDRESS THE COUNCIL AT APPROXIMATELY 12:00 P.M. CITIZEN COMMENTS WILL BE LIMITED TO THREE MINUTES. Please speak into the microphone located at the podium and state your name and address. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. Any electronic media (e.g. CD, DVD, flash drive) that the Public would like to use while they speak to the City Council MUST be submitted a minimum of 24 hours prior to the meeting. Please contact the Public Communications department at 361-826-3211 to coordinate. A. Mayor Joe McComb to call the meeting to order. Mayor McComb called the meeting to order at 11:33 a.m. B. Invocation to be given by Deacon Michael Mantz, Diocese of Corpus Christi. Deacon Michael Mantz gave the invocation. C. Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Margaret Morin, Utility Business Office Manager, Finance Department. Margaret Morin led the Pledge of Allegiance to the flag of the United States and the Texas flag. D. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. Assistant City Secretary Paul Pierce called the roll and verified that a quorum of the City Council and the required Charter Officers were present to conduct the meeting. Charter Officers: City Manager Peter Zanoni, City Attorney Miles K. Risley, and Assistant City Secretary Paul Pierce. City of Corpus Christi Page 1 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 Present: 9 - Mayor Joe McComb,Council Member Roland Barrera,Council Member Rudy Garza,Council Member Paulette Guajardo,Council Member Gil Hernandez,Council Member Michael Hunter,Council Member Ben Molina,Council Member Everett Roy, and Council Member Greg Smith CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: b. OTHER Mayor McComb deviated from the agenda, referred to City Manager's Comments and introduced the new city manager, Peter Zanoni. City Manager Zanoni introduced himself and outlined his vision. E. Proclamations / Commendations 1. Proclamation declaring May 19-25, 2019, "Emergency Medical Services Week". Proclamation declaring May 19-25, 2019, "National Public Works Week". Proclamation declaring May 2019, "Motorcycle Safety and Awareness Month". Proclamation declaring June 3-9, 2019, "PRIDE Week". Proclamation declaring June 9-19, 2019, "154th Anniversary of the Juneteenth Celebration, the Spirit of Emancipation Days". Recognition of Drue Jones, Goodwill Ambassador. Swearing -In Ceremony for Newly Appointed Board, Commission, Committee and Corporation Members. Mayor McComb presented the proclamations and recognition and conducted the swearing-in ceremony. J. PUBLIC COMMENT FROM THE AUDIENCE ON MATTERS NOT SCHEDULED ON THE AGENDA WILL BE HEARD AT APPROXIMATELY 12:00 P.M. A recording is made of the meeting; therefore, please speak into the microphone located at the podium and state your name and address. If you choose to speak during this public comment period regarding an item on the agenda, you may do so. You will not be allowed to speak again, however, when the Council is considering the item. Citizen comments are limited to three minutes. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. Any electronic media (e.g. CD, DVD, flash drive) that the Public would like to use while they speak MUST be submitted a minimum of 24 hours prior to the Meeting. Please contact the Public Communications department at 361-826-3211 to coordinate. All items on this agenda are considered public hearings. Mayor McComb deviated from the agenda and referred to comments from the public. City Attorney Miles K. Risley read the Rules of Decorum for the Council Chambers. Assistant City Secretary Paul Pierce conducted the public comment period. City of Corpus Christi Page 2 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 Jack Gordy, 4118 Bray Dr., spoke regarding blocked sidewalks. Reinaldo Figueroa, 221 Lola Johnson Rd., spoke in opposition to agenda item 27 relating to rezoning of property at or near 2110 Laguna Shores Road. Larry Ortega, 6765 Wood Iron, spoke regarding contract -related issues related to agenda item 31, custodial services for outlying police buildings. Gloria Scott, 4422 S. Alameda invited City Manager Peter Zanoni to upcoming events held at the Oveal Williams Center, to the Hillcrest neighborhood and to the African-American Museum in Solomon Coles High School. Hunter Sterchi, 237 Lola Johnson spoke in opposition to agenda item 27 relating to rezoning of property at or near 2110 Laguna Shores Road. Bech Bruun, 15 Beachwood, Rockport, Texas, spoke regarding area water planning. Sylvia Tryon Oliver, 2814 Roger Street, spoke regarding diversity planning. Susie Luna Saldana, 4710 Hake!, welcomed new City Manager Peter Zanoni. Margareta Fratila, 3606 Tripoli Dr., welcomed new City Manager Peter Zanoni and spoke regarding water billing issues. Vernon Cordova, 3137 Crest Valley, spoke regarding water billing issues. Robyn Cobb, 7032 Lake View Dr., spoke regarding concerns relating to agenda item 18, Urban Transportation Plan Amendment for the Regional Parkway. John Medina, 4931 Mokry Dr., thanked council members for listening and welcomed new City Manager Peter Zanoni. F. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: OTHER Mayor McComb deviated from the agenda and referred to City Manager's Comments. City Manager Peter Zanoni reported on the following topics: 1) The City's seven pools will open May 25, 2019, hours of operation and locations are available by calling the City at 826 -PLAY or online at www.ccparkandrec.com. 2) The Library Summer Reading Program is getting underway. a. UTILITY BILLING UPDATE Interim IT Director Peter Collins reported on the following topics: delinquent utility accounts and related grace period ending on June 30, 2019; delinquent notices; payment options; encouraging citizens with delinquent accounts to make contact with the City; and citizen outreach efforts. Interim Director Collins and council members discussed: anticipated call volume related to delinquent accounts; getting the word out via social media; the number of residential and commercial accounts on payment plans; collection of delinquent accounts; and impending disconnections. I. EXPLANATION OF COUNCIL ACTION: Mayor McComb deviated from the agenda and referred to Item I. Council Member Molina made a motion to reconsider Item 26, 19-0482, from the May 14, 2019 City Council agenda, discussion with possible action regarding the process for City Charter Review, seconded by Council Member Guajardo and passed unanimously. City of Corpus Christi Page 3 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 Council members discussed the following topics: the frequency with which the City Charter can be amended; a comprehensive review of the City Charter; the Charter Review Committee weighing in on possible target election dates; and that the City Council should determine the election date. Council Member Molina made a motion to form a charter review committee to discuss a comprehensive review of the City Charter, with a focus on extending city council terms to four years, city council compensation, and miscellaneous housekeeping items, with a target election date to be determined by City Council, seconded by Council Member Guajardo. Council members discussed the following topics: previous City Charter reviews; the pros and cons and associated costs of holding a Charter election on various uniform election dates; having the City Council versus a charter review committee reviewing the City Charter; and the applicability, to sitting council members, of voter -approved changes to the City Charter. Mayor McComb called for comments from the public. Rick Milby, 4412 High Ridge Drive, spoke regarding a past Charter Review Committee's recommendation to increase city council members' compensation. Council members also discussed obtaining citizen feedback during the charter review process by duplicating the process used to solicit citizen feedback during the recent city manager hiring process. This motion was passed and approved by the following vote: Aye: 7 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Molina, Council Member Roy, and Council Member Smith Nay: 2 - Council Member Hernandez and Council Member Hunter Abstained: 0 Enactment No: M2019-068 G. MINUTES: 2. Regular Meeting of May 14, 2019. Mayor McComb deviated from the agenda and referred to approval of the minutes. A motion was made by Council Member Rudy Garza, seconded by Council Member Ben Molina, that the Minutes be passed. The motion carried by a unanimous vote. H. BOARD & COMMITTEE APPOINTMENTS: (NONE) K. CONSENT AGENDA: (ITEMS 3 - 23) Approval of the Consent Agenda City of Corpus Christi Page 4 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 Mayor McComb referred to the Consent Agenda. Staff requested that Item 4 be pulled for individual consideration and that Items 5 and 7 be withdrawn. A member of the public requested that Item 18 be pulled for individual consideration. Council members requested that Items 10 and 20 be pulled for individual consideration. Council Member Smith made a motion to approve the Consent Agenda, seconded by Council Member Garza. The consent agenda items were passed and approved by one vote as follows: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 3. Service Agreement for Dispatch and Lot Management System Software for Impound and Rotation Tows 5. Motion authorizing a five-year service agreement for Dispatch and Lot Management System software for impound and rotation tows with UR International, Inc. of Sugar Land, Texas for a total amount not to exceed $135,000. This Motion was passed on the consent agenda. Enactment No: M2019-069 Motion authorizing a two-year service agreement for radio system consulting services for the Police Department with Trott Communications Group, Inc. of Irving, Texas fora total amount not to exceed $129,010 funded through the Law Enforcement Trust Fund. This Motion was withdrawn. 6. Supply Agreement for Automotive Parts for the Fire Department 7. Motion authorizing a three-year supply agreement for automotive parts with Advance Stores Company of Raleigh, North Carolina via U.S. Communities cooperative for an amount not to exceed $105,000. This Motion was passed on the consent agenda. Enactment No: M2019-070 Motion awarding a contract to D&SS Construction, Inc. for construction associated with Tennis Center Repairs and Upgrades in the amount of $558,527.21, removing and replacing three (3) existing tennis courts at the HEB Tennis Center as listed in the base bid and alternate 1 with available funds in the 2012 Park Bond Program. This Motion was withdrawn. City of Corpus Christi Page 5 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 8. Professional Services Contract Amendment No. 4 for the Central Library Roof Replacement (Bond 2012 and Bond 2018) Motion authorizing the City Manager, or designee, to execute professional services contract Amendment No. 4 with Solka, Nava, Torno, LLC, of Corpus Christi, Texas, in the amount of $75,740 for a total restated fee of $125,030 for Central Library Roof Replacement project. This Motion was passed on the consent agenda. Enactment No: M2019-071 9. Amendment No. 1 for the Laguna Madre Wastewater Treatment Plant Rehabilitation Project Motion to authorize execution of Amendment No. 1 to a contract for professional services with Urban Engineering of Corpus Christi, Texas in the amount of $392,210 for a total restated fee of $419,070 for the Laguna Madre Wastewater Treatment Plant Rehabilitation project. This Motion was passed on the consent agenda. Enactment No: M2019-072 11. Resolution authorizing an Interlocal Cooperation Agreement for Water Line Improvements Resolution authorizing an Interlocal Cooperation Agreement with San Patricio Municipal Water District (SPMWD) for the City to accept approximately 3,600 linear feet (LF) of water pipeline constructed by SPMWD, and to pay SPMWD an amount not to exceed $300,000 for installing two tees, two valves, two utility vaults, and approximately 3,600 linear feet of fiber-optic cable for the City's future water distribution development. This Resolution was passed on the consent agenda. Enactment No: 031763 12. Resolution authorizing a Supply Agreement for the purchase of scientific water lab testing reagents and consumables Resolution authorizing a five-year supply agreement for the purchase of scientific water lab testing reagents and consumables with IDEXX Distribution, Inc. of Westbrook, Maine for an amount not to exceed $332,411. This Resolution was passed on the consent agenda. Enactment No: 031764 City of Corpus Christi Page 6 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 13. Supply Agreement for the purchase of liquid chlorine for O.N. Stevens Water Treatment Plant Motion authorizing a two-year supply agreement for the purchase of liquid chlorine 1 -ton cylinders from DPC Industries, Inc. of Houston, Texas for a total amount not to exceed $102,000. This Motion was passed on the consent agenda. Enactment No: M2019-074 14. Resolution authorizing the purchase of trailer mounted manhole rehabilitation equipment Resolution authorizing the purchase of trailer mounted manhole rehabilitation equipment from Action Products Marketing Corp, of Johnston, Iowa fora total amount not to exceed $131,160. This Resolution was passed on the consent agenda. Enactment No: 031765 15. Service Agreement for Welding Services for Asset Management Motion authorizing a three-year service agreement for welding services with Carrillo's Welding Services, of Corpus Christi, Texas, for an amount not to exceed $228,000. This Motion was passed on the consent agenda. Enactment No: M2019-075 16. Service Agreement for the Lease Purchase of Articulating Boom Lift for Corpus Christi International Airport (CCIA) Motion authorizing a three-year service agreement with All Around Access LLC of Naples, Florida for the lease purchase of an articulating boom lift including a three-year extended warranty service for a total amount not to exceed $99,889.59. This Motion was passed on the consent agenda. Enactment No: M2019-076 17. Resolution suspending the date of AEP Texas Inc.'s requested rate change Resolution of the City of Corpus Christi, Texas suspending the June 5, 2019 effective date of AEP Texas Inc.'s requested rate change to permit time to study the request and to establish reasonable rates; approving cooperation with the cities served by AEP Texas and authorizing City of Corpus Christi Page 7 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 19. intervention proceedings before the Public Utility Commission; hiring attorneys and consulting services; and requiring reimbursement of cities' rate case expenses. This Resolution was passed on the consent agenda. Enactment No: 031766 Second Reading Ordinance - Appropriating funds for a Construction Contract for Slough Road (Rodd Field Road to Amethyst Drive) (Type B) (1st Reading 5/14/19) Ordinance appropriating $154,430.54 and authorizing execution of a construction contract with Max Underground Construction, LLC of Corpus Christi in the amount of $5,400,889.65 for base bid plus Additive Alternatives No. 1, 2 and 3 for Slough Road (Rodd Field Road to Amethyst Drive) Improvement Project. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031768 21. Second Reading Ordinance - Partial easement closure for property located at 10329 Creek Bottom Drive (1st Reading 5/14/19) Ordinance abandoning and vacating a 1 -foot wide by approximately 42 -feet in length (42 sq. ft.) portion of an existing utility easement out of Lot 22, Block 4, Maple Hills Unit 7, Phase One, located at 10329 Creek Bottom Drive. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031770 22. Second Reading Ordinance - Authorizing Lease Amendment No. 7 to Lease Agreement for Office Space at the Airport for the Transportation Security Administration (TSA) (1st Reading 5/14/19) Ordinance authorizing Lease Amendment No. 7 to the lease agreement between the City and the U.S. General Services Administration for use of terminal office space at Corpus Christi International Airport by the Transportation Security Administration from March 1, 2019, through February 29, 2024, for minimum annual rent of $400,345.91; ratifying prior lease amendments; and modifying necessary provisions of the lease. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031771 23. Second Reading Ordinance - Appointing Municipal Court Judges City of Corpus Christi Page 8 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 (1st Reading 5/14/19) Ordinance appointing Julianna Siracusa Rivera as a full-time Municipal Judge of the Municipal Court of Record in the City of Corpus Christi, Texas; appointing William Gregory "Bill" Bonilla as a part-time judge of the Municipal Court of Record in the City of Corpus Christi; determining salary; providing a term of office; and declaring an effective date. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031772 4. Resolution Authorizing an Interlocal Cooperation Agreement for Radio System Consulting Services for Police Department Resolution authorizing an interlocal cooperation agreement with the Regional Transportation Authority and Nueces County to provide payment to Trott Communications for radio system consulting services. Mayor McComb referred to Item 4. Police Management Services Director Pat Eldridge stated that a typographical error was corrected in the second paragraph of the contract. There were no comments from the Council or the public. Council Member Smith made a motion to approve the resolution, seconded by Council Member Barrera. This Resolution was passed and approved with the following vote: Aye: 8 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Molina, Council Member Roy and Council Member Smith Absent: 1 - Council Member Hunter Abstained: 0 Enactment No: 031761 10. Construction Contract for City-wide Wastewater Indefinite Delivery/Indefinite Quantity (IDIQ) Program 2019 Motion to authorize execution of an IDIQ construction contract with PM Construction & Rehab LLC, dba IPR South Central of Pasadena, Texas in the amount of $10,000,000 per year for a total not to exceed $30,000,000 in three years for the City -Wide Wastewater IDIQ 2019 project for base bid plus additive alternate No. 1. This is a one (1) year base contract with two (2) one-year renewals to be approved administratively subject to availability of funding and satisfactory contractor performance. Mayor McComb referred to Item 10. Council Member Hernandez made a motion to amend the motion so that the two (2) one-year renewals are to be City of Corpus Christi Page 9 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 approved by the City Council. There were no comments from the public. A council member and Executive Director of Water Utilities Dan Grimsbo discussed the following topics: that both Purchasing and Engineering departments have procurement authority; the Council being provided with report on the Indefinite Delivery/Indefinite Quantity (IDIQ) program; the reason for the IDIQ program; the purpose of administratively approving the two (2) one-year renewals; pipe bursting versus pipe cleaning; the Council being provided with a report on the IDIQ program and contractors performance annually before renewal of the contract; and the contents of the report to be provided to Council. Council Member Hernandez restated the motion to approve the motion as presented and to include that staff will provide semi-annual reports to the City Council on the progress and expenditures for the Wastewater Indefinite Delivery/Indefinite Quantity Program. Council members and staff discussed the following additional topics: contract management of IDIQ contracts; delivery orders being completed in-house to save money; and inspections of completed jobs. Council Member Hernandez restated the motion and amended the motion as follows: Staff will provide semi-annual reports to the City Council on the progress and expenditures for the Wastewater Indefinite Delivery/Indefinite Quantity Program that includes the program's effects on sanitary sewer overflows and infiltration/inflows, seconded by Council Member Garza and passed unanimously. Council Member Garza made a motion to approve the motion as amended, seconded by Council Member Guajardo. This Motion was passed and approved as amended with the following vote: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 Enactment No: M2019-073 18. Second Reading Ordinance - Urban Transportation Plan Amendment for the Regional Parkway (1st Reading 5/14/19) Ordinance amending the Urban Transportation Plan map of Mobility CC, a transportation element of the Comprehensive Plan of the City of Corpus Christi, by adding the Regional Parkway, located between Park Road 22 and State Highway 286, with a designation of RA3 Primary Rural Arterial. Mayor McComb referred to Item 18. David Newstead, 609 Grant Place, Conservation Chair for the Coastal Bend Audobon Society, discussed the importance of waterfouling and recreational fishing and the environmental impact of the portion of the project that is to cross the Laguna Madre. Council members discussed the following topics: deed restrictions for the City of Corpus Christi Page 10 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 property owned by Nueces County, purchased from the Texas General Land Office, that is part of the project; timelines; ownership of properties related to this project; condemnation of properties; securing of rights-of-way; planning for growth on Padre Island; the importance of the Rodd Field Road extension; and that the Corpus Christi Metropolitan Planning Organization is funding the planning of this project with the goal that the resulting highway will be a state highway. Council Member Smith made a motion to approve the ordinance, seconded by Council Member Garza. This Ordinance was passed on second reading and approved with the following vote: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 Enactment No: 031767 20. Second Reading Ordinance - Authorizing a Professional Services Project contract for the Restoration of SEA District Water Features Project (1st Reading 5/14/19) Ordinance amending the FY 2019 Capital Improvement Program budget to increase the year one budget for Restoration of SEA District Water Features in the amount of $300,000; and authorizing execution of professional services contract with LNV, Inc., in the amount of $364,100 for the Restoration of SEA District Water Features project. Mayor McComb referred to Item 20. Council members and the presentation team, consisting of Executive Director of Public Works Valerie Gray, Director of Parks and Recreation Jermel Stevenson and Dan Leyendecker with LNV Engineering, Inc., discussed the following topics: that, legally, the Watergarden constitutes the Seawall; other structures that may constitute the Seawall; flooding in the vault housing pumps due to an engineering design flaw; potential cost-saving alternatives to the item presented; reimbursements by the Federal Emergency Management Agency (FEMA); the history of the Watergarden and previous flooding events; previous efforts to mitigate flooding of the vault; relocating pumps from the below -ground vault to a newly constructed above -ground pump station; that this project is separate from the water feature on Shoreline Drive and the anticipated cost of repairs for each project; a timeline; that this item is to approve only professional engineering services necessary to complete the design that will allow for the Watergarden and the water feature on Shoreline Drive to be returned to working order; the procurement process; council support for repairs; and the cost of repairs. Council Member Roy made a motion to approve the ordinance, seconded by Council Member Guajardo. A council member and staff discussed that the Watergarden water feature will not be operational in 2019, during the design and construction phase. City of Corpus Christi Page 11 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 This Ordinance was passed on second reading and approved with the following vote: Aye: 7 - Mayor McComb, Council Member Barrera, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina and Council Member Roy Nay: 2 - Council Member Garza and Council Member Smith Abstained: 0 Enactment No: 031769 S. EXECUTIVE SESSION: (ITEM 36) Mayor McComb deviated form the agenda and referred to Executive Session Item 36. The Council went into executive session at 2:18 p.m. The Council returned from executive session at 3:05 p.m. 36. Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to annexation, disannexation, cession agreements for extraterritorial jurisdiction, apportionment of extra -territorial jurisdiction between municipalities, interlocal agreements with water districts and neighboring municipalities, contracts for potential economic development agreement(s) with entities that are considering the construction, expansion, and/or ownership of industrial facilities (including, but not limited to proposed Gulf Coast Growth Ventures' chemical manufacturing facility in San Patricio County, Texas, proposed fractionator and related facilities in Nueces County, economic development agreements relating to property currently or formerly owned by Voestelpine, Corpus Christi Liquefaction, LLC, and other entities and existing and proposed industrial facilities in San Patricio County and Nueces County) that are and/or will be consumers of water and/or wastewater services and connections to the Mary Rhodes Pipeline for facilities to supply water thereto, potential legislation currently being considered in the Texas Legislature related to annexation and other issues, potential annexation of up to 326 acres of extraterritorial jurisdiction that be ceded by the City of Gregory and potential service plans and actions related thereto, and pursuant to Texas Government Code § 551.087 to discuss confidential commercial or financial information pertaining to the aforesaid business prospect(s) that the City seeks to have locate, stay or expand in or near the territory of the City and with which the City may conduct economic development negotiations and/or deliberate possible economic development issues concerning said business prospect(s). Mayor McComb referred to Item 36 and the following resolution was considered: City of Corpus Christi Page 12 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 Resolution authorizing Amendment No. 1 and Joinder to Chapter 380 Economic Development Agreement between the City of Corpus Christi, Texas and Corpus Christi Liquefaction, LLC, relating to the development of property in the City's extraterritorial jurisdiction. Council Member Molina made a motion to approve the resolution, seconded by Council Member Barrera. This Resolution was passed and approved with the following vote: Aye: 7 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Molina, Council Member Roy, and Council Member Smith, Council Member Hernandez and Council Member Hunter Abstained: 0 Enactment No: 031778 M. RECESS FOR LUNCH The recess for lunch was held during Executive Session Item 36. O. REGULAR AGENDA: (ITEMS 32 - 34) 32. One -Reading Ordinance - Creation of Industrial Districts No. 5, 6, and 7 in San Patricio County Ordinance authorizing the establishment of Industrial Districts No. 5, 6, and 7 within the extraterritorial jurisdiction of the City of Corpus Christi, Texas; and authorizing industrial district agreements with various property owners within the industrial districts in San Patricio County; and declaring an emergency. Mayor McComb deviated from the agenda and referred to Item 32. Assistant City Manager Keith Selman stated that the purpose of this item is to create Industrial District Nos. 5, 6, and 7 in San Patricio County. Assistant City Manager Selman stated that a substitute ordinance has been handed out to council members, providing for a 1,000 foot width and slightly reducing the area of Industrial District Number 6. There were no comments form the Council or the public. Council Member Smith made a motion to approve the substitute ordinance on emergency, seconded by Council Member Guajardo. This Ordinance was passed on emergency as substitute and approved with the following vote: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 City of Corpus Christi Page 13 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 Enactment No: 031775 33. One -Reading Ordinance - La Quinta Corridor Annexation Ordinance annexing for full purpose up to 1,500 acres of land into the territorial limits of the City of Corpus Christi and extending the boundary limits of said city to include said hereinafter described property within said city limits; adopting a service plan; and declaring an emergency. Mayor McComb referred to item 33. Assistant City Manager Keith Selman stated that the purpose of this item is to annex the 1,500 acres known as the La Quinta Corridor. Assistant City Manager Selman stated that one property in the area to be annexed has executed an agricultural agreement and recommended approving the ordinance as presented. There were no comments form the Council or the public. Council Member Smith made a motion to approve the ordinance on emergency, seconded by Council Member Barrera. This Ordinance was passed on emergency and approved with the following vote: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 Enactment No: 031776 34. One -Reading Ordinance - Annexation of Up to 5,700 Acres Along the North Side of Corpus Christi Bay Ordinance annexing for full purpose up to 5,700 acres of land into the territorial limits of the City of Corpus Christi and extending the boundary limits of said city to include said hereinafter described property within said city limits; adopting a service plan; and declaring an emergency. Mayor McComb referred to Item 34. Assistant City Manager Keith Selman stated that the purpose of this item is to annex up to 5,700 acres along the north side of Corpus Christi Bay. Assistant City Manager Selman presented a substitute ordinance that contained the following changes: includes metes and bounds of annexed area in Exhibit A; updates map in Exhibit B to match finalized metes and bounds; reduces the area of Industrial District 6; modifies the annexed area to exclude area subject to agreement with Cheniere-related entities. Andrew Otis, 37 Abbington Avenue, Ardsley, NY representing Corpus Christi Alumina discussed the following topics: the adjacency of Corpus Christi Alumina's (CC Alumina) property to the Cheniere property and its impending sale to Cheniere; and CC Alumina's desire to have its property excluded from this annexation ordinance. City of Corpus Christi Page 14 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 City Attorney Miles Risley discussed the following topics: the recent deadline for entities to return documents; the City's intent to bring back to Council a series of disannexations; and the need to move forward with this annexation. Mr. Otis discussed annexation and subsequent disannexation and a desire to avoid annexation. A council member discussed annexation in light of related legislation from the Texas Legislature; and the potential consequences of the Council's failure to act. Council Member Smith made a motion to approve the substitute ordinance on emergency, seconded by Council Member Garza. This Ordinance was passed on emergency as substitute and approved with the following vote: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 Enactment No: 031777 S. EXECUTIVE SESSION: (ITEM 36) Mayor McComb deviated from the agenda and referred to Executive Session Item 36. The Council did not go into executive session. 36. Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to annexation, disannexation, cession agreements for extraterritorial jurisdiction, apportionment of extra -territorial jurisdiction between municipalities, interlocal agreements with water districts and neighboring municipalities, contracts for potential economic development agreement(s) with entities that are considering the construction, expansion, and/or ownership of industrial facilities (including, but not limited to proposed Gulf Coast Growth Ventures' chemical manufacturing facility in San Patricio County, Texas, proposed fractionator and related facilities in Nueces County, economic development agreements relating to property currently or formerly owned by Voestelpine, Corpus Christi Liquefaction, LLC, and other entities and existing and proposed industrial facilities in San Patricio County and Nueces County) that are and/or will be consumers of water and/or wastewater services and connections to the Mary Rhodes Pipeline for facilities to supply water thereto, potential legislation currently being considered in the Texas Legislature related to annexation and other issues, potential annexation of up to 326 acres of extraterritorial jurisdiction that be ceded by the City of Gregory and potential service plans and actions related thereto, and pursuant to Texas Government Code § 551.087 to discuss confidential commercial or financial information pertaining to the aforesaid business prospect(s) that the City City of Corpus Christi Page 15 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 seeks to have locate, stay or expand in or near the territory of the City and with which the City may conduct economic development negotiations and/or deliberate possible economic development issues concerning said business prospect(s). Mayor McComb referred to Item 36. Assistant City Manager Keith Selman stated that the City is in negotiations with the City of Gregory, Texas relating to land being annexed by the City adjacent to the City of Gregory, Texas. A council member discussed discussions and actions taken to date and currently in progress with various municipalities. The following resolution was considered: Resolution declaring City's intent to begin annexation of up to 326 acres of land into territorial limits of City of Corpus Christi; directing the City Manager to prepare a service plan for the extension of municipal services to the proposed annexation area. Council Member Garza made a motion to approve the resolution, seconded by Council Member Molina. This Resolution was passed and approved with the following vote: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 Enactment No: 031779 L. FUTURE AGENDA ITEMS: (ITEMS 24 - 26) Mayor McComb referred to Future Agenda Items. Mayor McComb stated that staff had a presentation on Item 24. A council member requested information on Item 26. 24. Resolution approving the concepts, direction, and general work plan for the sixth year of the Street Preventative Maintenance Program (SPMP) - "2019 SPMP Work Plan (Year - 6)." This Resolution was recommended to the consent agenda. 25. Motion approving Amendment No. 1 to a contract with J. Schwarz & Associates, Inc. in the amount of $846,500 for a restated fee not to exceed $874,250 to provide engineering design and development of Delivery Orders for the 2019 Citywide Street Preventative Maintenance Program (SPMP) with funding available in the Street Operation Budget and Street Capital Funds for sidewalk improvements for the Americans with Disability Act. This Motion was recommended to the consent agenda. 26. Motion authorizing six two-year service agreements for non -fire backflow City of Corpus Christi Page 16 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 preventer services for commercial accounts with Koetter Fire Protection, Hebert Irrigation, Graf Plumbing, Smart Plumbing, and KimJon Backflow Service, all of Corpus Christi, Texas, and TD Backflow Services of Orange Grove, Texas for an amount not to exceed $142,800 for each contract; and, one two-year service agreement for fire backflow preventer for commercial accounts with Koetter Fire Protection of Corpus Christi, Texas for an amount not to exceed $142,800, for a combined total amount not to exceed $999,600, each with one two-year option for a total potential multi-year amount not to exceed $1,999,200, funded by the Backflow Prevention Fund. This Motion was recommended to the consent agenda. N. PUBLIC HEARINGS: (ITEMS 27 - 29) 27. Public Hearing and First Reading Ordinance - Rezoning for a Property located at or near 2110 Laguna Shores Road. Case No. 0319-02 B&A Terra Firma Development, LLC: Request for rezoning a property at or near 2110 Laguna Shores Road from the "RE" Residential Estate District to the "RM -2" Multifamily 2 District. Planning Commission and Staff Recommendation (April 17, 2019): Denial of the change of zoning from the "RE" Residential Estate District to the "RM -2" Multifamily 2 District. Applicant's Request (3/4 Vote Required) Ordinance rezoning property at or near 2110 Laguna Shores Road from the "RE" Residential Estate District to the "RM -2" Multifamily 2 District. Mayor McComb referred to Item 27. Director of Development Services Nina Nixon -Mendez stated that the purpose of this Item is to rezone the property to allow for construction of an apartment complex. Director Nixon -Mendez presented the following information: aerial overview; current zoning of the subject property; zoning pattern; publication notification; that the Planning Commission and staff recommend denial of the change of zoning from the "RE" Residential Estate District to the "RM -2" Multifamily 2 District; that the Applicant is requesting a floor amendment to amend the rezoning application to the "RS -6" Single -Family 6 District; and that staff recommends denial of the "RM -2" Multifamily 2 District, and in lieu thereof, approval of the "RS -6" Single -Family 6 District. Mayor McComb opened the public hearing. Miguel Saldana, 4553 Moonlake Ridge, representing the Applicant, discussed the folllowing topics: that the original rezoning request to "RM -2" Multifamily 2 District was for the purpose of developing an apartment complex; the developer's requirements to address runoff and flooding concerns; use of the area to educate Flour Bluff Independent School District (Flour Bluff ISD) students; endangered species concerns; pond encroachment; traffic concerns; and the Applicant's willingess to accept rezoning of the property to the "RS -6" Single -Family 6 District. Linda City of Corpus Christi Page 17 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 Barganski, 3838 Emu Drive, representing Flour Bluff ISD, discussed the folllowing: Flour Bluff ISD uses the area as its outdoor classroom numerous times each day, including the pond; traffic concerns; and potential contamination of the pond due to runoff from construction debris. A council member discussed the following: if Flour Bluff ISD has offered to purchase the subject property; the location and ownership of the pond; the number of students a multifamily complex would add to Flour Bluff ISD. Council members, staff and Mr. Saldana discussed the following topics: the density of "RS -6" Single -Family 6 District zoning; zoning designations considered low density; the Applicant's plan if "RS -6" Single -Family 6 District zoning is approved; use of City wastewater system versus septic systems; use of City wastewater lift station; how long the Applicant has owned the subject property; when the property was rezoned to its current zoning designation; a past failed attempt to change the zoning of the property; the number of dwellings per acre in various zoning designations; the nomenclature the City uses for its various zoning districts; privacy concerns relating to individuals living above the first floor in apartments overlooking adjacent homes; lot sizes in various zoning designations; allowability of septic systems in various zoning designations; and septic system standards. Rebecca Root, 325 Lola Johnson Rd., discussed: her previous experience with flooding in Houston, Texas and on her property on Lola Johnson Rd.; previous attempts to rezone the subject property; the type/size of properties on Lola Johnson Road; the effect on the neighborhood of building 90-100 homes on the subject property; the makeup of property owners on Lola Johnson Road; ownership of properties adjacent to the subject property; and the character of the current neighborhood. Darson Aelvoet, 281 Lola Johnson Rd., read excerpts from the 1993 Flour Bluff Area Development Plan and discussed: public safety concerns regarding increased foot traffic on Laguna Shores Road; and use of the nearby wastewater lift station. Jerry Hartung, 2101 Laguna Shores Rd., discussed: the Flour Bluff Area Development Plan; adjacency of the property and the pond used by Flour Bluff ISD; potential effects on the Red Head Pond Wilderness Area; Laguna Shores Road improvements; and traffic concerns. Maggie Hartung, 2101 Laguna Shores Rd., discussed: completion of a traffic study prior to rezoning; the potential impact on Red Head Pond; the impact of a single entrance to and exit from the subject property onto Laguna Shores Road; parking along and traffic on Laguna Shores Road; endangered grasses; and asked Council to consider leaving the property zoned "RE" Residential Estate District. Juan Perales, Jr., 4918 Holly Rd., representing J. Perales Engineering, stated that he has been providing engineering and technical support to the Applicant; the process by which the Applicant's request for a change of zoning has moved from "RM -2" Multifamily 2 District to the "RS -6" Single -Family 6 District; use of the City's nearby wastewater lift station versus septic systems; traffic counts for the "RM -2" Multifamily 2 District versus the "RS -6" Single -Family 6 District; requirements to comply with flood zone and freeboard requirements; and impact on the environment and endangered species. Mayor McComb closed the public hearing. Council members and staff discussed the following topics: history of the subject property; the Flour Bluff Area Development Plan; that the Planning Commission did not consider the "RS -15" zoning designation; acreage requirements to be able to install a septic system; previous rezoning requests City of Corpus Christi Page 18 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 relating to the subject property; "RS -6" zoning being a compromise; the effects of not rezoning and developing the property; potential issues from installation of septic systems; use of city services on the subject property; that some nearby neighborhoods are also currently zoned "RS -6"; a continuation of movement toward larger lots in the Flour Bluff area with high value homes; the number of surrounding property owners in opposition to the multifamily zoning designation; and that the City does not have traffic counts for Laguna Shores Road. Council Member Smith made a motion to deny the change of zoning from the "RE" Residential Estate District to the "RM -2" Multifamily 2 District. A council member and staff discussed the following topics: how long the nearby wastewater lift station has been in place and its original cost of construction; if it is currently in use; that the pumps have been removed from the wastewater lift station; availability of pumps; if Flour Bluff ISD is interested in purchasing the subject property; zoning designations compatible with the Flour Bluff Area Development Plan; the density and minimum lot size of various zoning designations; and the consequences of not taking action on the item. Council Member Barrera seconded the motion. This motion failed and was not approved with the following vote: Aye: 3 - Council Member Smith, Council Member Barrera, Council Member Guajardo Nay: 6 - Mayor McComb; Council Member Roy; Council Member Garza; Council Member Hernandez; Council Member Hunter; Council Member Molina Abstained: 0 Council Member Garza made a motion to deny the change of zoning from the "RE" Residential Estate District to the "RM -2" Multifamily 2 District, and in lieu thereof, approval of the "RS -6" Single -Family 6 District, seconded by Council Member Roy. This ordinance failed by the following vote (3/4 vote required): Aye: 5 - Mayor McComb, Council Member Garza, Council Member Hernandez, Council Member Hunter and Council Member Roy Nay: 4 - Council Member Barrera, Council Member Guajardo, Council Member Molina and Council Member Smith Abstained: 0 28. Public Hearing and First Reading Ordinance - Rezoning for a Property located at or near 10224 Leopard Street. Case No. 0319-03 Corpus Christi Storage Solutions, LLC: Request for rezoning a property at or near 10224 Leopard Street from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District. City of Corpus Christi Page 19 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 Planning Commission and Staff Recommendation (April 17, 2019): Denial of the change of zoning from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District, in lieu thereof, approval of the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with conditions. Ordinance rezoning property at or near 10224 Leopard Street from the "RS -6" Single -Family 6 District to the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with conditions. Mayor McComb referred to Item 28. Director of Development Services Nina Nixon -Mendez stated that the purpose of this Item is to rezone the property to allow for parking and storage of trailers, boats and recreational vehicles as part of an existing mini storage building. Director Nixon -Mendez presented the following information: aerial overview; current zoning of the subject property; zoning pattern; and that the Planning Commission and Staff recommend denial of the change of zoning from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District, and in lieu thereof, approval of the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with conditions. Mayor McComb opened the public hearing. A council member asked a question regarding the recommended "RS-6/SP" zoning designation. There were no comments from the public. Mayor McComb closed the public hearing. Council Member Garza made a motion to approve the ordinance, seconded by Council Member Guajardo. This Ordinance was passed on first reading and approved with the following vote: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 29. Public Hearing and First Reading Ordinance - Rezoning for a Property located at or near 701 McBride Lane. Case No. 0419-01 Vernon and Jennifer Carr: Request for rezoning a property at or near 701 McBride Lane from the "CG -2" General Commercial District and the "RS -6" Single -Family District to the "IL" Light Industrial District. Planning Commission and Staff Recommendation (April 17, 2019): Denial of the change of zoning from the "CG -2" General Commercial District and the "RS -6" Single -Family 6 District to the "IL" Light Industrial District, in lieu thereof, approval of the "CG-2/SP" General Commercial District with a Special Permit (SP) with conditions. Ordinance rezoning property at or near 701 McBride Lane from the "CG -2" General Commercial District and the "RS -6" Single -Family City of Corpus Christi Page 20 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 District to the "CG-2/SP" General Commercial District with a Special Permit (SP) with conditions. Mayor McComb referred to Item 29. Director of Development Services Nina Nixon -Mendez stated that the purpose of this Item is to rezone the property to allow for the construction of a welding shop. Director Nixon -Mendez presented the following information: aerial overview; current zoning of the subject property; zoning pattern; and that the Planning Commission and Staff recommend denial of the change of zoning from the "CG -2" General Commercial District and the "RS -6" Single -Family 6 District to the "IL" Light Industrial District, and in lieu thereof, approval of the "CG-2/SP" General Commercial District with a Special Permit (SP) with conditions. Mayor McComb opened the public hearing. There were no comments from the Council or the public. Mayor McComb closed the public hearing. Council Member Hunter made a motion to approve the ordinance, seconded by Council Member Garza. This Ordinance was passed on first reading and approved with the following vote: Aye: 8 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Absent: 1 - Council Member Guajardo Abstained: 0 0. REGULAR AGENDA: (ITEMS 30 - 34) 30. Resolution authorizing grant submission for Automobile Burglary and Theft Prevention Authority Resolution authorizing submission of grant application for $418,087 to Automobile Burglary and Theft Prevention Authority (ABTPA) to continue the motor vehicle theft enforcement grant with a City cash match of $702,757, in-kind match of $62,046, and program income match of $3,851 for a total project cost of $1,186,741. Mayor McComb referred to Item 30. Police Chief Mike Markle stated that the purpose of this item is authorize the submission of a grant application for $418,087 from the Burglary and Theft Prevention Authority of Texas, requiring a cash match of $702,757, in-kind match of $62,046 and program income match of $3,851. Police Chief Markle also stated that the resolution needed to be amended to add Section 2 as follows: "In the event of the loss or misuse of these grant funds, the City of Corpus Christi assures that the grant funds will be returned, in full, to the Automobile Burglary Theft Prevention Authority". Council Member Smith made a motion to amend the resolution to add Section 2 as stated by Chief Markle, seconded by Council Member Barrera and passed unanimously. Council Member Molina made a motion to approve the resolution as amended, seconded by Council Member Guajardo. This Resolution was passed as City of Corpus Christi Page 21 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 amended and approved with the following vote: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 Enactment No: 031773 31. Resolution for a service agreement for custodial services for outlying police buildings Resolution authorizing a 12 -month service agreement for custodial services for outlying police buildings with Ernestina Luna, dba Unified Service Associates of San Antonio, Texas for an amount not to exceed $109,395.96, with two 12 -month options for a potential total amount not to exceed $328,187.88. Mayor McComb referred to Item 31. Police Management Services Director Pat Eldridge stated that the purpose of this item is to authorize a 12 -month service agreement for custodial services for outlying police buildings with Unified Service Associates of San Antonio, Texas for an amount not to exceed $109,395.96 with two 12 -month options for a potential total amount not to exceed $328,187.88. Director Eldridge stated: this service will be performed at 10 outlying police buildings, not at police headquarters; the service will provide an adequate number of custodians who will work Monday through Sunday; the Contracts and Procurement Department conducted a competitive procurement process; the City received four responsible and one non -responsible bids; and staff recommends award to the lowest responsible responsive bidder, Unified Service Associates. Council members, Director Eldridge and the presentation team, consisting of Assistant City Attorney Gabriel Rodriguez, Director of Contracts and Procurement Kim Baker and Interim Assistant City Manager Mike Markle, discussed the following topics: that this is the service an individual referenced during today's Public Comment period; if the speaker's comments/concerns should be addressed before this item is approved; the need to award the contract to ensure there is continued service; the difference between contract termination and not exercising optional renewals; and that the City has the sole discretion as to whether the optional renewal is exercised. Council Member Molina made a motion to approve the resolution, seconded by Council Member Roy. This Resolution was passed and approved with the following vote: Aye: 9 - Mayor McComb, Council Member Barrera, Council Member Garza, Council Member Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Molina, Council Member Roy and Council Member Smith Abstained: 0 Enactment No: 031774 City of Corpus Christi Page 22 Printed on 6/5/2019 City Council Meeting Minutes May 21, 2019 P. FIRST READING ORDINANCES: (NONE) Q. BRIEFINGS: (NONE) R. LEGISLATIVE UPDATE: None. S. EXECUTIVE SESSION: (ITEM 36) Mayor McComb referred to Executive Session Item 35. The Council went into executive session at 5:34 p.m. The Council returned from executive session at 6:07 p.m. 35. Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to collective bargaining matters in the Agreement(s) with the Corpus Christi Police Officers' Association and the Corpus Christi Professional Firefighters' Association. This E -Session Item was discussed in executive session. T. IDENTIFY COUNCIL FUTURE AGENDA ITEMS U. ADJOURNMENT Mayor McComb referred to Identify Future Agenda Items. The following items were identified: a presentation on the strategy, moving forward, to increase air service at Corpus Christi International Airport; and a report on the extension of Rodd Field Road, moving it up as a priority for the Corpus Christi Metropolitan Planning Organization. The meeting was adjourned at 6:10 p.m. City of Corpus Christi Page 23 Printed on 6/5/2019 FOOD SERVICE ADVISORY COMMITTEE Two (2) vacancies with terms to 6-24-22, representing the following categories: 1 - Food Industry and 1 - Community At -Large. Composition Seven (7) members. The membership shall consist of four (4) local food managers from the food service or food processing industries and three (3) persons from the community at -large. Members of the committee shall be appointed by the City Council for staggered terms so that at least one industry representative, and one community member are reappointed each year. No voting member may serve more than two terms of three -years each with the exception of those initially appointed for less than a full three-year term. Name District Term Appt. date End date Appointing Authority Position Status Category Attendance *Alana L Fischer District 4 Partial 9/11/2018 6/24/2019 City Council Seeking reappointment Food Industry 4/4 meetings 100% *Patricia Polastri District 2 2 9/30/2014 6/24/2019 City Council Chair Met the six-year service limitiation Community At -Large Arturo L. Garcia Sr. District 5 1 6/20/2017 6/24/2020 City Council Active Food Industry Jonathan E Villarreal District 2 1 6/20/2017 6/24/2020 City Council Active Community At -Large George Brown District 4 1 7/28/2015 6/24/2021 City Council Active Food Industry Malcolm De Shields District 5 1 3/27/2018 6/24/2021 City Council Active Community At -Large Julio A Garza District 2 1 3/27/2018 6/24/2021 City Council Active Food Industry FOOD SERVICE ADVISORY COMMITTEE Applicants Name District Category Kristoffer J Busk District 2 Food Industry and Community At -large Jude V Martin District 5 Food Industry and Community At -large CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Submit Date: Apr 26, 2019 Profile Mr. Kristoffer Prefix First Name Email Address 1002 McClendon Street Street Address Corpus Christi City What district do you live in? * CJ District 2 Current resident of the city? c' Yes r No 6 If yes, how many years? Mobile: (361) 425-8686 Primary Phone J Busk Middle Initial Last Name Business: (361) 883-1633 Alternate Phone Shoreline Sandwich Company _ Owner Employer Job Title 600 Leopard St suite 106 Work Address - Street Address and Suite Number Corpus Christi Work Address- City Texas Work Address - State 78401 Work Address - Zip Code 361-883-1633 Work Phone Work E-mail address TX State 78404 Postal Code Mr. Kristoffer .1 Busk Pane 1 of 5 Preferred Mailing Address I' Home/Primary Address Which Boards would you like to apply for? FOOD SERVICE ADVISORY COMMITTEE: Submitted Interests & Experiences Are you a registered voter? c: Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: Not at this time, I'm just finishing Leadership Corpus Christi. Education, Professional and/or Community Activity (Present) Restaurant owner and fresh food advocate, Leadership Corpus Christi If you applied for multiple boards, which boards are you most interested in serving on, in order of preference? (Limit to top three) I'm most interested in the Health Department Board. Also very interested in anything pertaining to food and nutrition. Why are you interested in serving on a City board, commission or committee? I believe there is opportunity to move this city forward in the food community. I love the city and want to make an impact in an area I'm passionate about. Are you an ex -Officio member of a City Board, commission or committee? r Yes r No No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? c' Yes r No Demographics Gender I' Male Mr. Kristnffer.1 Busk Pane 2 of 5 Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? ✓ Yes r No Do you, your spouse, your business or your spouse's business have a City contract? ✓ Yes r No Does your employer or your spouse's employer have a City contract? ✓ Yes r• No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ✓ Yes 0' No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? ✓ Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? ✓ Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Not applicable Board -specific questions (if applicable) Question applies to FOOD SERVICE ADVISORY COMMITTEE The Food Service Advisory Committee must include representatives from certain categories. Do you qualify for any of the following categories? * 17 Local Food Manager from Food Service or Food Processing Industry Mr. Kristoffer J Busk Pane 3 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. 17 I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. 17 I Agree Mr. Kristnffer .] Busk Pane 4 of 5 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. 17 I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. 17 I Agree Mr. Kristoffer .1 Busk Pane 5 of 5 CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Submit Date: Jul 31, 2018 Profile Mr Jude Prefix First Name Email Address 5413 Whitemarsh Drive Street Address Corpus Christi City What district do you live in? * �J District 5 Current resident of the city? c' Yes r No If yes, how many years? Home: (540) 810-1927 Primary Phone Chartwells @ Texas A&M Corpus Christi Employer 6300 Ocean Drive Unit 5763 Work Address - Street Address and Suite Number Corpus Christi Work Address - City TX Work Address - State 78412 Work Address - Zip Code 3618254357 Work Phone Jude.martin@compass-usa.com Work E-mail address V Martin Middle Initial Last Name Business: (804) 316-3000 Alternate Phone ResidentDistrictManager Job Title TX State 78412 Postal Code Mr Jude V Martin Pane 1 of S Preferred Mailing Address I'J Home/Primary Address Which Boards would you Tike to apply for? FOOD SERVICE ADVISORY COMMITTEE: Submitted Interests & Experiences Are you a registered voter? Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: No, not at this time Education, Professional and/or Community Activity (Present) AOS Culinary Arts - Johnson & Wales University Why are you interested in serving on a City board, commission or committee? Yes Upload a Resume Are you an ex -Officio member of a City Board, commission or committee? r Yes r No Demographics Gender 17 Male Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Mr Jude V Martin Pane 2 of 5 Do you, your spouse, your business or your spouse's business have a City contract? ✓ Yes r No Does your employer or your spouse's employer have a City contract? ✓ Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ✓ Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? rYes c' No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? ✓ Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Did not answer yes to any of the questions. Board -specific questions (if applicable) Question applies to FOOD SERVICE ADVISORY COMMITTEE The Food Service Advisory Committee must include representatives from certain categories. Do you qualify for any of the following categories? * p Local Food Manager from Food Service or Food Processing Industry Mr Jtide V Martin Pane 3 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. 17 I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. 17 I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. 17 I Agree Mr Jude V Martin Pane 4 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. p I Agree Mr Jude V Martin Pane 5 of 5 Jude V. Martin, FMP 1005 Delta Drive, Corpus Christi, TX 78412 Phone - (540) 810-1927 / Email — ill Career Summary: Experienced corporate level multi -unit food service management professional with 30 years' experience as Multi -unit, Senior Director of Dining Services and Executive Chef. Catering, Fine dining and casual restaurant experience as well college and university and retirement communities. Direct involvement with client interaction. Professional History: Resident District Manager 7/15/2016 — Current Chartwells Dining Service — Texas A&M Corpus Christi — Corpus Christi, TX • Promoted from Director of Operations to Resident District Manager • Managed volume of $10 million • Manage and direct a team of 11 salaried manager and 200 hourly associates • Trained and developed a strong management team, several that began as hourly associates • Oversee 14 dining locations consisting of Residential Dining, Catering and retail outlets including Starbucks, Subway, Panda Express, Einstein's Bagels, Chick Fil A, and internal concepts • Develop operating budgets for 10 individual cost centers across campus • Complete weekly and monthly P&L reports for all locations Director of Operations 7/15/2014 — 7/15/2016 Chartwells Dining Service — Texas A&M Corpus Christi — Corpus Christi, TX • Opened the first state of the art residential dining hall on campus • Hired, trained and developed staff of 70 associates for new dining facility • Opened newly renovated University Center Food Court featuring 3 national brand restaurants and 4 internal brand concepts • Manage and developed management staff of 7 and 180+ hourly associates • Instrumental in growth of revenue for campus from $3.5 million to $9.0 million over 2 'h years • Responsible for developing annual budget and forecasting • Oversee 14 dining locations, a residential dining hall, food truck and catering depai invent • Strong working knowledge of all Corporate Financial reporting systems and associate management Senior Director of Dining Services 2/1/2010 — 7/1/2014 Chartwells Dining Service- Randolph -Macon Collage — Ashland, VA • Oversaw the entire Dining Service program in a college setting including board plan, retail and catering. • Maintained great client relationships with clear communication and exceeding expectations daily. • Responsible for developing annual budget with volume of $3.75 million. • Strong leadership role in developing managers and hourly staff • Build and develop strong team atmosphere with all associates. • Lead a team of 4 Managers • Manage a team of 70 full and part time associates • Experience with Micros and CBord for board plan tracking and cash transactions. • Proficient with Corporate specific business reporting systems • Designed and opened 2 new dining venues and a coffee shop on campus • Instrumental in securing an additional 7 years to the contract with the University Assistant Location Manager 9/15/08 —1/25/2010 Aramark - James Madison University, Harrisonburg, VA • Manage the daily operation of a high volume residential dining venue. • Improve and implement new menu concepts and programs • Responsible for the scheduling of a staff of 90 full and part time employee • Ensure highest level of food quality, customer service and adherence to program standards • Build and develop a strong staff through training and development and encouraging staff to take ownership of work and taking pride in their job Corporate Director of Dining Services & Hospitality 7/01/06 - 6/08/08 Sunnyside Retirement Communities, Harrisonburg, Virginia • Head of a project team charged with designing and implementing new dining concepts including major renovations of existing facility kitchen and servery design, menu developing, major equipment, interior design purchases and over all decision making • Oversee management over and strategic planning for four dining facilities in three communities. • Conduct training and support to all account Food Service Directors in the areas of purchasing, food cost control, production, presentation, catering and special events. • Ensure food safety standards are established and met for all regulatory agencies at all accounts. Director of Dining Services 1/1/05 - 7/01/06 Pioneer College Caterers, Inc. Harrisonburg Virginia • 2005 Director of Dining Services Rookie of the year for Pioneer College Caterers. • Responsible for all operations of a high volume P&L account in a multi -unit college setting. • Exceeded budgeted profits by 100% in first full year. • Planned theme meals and monotony breakers to increase variety and student satisfaction. • Hiring, training, labor, scheduling, inventory, ordering, purchasing and cost controls as well as payroll. • Planned and Coordinated special events and catering for individual client requirements ranging from upscale plated dinners to full service buffets and receptions up to 1000 guests. Assistant Food Service Director/Executive Chef 12/1998- 12/04 Chartwells Dining Service, Staunton Virginia Chartwells Dining Service, Bridgewater, Virginia • Day-to-day management of the kitchen and performance of the hourly staff. • Ordering, purchasing and cost controls as well as payroll. • Establishing and maintaining quality and sanitation standards; enforcement of policies and procedures set forth by Mary Baldwin College. • Developed all cycle menus for a board plan of 1,000. • Developed and executed interactive feature stations bringing exhibition cooking to the dining room. • Position also included all catering functions from small coffee set ups to elaborate sit down dinners for up to 600 guests and banquet buffets for up to 800 guests. HUMAN RELATIONS COMMISSION Five (5) vacancies with terms to 6-14-21 and 6-14-22. (Mayoral appointments with confirmation by Council) (The chair of the commission shall be designated by the Mayor for a one-year unstaggered term.) Composition Sixteen (16) members, fourteen (14) of whom shall be appointed by the Mayor with approval of the Council to study problems of group relationships within the City; one (1) who shall represent the selling of dwellings, one (1) who shall represent the renting of dwellings and one (1) member of the staff of the Legal Aid Society to serve continuously, and three (3) shall not be more than 20 years of age at time of appointment serving one-year terms. Eleven (11) members shall serve three-year terms. The chair of the commission shall be designated by the Mayor for a one-year unstaggered term. The Chairperson of the Committee for Persons with Disabilities serves as an ex -officio voting member. Name District Term Appt. date End date Appointing Authority Position Status Category Attendance *Bilaye R. Benibo District 1 1 6/14/2016 6/14/2019 Mayor with Council Confirmation Seeking reappointment 5/7 meetings (1 excused absence) 85% *Linda A Cantu District 1 1 1/19/2016 6/14/2019 Mayor with Council Confirmation Seeking reappointment 7/7 meetings 100% **Maria G. Rodriguez District 1 1 6/14/2016 6/14/2019 Mayor with Council Confirmation Seeking reinstatement 2/7 meetings (1 excused absence) 42% *Roy E. Stock District 5 1 6/23/2015 6/14/2019 Mayor with Council Confirmation Seeking reappointment 7/7 meetings 100% *Richard Bailey 1 6/19/2018 6/15/2021 Mayor with Council Confirmation Resigned Jeremy L. Coleman District 2 1 8/22/2017 6/14/2020 Mayor with Council Confirmation Active Laura Commons District 4 1 12/8/2015 6/14/2020 Mayor with Council Confirmation Chair, 6/14/19 Active Selling of Dwellings Rachel Benavides District 3 1 6/19/2018 6/14/2020 Mayor with Council Confirmation Active Marigold C Boone District 2 1 4/23/2019 6/23/2020 Mayor with Council Confirmation Active Youth **Maria G. Rodriguez is seeking reinstatement. She exceeded number of absences allowed by ordinance due to her work schedule. Ms. Rodriguez states she has new employment and will be able to attend the upcoming meetings and is requesting reinstatement. Name District Term Appt. date End date Appointing Authority Position Status Category Attendance Andrew S Leeton District 5 1 4/23/2019 6/23/2020 Mayor with Council Confirmation Active Youth June E Martinez District 3 1 N/A 6/14/2020 Mayor with Council Confirmation Active Andrea I Reyes District 5 1 4/23/2019 6/23/2020 Mayor with Council Confirmation Active Youth April Denine Bassett District 2 2 6/23/2015 6/14/2021 Mayor with Council Confirmation Active Nora G Mireles District 3 2 6/23/2015 6/14/2021 Mayor with Council Confirmation Active Rental of Dwellings Richard Balli District 2 N/A N/A N/A Ex-Officio. Voting Active CFPWD, Chair Carlos Aguinaga N/A N/A N/A Active Legal Aide Society, Continuous HUMAN RELATIONS COMMISSION Applicants Name District Category Angel Cruz Lynn A Valley District 5 District 1 Regular Member Regular Member CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Submit Date: Oct 12, 2018 Profile Angel First Name Email Address 7906 wolf drive Street Address Corpus Christi City What district do you live in? * l'J District 5 Current resident of the city? Yes C No 2 If yes, how many years? Cruz Last Name Mobile: (646) 689-7600 Business: (361) 939-0246 Primary Phone Alternate Phone United States Coast Guard Petty Officer r Thirdclass__ Employer Job Title 249 Glasson drive Work Address - Street Address and Suite Number Corpus Christi Work Address - City Texas Work Address - State 78406 Work Address - Zip Code 3619390246 Work Phone Angel.cruz@uscg.mil Work E-mail address TX State 78414 Postal Code Annel Cruz Pane 1 of 5 Preferred Mailing Address 17 Home/Primary Address Which Boards would you like to apply for? HUMAN RELATIONS COMMISSION: Submitted Interests & Experiences Are you a registered voter? ✓ Yes c: No Education, Professional and/or Community Activity (Present) I am currently the Leadership Diversity Advisory council Co-chair for the USCG Sector/Air station Corpus Christi, President of the South Texas Coast Guard Enlisted Association, and a frequent volunteer of the Corpus Christi food bank and many other local organizations in the community. Why are you interested in serving on a City board, commission or committee? Serving is second nature to me as an Active Duty member of the United States Coast Guard I believe giving back to the community is everyone's duty, making a difference is only achieved through motivation, dedication and initiative in one's community and through partnerships of being part of a City committee I believe will allow me to give back to the City I call home. Are you an ex -Officio member of a City Board, commission or committee? ✓ Yes r No Demographics Gender IZ Male Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? ✓ Yes No Do you, your spouse, your business or your spouse's business have a City contract? ✓ Yes r No Anael Cruz Pane 2 of S Does your employer or your spouse's employer have a City contract? ✓ Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ✓ Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? ✓ Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? ✓ Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. N/A Board -specific questions (if applicable) Question applies to HUMAN RELATIONS COMMISSION The Human Relations Commission must include representatives from certain categories. Do you qualify for any of the following categories? * (J None of the above Anne! Cruz Pane 3 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. 17 I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. 17 I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. 17 I Agree Annel Cruz Pane 4 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. fJ I Agree Annel Cruz Pane 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Jul 19, 2018 Application for a City Board, Commission, Committee or Corporation Profile Mrs Lynn A Valley Prefix First Name Middle Initial Last Name tagesegigiummaw Email Address 5902 Horizon dr Street Address Corpus Christi City What district do you live in? * TX State 17 District 1 Current resident of the city? 6. Yes r No 35 If yes, how many years? Mobile: (361) 336-9271 Home: (361) 742-1036 Primary Phone Alternate Phone n/a Work Address - Street Address and Suite Number none Work E-mail address Which Boards would you like to apply for? ANIMAL CARE ADVISORY COMMITTEE: Submitted COMMITTEE FOR PERSONS WITH DISABILITIES: Submitted CORPUS CHRISTI REGIONAL TRANSPORTATION AUTHORITY: Submitted HUMAN RELATIONS COMMISSION: Submitted CORPUS CHRISTI B CORPORATION: Submitted 78408 Postal Code Interests & Experiences Are you a registered voter? r Yes r No Mrs Lynn A Valley Pane 1of5 Do you currently serve on any other City board, commission or committee at this time? If so, please list: no Education, Professional and/or Community Activity (Present) GED Why are you interested in serving on a City board, commission or committee? Have lived here 35 yrs, the city has always been therer for me. Would like to start beimg there for it. Are you an ex -Officio member of a City Board, commission or committee? ✓ Yes r No Demographics Gender 1J Female Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? ✓ Yes r No Do you, your spouse, your business or your spouse's business have a City contract? ✓ Yes r No Does your employer or your spouse's employer have a City contract? ✓ Yes rr No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? cYes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? ✓ Yes r No Mrs Lynn A Valley Pane 2 of 5 Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. answered no to all Board -specific questions (if applicable) Question applies to ANIMAL CARE ADVISORY COMMITTEE The Animal Care Advisory Committee must include representatives from certain categories. Do you qualify for any of the following categories? 17 None of the above Question applies to CORPUS CHRISTI REGIONAL TRANSPORTATION AUTHORITY Are you a qualified voter* residing in the Authority? (Note: Authority includes the following services areas: Nueces County and the municipalities, Bishop, Corpus Christi, Driscoll, Gregory, Banquete, Agua Dulce, San Patricio, Port Aransas and Robstown) r Yes r No Question applies to CORPUS CHRISTI REGIONAL TRANSPORTATION AUTHORITY Are you transportation disadvantaged meaning elderly, persons with disabilities or low- income individuals? r Yes r No Question applies to HUMAN RELATIONS COMMISSION The Human Relations Commission must include representatives from certain categories. Do you qualify for any of the following categories? * 17 Renting of Dwellings Mrs L_vnn A Valley Pane 3 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. 17 I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. �J I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. 17 I Agree Mrs Lynn A Valley Pane 4 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. p I Agree Mrs Lynn AValley Pane 5of5 PADRE ISLES MANAGEMENT DISTRICT Three (3) vacancies with terms to 6-1-23. (The Council appoints directors from persons recommended by the board. The Padre Isles Management District recommends the new appointments of Vernon Ted Morris, Billy Farmer and Ronald Jeffers.) Composition The District will consist of five voting directors who serve four-year staggered terms with two or three directors' terms expiring June 1 of each odd -numbered year. The governing body of the city shall appoint directors from persons recommended by the board. To be qualified to serve as a director appointed by the governing body of the city, a person must be: (1) a resident of the district who is also a registered voter of the district; (2) an owner of property in the district; (3) an owner of stock or a partnership or membership interest, whether beneficial or otherwise, of a corporate partnership, limited liability company, or other entity owner of a direct or indirect interest in property in the district; (4) an owner of a beneficial interest in a trust, or a trustee in a trust, that directly or indirectly owns property in the district; (5) an agent, employee, or tenant of a person described by Subdivision (2), (3), or (4); or (6) an initial director. Name District Term Appt. date End date Appointing Authority Position Status Not seeking Stan Hulse District 4 1 9/22/2015 6/1/2019 City Council Ratification Chair reappointment Cheri Sperling District 4 1 9/22/2015 6/1/2019 City Council Ratification Resigned Not seeking Nancy Tressa District 4 1 9/22/2015 6/1/2019 City Council Ratification reappointment Brent Moore District 4 2 9/22/2015 6/1/2021 City Council Ratification Vice -Chair Active Darrell Scanlan District 4 2 9/22/2015 6/1/2021 City Council Ratification Active PADRE ISLES MANAGEMENT DISTRICT Applicants Name District Category Billy Farmer Ronald Jeffers Vernon T Morris District 4 District 4 District 4 Regular Member Regular Member Regular Member CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Submit Date: May 28, 2019 Profile Billy rhsr Name Tddres; 13566 Bullion Ct Street Address Farmer _JsI 'lame Corpus Christi TX 78418 City State _ cstai What district do you live in?* Pr District 4 Current resident of the city? 6- Yes r No 9 es. 5o8 mar v 195 Mobile: (214) 906-5295 Mobile: (214) 906-5295 P,mary 2Thone alternate 7^tone Self Owner 108 13566 Bullion Ct Nvt< Addres6 >trttlet Corpus Christi Texas 78418 Preferred Mailing Address IW Home/Primary Address Billy Farmer Page 1 of 4 Which Boards would you like to apply for? PADRE ISLES MANAGEMENT DISTRICT: Submitted Interests & Experiences Are you a registered voter? r: Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Why are you interested in serving on a City board, commission or committee? No Are you an ex -Officio member of a City Board, commission or committee? ✓ Yes r• No No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? r- Yes 6 No Demographics Gender IW Male Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? ✓ Yes r-• No Do you. your spouse, your business or your spouse's business have a City contract? ✓ Yes r• No Billy Farmer Page 2 of 4 Does your employer or your spouse's employer have a City contract? c' Yes c No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ✓ Yes r• No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? ✓ Yes No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? ✓ Yes 6" No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Did not answer yes to any question Board -specific questions (if applicable) Billy Farmer Page 3 of 4 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. 17 I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. 1 I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. IJ I Agree Oath I swear that all of the statements included in my application and attached documents. if any, are true and correct. p I Agree Billy Farmer Page 4 of 4 CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Submit Date: May 29, 2019 Profile Ronald Jeffers Flrat ',Name _as, Name 15701 Escapade Street Streer .Address Corpus Christi What district do you live in? * F7 District 4 Current resident of the city? r: Yes r• No 3 many /ear— Home: (361) 688-2689 Retired, US Army / Retired, Cyber Security (IBM, HP) Mobile: (469) 585-0358 4iiemate Ptarne Special Agent / Master Security Architect - IT :Er -Totowa Jot', 15701 Escapade Street al and Au ...,.,,. Stress Accress ara slt Corpus Christi TX 78418 4695850358 N/A telt TX State 78418 =-Stagy Ronald Jeffers Page 1 of 5 Preferred Mailing Address Home/Primary Address Which Boards would you like to apply for? PADRE ISLES MANAGEMENT DISTRICT: Submitted Interests & Experiences Are you a registered voter? 6. Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: None Education, Professional and/or Community Activity (Present) AA, Administration, Anne Arundel Community College, Arnold, MD BS, Management, State University of New York, Albany, NY M -IT, American Intercontinental University, Atlanta, GA Certified Information Systems Security Professional - CISSP, ISC2 Information Systems Security Engineering Professional - ISSEP, NSA & ISC2 Certified Information Security Manager - CISM, ISACA Executive Steering Committee - ISSA Professional Memberships with ISC2, ISACA, ASIS & ISSA (Professional memberships will expire as I have retired from Cyber Security. The accompanying certifications will no longer be required). Life Memberships with The American Legion, Veterans of Foreign Wars of the United States of America, Disabled American Veterans If you applied for multiple boards, which boards are you most interested in serving on, in order of preference? (Limit to top three) Padre Isles Management District Board Member Why are you interested in serving on a City board, commission or committee? Over the past decades, I have served my country and my community in a number of ways, to include volunteering for leadership roles with several international organizations. I believe my skills, particularly with risk management, disaster recovery and incident response would be a very useful asset for the PIMD Are you an ex -Officio member of a City Board, commission or committee? c Yes c No No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? a Yes r No Ronald Jeffers Page 2 of 5 Demographics Gender F7 Male Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? ✓ Yes r: No Do you, your spouse, your business or your spouse's business have a City contract? r Yes No Does your employer or your spouse's employer have a City contract? ✓ Yes <' No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? cYes 6"No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? ✓ Yes No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? ✓ Yes r• No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Non -applicable Board -specific questions (if applicable) Ronald Jeffers Page 3 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. Fir I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. p I Agree Ronald Jeffers Page 4 of 5 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which 1 seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. p I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. Fl I Agree Ronald Jeffers Page 5 of 5 Ronald Jeffers 15701 Escapade Street, Corpus Christi, TX 78418 (469) 585-0358 - ron.jeffers@gmail.com Professional Profile Manager, Leader, IT Architect with over 35 years' experience in the creation of strategies that integrated complex initiatives into solutions. Overall architecture skills encompass mastery level design and integration of IT solutions with hands on implementation as well as testing of solutions. Skills &Strengths • Leadership Program Management Project Management Policy Creation and Implementation Solution Design System and Software Development Life Cycle (SDLC) Cloud & Mobility Solutions HP/HPE/DXC Technology 2011- 2018 Master Security Architect, Security Strategy & Risk Management • Service Delivery Manager for a multi-million dollar global deployment IT infrastructure Coordinated the establishment, testing and review of corporate incident response teams. Developed an operations center for a US state level IT organization which exceeded federally mandated requirements. • Developed and conducted several training programs for HPE/DXC. Technical Advisor for a federal level organization which included the development policies, procedures and processes for implementation and enforcement for the certification and accreditation project • Project Manager for a multi-million dollar CyberArk IAM solution, coordinated all security issues with CISO, CSO and CIO of a government sponsored enterprise for national mortgage and lending to ensure the solution was aligned with their business goals. • Coordinated the requirements creation, solution analysis and design of a high performance computing, cloud security solution with CISO and CIO of an international petroleum corporation. • Coordinated the requirements creation, solution analysis and design of a modern cloud security solution with CISO and CSO of an international mining corporation. AIG 2010-2011 Asst Program Manager -Sr. Security Engineer/Architect - Cloud Migration • Program Manager during the scope and definition phase for a $250M project. • Coordinated with C staff from various entities to ascertain risks and issues specific to their individual environments during the migration project. • Coordinated with C level staff to reconcile and mitigate issues involving standards and processes during the migration to meet business drivers and a challenging schedule. • Scoped resource requirements for various phases of the program, conducted HR processes to have the correct talent at the right time. Devised processes for data and server hardening during V2V, P2V and P2P migrations. Established corporate policies and procedures. IBM - US National Security and Privacy Practice 2001 — 2009 Managing Consultant/Architect/Software Designer/Engineer Project Manager for various multi-million dollar projects.. • IBM Volunteer/Rescue Worker with the Hurricane Katrina Disaster Recovery Effort 9/2005 — 6/2006. Coordinated with FEMA and FLOUR (Prime Contractor) personnel to provide assets or volunteers when and where needed, created a database to track housing for displaced persons. Conducted area assessments, housing inspections, personnel interviews and facilities and information security activities. Strike Team member in numerous "Red Zone" impact areas. • Led a team of experts conductingt network assessments on myriad US Government systems under a US Federal Court order which determined the level of security provided to sensitive information involving the US Department of Interior. • Conducted assessments of corporate and government CERT and CSIRT operations, policies, plans and procedures IAW Corporate (SEI) and Government (NSA) guidelines. Developed solutions to remediate any findings. • Conducted Certification and Accreditation (C&A) assessment of a major US Navy acquisition system. • Conducted Physical Security assessments for the US Government. • Created over 3000 security requirements for the DARPA/US Army Program Future Combat Systems extrapolated from US Army, US Air Force, US Marine Corps, Department of Defense, National Security Agency and numerous other agency security guidelines. The result of the project was an $18 billion contract award to Boeing to begin Phase I development of the program. • Develop training programs for IBM's Methods of Architecting Secure Solutions Course. Defense and Federal Contracting Experience - National Air and Space Intelligence Center (NASIC), Pentagon, Defense Information Systems Agency (DISA), National Security Agency (NSA), Federal Bureau of Investigations (FBI). 1998 — 2001 Lead Cyber Threat Analyst — Various US Intelligence Projects Technical Lead/Sr. Secure Systems Engineer -Defense Messaging System and Pentagon Renovation Programs Technical Security Analyst/Advisor - National Missile Defense Program "Star Wars" US Army 1979 — 1998 Special Agent, Counterintelligence — Retired, Highly Decorated • Progressed from a highly trained cover operative to senior staff positions with NATO and US Forces Korea. • Became an instructor in the conduct of source operations and surveillance activities. Education and Certifications Masters of Information Technology Bachelors of Science in Management Associate of Arts in Administration CISM — Certified Information Security Manager CISSP -Certified Information System Security Professional ISSEP Information Systems Security Engineering Professional Hobbies Photography, Amatuer Radio, Off Roading, Advanced Scuba Diving, Enjoying our Island Paradise, others, Memberships Team Rubicon, VFW -LM, DAV-LM, Legion -LM, NRA -Endowment, ISC2, ISACA, ASIS, St. Baldrick's, MS Society, Red Cross , others CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Submit Date: May 30, 2019 15869 Punta Espada Loop Street Adoress Corpus Christi What district do you live in? * pr District 4 Current resident of the city? 6. Yes r No 9 Home: (361) 816-8458 Nustar Energy 410 SPID, Suite 200 Corpus Christi TX 78405 381'248'9425 ^^~�. ted.morris@nustarenergy.com Morris Business: (361) 249-9425 Ailerrtate sheer, Regional Corrosion Manager 78418 Vernon T Morris Page 1 of 5 Preferred Mailing Address Pr Home/Primary Address Which Boards would you like to apply for? CIVIL SERVICE BOARD: Submitted PADRE ISLES MANAGEMENT DISTRICT: Submitted Interests & Experiences Are you a registered voter? a Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: no Education, Professional andior Community Activity (Present) none If you applied for multiple boards, which boards are you most interested in serving on, in order of preference? (Limit to top three) Padre Isles Management District, which is not on the drop-down list of cards to apply for. I picked what sounded close to the Padre Island Management District. Why are you interested in serving on a City board, commission or committee? As a property owner, I want to stay in tune with any developments in my area and be able to apply myself for the good of the community. Are you an ex -Officio member of a City Board, commission or committee? r Yes No No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? Yes r No Demographics Vernon T Morris Page 2 of 5 Gender Pi Male Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? c Yes 6' No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r: No Does your employer or your spouse's employer have a City contract? ✓ Yes cz No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes 6- No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? ✓ Yes 6. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? ✓ Yes 6' No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. I did not choose any 'YES" answer. Board -specific questions (if applicable) ICE3,7;AR2, .1',2N10 tISSi Have you resided in the City for at least 3 years? 6. Yes r No Have you held public office during the past 3 years? ✓ Yes No Vernon T Morris Page 3 of 5 Question appiies'oGNU_ SER`/ICE BOARD C,I`/ L SERVICE OCkIMISSCN Are you over 25 years of age? rr Yes r No Questt or applies 'o rWtipie Doaras Are you willing to provide an Annual Report of Financial Information as required by the Code of Ethics? r• Yes r No Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. w I Agree Vernon T Morris Page 4 of 5 City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. WJ I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. rJ I Agree Vernon T Morris Page 5 of 5 RETIRED AND SENIOR VOLUNTEER PROGRAM ADVISORY COMMITTEE Five (5) vacancies with terms to 6-16-20 and 6-16-21, representing the following categories: 3 - At -Large, 1- RSVP Volunteer and 1- RSVP Volunteer Station. (The Retired and Senior Volunteer Program Advisory Committee is recommending the new appointments of Robert Snyder (At -Large) and Mary Lou Cano (At -Large). Staff is recommending the postponement of the RSVP Volunteer Station category for further recruitment.) Composition The committee shall consist of seven (7) members and must express an interest in the issues of older adults and have knowledge of the capabilities of older adults. The committee shall be composed of the following: 1- RSVP Volunteer (active volunteer/ one (1) hour per month at a registered RSVP Volunteer Station), 1- RSVP Volunteer Workstation representative (executive, director or similar leadership position at a non-profit agency that operates a RSVP Volunteer Station), and 5 - At -Large. All terms shall be two (2) years. Of the initial members, four (4) members shall serve a two-year term and three (3) members shall serve a one-year term, as determined by a drawing to be conducted at the initial committee meeting. Thereafter, all terms shall be two (2) years. All members shall serve until their successors are appointed and qualified. Name District Term Appt. date End date Appointing Authority Status Category Attendance *Connie Aaron District 3 Partial 2/12/2019 6/16/2019 City Council Resigned At -Large *Patti Anderson District 5 Partial 2/12/2019 6/16/2019 City Council Seeking reappointment At -Large 3/3 meetings 100% *Ruby C. Martinez District 4 Partial 2/12/2019 6/16/2019 City Council Seeking reappointment RSVP Volunteer 3/3 meetings 100% *Sylvia Portales District 5 3 1/8/2013 6/16/2019 City Council Has met the six-year service limitation At -Large *Vacancy 1 N/A 6/16/2016 City Council RSVP Vol. Station Renee Hundley District 5 2 9/30/2014 6/16/2020 City Council Active At -Large Joann Arevalo District 2 1 2/12/2019 6/16/2020 Active At -Large RETIRED AND SENIOR VOLUNTEER PROGRAM ADVISORY COMMITTEE Applicants Name Mary Lou Cano District District 2 Category At -Large Robert E Snyder District 5 IAt-Large CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Submit Date: Apr 26, 2018 Profile Ms. Prefix Email Address Mary Lou First Name 909 Campbell St. Street Address Corpus Christi City What district do you live in? * District 2 Current resident of the city? c' Yes r No 70 If yes, how many years? Mobile: (361) 510-7535 Primary Phone N /A Work Address - Street Address and Suite Number N/A Work E-mail address Cano Last Name Mobile: (361) 510-7535 Alternate Phone TX State Preferred Mailing Address 17 Home/Primary Address Which Boards would you like to apply for? RETIRED AND SENIOR VOLUNTEER PROGRAM ADVISORY COMMITTEE: Submitted 78411 Postal Code Interests & Experiences Are you a registered voter? Yes r No Ms. Mary Lou Cann Pane 1 of 4 Do you currently serve on any other City board, commission or committee at this time? If so, please list: N/A Education, Professional and/or Community Activity (Present) High School Graduate RSVP Church Activities Why are you interested in serving on a City board, commission or committee? I am hoping to enrich my life as well as those I serve in my community. Are you an ex -Officio member of a City Board, commission or committee? ✓ Yes r No Demographics Gender W. Female Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? ✓ Yes No Do you, your spouse, your business or your spouse's business have a City contract? ✓ Yes cr No Does your employer or your spouse's employer have a City contract? ✓ Yes r• No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ✓ Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? ✓ Yes r No Ms. Mary Lou Cann Page 2 of 4 Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes 0 No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. N/A Board -specific questions (if applicable) Question applies to RETIRED AND SENIOR VOLUNTEER PROGRAM ADVISORY COMMITTEE The RSVP Advisory Committee must include members representing certain categories. Do you qualify for any of the following categories? * 17 RSVP Volunteer (Active Volunteer/one hour per month at a registered RSVP Volunteer Station) Verification Ms. Mary Lou Cano Pane 3 of 4 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. 17 I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. 17 I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. 17 I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. 17 I Agree Ms. Mary Lot] Cann Pane 4 of 4 CITY OF CORPUS CHRISTI Submit Date: Jan 31, 2019 Application for a City Board, Commission, Committee or Corporation Profile Mr. Robert E Snyder Prefix First Name Middle Initial Last Name misiabilipikast Email Address 6106 Maximus Drive Street Address Corpus Christi City What district do you live in? * 17 District 5 Current resident of the city? Yes r No 10 If yes, how many years? Mobile: (361) 443-5783 Primary Phone N/A Work Address - Street Address and Suite Number N/A Work Address - City N/A Work Address - State N/A Work Address - Zip Code N/A Work Phone N/A Work E-mail address Preferred Mailing Address I Home/Primary Address Mobile: (361) 510-2100 Alternate Phone TX State Ms Suffix 78414 Postal Code Mr. Robert F Snyder Ms Pane 1 of Which Boards would you like to apply for? RETIRED AND SENIOR VOLUNTEER PROGRAM ADVISORY COMMITTEE: Submitted Interests & Experiences Are you a registered voter? ✓ Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: NO Education, Professional and/or Community Activity (Present) EL AMIN SHRINE Why are you interested in serving on a City board, commission or committee? TO ASSIST THE DIRECTOR IN MOVING THE RSVP PROGRAM TO THE TOP PROGRAM FOR SENIORS. Upload a Resume Are you an ex -Officio member of a City Board, commission or committee? ✓ Yes r No Demographics Gender I Male Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? ✓ Yes c• No Do you, your spouse, your business or your spouse's business have a City contract? ✓ Yes C: No Mr. Rnhert E Snyder Ms Pane 2 of 5 Does your employer or your spouse's employer have a City contract? ✓ Yes 0 No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ✓ Yes 0 No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? ✓ Yes 0 No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? ✓ Yes c No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. NONE Board -specific questions (if applicable) Question applies to RETIRED AND SENIOR VOLUNTEER PROGRAM ADVISORY COMMITTEE The RSVP Advisory Committee must include members representing certain categories. Do you qualify for any of the following categories? * 17 RSVP Volunteer (Active Volunteer/one hour per month at a registered RSVP Volunteer Station) Mr. Rnhert E Snyder Ms Pane 3 nf 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. 17 I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. 17 I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. 17 I Agree Mr. Robert F Snyder Ms Pane 4 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. 17 I Agree Mr. RnhPrt E Snyder Ms Pane 5 of 5 Robert E. Snyder 6106 Maximus Drive Corpus Christi, Texas 78414-5818 Email OBJECTIVE: Seeking a position of growth and challenge where exceptional and diverse skills in international business, teaching, training and student advising can be used effectively. QUALIFICATIONS SUMMARY: Experienced Senior Manager and Advisor with 25+ years broad-based experience, including 16+ years diverse Public Administration and project management expertise with a focus on administration, employee training, regulatory compliance, and financial management. Extensive experience working with local, state, federal and international governments. Key skills and qualifications include: • Policy & Program Development: Successful background developing and implementing security programs, policies and procedures to ensure the security of facilities, personnel, and information. • Training & Curriculum Development: International and domestic training and instruction expertise, including the formulation and execution of programs. International experience as Subject Matter Expert, Instructor/Trainer for the United Nations Interim Administration Mission in Kosovo. • Problem Solver, Decision Maker: Superior problem -solving, and decision-making capabilities. Work well under stress to achieve objectives, establish frameworks, and implement work plans. • Leader & Manager: Proven analytical, conceptual, and organizational skills with a demonstrated ability to adapt skills, knowledge, and experience to new situations. Flexible and creative. Capable of working with minimal resources to achieve program objectives. • Liaison, Experienced Negotiator: Significant experience serving as liaison with government and military authorities to promote and implement programs. Demonstrated ability to work successfully in a politically sensitive environment, as well as expertise dealing sensitively with diverse languages and cultures. Demonstrated expertise with capacity building. • Writer, Presenter & Interviewer: Excellent English verbal and written communications skills. Adept at writing, developing and presenting comprehensive investigative reports and presentations. PROFESSIONAL HISTORY: TRAINING DIRECTOR JANUARY 2007 TO MAY 2008 Gritten Inc. 1501 B Hogan Ln Waco, Tx 76705 Coordinates and/or performs a broad range of training and safety functions, including compliance with laws and regulations from a variety of regulatory bodies dealing with the health and safety of employees and the general public. SSN: Robert E. Snyder 2 ENGLISH PROFESSOR FAX: (8620)86710905 SEPTEMBER 2004 TO JULY 2005 Guangdong Pei Zheng College #1 Peizheng Avenue, Chini Town Huadu District, Guangzhou The People's Republic of China ENGLISH INSTRUCTOR SEPTEMBER 2002 TO JUNE 2003 BERLITZ KOREA CO., LTD. SUNGWOO ACADEMY BLDG. 2F 1316-17, Seocho-Dong, Seocho-Gu Seoul, 137-074, Korea Supervisor: Gerald Drabick, Country Supervisor, (02)3481-5324. VICE PRESIDENT FOR AMBASSADOR SERVICES MARCH 2002 TO SEPTEMBER 2002 READING DOWNTOWN IMPROVEMENT DISTRICT P.O. Box 1555, Reading, PA 19603 Supervisor: Joseph Templin, President, (610) 376-6424. Permission to contact. Senior Manager, Security September 2001 to February 2002 Gifts in Kind International 40 hours per week 333 N. Fairfax Street, Alexandria, VA 22314 Supervisor: Peter Asimakopoulos, COO, (703) 836-2121. Permission to contact. SENIOR MANAGER for the Gifts In Kind International Security Program (GIKI), the world's leading charity in product philanthropy. With 340+ affiliates worldwide, GIKI distributes a company's donated excess inventory to those in need. GIKI has projects in more than 40 countries. In 2000, the organization processed and shipped more than $155 million worth of products around the world. • Developed security policies, procedures and guidelines to ensure the security of facilities, personnel, information, and donated products, and to ensure the personal safety and security of GIKI staff members when traveling, including pre -departure security briefs for staff members traveling to high -threat, high-risk areas. Conducted site visits, spot checks, and audits to assess the adequacy of security measures and recommend improvements. • Key security liaison to donor companies. Conducted site visits and audits to determine the adequacy of security policies and procedures. Identified key security issues and concerns and developed policies and procedures to improve security. • Developed physical policies, procedures and performance standards to improve the security of GIKI offices, facilities, and the storage and distribution of donated products. Worked with recipient organizations to ensure the safe and secure distribution of donated products, including the monitoring of the quantities of products being requested by recipients. Developed reporting procedures to monitor the amount of products distributed to non -profits organizations. SSN: Robert E. Snyder 3 • Member, Security Review Team. Reviewed new member applications with a focus on security issues and vulnerabilities. Ensured members had a secure distribution network for overseas shipments, particularly international organizations operating in high-risk areas of the world. • Gifts in Kind International Security Team Chairperson: Conducted vulnerability and risk assessments and investigations to minimize theft and fraud opportunities. Conducted vulnerability risk assessments. Key Accomplishments: > Conducted a fraud investigation that exposed and recovered a donation a charity was trying to ship to Africa, contrary to the donor's instructions. > Traveled to Kosovo to obtain NGO databases and investigate the U.N.'s database regulations. Set up international policy/security contacts. > Developed mail handling procedures for anthrax threats to GIKI offices Washington, DC. > Developed a Disaster Mitigation Plan. > Worked with the FBI to investigate, uncover and resolve a connection between a charity and terrorist funding in Canada. > Developed and implemented new procedures for background checks of new hires. The plan was so successful it was expanded to include all employees. > Improved all logistics oriented reporting requirements. Instructor/Trainer; Subject Matter Expert U.S. Department of Justice, International Criminal Investigative Training Assistance Program (ICITAP) Organization for Security and Cooperation in Europe (OSCE) Contracted through: Science Applications International Corp (SAIC). 10260 Campus Point Drive, San Diego, CA 92121 Supervisor: Tom Sullivan, Vice President August 1999 to July 2001 40 hours per week International contractor for ICITAP and OSCE, the Third Pillar of the United Nations Mission in Kosovo, to provide training to the New Kosovo Police School. • Subject Matter Expert, August 1999 — Traveled throughout the province conducting background checks on Albanian and Serbian Police School Candidates. • Instructor/trainer, July 2000 to July 2001: Lead instructor in the town of Peje. Identified training needs, developed training curriculum, and instructed an average 80 Albanian/Serb/Bosniak students per week (who) in advanced and in-service police subjects and Community Policing. Supervised the Kosovo elections, 2000 & 2001. • Curriculum Development: Evaluated U.N. training requests and reviewed materials to determine parameters. Served as liaison with Curriculum Development Unit (CD) to determine training needs. Reviewed materials, analyzed training needs, and determined SSN: astatitititim Robert E. Snyder 4 objectives. Worked with supervision and management to develop, confirm, and validate curriculum and deliver courseware. Key Accomplishments: ➢ Received the United Nations Medal for Service, UN Interim Administration Mission in Kosovo (UNMIK), July 2001, 2nd Award. Law Enforcement Degree Program Coordinator, Adjunct Instructor Reading Area Community College 10 S. Second Street, P.O. Box 1706, Reading, PA 19603 Supervisor: Dr. Richard Kratz, (610) 372-4721, may be contacted August 1992 to July 2000 20 hours per week • Law Enforcement Degree Program Coordinator: Coordinated the program, including curriculum development, scheduling and supervision of activities. Assisted the Division Chairperson with student orientation, evaluated the Law Enforcement Degree Program, and the instructional staff. • Adjunct Instructor: Instructed students pursuing degrees in Law Enforcement. Developed curriculum and taught law enforcement courses, including: Interview and Interrogation Skills, Community Policing, and Drugs & Alcohol in America. Developed, scheduled, and supervised program activities. Assisted with instructional staff orientation and evaluations. Special Investigator II Pennsylvania Department of Aging Harrisburg, PA 17101 Supervisor: Gretchen Beard, (717) 787-7313 August 1988 to July 2000 40 hours per week Investigated the State's Pharmaceutical Assistance Program (PACE) for system fraud and abuse. Participated in the design and implementation of the investigative aspects of the PACE program from the ground up following state legislature mandating compliance units. • Directed investigations and supported prosecution in 22 eastern counties. Established goals, priorities, standards and policies. Conducted compliance reviews. • Developed methods and procedures to achieve objects, while ensuring the legality and the integrity of the operation. • Examined financial and operational documentation to identify trends in fraud and abuse Key Accomplishments: ➢ Received a Certificate of Commendation from the United States Attorney's Office, Eastern District of Pennsylvania for the successful investigation and prosecution of cases in the pharmacy fraud project that led to the convictions of several pharmacists, a physician and several drug couriers. ➢ Successfully initiated and investigated the first racketeering (RICO) case in the history of the U.S Attorney's Office, Philadelphia, a 10 -year case, estimated at $1.4 million. ➢ As a result of comprehensive operational and organizational review, developed recommendations for procedural modifications to reduce program vulnerability. ➢ Coordinated activities for sensitive organized crime investigations with state and federal law enforcement agencies. Over a 12 -year period I identified trends in fraud and abuse, conducted extensive organizational and operational reviews, SSN: il6 Robert E. Snyder 5 developed procedures to reduce program vulnerability, and facilitate the identification and prosecution of abuse. OTHER WORK EXPERIENCE: Dispatcher Lackawanna County, Pennsylvania Communications Center, Scranton, PA 18503 Supervisor: Jerry Gougin, (570) 961-5511 July 1986 to March 1988 40 hours per week Responsible for the dispatch of police, fire and ambulance providing service to over 200,000 residents within the county. Hotel Security 1976 to 1988 Provided hotel security for major hotels, including Marriott, Four Season's, and Doubletree in Texas and the southern United States. Ensured security and safety of guests, as well as hotel assets. Responsibilities and accomplishments vary, including start-up operations to Director of Hotel Safety and Security. Undercover Police Officer, Homicide Detective Metropolitan Police Department, Washington, DC 300 Indiana Ave., NW Washington, DC 20001 Supervisor: (current location unknown) 1971 to 1976 40 hours per week Conducted long term vice and homicide and homicide investigations for the DC Metropolitan Police, a complex police organization providing a full spectrum of police operations. Retired from service after being shot in the line of duty during a bank holdup. EDUCATION: Certificate in Teaching English as a Foreign Language (CTEFL): Course Completion Date: 12/21/01, Worldwide Teachers Development Institute 29 Walton Street, Boston, Massachusetts 02124 Telephone (617) 262-5722/5766 Facsimile (617) 262-0308 Email: BostonTEFL@aol.com Master of Science degree, Management, Concentration: Public Administration, Sep 1989 -May 1991 Penn State University, 30 East 30 East Swedesford Road, Malvern PA 19355-1443 Phone: 610/648-3200, FAX: 610.889.1334, E-mail: gvinfo@psu.edu B.S. in Criminal Justice, Armstrong Atlantic State University, Sep 1979 - Junel981 Registrars Office, 1935 Abercorn Street, Savannah GA 31419, FAX: 912.921.5462 Associate's degree, Administration of Justice, September Sep 1977- May 1979 Coastal Georgia Community College Office of Registrar, 3700 Altama Avenue, Brunswick GA 31520 FAX: 912.280.1543 CERTIFICATES & LICENSES: Certificate of Completion, U.S. Secret Service Resident School, Glynco, GA. SSN Robert E. Snyder 6 Field of Expertise: Criminal Investigation/Operations, Interviews & Interrogation, Document Examination, and Instruction PROFESSIONAL ASSOCIATIONS: Member American Society for Industrial Security (ASIS), Awarded CPP Member, American College of Forensic Examiners (ACFE), Fellow Member, Association of Certified Fraud Examiners, Awarded CFE COMPUTER SKILLS: Operating Systems: Windows XL, NEXIS/LEXIS, LISTSERVS Software: MS Office Suite, PowerPoint, Word, and spreadsheets. Internet: Proficient in Internet navigation, email management AWARDS: United Nations Medal for Service, UN Interim Administration Mission in Kosovo (UNMIK), July 2001, 2nd Award. MILITARY SERVICE: U.S. Navy: Air Traffic Controller, 1965 to 1971 U.S. Air Force, Air Traffic Controller 1961 to 1965 COMMUNITY SERVICE: Squadron Commander/ Safety Officer, Squadron 811, of the Civil Air Patrol based in Reading, PA: 1989 to 1999 Responsible for administrative and technical oversight of all operations, including search and rescue, cadet education, and aeronautic education within the community. • Interpret and implement nationwide and statewide Civil Air Patrol policies and initiatives. Administer and coordinate educational programs and projects. • Ensure squadron emergency readiness. Assemble teams, assign tasks, establish schedules and calendars, and identify and monitor milestones to track program progress. TRAINING: Negotiation Skills, OSCE, Organization for Security & Cooperation in Europe, Mission in Kosovo, Department of Administration & Support Training Section, 2000. Federal Law Enforcement Training Center, Secret Service Forensic Document Examiner School SPECIAL SKILLS: Working knowledge of Japanese, Albanian, Korean, and Chinese Culture SENIOR COMPANION PROGRAM ADVISORY COMMITTEE Four (4) vacancies with terms to 6-16-21, representing the following categories: 3 - At -Large and 1- SCP Volunteer Station. (The Senior Companion Program Advisory Committee is recommending the new appointment of Linda Alonzo (At -large) . Staff is recommending the postponement of SCP Vol. Station for further recruitment.) Composition The committee shall consist of seven (7) members and must express an interest in the issues of older adults and have knowledge of the capabilities of older adults. The committee shall be composed of the following: 1- SCP Volunteer (active volunteer for one-year/serve minimum fifteen (15) hours per week), 1- SCP Volunteer Workstation representative (executive, director or similar leadership position at a current SCP Volunteer Station), and 5 - At -Large. All terms shall be two (2) years. Name District Term Appt. date End date Appointing Authority Position Status Category Attendance *Tami Longino District 4 3 9/10/2013 6/16/2019 City Council Vice -Chair Met the six-year service limitation At -Large Veronica Marsello District 2 2 3/24/2015 6/16/2019 City Council Secretary Not seeking reappointment SCP Vol. Station **Maria I Odeh District 2 1 7/18/2017 6/16/2019 City Council Chair Seeking reappointment At -Large 5/8 meetings 63% (3 excused) *Gloria Ortiz District 1 Partial 11/14/2017 6/16/2019 City Council Seeking reappointment At -Large 7/8 meetings 88% (1 excused) Christine Head District 1 1 5/9/2017 6/16/2020 City Council Active SCP Volunteer Jeannine M Leal District 4 2 3/24/2015 6/16/2020 City Council Active At -Large Lidia Lopez District 3 1 4/9/2019 6/16/2020 City Council Active At -Large **Ms. Odeh stated one absence was due to work schedule and two were medical reasons. SENIOR COMPANION PROGRAM ADVISORY COMMITTEE Applicants Name District Category Linda Alonzo Betsy Miller Sandra S Perez District 4 At -Large At -Large At -Large District 5 District 5 CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Submit Date: Apr 26, 2019 Profile Linda �.rst Name 7654 Northfield Dr Street address Corpus Christi c.ty What district do you live in?* p District 4 Current resident of the city? r• Yes c No 57 yes. row many yearn Home: (361) 548-7489 2rlmar`j ? oee Nurses on Wheels Inc "rower 1015 Santa Fe NorK aorress Snreat a r Corpus Christi Jon, Aaoress Texas 78404 361-8820181 lalonzo@nursesonwheelsinc.com lostess Alonzo Lest ,tame Home: (361) 658-7138 4liernate'none Volunteer Coordinator Jon Tmle TX Mate 78413 Posta, Case Linda Alonzo Page 1 of 4 Which Boards would you like to apply for? SENIOR COMPANION PROGRAM ADVISORY COMMITTEE: Submitted Interests & Experiences Are you a registered voter? a. Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: no Education, Professional and/or Community Activity (Present) Del Mar College, Previous PTA/Football /Baseball Booster Club Officer Why are you interested in serving on a City board, commission or committee? Getting to know the senior program more in detail. Been the volunteer coordinator for hospice for 2 yrs now and I hear about this great program for seniors. . Are you an ex -Officio member of a City Board, commission or committee? ✓ Yes R No Demographics Gender F7 Female Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? ✓ Yes R No Do you, your spouse, your business or your spouse's business have a City contract? ✓ Yes R No Does your employer or your spouse's employer have a City contract? ✓ Yes No Linda Alonzo Page 2 of 4 Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes 6' No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes c' No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. n/A Board -specific questions (if applicable) Quest ,or• coolies •c EVIOR � )MPANION PROGRAM ADVISORY :OMMITTEE The Senior Companion Advisory Committee must include members representing certain categories. Do you qualify for any of the following categories? * IW None of the above Linda Alonzo Page 3 of 4 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. Fl I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. i7 I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. i7 I Agree Oath I swear that all of the statements included in my application and attached documents, if any. are true and correct. p I Agree Linda Alonzo Page 4 of 4 CITY OF CORPUS CHRISTI Submit Date: Mar 14, 2019 Application for a City Board, Commission, Committee or Corporation Profile Betsy rs Name �meit ,-,. ail address 6921 Meadowbreeze Parkway street Address Miller :_as[ 'Marne Corpus Christi TX City State What district do you live in? * p District 5 Current resident of the city? Yes r No 4 es: new 'nary ears' Home: (361) 563-0589 Primary Phone River City Home Care Emonnyer 5262 S Staples #215 J'JarK Acddre8S Stiee!Aderesel Nate .,,.- Corpus Christi Texas 78411 361-452-2323 betsy@rivercityhomecare.com Business: (361) 765-5100 Alternate r one Assistant Vice President ;oe. n,. 78414 t•stal Cede Betsy Miller Page 1 of 5 Preferred Mailing Address p Work Address Which Boards would you like to apply for? SENIOR COMPANION PROGRAM ADVISORY COMMITTEE: Submitted Interests & Experiences Are you a registered voter? • Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: No If you applied for multiple boards, which boards are you most interested in serving on, in order of preference? (Limit to top three) N/A Why are you interested in serving on a City board, commission or committee? We work with Seniors in our community and would love to reach out and help more! Are you an ex -Officio member of a City Board, commission or committee? ✓ Yes (z No Demographics Gender p Female Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? ✓ Yes a No Do you, your spouse, your business or your spouse's business have a City contract? c Yes No Betsy Miller Page 2 of 5 Does your employer or your spouse's employer have a City contract? ✓ Yes r• No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r• No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? ✓ Yes No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? ✓ Yes (7 No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. NO Board -specific questions (if applicable) D0esbcn 300les'.0 3ENICR :OMPAi TION PROGRAM AD'ilSORY COMMITTEE The Senior Companion Advisory Committee must include members representing certain categories. Do you qualify for any of the following categories? * Pr None of the above Betsy Miller Page 3 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. ✓ I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. VT I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. ✓ I Agree Betsy Miller Page 4 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. p I Agree Betsy Miller Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Mar 12, 2019 Application for a City Board, Commission, Committee or Corporation Profile Mrs Email adore„ Sandra 7026 Copper Mountain Dr 7'reEl \ddrer,s Perez Corpus Christi TX 78413 State ?ssrai Sad_ What district do you live in?* p7 District 5 Current resident of the city? r•• Yes r No 2 Mobile: (956) 659-7115 P -mar, Save Home Health c.�ciry-r 719 N Upper Broadway Ste 100 ,' K Aacir,sEr Corpus Christi Texas 78401 361-855-9393 sandrprz0209@gmail.com Mobile: (956) 659-7115 'ali•ernaiP,"9ftf; Patient Coordinator Mrs Sandra S Perez Page 1 of 5 Preferred Mailing Address F7 Home/Primary Address Which Boards would you like to apply for? SENIOR COMPANION PROGRAM ADVISORY COMMITTEE: Submitted Interests & Experiences Are you a registered voter? 6 Yes r- No Do you currently serve on any other City board, commission or committee at this time? If so, please list: None Education, Professional andior Community Activity (Present) None Why are you interested in serving on a City board, commission or committee? Because I am interested in the mental and physical health of the Corpus Christi elderly. Are you an ex -Officio member of a City Board, commission or committee? r Yes 6. No Demographics Gender W Female Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? c Yes 6. No Do you, your spouse, your business or your spouse's business have a City contract? r Yes 6 No Mrs Sandra S Perez Page 2 of 5 Does your employer or your spouse's employer have a City contract? ✓ Yes 6* No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ✓ Yes r- No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? c Yes 6* No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? ✓ Yes c No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. None Board -specific questions (if applicable) ,uessup s ., 3EN CF 1:'9MPAN NRCGP»M .4E,PSOPY 004,:iNAITTEE The Senior Companion Advisory Committee must include members representing certain categories. Do you qualify for any of the following categories? fJ None of the above Mrs Sandra S Perez Page 3 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. p I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. p I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which 1 seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public information Act. p I Agree Mrs Sandra S Perez Page 4 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. Pr I Agree Mrs Sandra S Perez Page 5 of 5 AGENDA MEMORANDUM Future Item for the City Council Meeting of May 21, 2019 Action Item for the City Council Meeting of June 11, 2019 DATE: TO: Peter Zanoni, City Manager May 15, 2019 THRU: Mark Van Vleck, Assistant City Manager markvv@cctexas.com (361) 826-3897 Valerie H. Gray, P. E., Executive Director of Public Works valerieg@cctexas.com (361) 826-3729 FROM: Albert Quintanilla, P. E., Director of Street Operations albertq@cctexas.com (361) 826-1957 Jeffrey H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Resolution Approving Street Preventative Maintenance Program (SPMP) 2019 SPMP Work Plan (Year — 6) CAPTION: Resolution approving the concepts, direction, and general work plan for the sixth year of the Street Preventative Maintenance Program (SPMP) — "2019 SPMP Work Plan (Year - 6)." PURPOSE: The purpose of this agenda item is for City Council to approve a Resolution in support of the 2019 SPMP Work Plan (Year - 6). BACKGROUND AND FINDINGS: The initial selection criterion for streets included in the 2019 SPMP Work Plan (Year — 6) was based on the Pavement Condition Index (PCI) scores for streets. Work was distributed among Council Districts in an equitable method based on maintenance needs to extend street life, improve performance and delay street reconstruction. The work plan considered allocating available resources among residential, collector and arterial streets based on most urgent need. Residential streets were then evaluated by neighborhood and work was further distributed based on need for overlay, ultra-thin bond surface treatment or seal coat treatment. Project No: N/A 1 MA/LH Legistar No.: 19-0716 Rev. 3-05/14/19 ALTERNATIVES: 1. Approve Resolution as proposed. 2. Approve Resolution with modifications. 3. Do not approve Resolution. OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: Resolution complies with City Charter's requirements for approval of resolutions. EMERGENCY / NON -EMERGENCY: Not applicable DEPARTMENTAL CLEARANCES: Street Operations Department FINANCIAL IMPACT: ❑ Operating Revenue ❑Capital X Not applicable Fiscal Years 2018 - 2019 Development Construction Option Year One TOTALS Line Item Budget Encumbered/Expended Amount Future Anticipated Expenditures BALANCE Fund(s): N/A Comments: None. RECOMMENDATION: Approval of Resolution as presented. LIST OF SUPPORTING DOCUMENTS: Resolution Location Map Presentation EXHIBIT A — 2019 SPMP Work Plan (Year — 6) - Alphabetical Street Listing 2019 SPMP Work Plan (Year — 6) - Council District List 2019 City Seal Coat Work Plan Project No: N/A 2 MA/LH Legistar No.: 19-0716 Rev. 3-05/14/19 RESOLUTION APPROVING THE CONCEPTS, DIRECTION, AND GENERAL WORK PLAN FOR THE SIXTH YEAR OF THE STREET PREVENTATIVE MAINTENANCE PROGRAM (SPMP) — "2019 SPMP WORK PLAN (YEAR - 6)." WHEREAS, on June 25, 2013, by Ordinance No. 029876 and Ordinance No. 029877, the City Council (a) established a Street Preventative Maintenance Program (SPMP) and Street Maintenance Fee (SMF); and (b) established policies, rates, and methodologies for the SPMP and SMF, respectively, and amended and codified the two ordinances under Sections 10 through 20 of Ordinance No. 029917; WHEREAS, under the "Definitions" section of the above Ordinances (a) Director means the City Manager or designee; (b) Street Preventative Maintenance Program (SPMP) means the street preventative maintenance program, as amended from time to time, funded by the Street Maintenance Fee; and (c) Street System means the structures, streets, rights-of-way, bridges, alleys, and other facilities within city limits that are dedicated to the use of vehicular traffic; the maintenance and repair of those facilities; and the operation and administration of such maintenance and repair under the Street Preventative Maintenance Program; WHEREAS, Section 11 of Ordinance No. 029877, titled "Rules," provides that the Director is responsible for administration of the SPMP and SMF, developing all rules and procedures necessary to administer the SPMP and SMF, developing all maintenance programs, and establishing Street System criteria and standards for the operation and maintenance of the Street System; WHEREAS, pursuant to the "Rules", staff developed certain concepts, direction, selection criteria, and a general work plan for the initial year of the SPMP (the 2014 SPMP Work Plan (Year - 1)), which was approved for implementation on December 17, 2013, by Resolution No. 030046; WHEREAS, staff now presents for approval the 2019 SPMP Work Plan (Year - 6); NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Council approves of, supports, and directs staff to proceed with implementing the concepts, direction, selection criteria, and general work plan for the sixth year of the Street Preventative Maintenance Program (SPMP) referred to as the "2019 SPMP Work Plan (Year - 6)." The 2019 SPMP Work Plan (Year — 6) is attached as Exhibit A hereto. ATTEST: THE CITY OF CORPUS CHRISTI Rebecca Huerta City Secretary Joe McComb Mayor 1 Corpus Christi, Texas of , 2019 The above resolution was passed by the following vote: Joe McComb Roland Barrera Rudy Garza Jr. Paulette Guajardo Gil Hernandez Michael Hunter Ben Molina Everett Roy Greg Smith 2 EXHIBIT A 2019 SPMP WORK PLAN (YEAR 6) Alphabetical Street Listing STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 5700 2019 5800 2019 OVERLAY OVERLAY ADMIRAL ADMIRAL PADRE ISLAND DR MELODY LN MELODY LN MIRROR LOCAL LOCAL 56 56 4 405 19 855 4 200 19 422 5900 2019 OVERLAY ADMIRAL MIRROR LAKESIDE LOCAL 56 4 475 19 1,003 7800 2019 ULTRATH IN ALT AGNES SIXTEENTH SEVENTEENTH ARTERIAL 77 300 41 1,367 7900 2019 ULTRATHIN ALT AGNES SEVENTEENTH EIGHTEENTH ARTERIAL 77 480 41 2,187 8000 2019 ULTRATH IN ALT AGNES EIGHTEENTH NINETEENTH ARTERIAL 77 280 41 1,276 8100 2019 ULTRATHIN ALT AGNES NINETEENTH TWENTIETH ARTERIAL 77 360 41 1,640 8200 2019 ULTRATH IN ALT AGNES TWENTIETH TWENTY FIRST ARTERIAL 77 360 41 1,640 8300 2019 ULTRATHIN ALT AGNES TWENTY FIRST LAREDO ARTERIAL 77 390 31 1,343 23000 2019 ULTRATHIN ALAMEDA MC CALL HOFFMAN ARTERIAL 65 2 195 61 1,322 41800 2019 ULTRATHIN AQUARIUS SKYSAIL ST LANYARD COLLECTOR 70 4 1050 36 4,200 41900 2019 ULTRATHIN AQUARIUS LANYARD TOPSAIL COLLECTOR 74 4 350 36 1,400 57500 2019 ULTRATHIN AYERS EDWARDS TARLTON ARTERIAL 69 2 340 58 2,191 57600 2019 ULTRATHIN AYERS TARLTON TARLTON ARTERIAL 69 2 175 58 1,128 57604 2019 ULTRATHIN AYERS TARLTON BLEVINS ARTERIAL 69 2 160 58 1,031 57700 2019 ULTRATHIN AYERS BLEVINS RICHARD ARTERIAL 69 2 330 58 2,127 57800 2019 ULTRATHIN AYERS RICHARD CLEMMER ARTERIAL 69 2 330 58 2,127 58300 2019 ULTRATH IN ALT AYERS SOUTHGATE PAINTER ARTERIAL 75 2 305 62 2,101 58400 2019 ULTRATHIN ALT AYERS PAINTER ROOSEVELT ARTERIAL 75 2 305 62 2,101 58404 2019 ULTRATH IN ALT AYERS ROOSEVELT N ROOSEVELT S ARTERIAL 75 2 85 62 586 58500 2019 ULTRATHIN ALT AYERS ROOSEVELT S ROOSEVELT ARTERIAL 75 2 90 62 620 58600 2019 ULTRATH IN ALT AYERS ROOSEVELT PEARSE ARTERIAL 75 2 885 62 6,097 58700 2019 ULTRATHIN ALT AYERS PEARSE PEARSE ARTERIAL 75 2 125 62 861 58704 2019 ULTRATH IN ALT AYERS PEARSE HORNE RD ARTERIAL 75 2 345 62 2,377 58800 2019 ULTRATHIN ALT AYERS HORNE RD CUIPER ARTERIAL 75 2 1115 62 7,681 65104 2019 OVERLAY BALDWIN PRESCOTT RIGGAN ARTERIAL 56 2 360 58 2,320 65200 2019 OVERLAY BALDWIN RIGGAN ELIZABETH ARTERIAL 56 2 335 58 2,159 65300 2019 OVERLAY BALDWIN ELIZABETH CLOYDE ARTERIAL 56 2 195 58 1,257 65400 2019 OVERLAY BALDWIN CLOYDE CLOYDE ARTERIAL 56 2 130 58 838 65404 2019 OVERLAY BALDWIN CLOYDE LYNCH ARTERIAL 56 2 325 58 2,094 65500 2019 OVERLAY BALDWIN LYNCH TERRACE ARTERIAL 56 2 300 58 1,933 65600 2019 OVERLAY BALDWIN TERRACE FIG ARTERIAL 56 2 320 58 2,062 65700 2019 OVERLAY BALDWIN FIG AYERS ARTERIAL 56 2 700 57 4,433 68300 2019 OVERLAY BARONS BEVECREST ST DEAD END N LOCAL 60 3 220 24 587 86800 2019 OVERLAY ALT BEVECREST AYERS ST KAYCREST ST LOCAL 69 3 430 36 1,720 86900 2019 OVERLAY ALT BEVECREST KAYCREST ST SHAROLYN ST LOCAL 69 3 215 36 860 87000 2019 OVERLAY ALT BEVECREST SHAROLYN ST CINDIA ST LOCAL 69 3 220 36 880 87100 2019 OVERLAY ALT BEVECREST CINDIA ST BEVERCREST CIR LOCAL 69 3 90 36 360 87200 2019 OVERLAY ALT BEVECREST BEVERCREST CIR PERSIMMON ST LOCAL 69 3 160 36 640 87300 2019 OVERLAY ALT BEVECREST PERSIMMON ST BARONS ST LOCAL 69 3 120 24 320 87400 2019 OVERLAY ALT BEVECREST BARONS ST BEARDMORE ST LOCAL 69 3 255 24 680 136200 2019 ULTRATHIN ALT BUDDY LAWRENCE INTERSTATE 37 NANDINA COLLECTOR 84 1 140 40 622 136204 2019 ULTRATHIN ALT BUDDY LAWRENCE NANDINA LIGUSTRUM COLLECTOR 84 310 40 1,378 136300 2019 ULTRATHIN ALT BUDDY LAWRENCE LIGUSTRUM GARDENIA COLLECTOR 84 1 305 40 1,356 136400 2019 ULTRATHIN ALT BUDDY LAWRENCE GARDENIA AZALEA COLLECTOR 84 310 40 1,378 136500 2019 ULTRATH IN ALT BUDDY LAWRENCE AZALEA NUECES BAY COLLECTOR 84 1 860 50 4,778 136600 2019 ULTRATHIN ALT BUDDY LAWRENCE NUECES BAY ANTELOPE COLLECTOR 84 665 58 4,286 143300 2019 OVERLAY BURNEY EVERHART RD AUTOTOWN LOCAL 57 2 625 40 2,778 143400 2019 OVERLAY BURNEY AUTOTOWN LANSDOWN LOCAL 57 2 850 26 2,456 143500 2019 OVERLAY BURNHAM FULWELL STAPLES S LOCAL 57 1385 36 5,540 144400 2019 OVERLAY BURR WHITAKER SHEPARD LOCAL 63 4 290 24 773 144500 2019 OVERLAY BURR SHEPARD LUCILLE LOCAL 63 4 1075 26 3,106 144600 2019 OVERLAY BURTON HOLLY RD CAIN LOCAL 62 3 640 24 1,707 144700 2019 OVERLAY BURTON CAIN BONNER LOCAL 62 3 660 24 1,760 180100 2019 OVERLAY CASCADE OLYMPIA ST ANDREWS LOCAL 58 1375 26 3,972 180900 2019 OVERLAY CASTLE FOREST CASTLE RIVER DEAD END E LOCAL 61 1 245 24 653 181700 2019 OVERLAY ALT CASTLE RIVER CASTLE VALLEY CASTLE FOREST LOCAL 71 665 24 1,773 181800 2019 OVERLAY ALT CASTLE RIVER CASTLE FOREST CASTLE TOP LOCAL 71 1 225 24 600 182300 2019 OVERLAY CASTLE TOP CASTLE RIVER DEAD END S LOCAL 59 170 24 453 185600 2019 OVERLAY CAYO GORDA CUMANA DEAD END S LOCAL 57 4 910 24 2,427 192700 2019 OVERLAY CHAMIZAL ROUNDROCK NOLFORD LOCAL 60 260 36 1,100 192800 2019 OVERLAY CHAMIZAL NOLFORD WESTERN LOCAL 60 1 530 36 2,120 192900 2019 OVERLAY CHAMIZAL WESTERN SIERRA LOCAL 60 300 36 1,200 193000 2019 OVERLAY CHAMIZAL SIERRA FONVILLACIR LOCAL 60 1 380 36 1,520 193100 2019 OVERLAY CHAMIZAL FONVILLACIR MOUNTAIN VIEW LOCAL 60 320 24 933 196300 2019 ULTRATHIN CHARLES MAPLE LEAF DR TURNING LEAF DR COLLECTOR 65 1 300 24 800 210400 2019 OVERLAY CLARION SUEZ ALEXANDRIA LOCAL 56 4 670 24 1,787 210500 2019 OVERLAY CLARION ALEXANDRIA DELTA LOCAL 56 4 305 24 813 247400 2019 OVERLAY CRESCENT WINSTON MCARDLE LOCAL 57 4 785 36 3,140 266900 2019 OVERLAY DASMARINAS WHITE CAP BOUNTY LOCAL 57 4 200 24 533 267000 2019 OVERLAY DASMARINAS BOUNTY BARATARIA LOCAL 57 4 890 24 2,373 267104 2019 OVERLAY DASMARINAS BARATARIA DEAD ENDS LOCAL 57 4 580 24 1,547 284300 2019 OVERLAY ALT DODDRIDGE SANTA FE DELAINE ARTERIAL 84 4 755 48 4,027 284400 2019 OVERLAY ALT DODDRIDGE DELAINE MELDO ARTERIAL 84 4 220 48 1,173 284404 2019 OVERLAY ALT DODDRIDGE MELDO TOPEKA ARTERIAL 84 4 310 48 1,653 284500 2019 OVERLAY ALT DODDRIDGE TOPEKA ALAMEDAS ARTERIAL 84 4 320 48 1,707 284902 2019 ULTRATHIN DODDRIDGE POPE POPE ARTERIAL 65 2 380 54 2,280 294500 2019 OVERLAY DUCAT REALES DEAD END LOCAL 61 4 775 24 2,067 298400 2019 OVERLAY DUNSTAIN FONTANA AVE JACOB ST LOCAL 64 485 24 1,293 298450 2019 OVERLAY DUNSTAIN JACOB ST YELLOW OAK LOCAL 64 1 285 24 760 312900 2019 OVERLAY ELIZABETH SANTA FE FIFTH ST COLLECTOR 59 2 390 40 1,733 313000 2019 OVERLAY ELIZABETH FIFTH ST SIXTH ST COLLECTOR 59 2 340 40 1,511 313100 2019 OVERLAY ELIZABETH SIXTH ST SEVENTH ST COLLECTOR 59 2 345 40 1,533 313200 2019 OVERLAY ELIZABETH SEVENTH ST STAPLES COLLECTOR 59 2 330 40 1,467 326700 2019 ULTRATHIN EVERHART CENTER DR ESTATE ARTERIAL 65 4 285 28 887 326800 2019 ULTRATHIN EVERHART ESTATE CLINTON ARTERIAL 62 4 250 28 778 329900 2019 ULTRATHIN EVERHART SARATOGA MIDDLECOFF ARTERIAL 75 5 1150 60 7,667 330000 2019 ULTRATHIN EVERHART MIDDLECOFF EIDER DR ARTERIAL 75 5 260 60 1,733 330100 2019 ULTRATHIN EVERHART EIDER DR GOLDENEYE ARTERIAL 75 5 280 60 1,867 330200 2019 ULTRATHIN EVERHART GOLDENEYE SNOWGOOSE ARTERIAL 75 5 905 60 6,033 330300 2019 ULTRATHIN EVERHART SNOWGOOSE SHADOWBEND ARTERIAL 75 5 780 60 5,200 330400 2019 ULTRATHIN EVERHART SHADOWBEND WILLOWICK ARTERIAL 75 5 425 60 2,833 330402 2019 ULTRATHIN EVERHART WILLOWICK SIERRA BLANCA ARTERIAL 75 5 760 60 5,067 330406 2019 ULTRATHIN EVERHART SIERRA BLANCA CEDAR PASS DR ARTERIAL 75 5 685 60 4,567 343800 2019 ULTRATHIN FLOUR BLUFF YORKTOWN BLVD RAMFIELD ARTERIAL 68 4 2640 23 6,747 344500 2019 ULTRATH IN ALT FLOUR BLUFF GRAHAM COMPTON ARTERIAL 84 4 1040 64 7,396 344504 2019 ULTRATHIN ALT FLOUR BLUFF COMPTON PADRE ISLAND DR ARTERIAL 84 4 1305 64 9,280 348200 2019 OVERLAY FORTUNE ENTERPRIZE PKWY BEAR LANE LOCAL 57 3 1265 42 5,903 363400 2019 OVERLAY GAVILAN GREENWOOD LOS ROBLES COLLECTOR 58 3 1165 24 3,107 364600 2019 OVERLAY GERTRUDE MATLOCK MILITARY LOCAL 57 4 470 18 940 369600 2019 OVERLAY GLENOAK WALDRON RD TULANE COLLECTOR 69 4 1460 22 3,569 369700 2019 OVERLAY GLENOAK TULANE MEADOWOOD COLLECTOR 69 4 325 22 794 369800 2019 OVERLAY GLENOAK MEADOWOOD DEBRA LN COLLECTOR 69 4 865 22 2,114 407500 2019 OVERLAY HANDOVER GREELY ALAMEDA S LOCAL 58 4 1200 26 3,467 435600 2019 ULTRATHIN ALT HOLLY BRAESWOOD ETHERIDGE ARTERIAL 82 3 710 30.5 2,406 435600 2019 ULTRATH IN ALT HOLLY BRAESWOOD ETHERIDGE ARTERIAL 82 5 710 30.5 2,406 436100 2019 ULTRATHIN ALT HOLLY MALDEN BETTY JEAN/ST ANDREW ARTERIAL 82 3 1170 30.5 3,965 436100 2019 ULTRATH IN ALT HOLLY MALDEN BETTY JEAN/ST ANDREW ARTERIAL 82 5 1170 30.5 3,965 436500 2019 ULTRATHIN ALT HOLLY EVERHART RD WEDGEWOOD ARTERIAL 87 3 1400 61 9,489 436600 2019 ULTRATH IN ALT HOLLY WEDGEWOOD FLYNN PKWY ARTERIAL 87 3 860 61 5,829 5/16/2019 1 OF 3 EXHIBIT A 2019 SPMP WORK PLAN (YEAR 6) Alphabetical Street Listing STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 436700 442900 442902 442906 452140 452141 452142 452143 452144 452145 456400 456500 459000 467900 485300 485400 491700 491800 491900 492000 502100 502200 502300 529300 534700 986000 986200 552150 558100 608700 608800 658700 658800 676757 676830 676867 676904 676940 678996 679069 679106 679142 679179 690000 690100 697606 697607 722547 723100 723200 743500 743600 753900 754000 754100 768600 768700 768800 790800 790900 791000 791004 794750 799050 808500 808600 833300 833400 833500 833600 851500 859200 867970 867972 867980 868000 868100 868200 868300 868400 868404 868500 868600 870300 870400 870500 870504 870600 870700 870800 870900 871000 871100 884000 884100 892350 897400 897500 897600 897700 914360 931800 931900 932000 932100 939600 949010 957400 957500 ULTRATHIN ALT ULTRATHIN ULTRATHIN ULTRATHIN OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY ULTRATHIN ALT ULTRATHIN ALT ULTRATHIN ALT ULTRATHIN ALT OVERLAY OVERLAY ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN OVERLAY OVERLAY OVERLAY ALT OVERLAY ALT OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY ULTRATHIN ULTRATHIN OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY OVERLAY ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN OVERLAY OVERLAY ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN OVERLAY OVERLAY OVERLAY ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ULTRATHIN ALT ULTRATHIN ALT ULTRATHIN ALT ULTRATHIN ALT OVERLAY OVERLAY ULTRATHIN ULTRATHIN HOLLY HORNE HORNE HORNE H 37 H 37 H 37 H 37 H 37 H 37 SABELLA SABELLA JACKTAR JOLLY ROGER KING TRL KING TRL KOSTORYZ KOSTORYZ KOSTORYZ KOSTORYZ LAKESIDE LAKESIDE FLYNN PKWY GREENWOOD LULAC LULAC MESQUITE CHAPPARRAL WATER MESQUITE CHAPARRAL WATER WHITE CAP BLVD CATAMARAN BARATARIA AQUARIUS SOUTH STAPLES KING ACRES PADRE ISLAND DR JOHANNA SACKY SOKOL NAS DR MILITARY LAKESIDE PADRE ISLAND DR LEOPARD CALLICOATTE RD LEOPARD CALLICOATTE RD LEOPARD AKA UP RIVER UP RIVER ROAD LEOPARD AKA UP RIVER HEARN RD LOS ARROYOS LAS MIRAS DR LOVEBIRD ORIOLE MONITOR MC ARDLE MONITOR LINCOLN NICHOLS POWELL DR NICHOLS REAGAN DR OCEAN COUNTRY CLUB OCEAN WAVERLY OCEAN GLENMORE OCEAN CLAREMORE OCEAN PALMETTO OCEAN COUNTRY CLUB OCEAN WAVERLY OCEAN GLENMORE OCEAN CLAREMORE OCEAN PALMETTO OPPORTUNITY ENTERPRIZE PKWY OPPORTUNITY INVESTMENT BLVD OSO S KING ACRES DR OSO S CAPE VISTA DR PAUL JONES HOLLY PAUL JONES MOFFETT PAUL JONES SIMS PORT BUFORD PORT RUTH PRESCOTT SALAZAR PRESCOTT GARDEN PRESCOTT GARDEN RAPIDS WOOD RIVER RAPIDS KICKAPOO RAPIDS DRY CREEK RIVER FOREST CALALLEN RIVER FOREST RIVER VIEW RIVER FOREST FOREST CIR RIVER FOREST CACTUS RIVERWOOD F M 624 ROCK CREST ANVIL ROSLYN PRESCOTT ROSLYN NIAGARA SANTA FE ATLANTIC SANTA FE NAPLES SANTA FE DEL MAR SANTA FE COLE SEINE RHINE SHAWNEE BALDWIN ST SHORELINE BELDEN SHORELINE 137 ACCESS SHORELINE 137 ACCESS SHORELINE MANN SHORELINE TWIGG SHORELINE TAYLOR SHORELINE STARR SHORELINE PEOPLES SHORELINE SCHATZEL SHORELINE SCHATZEL SHORELINE LAWRENCE SHORELINE WILLIAMS SHORELINE LAWRENCE SHORELINE SCHATZEL SHORELINE SCHATZEL SHORELINE PEOPLES SHORELINE STARR SHORELINE TAYLOR SHORELINE TWIGG SHORELINE MANN SHORELINE 137 ACCESS SOLEDAD GREENWOOD SOLEDAD ELGIN SPRING CREEK SPRING CREEK DR STAPLES PADRE ISLAND DR STAPLES MC ARDLE STAPLES BRADSHAW STAPLES BROCK STONEWALL CHARLES SUN VALLEY CEDAR PASS DR SUN VALLEY VALLEY CIR SUN VALLEY VALLEY COVE SUN VALLEY VALLEY CIR SWORDFISH CABANA E TEAL BEAL TIGER WEBER RD TIGER WILKINSON SAFARI LULAC LULAC COLUMBIA CHAPARRAL WATER SHORELINE (NORTH) CHAPARRAL WATER SHORELINE (NORTH) CATAMARAN DEAD END S CROSSJACK ST DEAD END W KING ACRES KING LANE JOHANNA SACKY SOKOL HOLLY RD MILITARY PADRE ISLAND DR LAKESIDE REHFELD REHFELD HEARN STATE HWY 77 LOS RANCHEROS WAXWING LINCOLN MARION REAGAN DR SPAULDING DR WAVERLY GLENMORE CLAREMORE PALMETTO POENISCH WAVERLY GLENMORE CLAREMORE PALMETTO POENISCH INVESTMENT BLVD ENTERPRIZE PKWY CAPE VISTA DR LAGO VISTA DR MOFFETT SIMS VETTERS RUTH MARY GARDEN GARDEN TROJAN KICKAPOO DRY CREEK CALAVERAS RIVER VIEW FOREST CIR CACTUS MOON RIVER RIVER HILL LA SALLE NIAGARA SARITA NAPLES DEL MAR COLE CLIFFORD DEAD END N CHIPPEWA ST 137 ACCESS 137 ACCESS MANN TWIGG TAYLOR STARR PEOPLE SCHATZEL SCHATZEL LAWRENCE SHORELINE S LAWRENCE SCHATZEL SCHATZEL PEOPLES STARR TAYLOR TWIGG MANN 137 ACCESS BELDEN ELGIN CARVER DEAD END MC ARDLE BRADSHAW BROCK MEADOWBROOK SHALLOW CREEK DR VALLEY CIR VALLEY COVE VALLEY CIR YORKTOWN COMMODORES WOOD RIVER WILKINSON CARROLL LN ARTERIAL ARTERIAL ARTERIAL ARTERIAL COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL LOCAL LOCAL COLLECTOR ARTERIAL ARTERIAL ARTERIAL ARTERIAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL LOCAL LOCAL COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR ARTERIAL ARTERIAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL COLLECTOR COLLECTOR COLLECTOR COLLECTOR LOCAL LOCAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL LOCAL LOCAL LOCAL ARTERIAL ARTERIAL ARTERIAL ARTERIAL COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR LOCAL LOCAL COLLECTOR COLLECTOR 3 3 3 3 61 56 56 56 33 34 30 47 33 30 24 24 24 24 24 24 72 57 57 57 20 18 20 33 33 61 58 24 24 24 24 24 24 30 2,813 5,289 5 2 2 2 2 2 2 5 2 2 1 2 2 2 2 1 5 5 5 5 4 1 3 3 3,733 4,947 1,375 1,436 1,850 1,906 1,393 1,850 467 1,973 3,773 2,587 3,893 1,773 3,800 4,148 4,433 12,033 1,378 1,400 2,400 3,832 3,832 25,484 2,578 2,920 2,040 2,040 880 773 960 2,900 30 2,250 30 2,200 30 2,217 30 2,817 30 2,917 30 2,250 30 2,200 30 2,217 30 2,817 42 2,963 42 5,110 36 3,240 36 3,840 25 2,861 24 1,067 24 1,360 60 5,533 60 6,067 24 1,453 24 387 24 3,160 24 1,240 24 640 24 2,520 24 893 24 600 24 120 24 547 22 2,469 24 2,453 24 1,093 24 2,053 46 1,661 46 1,763 46 2,249 46 1,661 24 1,080 24 1,120 38 950 38 633 38 1,562 38 1,942 38 1,541 38 1,520 38 1,520 38 1,499 38 676 37 1,891 37 1,932 37 1,459 37 1,501 38 528 38 1,520 38 1,520 38 1,520 38 1,520 38 1,858 38 1,689 38 1,056 24 613 24 1,973 24 827 64 9,636 64 2,560 64 1,920 64 2,204 36 1,100 36 940 36 1,740 36 2,200 36 1,360 24 1,133 24 2,880 37 6,496 37 4,111 971900 2019 ULTRATHIN TROJAN 5/16/2019 CASTENON WATERFALL COLLECTOR 65 3 550 42 2,567 2 OF 3 EXHIBIT A 2019 SPMP WORK PLAN (YEAR 6) Alphabetical Street Listing STR ID YEAR WORK PLAN STREET FROM 972000 2019 972100 2019 ULTRATHIN ULTRATHIN TROJAN TROJAN WATERFALL BALSAM 972200 2019 ULTRATHIN TROJAN LAUREN DR TO MPC W PCI DISTRICT LENGTH WIDTH AREA BALSAM LAUREN DR GREENWOOD COLLECTOR COLLECTOR COLLECTOR 65 65 65 3 3 3 125 265 390 42 42 42 583 1,237 1,820 993700 2019 OVERLAY VEGA JAMAICA CHARLOTTE LOCAL 56 4 770 24 2,053 1008300 2019 ULTRATHIN WALDRON PADRE ISLAND DR COMPTON-KNICKERBOCKER ARTERIAL 74 4 385 58 2,481 1019300 2019 ULTRATHIN ALT WEBER REDWOOD LITTLE JOHN ARTERIAL 76 2 320 57 2,027 1019400 2019 ULTRATHIN ALT WEBER LITTLE JOHN LINDEN ARTERIAL 76 2 320 57 2,027 1036475 2019 OVERLAY WILD OLIVE SOUTH OSO PKWY DEAD END LOCAL 58 5 450 24 1,200 1047100 2019 OVERLAY WINDSONG WOOLDRIDGE RD ROSELAND DR LOCAL 58 760 36 3,040 1057504 2019 ULTRATHIN WOOLDRIDGE LAS BRISAS VICTORIA PARK DR COLLECTOR 74 4 2150 18 4,300 1057530 2019 ULTRATHIN WOOLDRIDGE 1057545 2019 ULTRATHIN WOOLDRIDGE 1057560 2019 ULTRATHIN WOOLDRIDGE VICTORIA PARK D MYSTIC STAR DR MYSTIC STAR DR GOLD STAR GOLD STAR QUEBEC DR ARTERIAL 74 4 840 18 1,680 ARTERIAL 74 4 275 18 550 ARTERIAL 74 4 785 18 1,570 1058100 2019 ULTRATHIN ALT WOOLDRIDGE AIRLINE RD CIMARRON BLVD COLLECTOR 77 640 46 3,271 1058100 2019 ULTRATHIN WOOLDRIDGE AIRLINE RD CIMARRON BLVD COLLECTOR 77 5 640 46 3,271 1058150 2019 ULTRATHIN ALT WOOLDRIDGE CIMARRON BLVD FULTON DR COLLECTOR 77 530 46 2,709 1058150 2019 ULTRATHIN WOOLDRIDGE CIMARRON BLVD FULTON DR COLLECTOR 77 5 530 46 2,709 1058200 2019 ULTRATHIN ALT WOOLDRIDGE FULTON DR SCABBARD DR COLLECTOR 80 275 46 1,406 1058200 2019 ULTRATHIN WOOLDRIDGE FULTON DR SCABBARD DR COLLECTOR 80 5 275 46 1,406 1058230 2019 ULTRATHIN ALT WOOLDRIDGE SCABBARD DR TWINE DR COLLECTOR 80 565 46 2,888 1058230 2019 ULTRATHIN WOOLDRIDGE SCABBARD DR TWINE DR COLLECTOR 80 5 565 46 2,888 1058260 2019 ULTRATHIN ALT WOOLDRIDGE TWINE DR SCOTCH MOSS DR COLLECTOR 80 180 46 920 1058260 2019 ULTRATHIN WOOLDRIDGE TWINE DR SCOTCH MOSS DR COLLECTOR 80 5 180 46 920 1059505 2019 OVERLAY ALT WORDSWORTH CREEK GUADALUPE RIVER DEAD END (N) LOCAL 73 170 24 453 1059505 2019 OVERLAY ALT WORDSWORTH CREEK GUADALUPE RIVER DEAD END (N) LOCAL 73 170 24 453 1059510 2019 OVERLAY ALT WORDSWORTH CREEK GUADALUPE RIVER BALLAD TREE DR LOCAL 73 855 24 2,280 1059510 2019 OVERLAY ALT WORDSWORTH CREEK GUADALUPE RIVER BALLAD TREE DR LOCAL 73 855 24 2,280 1065706 2019 ULTRATHIN ALT YORKTOWN ALISA ANN WAGNER LEE COLLECTOR 82 4 330 24 880 1065706 2019 ULTRATHIN ALT YORKTOWN ALISA ANN WAGNER LEE COLLECTOR 82 4 330 24 880 5/16/2019 3 OF 3 DISTRICT 1 2019 SPMP WORK PLAN (YEAR 6) By District STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 7800 7900 8000 8100 2019 2019 2019 2019 ULTRATHIN ALT ULTRATHIN ALT ULTRATHIN ALT ULTRATHIN ALT AGNES AGNES AGNES AGNES SIXTEENTH SEVENTEENTH SEVENTEENTH EIGHTEENTH ARTERIAL ARTERIAL 77 77 EIGHTEENTH NINETEENTH ARTERIAL 77 NINETEENTH TWENTIETH ARTERIAL 77 300 480 280 360 41 41 41 41 1,367 2,187 1,276 1,640 8200 2019 ULTRATHIN ALT AGNES TWENTIETH TWENTY FIRST ARTERIAL 77 360 41 1,640 8300 2019 ULTRATHIN ALT AGNES TWENTY FIRST LAREDO ARTERIAL 77 390 31 1,343 136200 2019 ULTRATHIN ALT BUDDY LAWRENCE INTERSTATE 37 NANDINA COLLECTOR 84 140 40 622 136204 2019 ULTRATHIN ALT BUDDY LAWRENCE NANDINA LIGUSTRUM COLLECTOR 84 310 40 1,378 136300 2019 ULTRATHIN ALT BUDDY LAWRENCE LIGUSTRUM GARDENIA COLLECTOR 84 305 40 1,356 136400 2019 ULTRATHIN ALT BUDDY LAWRENCE GARDENIA AZALEA COLLECTOR 84 310 40 1,378 136500 2019 ULTRATHIN ALT BUDDY LAWRENCE AZALEA NUECES BAY COLLECTOR 84 860 50 4,778 136600 2019 ULTRATHIN ALT BUDDY LAWRENCE NUECES BAY ANTELOPE COLLECTOR 84 665 58 4,286 180900 2019 OVERLAY CASTLE FOREST CASTLE RIVER DEAD END E LOCAL 61 245 24 653 181700 2019 OVERLAY ALT CASTLE RIVER CASTLE VALLEY CASTLE FOREST LOCAL 71 665 24 1,773 181800 2019 OVERLAY ALT CASTLE RIVER CASTLE FOREST CASTLE TOP LOCAL 71 225 24 600 182300 2019 OVERLAY CASTLE TOP CASTLE RIVER DEAD END S LOCAL 59 170 24 453 192700 2019 OVERLAY CHAMIZAL ROUNDROCK NOLFORD LOCAL 60 260 36 1,100 192800 2019 OVERLAY CHAMIZAL NOLFORD WESTERN LOCAL 60 530 36 2,120 192900 2019 OVERLAY CHAMIZAL WESTERN SIERRA LOCAL 60 300 36 1,200 193000 2019 OVERLAY CHAMIZAL SIERRA FONVILLA CIR LOCAL 60 380 36 1,520 193100 2019 OVERLAY CHAMIZAL FONVILLA CIR MOUNTAIN VIEW LOCAL 60 320 24 933 196300 2019 ULTRATHIN CHARLES MAPLE LEAF DR TURNING LEAF DR COLLECTOR 65 300 24 800 298400 2019 OVERLAY DUNSTAIN FONTANA AVE JACOB ST LOCAL 64 485 24 1,293 298450 2019 OVERLAY DUNSTAIN JACOB ST YELLOW OAK LOCAL 64 285 24 760 452140 2019 OVERLAY IH 37 MESQUITE CHAPARRAL COLLECTOR 66 375 33 1,375 452141 2019 OVERLAY IH 37 CHAPPARRAL WATER COLLECTOR 66 380 34 1,436 452142 2019 OVERLAY IH 37 WATER SHORELINE (NORTH) COLLECTOR 66 555 30 1,850 452143 2019 OVERLAY IH 37 MESQUITE CHAPARRAL COLLECTOR 66 365 47 1,906 452144 2019 OVERLAY IH 37 CHAPARRAL WATER COLLECTOR 66 380 33 1,393 452145 2019 OVERLAY IH 37 WATER SHORELINE (NORTH) COLLECTOR 66 555 30 1,850 529300 2019 ULTRATHIN LEOPARD CALLICOATTE RD REHFELD ARTERIAL 77 1,045 33 3,832 534700 2019 ULTRATHIN LEOPARD CALLICOATTE RD REHFELD ARTERIAL 77 1,045 33 3,832 986000 2019 ULTRATHIN LEOPARD AKA UP RIVER UP RIVER ROAD HEARN ARTERIAL 66 3,760 61 25,484 986200 2019 ULTRATHIN LEOPARD AKA UP RIVER HEARN RD STATE HWY 77 ARTERIAL 66 400 58 2,578 658700 2019 OVERLAY NICHOLS POWELL DR REAGAN DR LOCAL 68 290 24 773 658800 2019 OVERLAY NICHOLS REAGAN DR SPAULDING DR LOCAL 68 360 24 960 743500 2019 ULTRATHIN PORT BUFORD RUTH ARTERIAL 71 830 60 5,533 743600 2019 ULTRATHIN PORT RUTH MARY ARTERIAL 70 910 60 6,067 768600 2019 OVERLAY RAPIDS WOOD RIVER KICKAPOO LOCAL 69 465 24 1,240 768700 2019 OVERLAY RAPIDS KICKAPOO DRY CREEK LOCAL 69 240 24 640 768800 2019 OVERLAY RAPIDS DRY CREEK CALAVERAS LOCAL 69 945 24 2,520 790800 2019 OVERLAY RIVER FOREST CALALLEN RIVER VIEW LOCAL 60 335 24 893 790900 2019 OVERLAY RIVER FOREST RIVER VIEW FOREST CIR LOCAL 60 225 24 600 791000 2019 OVERLAY RIVER FOREST FOREST CIR CACTUS LOCAL 60 45 24 120 791004 2019 OVERLAY RIVER FOREST CACTUS MOON RIVER LOCAL 60 205 24 547 794750 2019 OVERLAY RIVERWOOD F M 624 RIVER HILL LOCAL 60 1,010 22 2,469 859200 2019 OVERLAY SHAWNEE BALDWIN ST CHIPPEWA ST LOCAL 60 420 24 1,120 867970 2019 ULTRATHIN SHORELINE BELDEN 137 ACCESS ARTERIAL 72 225 38 950 867972 2019 ULTRATHIN SHORELINE 137 ACCESS 137 ACCESS ARTERIAL 72 150 38 633 867980 2019 ULTRATHIN SHORELINE 137 ACCESS MANN ARTERIAL 72 370 38 1,562 868000 2019 ULTRATHIN SHORELINE MANN TWIGG ARTERIAL 72 460 38 1,942 868100 2019 ULTRATHIN SHORELINE TWIGG TAYLOR ARTERIAL 72 365 38 1,541 868200 2019 ULTRATHIN SHORELINE TAYLOR STARR ARTERIAL 72 360 38 1,520 868300 2019 ULTRATHIN SHORELINE STARR PEOPLE ARTERIAL 72 360 38 1,520 868400 2019 ULTRATHIN SHORELINE PEOPLES SCHATZEL ARTERIAL 72 355 38 1,499 868404 2019 ULTRATHIN SHORELINE SCHATZEL SCHATZEL ARTERIAL 72 160 38 676 868500 2019 ULTRATHIN SHORELINE SCHATZEL LAWRENCE ARTERIAL 72 460 37 1,891 868600 2019 ULTRATHIN SHORELINE LAWRENCE SHORELINE S ARTERIAL 72 470 37 1,932 870300 2019 ULTRATHIN SHORELINE WILLIAMS LAWRENCE ARTERIAL 72 355 37 1,459 870400 2019 ULTRATHIN SHORELINE LAWRENCE SCHATZEL ARTERIAL 72 365 37 1,501 870500 2019 ULTRATHIN SHORELINE SCHATZEL SCHATZEL ARTERIAL 72 125 38 528 870504 2019 ULTRATHIN SHORELINE SCHATZEL PEOPLES ARTERIAL 72 360 38 1,520 870600 2019 ULTRATHIN SHORELINE PEOPLES STARR ARTERIAL 72 360 38 1,520 870700 2019 ULTRATHIN SHORELINE STARR TAYLOR ARTERIAL 72 360 38 1,520 870800 2019 ULTRATHIN SHORELINE TAYLOR TWIGG ARTERIAL 72 360 38 1,520 870900 2019 ULTRATHIN SHORELINE TWIGG MANN ARTERIAL 72 440 38 1,858 871000 2019 ULTRATHIN SHORELINE MANN 137 ACCESS ARTERIAL 72 400 38 1,689 871100 2019 ULTRATHIN SHORELINE 137 ACCESS BELDEN ARTERIAL 72 250 38 1,056 892350 2019 OVERLAY SPRING CREEK SPRING CREEK DR DEAD END LOCAL 59 310 24 827 914360 2019 ULTRATHIN STONEWALL CHARLES SHALLOW CREEK DR COLLECTOR 70 275 36 1,100 949010 2019 OVERLAY TEAL BEAL WOOD RIVER LOCAL 58 1,080 24 2,880 1059505 2019 OVERLAY ALT WORDSWORTH CREEK GUADALUPE RIVER DEAD END (N) LOCAL 73 170 24 453 1059505 1059510 1059510 2019 2019 2019 OVERLAY ALT OVERLAY ALT OVERLAY ALT WORDSWORTH CREEK WORDSWORTH CREEK WORDSWORTH CREEK GUADALUPE RIVER GUADALUPE RIVER GUADALUPE RIVER DEAD END (N) BALLAD TREE DR BALLAD TREE DR LOCAL LOCAL LOCAL 73 73 73 170 855 855 24 24 24 453 2,280 2280 STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 23000 2019 ULTRATHIN ALAMEDA MC CALL HOFFMAN ARTERIAL 65 2 195 61 1,322 57500 2019 ULTRATHIN AYERS EDWARDS TARLTON ARTERIAL 69 2 340 58 2,191 57600 2019 ULTRATHIN AYERS TARLTON TARLTON ARTERIAL 69 2 175 58 1,128 57604 2019 ULTRATHIN AYERS TARLTON BLEVINS ARTERIAL 69 2 160 58 1,031 57700 2019 ULTRATHIN AYERS BLEVINS RICHARD ARTERIAL 69 2 330 58 2,127 57800 2019 ULTRATHIN AYERS RICHARD CLEMMER ARTERIAL 69 2 330 58 2,127 58300 2019 ULTRATHIN ALT AYERS SOUTHGATE PAINTER ARTERIAL 75 2 305 62 2,101 58400 2019 ULTRATHIN ALT AYERS PAINTER ROOSEVELT ARTERIAL 75 2 305 62 2,101 58404 2019 ULTRATHIN ALT AYERS ROOSEVELT N ROOSEVELT S ARTERIAL 75 2 85 62 586 58500 2019 ULTRATHIN ALT AYERS ROOSEVELTS ROOSEVELT ARTERIAL 75 2 90 62 620 58600 2019 ULTRATHIN ALT AYERS ROOSEVELT PEARSE ARTERIAL 75 2 885 62 6,097 58700 2019 ULTRATHIN ALT AYERS PEARSE PEARSE ARTERIAL 75 2 125 62 861 58704 2019 ULTRATHIN ALT AYERS PEARSE HORNE RD ARTERIAL 75 2 345 62 2,377 58800 2019 ULTRATHIN ALT AYERS HORNE RD CUIPER ARTERIAL 75 2 1,115 62 7,681 65104 2019 OVERLAY BALDWIN PRESCOTT RIGGAN ARTERIAL 56 2 360 58 2,320 65200 2019 OVERLAY BALDWIN RIGGAN ELIZABETH ARTERIAL 56 2 335 58 2,159 65300 2019 OVERLAY BALDWIN ELIZABETH CLOYDE ARTERIAL 56 2 195 58 1,257 65400 2019 OVERLAY BALDWIN CLOYDE CLOYDE ARTERIAL 56 2 130 58 838 65404 2019 OVERLAY BALDWIN CLOYDE LYNCH ARTERIAL 56 2 325 58 2,094 65500 2019 OVERLAY BALDWIN LYNCH TERRACE ARTERIAL 56 2 300 58 1,933 65600 2019 OVERLAY BALDWIN TERRACE FIG ARTERIAL 56 2 320 58 2,062 65700 2019 OVERLAY BALDWIN FIG AYERS ARTERIAL 56 2 700 57 4,433 143300 2019 OVERLAY BURNEY EVERHART RD AUTOTOWN LOCAL 57 2 625 40 2,778 143400 2019 OVERLAY BURNEY AUTOTOWN LANSDOWN LOCAL 57 2 850 26 2,456 284902 2019 ULTRATHIN DODDRIDGE POPE POPE ARTERIAL 65 2 380 54 2,280 312900 2019 OVERLAY ELIZABETH SANTA FE FIFTH ST COLLECTOR 59 2 390 40 1,733 313000 2019 OVERLAY ELIZABETH FIFTH ST SIXTH ST COLLECTOR 59 2 340 40 1,511 313100 2019 OVERLAY ELIZABETH SIXTH ST SEVENTH ST COLLECTOR 59 2 345 40 1,533 313200 2019 OVERLAY ELIZABETH SEVENTH ST STAPLES COLLECTOR 59 2 330 40 1,467 608700 2019 OVERLAY ALT MONITOR MC ARDLE LINCOLN LOCAL 61 2 765 24 2,040 5/16/2019 10F3 2019 SPMP WORK PLAN (YEAR 6) By District STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 608800 2019 OVERLAY ALT MONITOR LINCOLN MARION LOCAL 61 2 330 24 880 808500 2019 OVERLAY ROSLYN PRESCOTT NIAGARA LOCAL 56 2 410 24 1,093 808600 2019 OVERLAY ROSLYN NIAGARA SARITA LOCAL 56 2 770 24 2,053 833300 2019 ULTRATHIN SANTA FE ATLANTIC NAPLES COLLECTOR 69 2 325 46 1,661 833400 2019 ULTRATHIN SANTA FE NAPLES DEL MAR COLLECTOR 69 2 345 46 1,763 833500 2019 ULTRATHIN SANTA FE DEL MAR COLE COLLECTOR 69 2 440 46 2,249 833600 2019 ULTRATHIN SANTA FE COLE CLIFFORD COLLECTOR 69 2 325 46 1,661 884000 2019 OVERLAY SOLEDAD GREENWOOD ELGIN LOCAL 56 2 230 24 613 884100 2019 OVERLAY SOLEDAD ELGIN CARVER LOCAL 56 2 740 24 1,973 897400 2019 ULTRATHIN STAPLES PADRE ISLAND DR MC ARDLE ARTERIAL 74 2 1,355 64 9,636 897500 2019 ULTRATHIN STAPLES MC ARDLE BRADSHAW ARTERIAL 74 2 360 64 2,560 897600 2019 ULTRATHIN STAPLES BRADSHAW BROCK ARTERIAL 74 2 270 64 1,920 897700 2019 ULTRATHIN STAPLES BROCK MEADOWBROOK ARTERIAL 74 2 310 64 2,204 1019300 2019 ULTRATHIN ALT WEBER REDWOOD LITTLE JOHN ARTERIAL 76 _ 76 2 320 57 2,027 11019400 2019 ULTRATHIN ALT WEBER LITTLE JOHN LINDEN ARTERIAL 2 320 57 2,027 STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 68300 2019 OVERLAY BARONS BEVECREST ST DEAD END N LOCAL 60 3 220 24 587 86800 2019 OVERLAY ALT BEVECREST AYERS ST KAYCREST ST LOCAL 69 3 430 36 1,720 86900 2019 OVERLAY ALT BEVECREST KAYCREST ST SHAROLYN ST LOCAL 69 3 215 36 860 87000 2019 OVERLAY ALT BEVECREST SHAROLYN ST CINDIA ST LOCAL 69 3 220 36 880 87100 2019 OVERLAY ALT BEVECREST CINDIA ST BEVERCREST CIR LOCAL 69 3 90 36 360 87200 2019 OVERLAY ALT BEVECREST BEVERCREST CIR PERSIMMON ST LOCAL 69 3 160 36 640 87300 2019 OVERLAY ALT BEVECREST PERSIMMON ST BARONS ST LOCAL 69 3 120 24 320 87400 2019 OVERLAY ALT BEVECREST BARONS ST BEARDMORE ST LOCAL 69 3 255 24 680 144600 2019 OVERLAY BURTON HOLLY RD CAIN LOCAL 62 3 640 24 1,707 144700 2019 OVERLAY BURTON CAIN BONNER LOCAL 62 3 660 24 1,760 348200 2019 OVERLAY FORTUNE ENTERPRIZE PKWY BEAR LANE LOCAL 57 3 1,265 42 5,903 363400 2019 OVERLAY GAVILAN GREENWOOD LOS ROBLES COLLECTOR 58 3 1,165 24 3,107 435600 2019 ULTRATHIN ALT HOLLY BRAESWOOD ETHERIDGE ARTERIAL 82 3 710 31 2,406 436100 2019 ULTRATHIN ALT HOLLY MALDEN BETTY JEAN/ST ANDREW ARTERIAL 82 3 1,170 31 3,965 436500 2019 ULTRATHIN ALT HOLLY EVERHART RD WEDGEWOOD ARTERIAL 87 3 1,400 61 9,489 436600 2019 ULTRATHIN ALT HOLLY WEDGEWOOD FLYNN PKWY ARTERIAL 87 3 860 61 5,829 436700 2019 ULTRATHIN ALT HOLLY FLYNN PKWY SAFARI ARTERIAL 87 3 415 61 2,813 442900 2019 ULTRATHIN HORNE GREENWOOD LULAC ARTERIAL 65 3 850 56 5,289 442902 2019 ULTRATHIN HORNE LULAC LULAC ARTERIAL 65 3 600 56 3,733 442906 2019 ULTRATHIN HORNE LULAC COLUMBIA ARTERIAL 65 3 795 56 4,947 491700 2019 ULTRATHIN ALT KOSTORYZ PADRE ISLAND DR JOHANNA ARTERIAL 77 3 475 72 3,800 491800 2019 ULTRATHIN ALT KOSTORYZ JOHANNA SACKY ARTERIAL 77 3 655 57 4,148 491900 2019 ULTRATHIN ALT KOSTORYZ SACKY SOKOL ARTERIAL 77 3 700 57 4,433 492000 2019 ULTRATHIN ALT KOSTORYZ SOKOL HOLLY RD ARTERIAL 77 3 1,900 57 12,033 690000 2019 OVERLAY OPPORTUNITY ENTERPRIZE PKWY INVESTMENT BLVD LOCAL 57 3 635 42 2,963 690100 2019 OVERLAY OPPORTUNITY INVESTMENT BLVD ENTERPRIZE PKWY LOCAL 57 3 1,095 42 5,110 753900 2019 OVERLAY PRESCOTT SALAZAR GARDEN LOCAL 64 3 545 24 1,453 754000 2019 OVERLAY PRESCOTT GARDEN GARDEN LOCAL 64 3 145 24 387 754100 2019 OVERLAY PRESCOTT GARDEN TROJAN LOCAL 64 3 1,185 24 3,160 957400 2019 ULTRATHIN TIGER WEBER RD WILKINSON COLLECTOR 71 3 1,580 37 6,496 957500 2019 ULTRATHIN TIGER WILKINSON CARROLLLN COLLECTOR 71 3 1,000 37 4,111 971900 2019 ULTRATHIN TROJAN CASTENON WATERFALL COLLECTOR 65 3 550 42 2,567 972000 2019 ULTRATHIN TROJAN WATERFALL BALSAM COLLECTOR 65 3 125 42 583 972100 2019 ULTRATHIN TROJAN BALSAM LAUREN DR COLLECTOR 65 3 265 42 1,237 972200 2019 ULTRATHIN TROJAN LAUREN DR GREENWOOD COLLECTOR 65 3 390 42 1,820 STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 5700 2019 5800 2019 OVERLAY ADMIRAL OVERLAY ADMIRAL PADRE ISLAND DR MELODY LN MELODY LN MIRROR 5900 2019 OVERLAY ADMIRAL MIRROR LAKESIDE LOCAL 56 LOCAL 56 LOCAL 56 4 405 19 855 4 200 19 422 4 475 19 1,003 41800 2019 ULTRATHIN AQUARIUS SKYSAIL ST LANYARD COLLECTOR 70 4 1,050 36 4,200 41900 2019 ULTRATHIN AQUARIUS LANYARD TOPSAIL COLLECTOR 74 4 350 36 1,400 144400 2019 OVERLAY BURR WHITAKER SHEPARD LOCAL 63 4 290 24 773 144500 2019 OVERLAY BURR SHEPARD LUCILLE LOCAL 63 4 1,075 26 3,106 185600 2019 OVERLAY CAYO GORDA CUMANA DEAD END S LOCAL 57 4 910 24 2,427 210400 2019 OVERLAY CLARION SUEZ ALEXANDRIA LOCAL 56 4 670 24 1,787 210500 2019 OVERLAY CLARION ALEXANDRIA DELTA LOCAL 56 4 305 24 813 247400 2019 OVERLAY CRESCENT WINSTON MC ARDLE LOCAL 57 4 785 36 3,140 266900 2019 OVERLAY DASMARINAS WHITE CAP BOUNTY LOCAL 57 4 200 24 533 267000 2019 OVERLAY DASMARINAS BOUNTY BARATARIA LOCAL 57 4 890 24 2,373 267104 2019 OVERLAY DASMARINAS BARATARIA DEAD END S LOCAL 57 4 580 24 1,547 284300 2019 OVERLAY ALT DODDRIDGE SANTA FE DELAINE ARTERIAL 84 4 755 48 4,027 284400 2019 OVERLAY ALT DODDRIDGE DELAINE MELDO ARTERIAL 84 4 220 48 1,173 284404 2019 OVERLAY ALT DODDRIDGE MELDO TOPEKA ARTERIAL 84 4 310 48 1,653 284500 2019 OVERLAY ALT DODDRIDGE TOPEKA ALAMEDA S ARTERIAL 84 4 320 48 1,707 294500 2019 OVERLAY DUCAT REALES DEAD END LOCAL 61 4 775 24 2,067 326700 2019 ULTRATHIN EVERHART CENTER DR ESTATE ARTERIAL 65 4 285 28 887 326800 2019 ULTRATHIN EVERHART ESTATE CLINTON ARTERIAL 62 4 250 28 778 343800 2019 ULTRATHIN FLOUR BLUFF YORKTOWN BLVD RAMFIELD ARTERIAL 68 4 2,640 23 6,747 344500 2019 ULTRATHIN ALT FLOUR BLUFF GRAHAM COMPTON ARTERIAL 84 4 1,040 64 7,396 344504 2019 ULTRATHIN ALT FLOUR BLUFF COMPTON PADRE ISLAND DR ARTERIAL 84 4 1,305 64 9,280 364600 2019 OVERLAY GERTRUDE MATLOCK MILITARY LOCAL 57 4 470 18 940 369600 2019 OVERLAY GLENOAK WALDRON RD TULANE COLLECTOR 69 4 1,460 22 3,569 369700 2019 OVERLAY GLENOAK TULANE MEADOWOOD COLLECTOR 69 4 325 22 794 369800 2019 OVERLAY GLENOAK MEADOWOOD DEBRA LN COLLECTOR 69 4 865 22 2,114 407500 2019 OVERLAY HANDOVER GREELY ALAMEDA S LOCAL 58 4 1,200 26 3,467 456400 2019 OVERLAY ISABELLA WHITE CAP BLVD CATAMARAN LOCAL 64 4 175 24 467 456500 2019 OVERLAY ISABELLA CATAMARAN DEAD END S LOCAL 64 4 740 24 1,973 459000 2019 OVERLAY JACKTAR BARATARIA CROSSJACK ST LOCAL 58 4 1,415 24 3,773 467900 2019 OVERLAY JOLLY ROGER AQUARIUS DEAD END W LOCAL 60 4 970 24 2,587 502100 2019 OVERLAY LAKESIDE N A S DR MILITARY LOCAL 59 4 620 20 1,378 502200 2019 OVERLAY LAKESIDE MILITARY PADRE ISLAND DR LOCAL 59 4 700 18 1,400 502300 2019 ULTRATHIN LAKESIDE PADRE ISLAND DR LAKESIDE COLLECTOR 57 4 1,080 20 2,400 558100 2019 OVERLAY LOVEBIRD ORIOLE WAXWING LOCAL 77 4 765 24 2,040 676757 2019 OVERLAY OCEAN COUNTRY CLUB WAVERLY ARTERIAL 58 4 870 30 2,900 676830 2019 OVERLAY OCEAN WAVERLY GLENMORE ARTERIAL 58 4 675 30 2,250 676867 2019 OVERLAY OCEAN GLENMORE CLAREMORE ARTERIAL 58 4 660 30 2,200 676904 2019 OVERLAY OCEAN CLAREMORE PALMETTO ARTERIAL 58 4 665 30 2,217 676940 2019 OVERLAY OCEAN PALMETTO POENISCH ARTERIAL 58 4 845 30 2,817 678996 2019 OVERLAY OCEAN COUNTRY CLUB WAVERLY ARTERIAL 58 4 875 30 2,917 679069 2019 OVERLAY OCEAN WAVERLY GLENMORE ARTERIAL 58 4 675 30 2,250 679106 2019 OVERLAY OCEAN GLENMORE CLAREMORE ARTERIAL 58 4 660 30 2,200 679142 2019 OVERLAY OCEAN CLAREMORE PALMETTO ARTERIAL 58 4 665 30 2,217 679179 2019 OVERLAY OCEAN PALMETTO POENISCH ARTERIAL 58 4 845 30 2,817 722547 2019 OVERLAY PAUL JONES HOLLY MOFFETT COLLECTOR 79 4 1,030 25 2,861 723100 2019 OVERLAY PAUL JONES MOFFETT SIMS COLLECTOR 79 4 400 24 1,067 723200 2019 OVERLAY PAUL JONES SIMS VETTERS COLLECTOR 79 4 510 24 1,360 939600 2019 OVERLAY SWORDFISH CABANA E COMMODORES LOCAL 56 4 425 24 1,133 993700 2019 OVERLAY VEGA JAMAICA CHARLOTTE LOCAL 56 4 770 24 2,053 1008300 2019 ULTRATHIN WALDRON PADRE ISLAND DR COMPTON-KNICKERBOCKER ARTERIAL 74 4 385 58 2,481 1057504 2019 ULTRATHIN WOOLDRIDGE LAS BRISAS VICTORIA PARK DR COLLECTOR 74 4 2,150 18 4,300 5/16/2019 20F3 2019 SPMP WORK PLAN (YEAR 6) By District STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 057530 2019 ULTRATHIN WOOLDRIDGE VICTORIA PARK D MYSTIC STAR DR ARTERIAL 1057545 2019 ULTRATHIN WOOLDRIDGE MYSTIC STAR DR GOLD STAR ARTERIAL 1057560 2019 ULTRATHIN WOOLDRIDGE GOLD STAR 1065706 2019 ULTRATHIN ALT YORKTOWN 065706 2019 ULTRATH IN ALT YORKTOWN ALISA ANN ALISA ANN QUEBEC DR ARTERIAL WAGNER LEE WAGNER LEE COLLECTOR COLLECTOR 74 74 74 82 82 4 840 18 1,680 4 275 18 550 4 785 18 1,570 4 330 24 880 4 330 24 880 5/16/2019 3 OF 3 STR ID YEAR WORK PLAN STREET FROM TO STAPLES S MPC LOCAL W PCI DISTRICT LENGTH 1,385 WIDTH 36 AREA 5,540 143500 2019 OVERLAY BURNHAM FULWELL 57 5 180100 2019 OVERLAY CASCADE OLYMPIA ST ANDREWS LOCAL 58 5 1,375 26 3,972 329900 2019 ULTRATHIN EVERHART SARATOGA MIDDLECOFF ARTERIAL 75 5 1,150 60 7,667 330000 2019 ULTRATHIN EVERHART MIDDLECOFF EIDER DR ARTERIAL 75 5 260 60 1,733 330100 2019 ULTRATHIN EVERHART EIDER DR GOLDENEYE ARTERIAL 75 5 280 60 1,867 330200 2019 ULTRATHIN EVERHART GOLDENEYE SNOWGOOSE ARTERIAL 75 5 905 60 6,033 330300 2019 ULTRATHIN EVERHART SNOWGOOSE SHADOWBEND ARTERIAL 75 5 780 60 5,200 330400 2019 ULTRATHIN EVERHART SHADOWBEND WILLOWICK ARTERIAL 75 5 425 60 2,833 330402 2019 ULTRATHIN EVERHART WILLOWICK SIERRA BLANCA ARTERIAL 75 5 760 60 5,067 330406 2019 ULTRATHIN EVERHART SIERRA BLANCA CEDAR PASS DR ARTERIAL 75 5 685 60 4,567 435600 2019 ULTRATHIN ALT HOLLY BRAESWOOD ETHERIDGE ARTERIAL 82 5 710 31 2,406 436100 2019 ULTRATH IN ALT HOLLY MALDEN BETTY JEAN/ST ANDREW ARTERIAL 82 5 1,170 31 3,965 485300 2019 OVERLAY KING TRL SOUTH STAPLES KING ACRES LOCAL 66 5 1,460 24 3,893 485400 2019 OVERLAY KING TRL KING ACRES KING LANE LOCAL 66 5 665 24 1,773 552150 2019 OVERLAY LOS ARROYOS LAS MIRAS DR LOS RANCHEROS LOCAL 66 5 1,095 24 2,920 697606 2019 OVERLAY OSO S KING ACRES DR CAPE VISTA DR COLLECTOR 73 5 810 36 3,240 697607 2019 OVERLAY OSO S CAPE VISTA DR LAGO VISTA DR COLLECTOR 73 5 960 36 3,840 799050 2019 OVERLAY ROCK CREST ANVIL LA SALLE LOCAL 60 5 920 24 2,453 851500 2019 OVERLAY SEINE RHINE DEAD END N LOCAL 60 5 405 24 1,080 931800 2019 ULTRATHIN ALT SUN VALLEY CEDAR PASS DR VALLEY CIR COLLECTOR 78 5 235 36 940 931900 2019 ULTRATHIN ALT SUN VALLEY VALLEY CIR VALLEY COVE COLLECTOR 78 5 435 36 1,740 932000 2019 ULTRATH IN ALT SUN VALLEY VALLEY COVE VALLEY CIR COLLECTOR 78 5 550 36 2,200 932100 2019 ULTRATHIN ALT SUN VALLEY VALLEY CIR YORKTOWN COLLECTOR 78 5 340 36 1,360 1036475 2019 OVERLAY WILD OLIVE SOUTH OSO PKWY DEAD END LOCAL 58 5 450 24 1,200 1047100 2019 OVERLAY WINDSONG WOOLDRIDGE RD ROSELAND DR LOCAL 58 5 760 36 3,040 1058100 2019 ULTRATHIN ALT WOOLDRIDGE AIRLINE RD CIMARRON BLVD COLLECTOR 77 5 640 46 3,271 1058100 2019 ULTRATHIN WOOLDRIDGE AIRLINE RD CIMARRON BLVD COLLECTOR 77 5 640 46 3,271 1058150 2019 ULTRATH IN ALT WOOLDRIDGE CIMARRON BLVD FULTON DR COLLECTOR 77 5 530 46 2,709 1058150 2019 ULTRATHIN WOOLDRIDGE CIMARRON BLVD FULTON DR COLLECTOR 77 5 530 46 2,709 1058200 2019 ULTRATHIN ALT WOOLDRIDGE FULTON DR SCABBARD DR COLLECTOR 80 5 275 46 1,406 1058200 2019 ULTRATHIN WOOLDRIDGE FULTON DR SCABBARD DR COLLECTOR 80 5 275 46 1,406 1058230 2019 ULTRATHIN ALT WOOLDRIDGE SCABBARD DR TWINE DR COLLECTOR 80 5 565 46 2,888 1058230 2019 ULTRATHIN WOOLDRIDGE SCABBARD DR TWINE DR COLLECTOR 80 5 565 46 2,888 1058260 2019 ULTRATHIN ALT WOOLDRIDGE TWINE DR SCOTCH MOSS DR COLLECTOR 80 5 180 46 920 1058260 2019 ULTRATHIN WOOLDRIDGE TWINE DR SCOTCH MOSS DR COLLECTOR 80 5 180 46 920 5/16/2019 3 OF 3 CITY SEALCOAT WORK PLAN - 2019 STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 950 960 1000 1300 1304 1400 31850 33201 33203 40850 40852 40853 40854 55050 70650 78200 85525 88210 88221 88222 91350 99600 99725 103600 104802 104804 107200 111450 117850 117852 117854 121710 128900 129000 129100 130250 130252 130254 130256 130258 130260 134300 134650 134651 135600 149900 150100 150200 150204 150300 150304 150400 150600 150700 150800 151650 173303 181200 198600 231500 709800 240200 240300 244550 256750 256753 256756 260850 264200 276000 276100 280500 280600 282590 282600 283900 290000 293750 300450 310600 310700 310800 321000 321100 333650 359900 362800 364700 366325 366327 366329 372550 372552 372554 372556 380850 382406 383750 383754 390600 398200 398300 398301 398302 398303 401000 402900 439400 441000 441004 441100 CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT AARON AARON AARON AARON AARON AARON ALLIER AMANDA AMANDA AQUAMARINE AQUAMARINE AQUAMARINE AQUAMARINE AXIS BASSWOOD BEE MOUNTAIN BESTERIO BIG CYPRESS BAYOU BIG CYPRESS BAYOU BIG CYPRESS BAYOU BLACKBUCK BLUE OAK BLUE SAGE BOCKHOLT BONHAM BONHAM BORN BRAESWOOD BREEDING BREEDING BREEDING BRIDLE BROCKHAMPTON BROCKHAMPTON BROCKHAMPTON BRONX BRONX BRONX BRONX BRONX BRONX BROWNLEE BRUSH CREEK BRUSH CREEK BUCKHORN CALDWELL CALDWELL CALDWELL CALDWELL CALDWELL CALDWELL CALDWELL CALDWELL CALDWELL CALDWELL CALMA CARROLL CASTLE PARK CHERYL CONCORD COOPER L HEAD CORTEZ CORTEZ COVINGTON CROSSING CROSS RIVER CROSS RIVER CROSS RIVER CURTIS CLARK DAISY DEMA DEMA DEWITT DEWITT DIVISION DIVISION DODD DORCHESTER DROVER EAST LAKE ELEVENTH ELEVENTH ELEVENTH ENTERPRIZE ENTERPRIZE FALLOW FURMAN GARDENIA GETHSEMANE GINGUITE GINGUITE GINGUITE GOLD RUSH GOLD RUSH GOLD RUSH GOLD RUSH GRACELAND GRAND CANAL GRAND PARK GRAND PARK GREEN VALLEY GUADALUPE RIVER GUADALUPE RIVER GUADALUPE RIVER GUADALUPE RIVER GUADALUPE RIVER GUNWALE HALA PIT HONEY TRAIL HORNE HORNE HORNE SUMMER WIND BRATTON EAST WIND SUN VALLEY DR EMELIE MERCER BON SOIR DR LIGHT WIND DR COOL WIND CIR AMETHYST DR TOPAZ CT GARNET CT SAPPHIRE CT RETTA BIG CYPRESS DR MOUNTAIN VIEW CHOCTAW BEDROCK BASSWOOD BALLAD TREE RETTA GOLDEN OAK SOUTH OSO PKWY STATE HWY 44 SANTA ANA ST SANTA SOFIA ST SHORELINE S WILLIAMS DR SLOUGH RD KOLDA DR RUSS LN SADDLE LN DONINGTON WATERFORD PASS STONE HENGE ST SPURS NATION EMPIRE STATE CENTRAL PARK WALL BATTERY PARK OLD SQUARE LAREDO QUAIL CREEK DR BOAR THICKET DR IH -37 (LEOPARD/HIGHWAY 9) STAPLES N ALAMEDA N SAM RANKIN SAM RANKIN JOSEPHINE JOSEPHINE MEXICO SPRUCE LUNA LOTUS WHIRLWIND ST CARROLL W WALDRON RD SUNNYBROOK PADRE ISLAND DR SHORELINE N LOU ST LOU ST YORK CROSSING B RED RIVER DR PENTRIDGE DR CHANTILLY DR BRAESWOOD DR JAPONICA TALMADGE HERMINE TALMADGE HERMINE CRESTMONT ORANGE SUNNYBROOK ORLEANS RANCHO VISTA BL SOUTH LAKE DR HANCOCK COLEMAN MORRIS BEAR LANE OPPORTUNITY DR RETTA WATER ST MIMOSA BARNARD DR TRUXTON TILLET AMADAS PIONEER DR NEW PAVEMENT SIR NICKOLAS HERCULES RODD FIELD RD GRAND PARK AVE GLENOAK DR GRAND CANAL DR GREEN TREE WOOD RIVER DR PECOS RIVER WORDWORTH BALLARD TREE WHITMAN CIR AQUARIUS GREENWOOD RED BLUFF DEVON CAMBRIDGE CAMBRIDGE BRATTON EAST WIND WAPENTATE EMELIE MERCER CARMER NARSONNE ST COOL WIND CIR NAUTICAL WIND D TOPAZ CT GARNET CT SAPPHIRE CT AMETRINE DR DEAD END DEAD END RED BLUFF COSTA BONA BASSWOOD BALLAD TREE BALLAD TREE DEAD END DEAD END DEAD END CITY LIMIT LINE SANTA SOFIA ST SANTA LUCIA ST WATER CURTIS CLARK DR KOLDA DR RUSS LN DEAD END (N) DE WATERFORD PASS STONE HENCE ST LIVERPOOL LN EMPIRE STATE CENTRAL PARK WALL BATTERY PARK OLD SQUARE BARRICADE S MUSSETT BOAR THICKET DR TURKEY SPRINGS DR RAILROAD AVE ALAMEDA N SAM RANKIN SAM RANKIN JOSEPHINE JOSEPHINE MEXICO MEXICO LUNA LOTUS NINETEENTH TEMP D E CARROLL E LOMBARDY DEAD END MC ARDLE PARKING LOT LOU ST PINE DEAD END PENTRIDGE DR CHANTILLY DR DEAD END STAPLES REDBUD HERMINE STONE HERMINE STONE ORANGE SENTINAL VIOLA ALHAMBRA LONG S DR SOUTH LAKE DR COLEMAN MORRIS MARY OPPORTUNITY DR FORTUNE DR DEAD END SHORELINE S BUDDY LAWRENCE DEAD END TILLET AMADAS DEAD END S NEW PAVEMENT SIR NICKOLAS HERCULES BEVERLY HILLS ELVIS DR FLOUR BLUFF DR GRAND CANAL DR BARRICADE S DEAD END W PECOS RIVER WORDWORTH BALLARD TREE WHITMAN CIR GERONIMO DEAD END W DEAD END W MOUNTAIN VIEW CAMBRIDGE CAMBRIDGE BRENTWOOD COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL COLLECTOR LOCAL LOCAL LOCAL COLLECTOR LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL COLLECTOR COLLECTOR LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL COLLECTOR COLLECTOR COLLECTOR 79 79 79 79 79 79 82 76 76 80 80 80 80 85 83 73 81 85 85 1 85 1 84 4 85 4 81 5 85 3 95 3 95 3 77 1 84 35 5 5 5 5 5 5 5 5 5 5 5 5 5 4 1 1 3 1 81 81 5 81 5 75 1 80 5 80 5 80 5 81 5 81 5 81 5 81 5 81 5 81 5 81 1 81 5 81 5 78 1 91 1 91 1 91 1 91 1 91 1 91 1 91 1 91 1 91 1 91 1 83 4 83 3 83 4 73 2 81 3 79 1 79 1 79 1 80 5 78 1 78 1 78 1 84 3 1 82 36 36 36 36 36 36 24 24 24 24 24 24 24 24 24 24 24 24 24 24 24 24 24 20 24 24 35 36 24 24 24 24 36 36 36 40 40 40 40 40 40 37 24 24 24 34 34 34 34 34 34 34 84 4 84 4 83 4 83 4 84 4 84 4 76 2 73 4 81 5 78 5 85 2 85 1 85 1 73 3 73 3 85 4 83 1 81 1 81 5 74 5 74 5 74 5 90 1 90 1 90 1 90 1 67 5 84 4 83 4 83 4 71 3 86 1 86 1 86 1 86 1 86 1 83 4 84 3 1 72 85 2 85 2 85 2 1,467 1,391 4,603 606 1,212 1,302 1,361 762 651 627 667 667 373 933 986 840 3,147 1,253 957 2,853 933 1,240 600 13,720 907 907 1,040 3,684 336 1,238 1,682 1,160 1,802 1,566 1,652 1,141 1,204 1,204 1,204 1,204 3,063 3,700 976 1,597 453 1,369 825 563 732 657 675 694 352 352 231 384 453 1,700 1,960 3,625 2,666 224 976 706 573 584 389 9,980 2,226 581 1,219 516 1,084 855 1,452 2,413 2,240 911 2,320 1,444 972 972 5,123 4,600 933 1,254 2,160 626 549 621 549 1,449 712 699 621 547 4,683 3,001 757 693 2,218 1,015 1,764 775 708 2,320 1,440 1,383 854 546 949 5/16/2019 1 OF 3 CITY SEALCOAT WORK PLAN - 2019 STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 441200 2019 CITY SEALCOAT HORNE BRENTWOOD BRENTWOOD COLLECTOR 85 441204 2019 CITYSEALCOAT HORNE BRENTWOOD VERNER 2 95 COLLECTOR 85 2 245 441300 2019 CITY SEALCOAT HORNE VERNER VERNER COLLECTOR 85 2 45 37 451 37 1,162 37 214 441304 2019 CITYSEALCOAT HORNE VERNER RAMSEY COLLECTOR 85 2 275 37 1,305 445700 2019 CITY SEALCOAT HOUSTON KOSTORYZ CARROLL LN LOCAL 75 2 2635 24 6,132 456800 2019 CITYSEALCOAT ISLANDER SANDY OAKS SANTANA LOCAL 85 4 400 24 1,000 457500 2019 CITY SEALCOAT IVY GOLLIHAR HORNE RD LOCAL 85 2 1290 18 3,294 462200 2019 CITY SEALCOAT JAPONICA UP RIVER RD RED BUD LOCAL 59 450 18 973 462300 2019 CITY SEALCOAT JAPONICA RED BUD DAISY LOCAL 59 515 18 1,113 462400 2019 CITY SEALCOAT JAPONICA DAISY DEAD END S LOCAL 59 190 18 411 464150 2019 CITY SEALCOAT JESSIE JAYE PIONEER DR SIR NICKOLAS LOCAL 85 715 24 1,853 473800 2019 CITY SEALCOAT KENITH CIR STAPLES S LOST CREEK LOCAL 77 5 540 24 1,345 473900 2019 CITY SEALCOAT KENITH CIR LOST CREEK DEAD END W LOCAL 77 5 150 24 373 494300 2019 CITYSEALCOAT LA BRANCH DEAD END W WARPATH LOCAL 76 440 36 1,310 494400 2019 CITY SEALCOAT LA BRANCH WARPATH WILKINS LOCAL 76 880 44 3,202 499930 2019 CITY SEALCOAT LAKE HAWKINS LAKE MEAD DR DEAD END (E) LOCAL 83 215 24 320 500050 2019 CITY SEALCOAT LAKE KEMP LAKE MEAD DR DEAD END (E) LOCAL 83 180 24 266 500630 2019 CITY SEALCOAT LAKE MCQUEENEY LAKE MEAD DR DEAD END (E) LOCAL 85 215 24 320 500660 2019 CITY SEALCOAT LAKE MEAD PERFECTION LAKE AV LAKE HAWKINS CT LOCAL 86 270 36 1,028 500662 2019 CITY SEALCOAT LAKE MEAD LAKE HAWKINS CT LAKE MCQUEENY CT LOCAL 86 270 36 1,028 500664 2019 CITY SEALCOAT LAKE MEAD LAKE MCQUEENY CT LAKE KEMP CT LOCAL 86 310 36 1,180 500666 2019 CITYSEALCOAT LAKE MEAD LAKE KEMP CT WEST RIVER DR LOCAL 86 190 36 723 513062 2019 CITY SEALCOAT LAS BAHIAS LAS MIRAS DR SYDNEY LOCAL 83 5 1080 24 3,202 513087 2019 CITY SEALCOAT LAS MIRAS CT FREDS FOLLY DR LAS BAHIAS DR LOCAL 93 5 250 24 592 513088 2019 CITY SEALCOAT LAS MIRAS CT FREDS FOLLY DR LOS ARROYOS DR LOCAL 93 5 240 24 568 518502 2019 CITY SEALCOAT LAWRENCE STT HEAD SHORELINE N LAWRENCE ST T LOOP E LOCAL 81 870 36 4,910 518504 2019 CITY SEALCOAT LAWRENCE ST T HEAD LAWRENCE ST T LOOP E LAWRENCE ST T LOOP W LOCAL 81 100 36 564 518506 2019 CITY SEALCOAT LAWRENCE STT HEAD LAWRENCE ST T HEAD LAWRENCE ST T HEAD LOCAL 81 1,075 29 4,887 548050 2019 CITY SEALCOAT LOIRE BEAUVAIS DR STRASBOURG DR COLLECTOR 84 5 390 24 1,205 548055 2019 CITYSEALCOAT LOIRE STRASBOURG DR ST DENIS ST COLLECTOR 84 5 275 36 1,275 548060 2019 CITY SEALCOAT LOIRE ST DENIS ST YORKTOWN BLVD COLLECTOR 84 5 685 36 3,176 548065 2019 CITYSEALCOAT LOIRE YORKTOWN BLVD WILDFIRE DR COLLECTOR 84 5 445 24 1,375 548070 2019 CITY SEALCOAT LOIRE WILDFIRE DR PARSLEY CT COLLECTOR 84 5 225 24 695 548075 2019 CITYSEALCOAT LOIRE PARSLEY CT GINGERBERRY DR COLLECTOR 84 5 630 24 1,947 548080 2019 CITY SEALCOAT LOIRE GINGERBERRY DR GINGERBERRY DR COLLECTOR 84 5 150 24 464 548085 2019 CITYSEALCOAT LOIRE GINGERBERRY DR DEAD END (W) COLLECTOR 84 5 130 24 402 548310 2019 CITY SEALCOAT LOLA JOHNSON LAGUNA SHORE JAMAICA DR (EOP) W LOCAL 73 4 1120 18 2,444 549950 2019 CITY SEALCOAT LONG S DROVER BLVD BAR T LOCAL 80 5 860 24 2,000 562300 2019 CITY SEALCOAT MAC ARTHUR NIMITZ HALSEY LOCAL 71 2 240 24 684 562400 2019 CITY SEALCOAT MAC ARTHUR HALSEY DUNBAR LOCAL 71 2 240 24 684 562500 2019 CITY SEALCOAT MAC ARTHUR DUNBAR MONTGOMERY LOCAL 71 2 245 24 698 574000 2019 CITY SEALCOAT MARINE STONE HERMINE LOCAL 83 4 565 19 1,094 574100 2019 CITY SEALCOAT MARINE HERMINE TALMADGE LOCAL 83 4 365 19 706 634100 2019 CITY SEALCOAT McARDLE EVERHART RD WYNONA COLLECTOR 89 2 290 58 1,952 634200 2019 CITY SEALCOAT MCARDLE WYNONA WILLOWBROOK COLLECTOR 89 2 290 58 1,952 634300 2019 CITY SEALCOAT MCARDLE WILLOWBROOK WALTHAM COLLECTOR 89 2 290 58 1,952 634400 2019 CITY SEALCOAT MCARDLE WALTHAM PRINSTON COLLECTOR 89 2 290 58 1,952 634500 2019 CITY SEALCOAT MCARDLE PRINSTON LANSDOWN COLLECTOR 89 2 290 58 1,952 634600 2019 CITY SEALCOAT MCARDLE LANSDOWN WEXFORD COLLECTOR 89 2 290 58 1,952 634700 2019 CITY SEALCOAT MCARDLE WEXFORD ANDOVER COLLECTOR 89 2 290 58 1,952 604050 2019 CITY SEALCOAT MIRIAM VALE COURT EUCALYPTUS DR BOOMERANG LOCAL 95 5 535 24 1,307 628800 2019 CITY SEALCOAT MUSSETT SPRUCE LUNA LOCAL 70 195 24 530 628900 2019 CITY SEALCOAT MUSSETT LUNA LOTUS LOCAL 70 185 24 503 629000 2019 CITYSEALCOAT MUSSETT LOTUS NINETEENTH LOCAL 70 125 24 340 644550 2019 CITY SEALCOAT NACOGDOCHES VINEYARDS DR MADIERA DR LOCAL 83 5 260 24 679 644551 2019 CITY SEALCOAT NACOGDOCHES MADIERA DR PRESIDIO DR LOCAL 83 5 260 24 679 644552 2019 CITY SEALCOAT NACOGDOCHES PRESIDIO DR BODEGA BAY DR LOCAL 83 5 260 24 679 644553 2019 CITYSEALCOAT NACOGDOCHES BODEGA BAY DR SAN BENITO DR LOCAL 83 5 260 24 679 644554 2019 CITY SEALCOAT NACOGDOCHES SAN BENITO DR BROOKE DR LOCAL 83 5 160 24 418 657100 2019 CITYSEALCOAT NIAGARA BURNET TASCO LOCAL 76 2 305 18 788 657200 2019 CITY SEALCOAT NIAGARA TASCO BELTON LOCAL 76 2 665 18 1,718 657300 2019 CITYSEALCOAT NIAGARA BOLIVAR PRESA LOCAL 68 2 240 28 602 657400 2019 CITY SEALCOAT NIAGARA PRESA SOLEDAD LOCAL 68 2 240 28 602 657500 2019 CITYSEALCOAT NIAGARA SOLEDAD NOGALES LOCAL 68 2 240 28 602 657600 2019 CITY SEALCOAT NIAGARA NOGALES GUADALUPE LOCAL 68 2 250 28 627 660700 2019 CITYSEALCOAT NIMITZ EISENHOWER MAC ARTHUR LOCAL 85 2 955 24 2,411 660800 2019 CITY SEALCOAT NIMITZ MAC ARTHUR PORT AVE LOCAL 85 2 180 24 455 674975 2019 CITY SEALCOAT OAK HILL SKY CREST DR OAK DR LOCAL 83 4 200 24 1,187 674980 2019 CITY SEALCOAT OAK HILL OAK DR OAK VALLEY LOCAL 83 4 235 24 1,395 675150 2019 CITY SEALCOAT OAK HOLLOW TURKEY SPRINGS DEAD END (E) LOCAL 83 5 390 24 883 675400 2019 CITY SEALCOAT OAK PARK LEOPARD ST UP RIVER RD LOCAL 83 390 40 2,147 729198 2019 CITY SEALCOAT PEOPLES ST T HEAD PEOPLES T -HEAD PEOPLES T -HEAD LOCAL 85 2,270 29 10,897 729199 2019 CITY SEALCOAT PEOPLES ST T HEAD PEOPLES T -HEAD LOOP SHORELINE N COLLECTOR 85 800 48 6,357 736615 2019 CITY SEALCOAT PINE DALE ANTOINETTE DR SEA OAK DR LOCAL 75 4 165 24 733 736650 2019 CITY SEALCOAT PINEHOLLOW PURDUE RETTA LOCAL 85 4 570 24 1,533 740200 2019 CITY SEALCOAT POPE BRAWNER PKWY HERNDON LOCAL 73 2 365 24 920 763800 2019 CITY SEALCOAT RAILROAD REDBIRD E ELLIFF E LOCAL 89 500 18 1,283 763900 2019 CITY SEALCOAT RAILROAD ELLIFF E BUCKHORN E LOCAL 89 350 18 898 764000 2019 CITY SEALCOAT RAILROAD BUCKHORN E LEOPARD LOCAL 89 450 17 1,090 771500 2019 CITY SEALCOAT RED BLUFF BEE MOUNTAIN MESA DR LOCAL 79 270 24 828 771600 2019 CITY SEALCOAT RED BLUFF MESA DR HONEY TRAIL LOCAL 79 260 24 798 771300 2019 CITY SEALCOAT REDBIRD HIGHWAY 9 RAILROAD AVE COLLECTOR 86 460 19 1,493 771700 2019 CITY SEALCOAT REDBUD DEAD END E DAISY LOCAL 69 215 24 446 771800 2019 CITY SEALCOAT REDBUD DAISY JAPONICA LOCAL 69 685 24 1,420 776800 2019 CITY SEALCOAT REID TEXAN TRAIL GORDON LOCAL 80 2 305 33 1,286 776900 2019 CITY SEALCOAT REID GORDON BOTSFORD LOCAL 80 2 230 33 970 777000 2019 CITY SEALCOAT REID BOTSFORD GLAZEBROOK LOCAL 80 2 310 33 1,307 777002 2019 CITY SEALCOAT REID GLAZEBROOK GLAZEBROOK LOCAL 80 2 100 33 422 777100 2019 CITY SEALCOAT REID GLAZEBROOK ROBINSON LOCAL 80 2 235 33 991 777200 2019 CITY SEALCOAT REID ROBINSON MC CALL LOCAL 80 2 315 33 1,328 777300 2019 CITY SEALCOAT REID MC CALL MC CALL LOCAL 80 2 105 33 443 777305 2019 CITY SEALCOAT REID MC CALL HOFFMAN LOCAL 80 2 195 33 822 777400 2019 CITY SEALCOAT REID HOFFMAN MC CLENDON LOCAL 80 2 305 34 1,325 777500 2019 CITY SEALCOAT REID MC CLENDON VAKY LOCAL 80 2 315 34 1,368 779150 2019 CITY SEALCOAT RESPLANDOR LAS ESTRELLAS BARLOVENTO LOCAL 78 4 650 24 1,653 779750 2019 CITY SEALCOAT RETTA DIVISION AXIS COLLECTOR 85 4 165 24 430 779752 2019 CITY SEALCOAT RETTA AXIS SAMBAR COLLECTOR 85 4 230 24 600 779754 2019 CITY SEALCOAT RETTA SAMBAR BLACKBUCK COLLECTOR 85 4 230 24 600 779756 2019 CITY SEALCOAT RETTA BLACKBUCK FALLOW COLLECTOR 85 4 230 24 600 779758 2019 CITY SEALCOAT RETTA FALLOW PINEHOLLOW COLLECTOR 85 4 280 24 730 779760 2019 CITY SEALCOAT RETTA PINEHOLLOW PURDUE COLLECTOR 85 4 195 24 509 794450 2019 CITY SEALCOAT RIVER WALK TRINTY RIVER MELEX LOCAL 81 520 24 1,276 794460 2019 CITY SEALCOAT RIVER WALK MELEX LOCAL 81 420 24 1,030 796700 2019 CITY SEALCOAT ROBBY KINGSBURY HILL COUNTRY LN LOCAL 63 410 18 937 796705 2019 CITY SEALCOAT ROBBY HILL COUNTRY LN BASKETT LOCAL 63 730 18 1,668 796800 2019 CITY SEALCOAT ROBBY BASKETT PIONEER DR LOCAL 63 1,035 18 2,365 796805 2019 CITY SEALCOAT ROBBY PIONEER DR MOBILE LOCAL 63 515 18 1,177 796900 2019 CITY SEALCOAT ROBBY MOBILE LEOPARD (HVVY 9) LOCAL 63 300 18 686 810500 2019 CITY SEALCOAT ROUNDTREE HIGHWAY 9 DEAD END LOCAL 83 380 18 533 818490 2019 CITY SEALCOAT SAMBAR RETTA DEAD END LOCAL 85 4 420 24 933 827950 2019 CITY SEALCOAT SANTA CRUZ VINEYARD MENDOCINO LOCAL 80 5 905 24 4,141 5/16/2019 2 OF 3 CITY SEALCOAT WORK PLAN - 2019 STR ID YEAR WORK PLAN STREET FROM TO MPC W PCI DISTRICT LENGTH WIDTH AREA 837700 847855 847856 847857 11458 895550 907100 907200 907300 907400 907500 907600 907700 907800 907900 908000 914362 926606 939825 939830 939835 940550 948600 948700 963400 976600 976700 976800 976900 984005 984406 984904 985000 987400 987500 994650 994651 998975 1016950 1045825 1052950 1052952 1052954 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 2019 CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT CITY SEALCOAT SASPAMCO CREEK SEA OAK SEA OAK SEA OAK SOUTHLAKE PARK STAG HILL STARLITE STARLITE STARLITE STARLITE STARLITE STARLITE STARLITE STARLITE STARLITE STARLITE STONEWALL SUNGLO SYDNEY ST SYDNEY ST SYDNEY ST TALDORA ST TEAGUE TEAGUE TOPEKA TWENTIETH TWENTIETH TWENTIETH TWENTIETH UP RIVER UP RIVER UP RIVER UP RIVER VAKY VAKY VENTOSO VENTOSO VILLA CASTELLON WATERFORD DR WINDFILLED WOOD CREEK WOOD CREEK WOOD CREEK PERNITAS CRK MEANDERING OAKS DR PINE DALE DR OAK CREEK COVE OSHMAN QUAIL CREEK DR SUNNY DR EASTWOOD KINGSWOOD WESTWOOD ROCKWOOD GLENWOOD MAYFIELD DOGWOOD LARKWOOD ANNAVILLE RD SHALLOW CREEK DR DON PATRICIO RD GREYSTONE DR GLADSTONE DR BOOMERANG DR GREYSTONE DR WILDCAT DR CATFISH DR DODDRIDGE LAREDO AGNES MARGUERITE MARY CITY LMT (900' E HUNTER) RENFROW CARBON PLANT MC KINZIE SWANTNER REID DR LAS BRISAS ST WHIRLWIND ST DEAD END (S) GRENADE DR WINDHOLLW DR UP RIVER RD CREEK VIEW STONEWALL 1095400 2019 CITY SEALCOAT WOOLUKIDGE N SR FENWAY WILLOW HEIGHTS PINE DALE DR OAK CREEK COVE SHORELINE VISTA DR KOLDA DEAD END EASTWOOD KINGSWOOD WESTWOOD ROCKWOOD GLENWOOD MAYFIELD DOGWOOD LARKWOOD ANNAVILLE RD LEOPARD (HWY 9) WOOD CREEK DR SETH ST GLADSTONE DR BOOMERANG DR LAS BAHIAS EMU DR CATFISH DR CALALLEN DR BRAWNER PKWY AGNES MARGUERITE MARY MORRIS HUNTER RD CLARKWOOD MC KINZIE INTERSTATE 37 REID DR ALAMEDA S WHIRLWIND ST TEMP D E DEAD END (E) DEAD Els,) E) DEAD END CREEK VIEW RD STONEWALL CREEK BOTTOM COLLECTOR LOCAL LOCAL LOCAL LOCAL LOCAL COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR COLLECTOR LOCAL LOCAL LOCAL LOCAL LOCAL COLLECTOR COLLECTOR LOCAL LOCAL LOCAL LOCAL LOCAL COLLECTOR COLLECTOR COLLECTOR COLLECTOR LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL LOCAL ST ANDREWS LOCAL 78 86 86 86 78 80 80 80 80 80 80 80 80 80 80 80 83 84 89 89 89 85 87 87 76 78 78 78 78 80 80 82 82 69 69 88 88 81 80 76 79 79 79 80 745 150 140 320 245 180 335 450 330 340 310 125 190 310 135 1,070 265 170 820 815 265 540 180 1,225 740 330 190 355 360 640 1,170 3,805 1,780 920 700 270 135 660 310 525 700 580 285 24 24 24 24 16 24 35 35 35 35 35 35 35 35 35 35 36 24 36 36 36 24 36 36 26 35 36 24 36 20 20 37 20 24 24 24 24 24 24 24 36 36 36 1,547 446 416 951 389 221 1,396 1,875 1,375 1,417 1,292 521 792 1,292 563 4,459 1,640 427 3,297 3,277 1,066 1,267 744 5,060 2,222 1,139 675 840 1,278 2,037 3,795 15,002 3,794 2,431 1,849 711 356 1,283 560 1,173 2,818 2,335 1,147 1325 18 3,030 5/16/2019 3 OF 3 2019 SPMP Work Plan NUECES BAy Go' Sar P a�C�G\o IST2 Legend CITY SEALCOAT OVERLAY ULTRA-THIN w 1 Niiiitit :.i•, r,C � . lie � Halo Pt% • •Lifilmo SIL` • : ;��'` A ,�� � OLLIH � - `' I) � u A � �L lif _imam N POPE "76114111fiti SalarallOPITIOMPAU �� RE; N Wz°o�p =a.:g8?Y°� •����'�i Infi'tal f la CORPUS CHRISTI BAy DRIVE 0 0 (SH358) 0 0 0 aQ v4 a /^Qo oo W D a 0 z t 0 0 0 o ° q 0 a a 0 O U POR 0 O U Q CCES�2 PORT PA po 0 0 00 pDo v 0 0 Q p 0 O O Th C-"? 0 0 O D 0 0 O 0 v 5<" w u. u. O J 2 1 0 2 4 6 8 Miles THIS DATA WAS COMPILED FROM VARIETY OF SOURCES. THE DATA ACCURACY AND TIMELINES ARE NOT GUARANTEED. VER 4.0 JB 05/16/2019 ESRI STREET PREVENTATIVE MAINTENANCE PROGRAM 73 4/A�L. �. �0 MEN T A Street Preventative Maintenance Program (BPMF) Update & 2019 Work Plan Council Presentation May 21, 2019 Street Improvement Plan (SIP)%N. Street Preventative Maintenance Program (SPMP) %-L of CORPUS � 41 /41% STREET PREVENTATIV RECONSTRUCTION MAINTENANCE ARTERIALS / COLLECTORS PROGRAM POLICY CONSIDERATION RECONSTRUCTION LOCAL / RESIDENTIAL $15.3 M / Year STREET PREVENTATIVE MAINTENANCE PROGRAM • C1TYO Total Street Network (Total 20M Square Yards) RESIDENTIAL/ LOCAL Fair 17% Poor 51% 2014 Good Poor 32% 21% Good 50% Fair 15% COLLECTOR ARTERIAL Fair 26% Good 53% Poor 35% RESIDENTIAL/ LOCAL Fai 4% Poor 50% Poor Good 17% 36% Good 59% Fai Fair ARTERIAL 20% Good 63% Poor 30% 11% 2019 Total Network -1,205 Miles COLLECTOR o 159 Miles Arterials (13%) o 211 Miles Collectors (18%) o 835 Miles Residential/Locals (69%) Street Condition Assessment & Inventory P.... ➢ Pavement Condition o Micro -PAVER uses 20 pavement distresses in condition surveys: ✓ Alligator cracking, rutting, potholes, block cracking, corrugation, bleeding, raveling, shoving, slippage cracking, joint reflection cracking, depression, edge cracking, bumps & sags, railroad crossing, patching & utility cut patching, swell, weathering, polish aggregate, shoulder drop off, longitudinal & transverse cracking. ➢ Pavement Condition Index (PCI): o PCI's are calculated using: ✓ each of the pavement distresses observed; ✓ density/quantity of each; and ✓ severity level of each. o PCI calculated value: ✓ is a weighted composite index of each pavement distress observed and deduct value for each; and ✓ is used to identify pavement maintenance & rehabilitation treatment candidates (i.e. reconstruction, overlay, seal coat). ➢ Data Collected on a 2 -Year Cycle (TransMap) Standard Pavement Deterioration Curve ➢ Pavements should be managed, not simply maintained. Standard PCI* Rating Scale 100 Good 85 $1 for Satisfactory Rehabilitation Here 70 55 40 25 10 0 Fair Poor Serious Failed Significant Drop in Condition Small % of Pavement Life Will Cost $4 to $5 More 1 1 1 1 1 1 1 1 1 1 I Time * PCI = Pavement Condition Index Chart from NAPA report: A New Transportation Commitment for America (2007) Current Citywide Street Maintenance 4.,,,P i IlriL . SPMP Years 1-5 > Program started in 2014 with the following parameters: PREVENTATIVE MAINTENANCE SPMP (Contracted) OVERLAYS Streets w/ PCI ^' 56 75% of Funding ADA Improvements Performed Year round SEAL COATS Streets w/ PCI — 71 25% of Funding Minimal Curb & Gutter Imp. Subject to weather conditions City Street Operations SEAL COATS Streets w/ PCI — 71 Operating Budget Minimal Curb & Gutter Imp. Subject to weather conditions 5 -Year Summary PERCENT OF STREET NETWORK MAINTAINED (BY CLASS) 2014 (Year 1) 2015 (Year 2) 2016 (Year 3) 2017 (Year 4) 2018 (Year 5) 5 -Year Total Overlay (Contractor) # Streets 58 45 62 40 47 252 Square Yards 289,903 199,949 303,170 263,961 238,965 1,295,948 Miles 17 14 22 14 14 81 Seal (Contractor) # Streets 84 53 96 39 39 311 Square Yards 430,775 216,280 332,007 202,636 238,217 1,419,915 Miles 26 15 24 17 11 93 Seal (City) # Streets 64 52 85 68 77 346 Square Yards 350,028 274,331 353,045 290,350 365,488 1,633,242 Miles 21 19 25 20 20 105 Total # Streets 206 150 243 147 163 852 Square Yards 1,070,706 690,560 988,222 756,947 842,670 4,122,298 Miles 64 48 71 51 45 272 PERCENT OF STREET NETWORK MAINTAINED (BY CLASS) Arterials Collectors Residential Total Network Over 5 Years: 26% 24% 17% 20% Current Status Work Plan % Completion Program Year 2014-2016 Overlay (Contract) 100% 100% Seal (Contract) 31% 100% 42% 0% Seal (City Ops) 100% 100% 100% SPMP Lessons Learned > Seal Coats Problematic on High Volume Roads (Arterials & Collectors) ✓ Increased traffic loads, vehicle speeds, & turning motions loosen aggregate o Reduces Seal's Performance (skid resistance & longevity) o Creates Potential Windshield Hazards ✓ Inconsistent Results & Success with CONTRACTED Seals ✓ Exceptionally Sensitive to Application o Rates (aggregate & emulsion), o Weather, o Existing Pavement Condition, etc. ✓ Lifecycle 6-8 years, Potentially Reduced o Construction Quality & Aggregate Losses Recommended Program Changes 111 ➢ Arterials Streets ✓ Overlay (Contracted) ✓ Ultra -Thin Bonded Wearing Coarse (Contracted) ✓ No Seal Coats ➢ Collector Streets ✓ Overlay (Contracted) ✓ Ultra -Thin Bonded Wearing Course (Contracted) ✓ No Seal Coats ➢ Residential/ Local Streets ✓ Overlay (Contracted) ✓ Seal Coat - In House City Operation (No Contracted) ✓ No Ultra Thin Seal Coat vs. Ultra -Thin Bonded Wearing Coarse Comparison COMPARISON FACTORS SEAL COAT ULTRA-THIN Lifecycle 6 - 8 years 7 - 10 years Cost $18/SY $25/SY 30 -Yr Lifecycle Cost $27,600,000 $29,000,000 Ride Quality Low High Loose Rock/Dust High Low Project Length Unrestricted Lengths Requires minimum 500LF (not practical for residential sections) 11 Pavement Treatment 30 -Year Lifecycle Year 0 0 z c 0 0_ 7 c 1 a) Lifecycle for Arterials & Collectors 14 21 0 ro v c 1 v 30 uo!1JflJ suoJ Year 0 Treatment Lifecycle for Residential 14 21 30 A / (D SD n 0 a) 0 fD CU 0 n 0 a) rt uopmTsuo: Treatment Pavement Treatment By PAVEMENT CONDITION INDEX CURRENT PROGRAM 0 Residential, Collectors & Arterials 55 70 Reconstruction/Rehab Overlay Seal Coat 100 PROPOSED Residential 0 55 70 100 Reconstruction/Rehab Overlay Seal Coat Arterials & Collectors 1 55 65 100 H 1- Reconstruction/Rehab Target PCI Range Overlay Ultra -Thin 13 Proposed Citywide Street Maintenance OVERLAYS 60% of Funding SPMP Budget CONTRACTED CITY STF SE/ 30% of Funding 10% of Funding ULTRA-THIN Operating Budget ;EET OPERATIONS ►L COATS Operating Budget Streets w/ PCI ^' 56 Streets w/ PCI "' 65 Streets w/ PCI ' 71 ADA Improvements Minimal Curb & Gutter Imp. Minimal Curb & Gutter Imp. Performed Year round Limited impact by weather Sensitive to weather conditions 1-Y" to 2" Thick 'A" to %" Thick %" Thick Avg - $50/SY Avg - $25/SY Avg - $18/SY ➢ Arterials treated with Overlay or Ultra -Thin (contract) ➢ Collectors treated with Overlay or Ultra -Thin (contract) > Residential/ Locals treated with Overlay (contract) or In -House Seal Coat Summary of Program Changes g g11.*1 Benefits ➢ Discontinue CONTRACTED Seal Coat Treatment on Arterial/ Collectors ➢ Addition of Ultra -Thin Treatment on Arterials & Collectors ✓ More substantial treatment on high volume streets ✓ Increased ride quality & performance (skid resistance & longevity, road noise) ✓ Reduced dust & loose rock (aggregate) ✓ Extended maintenance cycle (7-10 years) ✓ Reduced schedule impacts due to weather ✓ Does not trigger ADA (concrete work) ➢ Discontinue Contract Seal Coat Treatment ✓ City Street Ops Perform all Seal Coats on Residential/ Local Streets ➢ Maintains SYs of pavement preservation 15 Plan to Complete 2017 & 2018 Remaining Work Plans Program Year 2014-2016 Overlay (contract) 100% 100% Seal Coat (Contract) 31%* 100% 42%* 0%** Seal Coat (City Ops) 100% 100% 100% * To be completed by existing contracts **Residential streets will be seals completed by Street Operations; Arterials & Collectors will be contracted Ultra -Thin 2019 (Year 6) SPMP Work Plan SPMP Street Selection Criteria 1. Work based on Pavement Condition Index (PCI) scores: ✓ Approximately - 56 for Overlays, 65 for Ultra -Thin, & 71 for Seal Coats ✓ Prioritize streets closest to: 56 for Overlays, 65 for Ultra -Thin and 71 for Seal Coats 2. Work Distributed by District based on Capital Assets needing Maintenance (% of Network) 3. Work Distribute by Street Classification (Residential, Collectors & Arterials) based on Capital Assets (% of Network) 4. Coordinate work for Residential by Neighborhood and initial subdivision construction dates 5. Distribute work by percentage of Overlay, Ultra -Thin and Seal Coats 6. Prioritize by traffic loads causing potential premature failure of roadway 2019 (Year 6) Work Plan Target kj Need by District Need by Road Classification Work Plan by District Dist. 5 1111 44418% • Dist. 1 31% Dist. 2 16% Work Plan by Road Class Target percentages based on Square Yards of Pavement in each District/Category relative to the total City System. 19 Proposed 2019 (Year 6) SPMP Work Plan - $15.3 M / Year um - Streets Maintained Overlays 51 SYs 207,431 Linear Miles % Arterial % Collector % Residential/Local 12 Ultra -Thin 20 Street Ops Seals 123 207,667 406,792 8 24 20% 82% 0% 18% 0% 62% 0% 100% 18% Total 194 821,890 44 20 6 -Year Program Summary with Recommended Changes PERCENT OF STREET NETWORK MAINTAINED (BY CLASS) 2014 2015 2016 2017 2018 2019 6 -Year Total (Year 1) (Year 2) (Year 3) (Year 4) (Year 5) (Year 6)* Overlay # Streets 58 45 62 40 47 51 303 (Contractor) Square Yards 289,903 199,949 303,170 263,961 238,965 207,431 1,503,379 Miles 17 14 22 14 14 12 93 Seal # Streets 84 53 96 39 39 0 311 (Contractor) Square Yards 430,775 216,280 332,007 202,636 238,217 0 1,419,915 Miles 26 15 24 17 11 0 93 Ultra -Thin # Streets 20 20 (Contractor) Square Yards 207,667 207,667 Miles 8 8 Seal #Streets 64 52 85 68 77 123 ** 469 (City) Square Yards 350,028 274,331 353,045 290,350 365,488 406,792 ** 2,040,034 Miles 21 19 25 20 20 24 ** 129 Total # Streets 206 150 243 147 163 194 1,103 Square Yards 1,070,706 690,560 988,222 756,947 842,670 821,890 5,170,995 Miles 64 48 71 51 45 44 323 PERCENT OF STREET NETWORK MAINTAINED (BY CLASS) Arterials Collectors Residential Total Network Over 6 Years: 31% 29% 20% 24% * Additional funds added from Bond ADA funds ** Includes Residential/Local Seal Coats (120k SY) funded from SPMP, to be done by Street Operations Next Steps > Approve 2019 Work Plan (Resolution — This Item) > Approve AE Contract Amendment (Separate Item) ✓ For Delivery Order Development 22 SPMP Program Status Website for Program status reports: https://www.cctexas.comistreet-project-status Coffpus Chrktl 00.141.4 IOW Mia WIRE., veaircr alvin.SUPINcree Street Project Status Updates co..1 3 va., mon maCrorreer P9.01.1#.91,1 Ae.1 ..11.1* 1....11.A.1.10,1,1131,111 Go In he Jrxeradua Map h ion,. unen,rung wide., fa Els BF.VP, lorallam ea,. lotoract..3.1. 0.n May tar pwpwrier,orlt to.N. end ncludes fry [mut, not. ADA rairp mpraeirenis olized tone War ESE 8.1 a{olittba is rant.. sony•Fcc and A. pcIkrirod Ge.ly rlean9 11131 .3... NO ed sang mc moor mans .Cr VrtrOn.,nrysrlsmounwroursigo toss mire. Sasism,r vansi T., co.., [4. .na R ran is acy.100. , I rik11.8,V0 lap undolod woold, 1E111 CityidvActebvt gnprcrvement Prtiecta 41121=EIMI 1,1 P Citywide Active Street c4 -Me fitys 6vali narenaornern G 49 9, 0,0 23 Questions? STREET"• Ifl. Op PREVENTATI �p O RINTENRNCE �'AG I x H Extending the life of our streets. yi 73 VIL HENT &• 24 AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: TO: May 15, 2019 Peter Zanoni, City Manager THRU: Mark Van Vleck, Assistant City Manager markvv@cctexas.com (361) 826-3897 Valerie H. Gray, P. E., Executive Director of Public Works valerieg@cctexas.com (361) 826-3729 FROM: J. H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 CAPTION: Albert Quintanilla, P. E., Director of Street Operations albertq@cctexas.com (361) 826-1957 Professional Services Contract Amendment Street Preventative Maintenance Program (SPMP) FY 2019 Motion approving Amendment No. 1 to a Contract with J. Schwarz & Associates, Inc. in the amount of $846,500 for a restated fee not to exceed $874,250 to provide engineering design and development of Delivery Orders for the 2019 Citywide Street Preventative Maintenance Program (SPMP) with funding available in the Street Operation Budget and Street Capital Funds for sidewalk improvements for the Americans with Disability Act. PURPOSE: The purpose of this Agenda Item is to obtain authority to execute an Amendment to the professional services contract with J. Schwarz & Associates, Inc. for preparation of Delivery Orders (DOs) for the SPMP 2019 Work Plan. Over the next fiscal year this work will be transitioning to Street Department Staff. BACKGROUND AND FINDINGS: This project is a continuation of the City Council approved Street Preventative Maintenance Program (SPMP) funded in part by the Street Maintenance Fee (SMF). The initial contract for $27,750 provided for development of contract documents to acquire new Contractor(s) for SPMP FY 2019 Overlays and Ultra -Thin Bonded Wearing Course. Project No: 18135A 1 MA/LH Legistar No.: 19-0718 Rev. 7 — 6/03/2019 This item provides the engineering contract Amendment for preparation of Delivery Orders (DOs) for the 2019 Work Plan. To date, over 700 streets have received seal coats or overlays. A program update is planned for presentation to City Council in conjunction with the 2019 Work Plan. Ultra -Thin Bonded Wearing Course treatment will replace Contractor seal coats on Arterials and Collectors to provide a more substantial treatment on higher volume streets to increase the ride quality & performance, reduce dust and loose rock, and extend the maintenance cycle. City street crews will continue to seal coat residential/local streets. This contract Amendment provides for engineering, site investigations, and preparation of DOs for the 2019 program for both overlays and ultra-thin bonded wearing course treatments for selected arterial, collector and local (residential) streets on a fixed fee basis. Work includes preparation of multiple DOs for over 150 streets. The consultant engineer must conduct multiple site visits and meetings with both the City and contractors to develop detailed site-specific scope and quantities for each street within each DO. The contractor's bid prices will be used for each item. Each DO requires the following minimum documentation: 1. Short narrative of expected work for each street 2. Detailed listing of included streets with specific construction activities for each street; including: a. Pavement surface treatment type and quantities b. Base and subgrade repairs with type and quantities c. Curb & gutter repair/replacement d. Driveway, sidewalk and ADA ramp upgrades e. Utility adjustments for valve boxes, manholes, etc. f. Other miscellaneous features of work as required (signs, tree removal, etc.) 3. Specific cost data utilizing unit bid prices for construction activities by street 4. Aerial photo plans, depicting limits of construction, areas of pavement repair, and any items required that are included in unit price bids 5. Any additional information that may assist the Contractor during construction ALTERNATIVES: 1. Authorize execution of engineering design contract. (Recommended) 2. Do not authorize execution of engineering design contract. (Not recommended) OTHER CONSIDERATIONS: J. Schwarz, Inc. is the design engineer selected in February 2019 for this project under RFQ 2018-10 posted in November 2018. Over the next fiscal year this work will be transitioning to Street Department Staff. CONFORMITY TO CITY POLICY: This contract complies with City policy regarding Professional Service Contracts and financial policies. EMERGENCY / NON -EMERGENCY: Not applicable DEPARTMENTAL CLEARANCES: Street Department Project No: 18135A 2 MA/LH Legistar No.: 19-0718 Rev. 7 — 6/03/2019 FINANCIAL IMPACT: X Operating ❑ Revenue X Capital ❑ Not applicable Fiscal Year 2018-2019 Project to Date Expenditures Current Year Future Years TOTALS Budget 20,700,000 20,700,000 Encumbered / Expended Amount 77,750 77,750 This item 846,500 846,500 Future Anticipated Expenditures This Project 18,719,920 18,719,920 BALANCE 1,055,830 1,055,830 Fund(s): Streets Operational Fund 1041-051; Street GO Bond 16 3554-051 Comments: N/A RECOMMENDATION: City staff recommends approval of the professional services contract amendment in the amount of $846,500 for 2019 Street Preventative Maintenance Program. LIST OF SUPPORTING DOCUMENTS: Project Budget Presentation Engineering Design Contract Project No: 18135A 3 MA/LH Legistar No.: 19-0718 Rev. 7 — 6/03/2019 PROJECT BUDGET ESTIMATE STREET PREVENTATIVE MAINTENANCE PROGRAM FY 2019 PROJECT FUNDS AVAILABLE: Street Operating Budget FY 2019 $ 15,300,000 SPMP (FY 2018 Contract Seal Coat funding) 4,000,000 ADA Funding (Bond) 1,400,000 $ 20,700,000 FUNDS REQUIRED: Construction Fees. 17,324,000 Construction Ultra -Thin Bonded Course 8,102,000 Construction Overlay 8,102,000 ADA Overlays Only 1,120,000 Contingency (0%) Testing and Inspection Fees. 519,720 Construction Materials Testing (Estimate) 173,240 Construction Inspection (Estimate) 346,480 Design Fees. 924,250 A/E Amendment No. 1 (J.Schwarz & Assoc)....THIS ITEM 846,500 A/E Agreement (J.Schwarz & Associates) 27,750 Geotechnical Investigations 50,000 Reimbursement Fees' 876,200 Contract Administration (Engineering/Finance/Capital Budget) 346,480 Engineering Services (Project Mgt/Constr Mgt) 519,720 Misc. (Printing, Advertising, etc.) 10,000 TOTAL 19,644,170 ESTIMATED PROJECT BUDGET BALANCE $ 1,055,830 * To be used by Street Operations for Residential Seal Coats for FY 2018 and FY 2019 (approx. 120,000 SY/year - for a total of 240,000 SY) Corpus Chr sti Engineering Street Preventative Maintenance Program (BPMF) FY 2019 Professional Services Contract Council Presentation May 21, 2019 Project Scope FY 2019 Program Year 6 Corpus Chr sti Engineering ➢ Initial Professional Services Contract ($27,750) ✓ Develop Ultra -Thin Bonded Wearing Course Specification ✓ Develop Contract Documents to bid for new Contractor(s) ✓ Anticipated Advertise To Bid - June 2019 • Contract for Overlay • Contract for Ultra -Thin ➢ Amendment No. 1 - Work Plan Implementation (THIS ITEM) ✓ Prepare Delivery Orders (DO's): • Arterials, Collectors, and Residential/Locals • Issue DO's for Overlays and Ultra -Thin ✓ Perform construction administration phase services Project Schedule Corpus Chr'sti Engineering 2019 2020 J J A s Bid / Delivery Order Preparation O N D J F M A M J J A s ..= Construction Projected schedule reflects City Council award in June 2019 with construction completion in September 2020 CITY OF CORPUS CHRISTI AMENDMENT NO. 1 CONTRACT FOR PROFESSIONAL SERVICES The City of Corpus Christi, Texas, a Texas home -rule municipal corporation ("City") and J. Schwarz & Associates, Inc. ("Consultant"), agree to the following amendments to the Contract for Professional Services for Street Preventative Maintenance Program (SPMP) FY 2019 Overlays (Project No. 18135A): Original Contract March 8, 2019 Administrative Approval $27,750.00 In the Original Contract, Exhibit "A", Section I. Scope of Services shall be amended as set forth in the attached Amendment No. 1, Exhibit "A". In the Original Contract, Article III Compensation shall be amended based on the modified scope of services in the attached Amendment No. 1, Exhibit "A" for a fee not to exceed $846,500, for a total restated fee not to exceed $874,250. All other terms and conditions of the March 8, 2019 Contract for Professional Services between the City and Consultant, and of any amendments to that contract, which are not specifically addressed herein shall remain in full force and effect. CITY OF CORPUS CHRISTI Jeff H. Edmonds, P. E., Date Director of Engineering Services APPROVED AS TO LEGAL FORM Assistant City Attorney ATTEST Date City Secretary Date Accounting Unit 1041-12415-051 Account 530000 Activity 18135 -A -1041 -EXP Fund Name Street Department J. SCHWARZ & ASSOCIATES, INC. Digitally signed by James Schwarz, P.E. Date: 2019.05.14 16:30:48 -05'00' James Schwarz, P.E. Project Engineer P. O. Box 60733 Corpus Christi, TX 78466 (361) 906-2430 jjs@jsatx.com Date May 10, 2019 J. H. Edmonds, P.E. Director of Engineering Services City of Corpus Christi 1201 Leopard St. Corpus Christi, TX 78401 J. Schwarz & Associates, Inc. P.O. Box 60733 Corpus Christi, TX 78466 361.906.2430 www.JSATX.com Re: Amendment No. 1: City of Corpus Christi Project # 18135A - Street Preventative Maintenance Program Mr. Edmonds: J. Schwarz & Associates, Inc. (JSA) is pleased to offer the following proposal for professional engineering services to the City of Corpus Christi (City). The following outlines the anticipated project scope, deliverables, and fees: Original Project Scope of Services: JSA proposes to provide professional engineering services in support of the City's Street Preventative Maintenance Program (SPMP). The contract scope will include the following: • Development of bid documents for the SPMP Project # 18135A. • Development of a technical specification for Ultra -Thin Bonded Wear Course (UTBWC) to be utilized by the program in lieu of seal coats. • Bid phase services to assist the City in evaluating and determining a contractor for the project. • Preliminary engineering services to evaluate approximately 3 street segments with development of sample plan sheets. Amendment No. 1 Project Scope of Services: This amendment includes the preparation and development of ten (10) Delivery Orders — (5 Overlay and 5 UTBWC) for the Street Preventative Maintenance Program for the City of Corpus Christi Fiscal Year 2019. Total construction budget for the FY 2019 SPMP is $6,900,000.00 for Overlay Streets and $6,800,000.00 for the Ultra -Thin Bonded Wear Course Streets. The project professional services will be broken into Design, Construction and Additional Services. Professional Engineering Solutions 1 AMEND. NO. 1 EXHIBIT "A" Page 1 of 5 J. Schwarz & Associates, Inc. 361.906.2430 www.JSATX.com 90% Design Phase JSA will perform the following services as part of the Design Phase: • Attend Project Kick-off Meeting. • Develop engineering schedule with fixed dates assigned to project benchmarks. • Review City furnished geotechnical investigations on proposed streets. • Request and review available reports, record drawings, utility maps and other information provided by the City pertaining to the project area. • Field visit each street on master list to perform a cursory review of the street condition. • Verify street maintenance classification of each street on master list. • Develop aerial imagery of each proposed street as required to prepare construction plans. • Prepare base set of plans outlining all sheets, specifications and required details for use in 90% design phase. • Establish and survey ground control points for use in design and construction activities. • Identify and analyze requirements of governmental authorities having jurisdiction to approve design of the delivery orders including permitting, environmental, historical, construction and geotechnical issues; upon request or concurrence of the Project Manager, meet and coordinate with agencies such as TxDOT, RTA, CDBG, USPS, affected school districts (CCISD, FBISD, etc.) community groups, TDLR, etc. • Perform site visits and field investigations to determine areas requiring pre -paving repairs or modifications, concrete construction or other items contained in the unit bid price contracts. o Provide field markings to identify areas recommended for repair prior to preliminary walk thru. • Prepare 90% delivery orders for issuance to the Contractors. The delivery orders shall incorporate City GIS to allow City staff to load appropriately into data bases. The delivery orders will include: o A short narrative of the expected work for each street. o A complete listing of included streets with pertinent data in tabular form. o Cost data utilizing unit bid price matrix. o Aerial photo plans (11" x 17") depicting limits of construction, areas of pavement repair/replacement, areas of concrete repair/replacement, boring locations and descriptions and any items required that are included in the unit price bids. Typical cross sections (in some areas) as necessary may be required. o Any additional information that may assist the Contractor during construction. • The City staff will: o Designate an individual to have responsibility, authority, and control for coordinating activities for the Project. o Provide the budget for the Project specifying the funds available for the construction contract. o Provide electronic copy of the City's Standard Specifications, Standard Detail sheets, Front End Contract Documents, and forms for required bid documents. Professional Engineering Solutions 2 AMEND. NO. 1 EXHIBIT "A" Page 2of5 J. Schwarz & Associates, Inc. 361.906.2430 www.JSATX.com 100% Design Phase JSA will perform the following services as part of the 100% Design Phase: • Perform site visit of all streets in each delivery order with City and Contractor to review 90% Design phase construction plans. • Revise delivery order construction plans to account for any changes identified in site visits. • Submit final Delivery Orders to the City for approval and issuance to the Contractor. • Register and pay associated TDLR Fees • Submit and pay associated fees for review of Delivery Orders by a Registered Accessibility Specialist (RAS). Construction Administration Phase JSA will perform the following services as part of the construction administration phase: • Participate in pre -construction meeting conference and provide a recommended agenda for critical construction activities and elements impacting the project. • Review Contractor submittals and operating and maintenance manuals for conformance to Contract Documents. • If requested by the City, review and interpret field and laboratory tests. • Make periodic visits to the site of the Project to confer with the City Project Inspector and Contractor to observe the general progress and quality of work. • Provide interpretations and clarifications of the plans, specifications and Delivery Orders for the Contractor and recommendations to the City for minor changes which do not affect the Contractor's price and are not contrary to the general interest of the City under the Contract as requested by the Owner's Authorized Representative. • Attend final inspection with City staff, provide punch list items to the City's Construction Engineers for Contractor completion, and provide the City with a Certificate of Completion for the Project upon successful completion of the Project. • Coordinate and pay associates fees for RAS inspection per Delivery Order. • Review Contractor -provided construction "red -line" drawings. Prepare Project Record Drawings and provide a reproducible set and electronic file (both PDF and AutoCAD r.14 or later) within one (1) month of receiving the Contractor's red -line drawings. All drawings will be CADD drawn using dwg format in AutoCAD, and graphics data will be in .dxf format with each layer being provided in a separate file. Attribute data will be provided in ASCII format in tabular form. All electronic data will be compatible with the City GIS system. The Record Drawings will incorporate the Contractor's red -lines and identify all changes made during construction. The Drawing Cover and each sheet will be clearly identified as the Record Drawing and will indicate the basis and date. • When requested by the Owner's Authorized Representative, assist in addressing Request for Information (RFI) submitted by the Contractor. As part of the Construction Administration Phase, the City Staff will: • Prepare applications/estimates for payments to Contractor. • Conduct the final inspection with the Engineer. Professional Engineering Solutions 3 AMEND. NO. 1 EXHIBIT "A" Page 3 of 5 J. Schwarz & Associates, Inc. 361.906.2430 www.JSATX.com Project Schedule: All delivery orders will be completed within 12 months of the issuance of the project Notice to Proceed. A total of ten (10) delivery orders are expected with this project (five (5) Overlay and five (5) UTBWC). Upon issuance of the Notice to Proceed, JSA will provide a formal schedule with fixed dates for project benchmarks to be approved by the City. Project Deliverables: Ten (10) delivery orders construction plans and specifications in English units on 11"X17" true scale. One electronic copy and three physical copies of each delivery order will be provided to the City. Project Fees: Fees for turnkey services will be invoiced per delivery order at a fixed fee of $ 89,100.00 for Overlays and $ 70,200.00 for UTBWC. An additional $ 50,000.00 allowance will be added to the total contract amount for unexpected ADA assistance required to complete the project. These fees will include all engineering design and construction administration, TDLR registration fees, RAS plan review, RAS inspection and control point surveying for the proposed streets. Total project design fee budget is $ 846,500.00. See attached Exhibit A for fee schedule breakdown. Additional Services: Additional services not specifically outlined in the scope of this project shall be completed only with written authorization of the Director of Engineering Services. Fees for these services will be negotiated as required. Examples of services not included in the project scope include but are not limited to the following: permit preparation (other than RAS related permitting), topographical and right-of-way surveying, right-of-way and easement acquisition survey and parcel descriptions, environmental issues, public involvement, subsurface utility investigation, construction observation services, warranty phase and televising utility lines. If you have any questions, please do not hesitate to contact us. We look forward to assisting you on this project. Sincerely, J. Schwarz & Associates, Inc. (F-8138) Digitally signed by James Schwarz, P.E. Date: 2019.05.14 15:39:22 -05'00' James Schwarz, P.E. Project Engineer encl.: D:\JSA\Cityofcorpuschristi\S PMP\Spmplargeproposal.Docx Professional Engineering Solutions 4 AMEND. NO. 1 EXHIBIT "A" Page 4 of 5 J. Schwarz & Associates, Inc. P.O. Box 60733 Corpus Christi, TX 78466 361.906.2430 www.JSATX.com Exhibit A — Street Preventative Maintenance Program — FY 2019 Professional Services Cost Breakdown Overlay Delivery Order 90% Design 100% Design Construction Administration Delivery Order Total Total Overlay Design Costs (5 Delivery Orders) UTBWC Delivery Order $ 73,530.00 $ 8,170.00 $ 7,400.00 $ 89,100.00 $ 445,500.00 90% Design $ 57,850.00 100% Design $ 6,450.00 Construction Administration $ 5,900.00 Delivery Order Total $ 70,200.00 Total UTBWC Design Costs (5 Delivery Orders) $ 351,000.00 Total Project Professional Services Total Overlay Design Costs (5 Delivery Orders) Total UTBWC Design Costs (5 Delivery Orders) Additional ADA Assistance Allowance Project Totals $ 445,500.00 $ 351,000.00 $ 50,000.00 $ 846,500.00 Project Fees: Project fees are lump sum and include all costs associated with completion of the project. These fees include all TDLR registration fees, RAS plan review, RAS site inspection and control point surveying. D:\JSA\Cityofcorpuschristi\SPMP\Exhibit A.Docx Professional Engineering Solutions 1 AMEND. NO. 1 EXHIBIT "A" Page 5 of 5 AGENDA MEMORANDUM Future Item for the City Council Meeting of May 21, 2019 Action Item for the City Council Meeting of June 11, 2019 DATE: May 21, 2019 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Utilities KevinN©cctexas.com (361)-826-1874 Kim Baker, Director of Contracts and Procurement Kimb2cctexas.com (361)-826-3169 Backflow Preventer Services for Commercial Accounts CAPTION: Motion authorizing six two-year service agreements for non -fire backflow preventer services for commercial accounts with Koetter Fire Protection, Hebert Irrigation, Graf Plumbing, Smart Plumbing, and KimJon Backflow Service, all of Corpus Christi, Texas, and TD Backflow Services of Orange Grove, Texas for an amount not to exceed $142,800 for each contract; and, one two-year service agreement for fire backflow preventer for commercial accounts with Koetter Fire Protection of Corpus Christi, Texas for an amount not to exceed $142,800, for a combined total amount not to exceed $999,600, each with one two-year option for a total potential multi-year amount not to exceed $1,999,200, funded by the Backflow Prevention Fund. PURPOSE: The purpose of this item is to contract with licensed professionals who will bring delinquent backflow -preventers owned by commercial customers into compliance. BACKGROUND AND FINDINGS: Local codes and State laws require that commercial backflow assemblies be tested and serviced annually by a State licensed backflow prevention assembly tester. A backflow prevention device is used to protect potable water supplies from contamination or pollution due to backflow. There are approximately 2,500 commercial customers that own a backflow preventer which are delinquent. These customers have been notified, but no action has been taken by the customer to bring the backflow preventer into compliance. Per City Code 55-37, the City may now inspect, install, repair and/or replace backflow preventers to bring them into compliance, billing the commercial customer for this cost on their utility bill. The revenue collected from the commercial customer will offset the cost of the inspections and/or repairs. The Contracts and Procurement Department conducted a Request for Qualifications (RFQ) process to obtain Statements of Qualifications for new contracts. The City received six responsive and responsible Statements of Qualifications for Non -Fire Devices and one Statement of Qualifications for Fire Devices. Staff is recommending all six Contractors for award to have an adequate bench of Contractors to perform the work. The City staff set the contract rates so all contracts pay the same with the exception of the fire devices which are higher. ALTERNATIVES: Not applicable OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Utilities Department FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $500,000 $1,832,600 $2,332,600 Encumbered / Expended Amount $0 $0 $0 This item $166,600 $1,832,600 $1,999,200 BALANCE $333,400 $0 $333,400 COMMENTS: In the Fiscal Year 2018-2019 operating budget, $500,000 was budgeted as both revenue and expenses in the Backflow Prevention Fund 4022. The services provided through the agreements in this agenda item will be billed to each commercial customer and will be reflected as revenue in the Backflow Prevention Fund 4022. There should be no direct cost to the City since the services will be reimbursed by each benefiting customer. Funding Detail: Fund: Organization/Activity: Mission Element: Project # (CIP Only): Expenditure Account: Revenue Account: 4022 Backflow Prevention 31515 Backflow Prevention 041 Distribute Water N/A 530000 Professional Services 324285 Backflow Program Charges RECOMMENDATION: Staff recommends approval of the action as presented LIST OF SUPPORTING DOCUMENTS: Service Agreements (seven each) "' SERVICE AGREEMENT NO. 1894 Backflow Preventer Services for Commercial Accounts - h`°'° Non Fire Devices Y8s`r THIS Backflow Preventer Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Koetter Fire Protection ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Backflow Preventer Services in response to Request for Bid/Proposal No. 1894 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Backflow Preventer Services ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 24 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to one additional 24-months periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then- current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $142,800.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 1, 2018 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Fred Pena Department: Utilities Phone:361-857-1808 Email:FredP@cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form October 1, 2018 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re-worked immediately at no charge to the City. If immediate correction or re-working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form October 1, 2018 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Fred Pena Title: Engineering Associate Address: 2726 Holly Road, Corpus Christi, TX 78415 Phone:361-857-1808 Fax:361-826-4495 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 1, 2018 IF TO CONTRACTOR: Koetter Fire Protection Attn: Scot Wallance Title: Service Manager Address: 229 S. Padre Island Drive Phone: 361-814-3473 Fax: None 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 1, 2018 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law.This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form October 1, 2018 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties CONTRACTOR Signature: Printed Name: it u { Title: -L,, < ry ti 9 e r. Date: si - ! - ( Cr CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. 1894 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form October 1, 2018 vous ACP ATTACHMENT A: SCOPE OF WORK 4•a� 1862 1.1 General Requirements/Background Information A. The City of Corpus Christi has determined that numerous accounts are past due for Backflow Preventer inspection. Due to the urgency of this situation, the City is taking on the task of getting these inspections performed. The Customer will be back- charged for this necessary service through their utility bill. The Contractors will be assigned a list of accounts monthly. The assemblies may have to be repaired or replaced to pass testing. B. The Contractor shall be assigned a Zone or Zones of Responsibility and shall be responsible for working the list of accounts that are assigned every month for that Zone(s). It is expected for the Contractor to Inspect and Test a minimum of 50 commercial backflow assignments per month, or a minimum of 20 fire line backflow assignments per month, contingent on the availability of accounts assigned that month. C. The Contractor shall provide labor, materials, tools, equipment and transportation necessary to perform the services for all locations. D. Other than to the parties in this contract, the Contractor, its employees and its agents agree not to disclose any information regarding the Owner, location or type of backflow assembly. 1.2 Testing and Repairs A. Prior to Inspecting and Testing the Backflow Preventer, the Contractor shall notify all registered backflow assembly owners on the list provided to make mutually acceptable arrangements with the Owner to inspect and test the backflow assembly. B. The Contractor shall immediately notify the City's Contract Administrator, if the Owner denies access to the property so that further instruction can be provided. If denied, the Contractor shall obtain the contact information from the backflow assembly owner if possible and provide that information to the Contract Administrator upon notification. C. The backflow assembly shall be tested in accordance with TCEQ Chapter 478(6) regulations, the City of Corpus Christi Chapter 14-281 plumbing code requirements, and other applicable state requirements. D. Should the backflow assembly upon inspection be found to be malfunctioning and need to be repaired or replaced, the Contractor shall immediately notify the Owner and the Contract Administrator of the need. If it is not economically feasible to repair the assembly, the assembly shall be replaced. Documentation must be kept that states the reason for the replacement. The repair and/or replacement of the backflow assembly shall be done on the same day. If same day repair/replacement cannot be done, the Contractor shall notify the owner and the Contract Administrator with a schedule to complete the work. Please note that items, such as Page 1 of 3 height requirements for the backflow assembly, are not required to be brought up to code at this time. E. At the end of each month, the Contractor shall provide to the Contract Administrator a list of the assigned projects that were successfully certified and a list of those that are still pending. F. The Contractor shall keep a record of and shall also present to the Contract Administrator 1) List of assigned Backflow Preventers that were not tested, and 2) a list of where the City's database indicated the presence of a backflow assembly, but upon physical inspection, either no backflow assembly was present and is required and/or backflow assembly is required. These two lists shall be sent to the Contract Administrator one day before they present the invoices, to allow time to merge the new delinquent accounts. 1.3 Test and Maintenance Reports A. The Contractor shall file all original Test and Maintenance Reports with the City's Development services Department via Brycer no more than 10 calendar days from the date tested and is responsible for tracking and processing the reports. The Contractor shall be responsible to pay the required cost for the filing fee of each test report. B. For new installed backflow preventer assemblies, a Test and Maintenance report is required to be filed. C. Test and Maintenance report must be filed for assemblies that are removed. There is no filing fee for removals. D. The Contractor shall record and track all inspection on its database and shall notify the City three weeks prior to expiration testing date for the following year. 1.4 Contractor/Technician Qualification A. The Contractor or its Technician must hold a Backflow Preventer Assembly Tester license issued by the Texas Commission on Environmental Quality (TCEQ) B. The Contractor must register with the City's Development Service Department to test within City limits. C. A copy of the Backflow Preventer Testing License must be provided to the City before commencement of work begins. D. All new installation of backflow devices must be installed by a licensed plumber. 1.5 Compensation A. Payment will be allowed on a time and material basis based on the Attachment A -Schedule of Pricing. B. Prices will remain the same during the initial term period. C. The City of Corpus Christi will allow price escalation of 3% in the schedule of pricing- Attachment A after the initial term period for the remainder of the term. 1.6 Invoicing A. The Contractor's Invoice must contain the following: • Invoice Number Page 2 of 3 • Company Name, Address, Contact Name and Phone Number • Service Agreement Number • Backflow Assembly Service Address, Property Tax ID Number • Customer Name • Date of Service • Serial Number of Backflow Assembly • GPS location of the Backflow Assembly (North & West Coordinates) • Water Meter Number & GPS Location of the Water Meter (North & West Coordinates) • Breakdown of Service performed - Both quantity and itemized cost for each item is required, and the wording for each service performed must be as follows • Inspection &Testing • Normal Repair/Replace Labor Charge • After Hours Repair/Replace Labor Charge • Parts & materials (the reason for the Replacement must be provided) • Trip Charge • Pump out charge • Signature of Contact B. Each month, the Invoice and supporting documentation for each Backflow Preventer shall be presented to the City's Contract Administrator for approval, as follows: I. A hard copy of the Invoice II. Receipts of Parts/Materials, if any III. A copy of the Test and Maintenance Report C. Each invoice will be processed by the Contract Administrator immediately after confirmation is made that the Invoice was filled out correctly, that the supporting documentation paperwork is complete, and that the Test & Maintenance report was filled out correctly, as approved by Development Services. Page 3 of 3 �roIIS ° ` } t ATTACHMENT B: Schedule of Pricing 1852 For Non - Fire Devices Item Rate Inspection & Testing Fee $130 Normal Repair/Replace Labor Rate $87/hr. 4 hrs. max up to 2"; 8 hrs. max greater than 2" Parts/Materials Cost Plus 15% mark up ($8000 for Commercial; $10,000 max for Fire) Trip Charge (when no work can be performed, or $100 per trip Denied Access) Note: 1. Overtime will be allowed for work that occurs after 3:30 pm until 7:00pm at 1 .5 times the hourly charge and from 7:00pm until 7:00am at 2 times the hourly charge if such overtime is authorized by the Contract Administrator to complete a repair or replacement of a device. 2. Wait charge must be itemized separately on invoice. Page 1 of 1 ATTACHMENT C: INSURANCE REQUIREMENTS I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of the subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-day advance written notice of Bodily Injury and Property Damage cancellation,non-renewal, material change, Per occurrence-aggregate or termination required on all certificates and policies. COMMERCIAL GENERAL LIABILITY including: $1,000,000 Per Occurrence 1. Commercial Broad Form $1,000,000 Aggregate 2. Premises-Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $1,000,000 Combined Single Limit 1. Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS'S COMPENSATION Statutory and complies with Part II of this (All States Endorsement if Company is not Exhibit. domiciled in Texas) $500,000/$500,000/$500,000 Employers Liability C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. Page 1 of 3 II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that,with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials,employees, and volunteers,as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and Page 2 of 3 within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2018 Insurance Requirements Purchasing Inspect, Repair and Replace Backflow Preventers 07/05/2018 sw Risk Management Valid Through 12/31/2018 Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS The Contractor shall provide a one-year warranty on labor and one-year warranty or manufacturer warranty on new parts and backflow preventer devices. Page 1 of 1 SERVICE AGREEMENT NO. 2236 Backflow Preventer Services for Commercial Accounts - Non Fire Devices THIS Backflow Preventer Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Hebert Irrigation ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Backflow Preventer Services in response to Request for Bid/Proposal No. 1894 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Backflow Preventer Services ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 24 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to one additional 24 -months periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then - current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $142,800.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 1, 2018 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Fred Pena Department: Utilities Phone:361-857-1808 Email:FredP©cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form October 1, 2018 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form October 1, 2018 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Fred Pena Title: Engineering Associate Address: 2726 Holly Road, Corpus Christi, TX 78415 Phone:361-857-1808 Fax:361-826-4495 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 1, 2018 IF TO CONTRACTOR: Hebert Irrigation Attn: Shawna Holsonback Title: Vice President Address: 2134 Flour Bluff Dr, Corpus Christi, TX 78418 Phone: 361-937-0912 Fax: 361-939-9982 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 1, 2018 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form October 1, 2018 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties CONTRACTOR Signature:. ,L- 'l .46 Printed Name: hCtL..rK. f4' ( C ; 1 Title:(ji . PrP g.--1(10,14 Date: �- + CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. 1894 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form October 1, 2018 ATTACHMENT A: SCOPE OF WORK 1.1 General Requirements/Background Information A. The City of Corpus Christi has determined that numerous accounts are past due for Backflow Preventer inspection. Due to the urgency of this situation, the City is taking on the task of getting these inspections performed. The Customer will be back - charged for this necessary service through their utility bill. The Contractors will be assigned a list of accounts monthly. The assemblies may have to be repaired or replaced to pass testing. B. The Contractor shall be assigned a Zone or Zones of Responsibility and shall be responsible for working the list of accounts that are assigned every month for that Zone(s). It is expected for the Contractor to Inspect and Test a minimum of 50 commercial backflow assignments per month, or a minimum of 20 fire line backflow assignments per month, contingent on the availability of accounts assigned that month. C. The Contractor shall provide labor, materials, tools, equipment and transportation necessary to perform the services for all locations. D. Other than to the parties in this contract, the Contractor, its employees and its agents agree not to disclose any information regarding the Owner, location or type of backflow assembly. 1.2 Testing and Repairs A. Prior to Inspecting and Testing the Backflow Preventer, the Contractor shall notify all registered backflow assembly owners on the list provided to make mutually acceptable arrangements with the Owner to inspect and test the backflow assembly. B. The Contractor shall immediately notify the City's Contract Administrator, if the Owner denies access to the property so that further instruction can be provided. If denied, the Contractor shall obtain the contact information from the backflow assembly owner if possible and provide that information to the Contract Administrator upon notification. C. The backflow assembly shall be tested in accordance with TCEQ Chapter 478(6) regulations, the City of Corpus Christi Chapter 14-281 plumbing code requirements, and other applicable state requirements. D. Should the backflow assembly upon inspection be found to be malfunctioning and need to be repaired or replaced, the Contractor shall immediately notify the Owner and the Contract Administrator of the need. If it is not economically feasible to repair the assembly, the assembly shall be replaced. Documentation must be kept that states the reason for the replacement. The repair and/or replacement of the backflow assembly shall be done on the same day. If same day repair/replacement cannot be done, the Contractor shall notify the owner and the Contract Administrator with a schedule to complete the work. Please note that items, such as Page 1 of 3 height requirements for the backflow assembly, are not required to be brought up to code at this time. E. At the end of each month, the Contractor shall provide to the Contract Administrator a list of the assigned projects that were successfully certified and a list of those that are still pending. F. The Contractor shall keep a record of and shall also present to the Contract Administrator 1) List of assigned Backflow Preventers that were not tested, and 2) a list of where the City's database indicated the presence of a backflow assembly, but upon physical inspection, either no backflow assembly was present and is required and/or backflow assembly is required. These two lists shall be sent to the Contract Administrator one day before they present the invoices, to allow time to merge the new delinquent accounts. 1.3 Test and Maintenance Reports A. The Contractor shall file all original Test and Maintenance Reports with the City's Development services Department via Brycer no more than 10 calendar days from the date tested and is responsible for tracking and processing the reports. The Contractor shall be responsible to pay the required cost for the filing fee of each test report. B. For new installed backflow preventer assemblies, a Test and Maintenance report is required to be filed. C. Test and Maintenance report must be filed for assemblies that are removed. There is no filing fee for removals. D. The Contractor shall record and track all inspection on its database and shall notify the City three weeks prior to expiration testing date for the following year. 1.4 Contractor/Technician Qualification A. The Contractor or its Technician must hold a Backflow Preventer Assembly Tester license issued by the Texas Commission on Environmental Quality (TCEQ) B. The Contractor must register with the City's Development Service Department to test within City limits. C. A copy of the Backflow Preventer Testing License must be provided to the City before commencement of work begins. D. All new installation of backflow devices must be installed by a licensed plumber. 1.5 Compensation A. Payment will be allowed on a time and material basis based on the Attachment A - Schedule of Pricing. B. Prices will remain the same during the initial term period. C. The City of Corpus Christi will allow price escalation of 3% in the schedule of pricing - Attachment A after the initial term period for the remainder of the term. 1.6 Invoicing A. The Contractor's Invoice must contain the following: • Invoice Number Page 2 of 3 • Company Name, Address, Contact Name and Phone Number • Service Agreement Number • Backflow Assembly Service Address, Property Tax ID Number • Customer Name • Date of Service • Serial Number of Backflow Assembly • GPS location of the Backflow Assembly (North & West Coordinates) • Water Meter Number & GPS Location of the Water Meter (North & West Coordinates) • Breakdown of Service performed - Both quantity and itemized cost for each item is required, and the wording for each service performed must be as follows • Inspection & Testing • Normal Repair/Replace Labor Charge • After Hours Repair/Replace Labor Charge • Parts & materials (the reason for the Replacement must be provided) • Trip Charge • Pump out charge • Signature of Contact B. Each month, the Invoice and supporting documentation for each Backflow Preventer shall be presented to the City's Contract Administrator for approval, as follows: I. A hard copy of the Invoice II. Receipts of Parts/Materials, if any III. A copy of the Test and Maintenance Report C. Each invoice will be processed by the Contract Administrator immediately after confirmation is made that the Invoice was filled out correctly, that the supporting documentation paperwork is complete, and that the Test & Maintenance report was filled out correctly, as approved by Development Services. Page 3 of 3 For Non - Fire Devices ATTACHMENT B: Schedule of Pricing Item Rate Inspection & Testing Fee $130 Normal Repair/Replace Labor Rate 4 hrs. max up to 2"; 8 hrs. max greater than 2" $87/hr. Parts/Materials ($8000 for Commercial; $10,000 max for Fire) Cost Plus 15% mark up Trip Charge (when no work can be performed, or Denied Access) $100 per trip Note: 1. Overtime will be allowed for work that occurs after 3:30 pm until 7:OOpm at 1.5 times the hourly charge and from 7:OOpm until 7:OOam at 2 times the hourly charge if such overtime is authorized by the Contract Administrator to complete a repair or replacement of a device. 2. Wait charge must be itemized separately on invoice. Page 1 of 1 ATTACHMENT C: INSURANCE REQUIREMENTS I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of the subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day advance written notice of cancellation, non -renewal, material change, or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence aggregate COMMERCIAL GENERAL LIABILITY including: 1. Commercial Broad Form 2. Premises - Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence $1,000,000 Aggregate AUTO LIABILITY (including) 1. Owned 2. Hired and Non -Owned 3. Rented/Leased $1,000,000 Combined Single Limit WORKERS'S COMPENSATION (All States Endorsement if Company is not domiciled in Texas) Employers Liability Statutory and complies with Part II of this Exhibit. $500,000/$500,000/$500,000 C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. Page 1 of 3 II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A - VII C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and Page 2 of 3 within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2018 Insurance Requirements Purchasing Inspect, Repair and Replace Backflow Preventers 07/05/2018 sw Risk Management Valid Through 12/31/2018 Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS The Contractor shall provide a one-year warranty on labor and one-year warranty or manufacturer warranty on new parts and backflow preventer devices. Page 1 of 1 SERVICE AGREEMENT NO. 2237 Backflow Preventer Services for Commercial Accounts - Non Fire Devices THIS Backflow Preventer Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Graf Plumbing, Inc ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Backflow Preventer Services in response to Request for Bid/Proposal No. 1894 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Backflow Preventer Services ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 24 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to one additional 24 -months periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then - current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $142,800.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 1, 2018 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Fred Pena Department: Utilities Phone:361-857-1808 Email:FredP©cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form October 1, 2018 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form October 1, 2018 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Fred Pena Title: Engineering Associate Address: 2726 Holly Road, Corpus Christi, TX 78415 Phone:361-857-1808 Fax:361-826-4495 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 1, 2018 IF TO CONTRACTOR: Graf Plumbing, Inc Attn: Jeremy Graf Title: Vice President Address: 5961 LaCosto, Corpus Christi, TX 78414 Phone: 361-994-8418 Fax:361-994-5130 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 1, 2018 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form October 1, 2018 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties CONTRACTOR Signature: Printed Name �" rQr�- `"'`J Title: Via , t At r Date: 54/C1 CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. 1894 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form October 1, 2018 ATTACHMENT A: SCOPE OF WORK 1.1 General Requirements/Background Information A. The City of Corpus Christi has determined that numerous accounts are past due for Backflow Preventer inspection. Due to the urgency of this situation, the City is taking on the task of getting these inspections performed. The Customer will be back - charged for this necessary service through their utility bill. The Contractors will be assigned a list of accounts monthly. The assemblies may have to be repaired or replaced to pass testing. B. The Contractor shall be assigned a Zone or Zones of Responsibility and shall be responsible for working the list of accounts that are assigned every month for that Zone(s). It is expected for the Contractor to Inspect and Test a minimum of 50 commercial backflow assignments per month, or a minimum of 20 fire line backflow assignments per month, contingent on the availability of accounts assigned that month. C. The Contractor shall provide labor, materials, tools, equipment and transportation necessary to perform the services for all locations. D. Other than to the parties in this contract, the Contractor, its employees and its agents agree not to disclose any information regarding the Owner, location or type of backflow assembly. 1.2 Testing and Repairs A. Prior to Inspecting and Testing the Backflow Preventer, the Contractor shall notify all registered backflow assembly owners on the list provided to make mutually acceptable arrangements with the Owner to inspect and test the backflow assembly. B. The Contractor shall immediately notify the City's Contract Administrator, if the Owner denies access to the property so that further instruction can be provided. If denied, the Contractor shall obtain the contact information from the backflow assembly owner if possible and provide that information to the Contract Administrator upon notification. C. The backflow assembly shall be tested in accordance with TCEQ Chapter 478(6) regulations, the City of Corpus Christi Chapter 14-281 plumbing code requirements, and other applicable state requirements. D. Should the backflow assembly upon inspection be found to be malfunctioning and need to be repaired or replaced, the Contractor shall immediately notify the Owner and the Contract Administrator of the need. If it is not economically feasible to repair the assembly, the assembly shall be replaced. Documentation must be kept that states the reason for the replacement. The repair and/or replacement of the backflow assembly shall be done on the same day. If same day repair/replacement cannot be done, the Contractor shall notify the owner and the Contract Administrator with a schedule to complete the work. Please note that items, such as Page 1 of 3 height requirements for the backflow assembly, are not required to be brought up to code at this time. E. At the end of each month, the Contractor shall provide to the Contract Administrator a list of the assigned projects that were successfully certified and a list of those that are still pending. F. The Contractor shall keep a record of and shall also present to the Contract Administrator 1) List of assigned Backflow Preventers that were not tested, and 2) a list of where the City's database indicated the presence of a backflow assembly, but upon physical inspection, either no backflow assembly was present and is required and/or backflow assembly is required. These two lists shall be sent to the Contract Administrator one day before they present the invoices, to allow time to merge the new delinquent accounts. 1.3 Test and Maintenance Reports A. The Contractor shall file all original Test and Maintenance Reports with the City's Development services Department via Brycer no more than 10 calendar days from the date tested and is responsible for tracking and processing the reports. The Contractor shall be responsible to pay the required cost for the filing fee of each test report. B. For new installed backflow preventer assemblies, a Test and Maintenance report is required to be filed. C. Test and Maintenance report must be filed for assemblies that are removed. There is no filing fee for removals. D. The Contractor shall record and track all inspection on its database and shall notify the City three weeks prior to expiration testing date for the following year. 1.4 Contractor/Technician Qualification A. The Contractor or its Technician must hold a Backflow Preventer Assembly Tester license issued by the Texas Commission on Environmental Quality (TCEQ) B. The Contractor must register with the City's Development Service Department to test within City limits. C. A copy of the Backflow Preventer Testing License must be provided to the City before commencement of work begins. D. All new installation of backflow devices must be installed by a licensed plumber. 1.5 Compensation A. Payment will be allowed on a time and material basis based on the Attachment A - Schedule of Pricing. B. Prices will remain the same during the initial term period. C. The City of Corpus Christi will allow price escalation of 3% in the schedule of pricing - Attachment A after the initial term period for the remainder of the term. 1.6 Invoicing A. The Contractor's Invoice must contain the following: • Invoice Number Page 2 of 3 • Company Name, Address, Contact Name and Phone Number • Service Agreement Number • Backflow Assembly Service Address, Property Tax ID Number • Customer Name • Date of Service • Serial Number of Backflow Assembly • GPS location of the Backflow Assembly (North & West Coordinates) • Water Meter Number & GPS Location of the Water Meter (North & West Coordinates) • Breakdown of Service performed - Both quantity and itemized cost for each item is required, and the wording for each service performed must be as follows • Inspection & Testing • Normal Repair/Replace Labor Charge • After Hours Repair/Replace Labor Charge • Parts & materials (the reason for the Replacement must be provided) • Trip Charge • Pump out charge • Signature of Contact B. Each month, the Invoice and supporting documentation for each Backflow Preventer shall be presented to the City's Contract Administrator for approval, as follows: I. A hard copy of the Invoice II. Receipts of Parts/Materials, if any III. A copy of the Test and Maintenance Report C. Each invoice will be processed by the Contract Administrator immediately after confirmation is made that the Invoice was filled out correctly, that the supporting documentation paperwork is complete, and that the Test & Maintenance report was filled out correctly, as approved by Development Services. Page 3 of 3 For Non - Fire Devices ATTACHMENT B: Schedule of Pricing Item Rate Inspection & Testing Fee $130 Normal Repair/Replace Labor Rate 4 hrs. max up to 2"; 8 hrs. max greater than 2" $87/hr. Parts/Materials ($8000 for Commercial; $10,000 max for Fire) Cost Plus 15% mark up Trip Charge (when no work can be performed, or Denied Access) $100 per trip Note: 1. Overtime will be allowed for work that occurs after 3:30 pm until 7:OOpm at 1.5 times the hourly charge and from 7:OOpm until 7:OOam at 2 times the hourly charge if such overtime is authorized by the Contract Administrator to complete a repair or replacement of a device. 2. Wait charge must be itemized separately on invoice. Page 1 of 1 ATTACHMENT C: INSURANCE REQUIREMENTS I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of the subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day advance written notice of cancellation, non -renewal, material change, or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence aggregate COMMERCIAL GENERAL LIABILITY including: 1. Commercial Broad Form 2. Premises - Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence $1,000,000 Aggregate AUTO LIABILITY (including) 1. Owned 2. Hired and Non -Owned 3. Rented/Leased $1,000,000 Combined Single Limit WORKERS'S COMPENSATION (All States Endorsement if Company is not domiciled in Texas) Employers Liability Statutory and complies with Part II of this Exhibit. $500,000/$500,000/$500,000 C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. Page 1 of 3 II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A - VII C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and Page 2 of 3 within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2018 Insurance Requirements Purchasing Inspect, Repair and Replace Backflow Preventers 07/05/2018 sw Risk Management Valid Through 12/31/2018 Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS The Contractor shall provide a one-year warranty on labor and one-year warranty or manufacturer warranty on new parts and backflow preventer devices. Page 1 of 1 SERVICE AGREEMENT NO. 2238 Backflow Preventer Services for Commercial Accounts - Non Fire Devices THIS Backflow Preventer Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Smart Plumbing ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Backflow Preventer Services in response to Request for Bid/Proposal No. 1894 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Backflow Preventer Services ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 24 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to one additional 24 -months periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then - current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $142,800.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 1, 2018 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Fred Pena Department: Utilities Phone:361-857-1808 Email:FredP©cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form October 1, 2018 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form October 1, 2018 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Fred Pena Title: Engineering Associate Address: 2726 Holly Road, Corpus Christi, TX 78415 Phone:361-857-1808 Fax:361-826-4495 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 1, 2018 IF TO CONTRACTOR: Smart Plumbing Attn: Reed Glendenning Title: President Address: P.O Box 81429, Corpus Christi, TX 78468 Phone: 361-993-5039 Fax: 361-993-7838 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 1, 2018 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form October 1, 2018 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties CONTRACTOR Signature: Printed Name: Title: Date: Collins Ree."Glendenning President 5/2/2019 CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. 1894 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form October 1, 2018 ATTACHMENT A: SCOPE OF WORK 1.1 General Requirements/Background Information A. The City of Corpus Christi has determined that numerous accounts are past due for Backflow Preventer inspection. Due to the urgency of this situation, the City is taking on the task of getting these inspections performed. The Customer will be back - charged for this necessary service through their utility bill. The Contractors will be assigned a list of accounts monthly. The assemblies may have to be repaired or replaced to pass testing. B. The Contractor shall be assigned a Zone or Zones of Responsibility and shall be responsible for working the list of accounts that are assigned every month for that Zone(s). It is expected for the Contractor to Inspect and Test a minimum of 50 commercial backflow assignments per month, or a minimum of 20 fire line backflow assignments per month, contingent on the availability of accounts assigned that month. C. The Contractor shall provide labor, materials, tools, equipment and transportation necessary to perform the services for all locations. D. Other than to the parties in this contract, the Contractor, its employees and its agents agree not to disclose any information regarding the Owner, location or type of backflow assembly. 1.2 Testing and Repairs A. Prior to Inspecting and Testing the Backflow Preventer, the Contractor shall notify all registered backflow assembly owners on the list provided to make mutually acceptable arrangements with the Owner to inspect and test the backflow assembly. B. The Contractor shall immediately notify the City's Contract Administrator, if the Owner denies access to the property so that further instruction can be provided. If denied, the Contractor shall obtain the contact information from the backflow assembly owner if possible and provide that information to the Contract Administrator upon notification. C. The backflow assembly shall be tested in accordance with TCEQ Chapter 478(6) regulations, the City of Corpus Christi Chapter 14-281 plumbing code requirements, and other applicable state requirements. D. Should the backflow assembly upon inspection be found to be malfunctioning and need to be repaired or replaced, the Contractor shall immediately notify the Owner and the Contract Administrator of the need. If it is not economically feasible to repair the assembly, the assembly shall be replaced. Documentation must be kept that states the reason for the replacement. The repair and/or replacement of the backflow assembly shall be done on the same day. If same day repair/replacement cannot be done, the Contractor shall notify the owner and the Contract Administrator with a schedule to complete the work. Please note that items, such as Page 1 of 3 height requirements for the backflow assembly, are not required to be brought up to code at this time. E. At the end of each month, the Contractor shall provide to the Contract Administrator a list of the assigned projects that were successfully certified and a list of those that are still pending. F. The Contractor shall keep a record of and shall also present to the Contract Administrator 1) List of assigned Backflow Preventers that were not tested, and 2) a list of where the City's database indicated the presence of a backflow assembly, but upon physical inspection, either no backflow assembly was present and is required and/or backflow assembly is required. These two lists shall be sent to the Contract Administrator one day before they present the invoices, to allow time to merge the new delinquent accounts. 1.3 Test and Maintenance Reports A. The Contractor shall file all original Test and Maintenance Reports with the City's Development services Department via Brycer no more than 10 calendar days from the date tested and is responsible for tracking and processing the reports. The Contractor shall be responsible to pay the required cost for the filing fee of each test report. B. For new installed backflow preventer assemblies, a Test and Maintenance report is required to be filed. C. Test and Maintenance report must be filed for assemblies that are removed. There is no filing fee for removals. D. The Contractor shall record and track all inspection on its database and shall notify the City three weeks prior to expiration testing date for the following year. 1.4 Contractor/Technician Qualification A. The Contractor or its Technician must hold a Backflow Preventer Assembly Tester license issued by the Texas Commission on Environmental Quality (TCEQ) B. The Contractor must register with the City's Development Service Department to test within City limits. C. A copy of the Backflow Preventer Testing License must be provided to the City before commencement of work begins. D. All new installation of backflow devices must be installed by a licensed plumber. 1.5 Compensation A. Payment will be allowed on a time and material basis based on the Attachment A - Schedule of Pricing. B. Prices will remain the same during the initial term period. C. The City of Corpus Christi will allow price escalation of 3% in the schedule of pricing - Attachment A after the initial term period for the remainder of the term. 1.6 Invoicing A. The Contractor's Invoice must contain the following: • Invoice Number Page 2 of 3 • Company Name, Address, Contact Name and Phone Number • Service Agreement Number • Backflow Assembly Service Address, Property Tax ID Number • Customer Name • Date of Service • Serial Number of Backflow Assembly • GPS location of the Backflow Assembly (North & West Coordinates) • Water Meter Number & GPS Location of the Water Meter (North & West Coordinates) • Breakdown of Service performed - Both quantity and itemized cost for each item is required, and the wording for each service performed must be as follows • Inspection & Testing • Normal Repair/Replace Labor Charge • After Hours Repair/Replace Labor Charge • Parts & materials (the reason for the Replacement must be provided) • Trip Charge • Pump out charge • Signature of Contact B. Each month, the Invoice and supporting documentation for each Backflow Preventer shall be presented to the City's Contract Administrator for approval, as follows: I. A hard copy of the Invoice II. Receipts of Parts/Materials, if any III. A copy of the Test and Maintenance Report C. Each invoice will be processed by the Contract Administrator immediately after confirmation is made that the Invoice was filled out correctly, that the supporting documentation paperwork is complete, and that the Test & Maintenance report was filled out correctly, as approved by Development Services. Page 3 of 3 For Non - Fire Devices ATTACHMENT B: Schedule of Pricing Item Rate Inspection & Testing Fee $130 Normal Repair/Replace Labor Rate 4 hrs. max up to 2"; 8 hrs. max greater than 2" $87/hr. Parts/Materials ($8000 for Commercial; $10,000 max for Fire) Cost Plus 15% mark up Trip Charge (when no work can be performed, or Denied Access) $100 per trip Note: 1. Overtime will be allowed for work that occurs after 3:30 pm until 7:OOpm at 1.5 times the hourly charge and from 7:OOpm until 7:OOam at 2 times the hourly charge if such overtime is authorized by the Contract Administrator to complete a repair or replacement of a device. 2. Wait charge must be itemized separately on invoice. Page 1 of 1 ATTACHMENT C: INSURANCE REQUIREMENTS I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of the subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day advance written notice of cancellation, non -renewal, material change, or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence aggregate COMMERCIAL GENERAL LIABILITY including: 1. Commercial Broad Form 2. Premises - Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence $1,000,000 Aggregate AUTO LIABILITY (including) 1. Owned 2. Hired and Non -Owned 3. Rented/Leased $1,000,000 Combined Single Limit WORKERS'S COMPENSATION (All States Endorsement if Company is not domiciled in Texas) Employers Liability Statutory and complies with Part II of this Exhibit. $500,000/$500,000/$500,000 C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. Page 1 of 3 II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A - VII C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and Page 2 of 3 within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2018 Insurance Requirements Purchasing Inspect, Repair and Replace Backflow Preventers 07/05/2018 sw Risk Management Valid Through 12/31/2018 Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS The Contractor shall provide a one-year warranty on labor and one-year warranty or manufacturer warranty on new parts and backflow preventer devices. Page 1 of 1 SERVICE AGREEMENT NO. 2239 Backflow Preventer Services for Commercial Accounts - Non Fire Devices THIS Backflow Preventer Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and KimJon Backflow Service ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Backflow Preventer Services in response to Request for Bid/Proposal No. 1894 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Backflow Preventer Services ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 24 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to one additional 24 -months periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then - current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $142,800.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 1, 2018 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Fred Pena Department: Utilities Phone:361-857-1808 Email:FredP©cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form October 1, 2018 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form October 1, 2018 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Fred Pena Title: Engineering Associate Address: 2726 Holly Road, Corpus Christi, TX 78415 Phone:361-857-1808 Fax:361-826-4495 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 1, 2018 IF TO CONTRACTOR: KimJon Backflow Service Attn: James Rutherford Title: Owner Address: 7641 Clearbrook Drive, Corpus Christi, TX 78413 Phone: 361-814-3473 Fax: 361-991-8215 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 1, 2018 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form October 1, 2018 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties CONTRACTOR/ Signature: Printed Na e: =✓c��75 Title: O6(.41,/ ed-4"-ev:--7C4-g Date: CO .- /My _ p/1. CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. 1894 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form October 1, 2018 ATTACHMENT A: SCOPE OF WORK 1.1 General Requirements/Background Information A. The City of Corpus Christi has determined that numerous accounts are past due for Backflow Preventer inspection. Due to the urgency of this situation, the City is taking on the task of getting these inspections performed. The Customer will be back - charged for this necessary service through their utility bill. The Contractors will be assigned a list of accounts monthly. The assemblies may have to be repaired or replaced to pass testing. B. The Contractor shall be assigned a Zone or Zones of Responsibility and shall be responsible for working the list of accounts that are assigned every month for that Zone(s). It is expected for the Contractor to Inspect and Test a minimum of 50 commercial backflow assignments per month, or a minimum of 20 fire line backflow assignments per month, contingent on the availability of accounts assigned that month. C. The Contractor shall provide labor, materials, tools, equipment and transportation necessary to perform the services for all locations. D. Other than to the parties in this contract, the Contractor, its employees and its agents agree not to disclose any information regarding the Owner, location or type of backflow assembly. 1.2 Testing and Repairs A. Prior to Inspecting and Testing the Backflow Preventer, the Contractor shall notify all registered backflow assembly owners on the list provided to make mutually acceptable arrangements with the Owner to inspect and test the backflow assembly. B. The Contractor shall immediately notify the City's Contract Administrator, if the Owner denies access to the property so that further instruction can be provided. If denied, the Contractor shall obtain the contact information from the backflow assembly owner if possible and provide that information to the Contract Administrator upon notification. C. The backflow assembly shall be tested in accordance with TCEQ Chapter 478(6) regulations, the City of Corpus Christi Chapter 14-281 plumbing code requirements, and other applicable state requirements. D. Should the backflow assembly upon inspection be found to be malfunctioning and need to be repaired or replaced, the Contractor shall immediately notify the Owner and the Contract Administrator of the need. If it is not economically feasible to repair the assembly, the assembly shall be replaced. Documentation must be kept that states the reason for the replacement. The repair and/or replacement of the backflow assembly shall be done on the same day. If same day repair/replacement cannot be done, the Contractor shall notify the owner and the Contract Administrator with a schedule to complete the work. Please note that items, such as Page 1 of 3 height requirements for the backflow assembly, are not required to be brought up to code at this time. E. At the end of each month, the Contractor shall provide to the Contract Administrator a list of the assigned projects that were successfully certified and a list of those that are still pending. F. The Contractor shall keep a record of and shall also present to the Contract Administrator 1) List of assigned Backflow Preventers that were not tested, and 2) a list of where the City's database indicated the presence of a backflow assembly, but upon physical inspection, either no backflow assembly was present and is required and/or backflow assembly is required. These two lists shall be sent to the Contract Administrator one day before they present the invoices, to allow time to merge the new delinquent accounts. 1.3 Test and Maintenance Reports A. The Contractor shall file all original Test and Maintenance Reports with the City's Development services Department via Brycer no more than 10 calendar days from the date tested and is responsible for tracking and processing the reports. The Contractor shall be responsible to pay the required cost for the filing fee of each test report. B. For new installed backflow preventer assemblies, a Test and Maintenance report is required to be filed. C. Test and Maintenance report must be filed for assemblies that are removed. There is no filing fee for removals. D. The Contractor shall record and track all inspection on its database and shall notify the City three weeks prior to expiration testing date for the following year. 1.4 Contractor/Technician Qualification A. The Contractor or its Technician must hold a Backflow Preventer Assembly Tester license issued by the Texas Commission on Environmental Quality (TCEQ) B. The Contractor must register with the City's Development Service Department to test within City limits. C. A copy of the Backflow Preventer Testing License must be provided to the City before commencement of work begins. D. All new installation of backflow devices must be installed by a licensed plumber. 1.5 Compensation A. Payment will be allowed on a time and material basis based on the Attachment A - Schedule of Pricing. B. Prices will remain the same during the initial term period. C. The City of Corpus Christi will allow price escalation of 3% in the schedule of pricing - Attachment A after the initial term period for the remainder of the term. 1.6 Invoicing A. The Contractor's Invoice must contain the following: • Invoice Number Page 2 of 3 • Company Name, Address, Contact Name and Phone Number • Service Agreement Number • Backflow Assembly Service Address, Property Tax ID Number • Customer Name • Date of Service • Serial Number of Backflow Assembly • GPS location of the Backflow Assembly (North & West Coordinates) • Water Meter Number & GPS Location of the Water Meter (North & West Coordinates) • Breakdown of Service performed - Both quantity and itemized cost for each item is required, and the wording for each service performed must be as follows • Inspection & Testing • Normal Repair/Replace Labor Charge • After Hours Repair/Replace Labor Charge • Parts & materials (the reason for the Replacement must be provided) • Trip Charge • Pump out charge • Signature of Contact B. Each month, the Invoice and supporting documentation for each Backflow Preventer shall be presented to the City's Contract Administrator for approval, as follows: I. A hard copy of the Invoice II. Receipts of Parts/Materials, if any III. A copy of the Test and Maintenance Report C. Each invoice will be processed by the Contract Administrator immediately after confirmation is made that the Invoice was filled out correctly, that the supporting documentation paperwork is complete, and that the Test & Maintenance report was filled out correctly, as approved by Development Services. Page 3 of 3 For Non - Fire Devices ATTACHMENT B: Schedule of Pricing Item Rate Inspection & Testing Fee $130 Normal Repair/Replace Labor Rate 4 hrs. max up to 2"; 8 hrs. max greater than 2" $87/hr. Parts/Materials ($8000 for Commercial; $10,000 max for Fire) Cost Plus 15% mark up Trip Charge (when no work can be performed, or Denied Access) $100 per trip Note: 1. Overtime will be allowed for work that occurs after 3:30 pm until 7:OOpm at 1.5 times the hourly charge and from 7:OOpm until 7:OOam at 2 times the hourly charge if such overtime is authorized by the Contract Administrator to complete a repair or replacement of a device. 2. Wait charge must be itemized separately on invoice. Page 1 of 1 ATTACHMENT C: INSURANCE REQUIREMENTS I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of the subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day advance written notice of cancellation, non -renewal, material change, or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence aggregate COMMERCIAL GENERAL LIABILITY including: 1. Commercial Broad Form 2. Premises - Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence $1,000,000 Aggregate AUTO LIABILITY (including) 1. Owned 2. Hired and Non -Owned 3. Rented/Leased $1,000,000 Combined Single Limit WORKERS'S COMPENSATION (All States Endorsement if Company is not domiciled in Texas) Employers Liability Statutory and complies with Part II of this Exhibit. $500,000/$500,000/$500,000 C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. Page 1 of 3 II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A - VII C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and Page 2 of 3 within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2018 Insurance Requirements Purchasing Inspect, Repair and Replace Backflow Preventers 07/05/2018 sw Risk Management Valid Through 12/31/2018 Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS The Contractor shall provide a one-year warranty on labor and one-year warranty or manufacturer warranty on new parts and backflow preventer devices. Page 1 of 1 SERVICE AGREEMENT NO. 2240 Backflow Preventer Services for Commercial Accounts - Non Fire Devices THIS Backflow Preventer Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and TD Total Backflow Services ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Backflow Preventer Services in response to Request for Bid/Proposal No. 1894 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Backflow Preventer Services ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 24 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to one additional 24 -months periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then - current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $142,800.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 1, 2018 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Fred Pena Department: Utilities Phone:361-857-1808 Email:FredP©cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form October 1, 2018 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form October 1, 2018 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Fred Pena Title: Engineering Associate Address: 2726 Holly Road, Corpus Christi, TX 78415 Phone:361-857-1808 Fax:361-826-4495 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 1, 2018 IF TO CONTRACTOR: TD Total Backflow Services Attn: Jamie Brammer Title: Owner Address: P.O Box 2622, Orange Grove, TX 78372 Phone: 361-944-8117 Fax: None 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 1, 2018 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form October 1, 2018 25_ Entire Agreement. This Aareement constitutes the entire agreement between the parties conce_srma the sublier.::.1 matter of this AgreE.?meni and supersedes all prior negeiotiers, arrangements. agreements arta understandings,. either oral or wOten. between the. parties CONTRACTOR Signature: • , Printed Name; Date: 2, -- - CITY OF CORPUS CHRISTI Kirn Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment 6: Bia/Pricing Schedule Attachmenl C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No, 1894 F-xhibit 2: Contractor's Bici/Propo5ar Response SetvCe Acireerrlent Stondord F.70..rn Page 7 of 7 ,ADp-oveci oso Lu!...101 Fotrn 0.:::tober 1 ATTACHMENT A: SCOPE OF WORK 1.1 General Requirements/Background Information A. The City of Corpus Christi has determined that numerous accounts are past due for Backflow Preventer inspection. Due to the urgency of this situation, the City is taking on the task of getting these inspections performed. The Customer will be back - charged for this necessary service through their utility bill. The Contractors will be assigned a list of accounts monthly. The assemblies may have to be repaired or replaced to pass testing. B. The Contractor shall be assigned a Zone or Zones of Responsibility and shall be responsible for working the list of accounts that are assigned every month for that Zone(s). It is expected for the Contractor to Inspect and Test a minimum of 50 commercial backflow assignments per month, or a minimum of 20 fire line backflow assignments per month, contingent on the availability of accounts assigned that month. C. The Contractor shall provide labor, materials, tools, equipment and transportation necessary to perform the services for all locations. D. Other than to the parties in this contract, the Contractor, its employees and its agents agree not to disclose any information regarding the Owner, location or type of backflow assembly. 1.2 Testing and Repairs A. Prior to Inspecting and Testing the Backflow Preventer, the Contractor shall notify all registered backflow assembly owners on the list provided to make mutually acceptable arrangements with the Owner to inspect and test the backflow assembly. B. The Contractor shall immediately notify the City's Contract Administrator, if the Owner denies access to the property so that further instruction can be provided. If denied, the Contractor shall obtain the contact information from the backflow assembly owner if possible and provide that information to the Contract Administrator upon notification. C. The backflow assembly shall be tested in accordance with TCEQ Chapter 478(6) regulations, the City of Corpus Christi Chapter 14-281 plumbing code requirements, and other applicable state requirements. D. Should the backflow assembly upon inspection be found to be malfunctioning and need to be repaired or replaced, the Contractor shall immediately notify the Owner and the Contract Administrator of the need. If it is not economically feasible to repair the assembly, the assembly shall be replaced. Documentation must be kept that states the reason for the replacement. The repair and/or replacement of the backflow assembly shall be done on the same day. If same day repair/replacement cannot be done, the Contractor shall notify the owner and the Contract Administrator with a schedule to complete the work. Please note that items, such as Page 1 of 3 height requirements for the backflow assembly, are not required to be brought up to code at this time. E. At the end of each month, the Contractor shall provide to the Contract Administrator a list of the assigned projects that were successfully certified and a list of those that are still pending. F. The Contractor shall keep a record of and shall also present to the Contract Administrator 1) List of assigned Backflow Preventers that were not tested, and 2) a list of where the City's database indicated the presence of a backflow assembly, but upon physical inspection, either no backflow assembly was present and is required and/or backflow assembly is required. These two lists shall be sent to the Contract Administrator one day before they present the invoices, to allow time to merge the new delinquent accounts. 1.3 Test and Maintenance Reports A. The Contractor shall file all original Test and Maintenance Reports with the City's Development services Department via Brycer no more than 10 calendar days from the date tested and is responsible for tracking and processing the reports. The Contractor shall be responsible to pay the required cost for the filing fee of each test report. B. For new installed backflow preventer assemblies, a Test and Maintenance report is required to be filed. C. Test and Maintenance report must be filed for assemblies that are removed. There is no filing fee for removals. D. The Contractor shall record and track all inspection on its database and shall notify the City three weeks prior to expiration testing date for the following year. 1.4 Contractor/Technician Qualification A. The Contractor or its Technician must hold a Backflow Preventer Assembly Tester license issued by the Texas Commission on Environmental Quality (TCEQ) B. The Contractor must register with the City's Development Service Department to test within City limits. C. A copy of the Backflow Preventer Testing License must be provided to the City before commencement of work begins. D. All new installation of backflow devices must be installed by a licensed plumber. 1.5 Compensation A. Payment will be allowed on a time and material basis based on the Attachment A - Schedule of Pricing. B. Prices will remain the same during the initial term period. C. The City of Corpus Christi will allow price escalation of 3% in the schedule of pricing - Attachment A after the initial term period for the remainder of the term. 1.6 Invoicing A. The Contractor's Invoice must contain the following: • Invoice Number Page 2 of 3 • Company Name, Address, Contact Name and Phone Number • Service Agreement Number • Backflow Assembly Service Address, Property Tax ID Number • Customer Name • Date of Service • Serial Number of Backflow Assembly • GPS location of the Backflow Assembly (North & West Coordinates) • Water Meter Number & GPS Location of the Water Meter (North & West Coordinates) • Breakdown of Service performed - Both quantity and itemized cost for each item is required, and the wording for each service performed must be as follows • Inspection & Testing • Normal Repair/Replace Labor Charge • After Hours Repair/Replace Labor Charge • Parts & materials (the reason for the Replacement must be provided) • Trip Charge • Pump out charge • Signature of Contact B. Each month, the Invoice and supporting documentation for each Backflow Preventer shall be presented to the City's Contract Administrator for approval, as follows: I. A hard copy of the Invoice II. Receipts of Parts/Materials, if any III. A copy of the Test and Maintenance Report C. Each invoice will be processed by the Contract Administrator immediately after confirmation is made that the Invoice was filled out correctly, that the supporting documentation paperwork is complete, and that the Test & Maintenance report was filled out correctly, as approved by Development Services. Page 3 of 3 For Non - Fire Devices ATTACHMENT B: Schedule of Pricing Item Rate Inspection & Testing Fee $130 Normal Repair/Replace Labor Rate 4 hrs. max up to 2"; 8 hrs. max greater than 2" $87/hr. Parts/Materials ($8000 for Commercial; $10,000 max for Fire) Cost Plus 15% mark up Trip Charge (when no work can be performed, or Denied Access) $100 per trip Note: 1. Overtime will be allowed for work that occurs after 3:30 pm until 7:OOpm at 1.5 times the hourly charge and from 7:OOpm until 7:OOam at 2 times the hourly charge if such overtime is authorized by the Contract Administrator to complete a repair or replacement of a device. 2. Wait charge must be itemized separately on invoice. Page 1 of 1 ATTACHMENT C: INSURANCE REQUIREMENTS I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of the subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day advance written notice of cancellation, non -renewal, material change, or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence aggregate COMMERCIAL GENERAL LIABILITY including: 1. Commercial Broad Form 2. Premises - Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence $1,000,000 Aggregate AUTO LIABILITY (including) 1. Owned 2. Hired and Non -Owned 3. Rented/Leased $1,000,000 Combined Single Limit WORKERS'S COMPENSATION (All States Endorsement if Company is not domiciled in Texas) Employers Liability Statutory and complies with Part II of this Exhibit. $500,000/$500,000/$500,000 C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. Page 1 of 3 II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A - VII C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and Page 2 of 3 within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2018 Insurance Requirements Purchasing Inspect, Repair and Replace Backflow Preventers 07/05/2018 sw Risk Management Valid Through 12/31/2018 Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS The Contractor shall provide a one-year warranty on labor and one-year warranty or manufacturer warranty on new parts and backflow preventer devices. Page 1 of 1 SERVICE AGREEMENT NO. 2241 Backflow Preventer Services for Commercial Accounts - Fire Devices THIS Backflow Preventer Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Koetter Fire Protection ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Backflow Preventer Services in response to Request for Bid/Proposal No. 1894 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Backflow Preventer Services ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 24 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to one additional 24 -months periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then - current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $142,800.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 1, 2018 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Fred Pena Department: Utilities Phone:361-857-1808 Email:FredP@cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form October 1, 2018 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form October 1, 2018 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Fred Pena Title: Engineering Associate Address: 2726 Holly Road, Corpus Christi, TX 78415 Phone:361-857-1808 Fax:361-826-4495 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 1, 2018 IF TO CONTRACTOR: Koetter Fire Protection Attn: Scot Wallance Title: Service Manager Address: 229 S. Padre Island Drive Phone: 361-814-3473 Fax: None 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 1, 2018 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form October 1, 2018 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties CONTRACTOR Signature: Printed Name: Title: „C,--e- Date: - Date: _. CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. 1894 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form October 1, 2018 ATTACHMENT A: SCOPE OF WORK 1.1 General Requirements/Background Information A. The City of Corpus Christi has determined that numerous accounts are past due for Backflow Preventer inspection. Due to the urgency of this situation, the City is taking on the task of getting these inspections performed. The Customer will be back - charged for this necessary service through their utility bill. The Contractors will be assigned a list of accounts monthly. The assemblies may have to be repaired or replaced to pass testing. B. The Contractor shall be assigned a Zone or Zones of Responsibility and shall be responsible for working the list of accounts that are assigned every month for that Zone(s). It is expected for the Contractor to Inspect and Test a minimum of 50 commercial backflow assignments per month, or a minimum of 20 fire line backflow assignments per month, contingent on the availability of accounts assigned that month. C. The Contractor shall provide labor, materials, tools, equipment and transportation necessary to perform the services for all locations. D. Other than to the parties in this contract, the Contractor, its employees and its agents agree not to disclose any information regarding the Owner, location or type of backflow assembly. 1.2 Testing and Repairs A. Prior to Inspecting and Testing the Backflow Preventer, the Contractor shall notify all registered backflow assembly owners on the list provided to make mutually acceptable arrangements with the Owner to inspect and test the backflow assembly. B. The Contractor shall immediately notify the City's Contract Administrator, if the Owner denies access to the property so that further instruction can be provided. If denied, the Contractor shall obtain the contact information from the backflow assembly owner if possible and provide that information to the Contract Administrator upon notification. C. The backflow assembly shall be tested in accordance with TCEQ Chapter 478(6) regulations, the City of Corpus Christi Chapter 14-281 plumbing code requirements, and other applicable state requirements. D. Should the backflow assembly upon inspection be found to be malfunctioning and need to be repaired or replaced, the Contractor shall immediately notify the Owner and the Contract Administrator of the need. If it is not economically feasible to repair the assembly, the assembly shall be replaced. Documentation must be kept that states the reason for the replacement. The repair and/or replacement of the backflow assembly shall be done on the same day. If same day repair/replacement cannot be done, the Contractor shall notify the owner and the Contract Administrator with a schedule to complete the work. Please note that items, such as Page 1 of 3 height requirements for the backflow assembly, are not required to be brought up to code at this time. E. At the end of each month, the Contractor shall provide to the Contract Administrator a list of the assigned projects that were successfully certified and a list of those that are still pending. F. The Contractor shall keep a record of and shall also present to the Contract Administrator 1) List of assigned Backflow Preventers that were not tested, and 2) a list of where the City's database indicated the presence of a backflow assembly, but upon physical inspection, either no backflow assembly was present and is required and/or backflow assembly is required. These two lists shall be sent to the Contract Administrator one day before they present the invoices, to allow time to merge the new delinquent accounts. 1.3 Test and Maintenance Reports A. The Contractor shall file all original Test and Maintenance Reports with the City's Development services Department via Brycer no more than 10 calendar days from the date tested and is responsible for tracking and processing the reports. The Contractor shall be responsible to pay the required cost for the filing fee of each test report. B. For new installed backflow preventer assemblies, a Test and Maintenance report is required to be filed. C. Test and Maintenance report must be filed for assemblies that are removed. There is no filing fee for removals. D. The Contractor shall record and track all inspection on its database and shall notify the City three weeks prior to expiration testing date for the following year. 1.4 Contractor/Technician Qualification A. The Contractor or its Technician must hold a Backflow Preventer Assembly Tester license issued by the Texas Commission on Environmental Quality (TCEQ) B. The Contractor must register with the City's Development Service Department to test within City limits. C. A copy of the Backflow Preventer Testing License must be provided to the City before commencement of work begins. D. All new installation of backflow devices must be installed by a licensed plumber. 1.5 Compensation A. Payment will be allowed on a time and material basis based on the Attachment A - Schedule of Pricing. B. Prices will remain the same during the initial term period. C. The City of Corpus Christi will allow price escalation of 3% in the schedule of pricing - Attachment A after the initial term period for the remainder of the term. 1.6 Invoicing A. The Contractor's Invoice must contain the following: • Invoice Number Page 2 of 3 • Company Name, Address, Contact Name and Phone Number • Service Agreement Number • Backflow Assembly Service Address, Property Tax ID Number • Customer Name • Date of Service • Serial Number of Backflow Assembly • GPS location of the Backflow Assembly (North & West Coordinates) • Water Meter Number & GPS Location of the Water Meter (North & West Coordinates) • Breakdown of Service performed - Both quantity and itemized cost for each item is required, and the wording for each service performed must be as follows • Inspection & Testing • Normal Repair/Replace Labor Charge • After Hours Repair/Replace Labor Charge • Parts & materials (the reason for the Replacement must be provided) • Trip Charge • Pump out charge • Signature of Contact B. Each month, the Invoice and supporting documentation for each Backflow Preventer shall be presented to the City's Contract Administrator for approval, as follows: I. A hard copy of the Invoice II. Receipts of Parts/Materials, if any III. A copy of the Test and Maintenance Report C. Each invoice will be processed by the Contract Administrator immediately after confirmation is made that the Invoice was filled out correctly, that the supporting documentation paperwork is complete, and that the Test & Maintenance report was filled out correctly, as approved by Development Services. Page 3 of 3 For Fire Devices ATTACHMENT B: Schedule of Pricing Item Rate Inspection & Testing $250 Normal Repair/Replace Labor Rate 4 hrs. max up to 2"; 8 hrs. max greater than 2" $135/hr. Parts/Materials ($8000 for Commercial; $10,000 max for Fire) Cost Plus 15% mark up Trip Charge (When no work can be performed, or Denied Access) $150 per trip Pump -out Charge $100 Wait Charge (when no work can be performed due to City Inspection delay) $125 Note: 1. Overtime will be allowed for work that occurs after 3:30 pm until 7:OOpm at 1.5 times the hourly charge and from 7:OOpm until 7:OOam at 2 times the hourly charge if such overtime is authorized by the Contract Administrator to complete a repair or replacement of a device. 2. Wait charge must be itemized separately on invoice. Page 1 of 1 ATTACHMENT C: INSURANCE REQUIREMENTS I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of the subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day advance written notice of cancellation, non -renewal, material change, or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence -aggregate COMMERCIAL GENERAL LIABILITY including: 1. Commercial Broad Form 2. Premises - Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence $1,000,000 Aggregate AUTO LIABILITY (including) 1. Owned 2. Hired and Non -Owned 3. Rented/Leased $1,000,000 Combined Single Limit WORKERS'S COMPENSATION (All States Endorsement if Company is not domiciled in Texas) Employers Liability Statutory and complies with Part 11 of this Exhibit. $500,000/$500,000/$500,000 C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. Page 1 of 3 II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A - VII. C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and Page 2 of 3 within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2018 Insurance Requirements Purchasing Inspect, Repair and Replace Backflow Preventers 07/05/2018 sw Risk Management Valid Through 12/31/2018 Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS The Contractor shall provide a one-year warranty on labor and one-year warranty or manufacturer warranty on new parts and backflow preventer devices. Page 1 of 1 AGENDA MEMORANDUM Public Hearing/First Reading Ordinance for the City Council Meeting 5/21/2019 Second Reading Ordinance for the City Council Meeting 6/11/2019 DATE: April 22, 2019 TO: Peter Zanoni, City Manager FROM: Nina Nixon -Mendez, FAICP, Director, Development Services Department NinaM@cctexas.com (361) 826-3276 Rezoning property at or near 10224 Leopard Street CAPTION: Case No. 0319-03 Corpus Christi Storage Solutions, LLC: Ordinance rezoning property at or near 10224 Leopard Street from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District PURPOSE: The purpose of this item is to allow for the parking and storage of trailers, boats, and recreational vehicles as part of an existing mini -storage business. BACKGROUND AND FINDINGS: The subject property is 0.438 acres in size. The owner is proposing the parking and storage of trailers, boats, and recreational vehicles as part of an existing mini -storage business. ALTERNATIVES: 1. Deny the request of "GC -2" General Commercial District. 2. Approval of the "CG -2" General Commercial District (Requires 3/4 Vote). 3. Denial of the request of "GC -2" General Commercial District and in lieu thereof approval of the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with conditions. OTHER CONSIDERATIONS: None. CONFORMITY TO CITY POLICY: The subject property is located within the boundaries of the Northwest Area Development Plan and is planned for permanent open space uses. The proposed rezoning is inconsistent with the adopted Comprehensive Plan (Plan CC). However, the proposed use is generally consistent with the adopted Comprehensive Plan (Plan CC). EMERGENCY / NON -EMERGENCY: Non -Emergency DEPARTMENTAL CLEARANCES: Legal and Planning Commission FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Funding Detail: Fund: N/A Organization/Activity: N/A Mission Element: N/A Project # (CIP Only): N/A Account: N/A RECOMMENDATION: Planning Commission and Staff Recommendation (April 1712019): Denial of the change of zoning from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District, in lieu thereof, approval of the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with conditions. Vote Results: For: 7 Opposed: 0 Absent: 2 Abstained: 0 LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0319-03 Corpus Christi Storage Solutions, LLC: (Council District 1) Ordinance rezoning property at or near 10224 Leopard Street from the "RS -6" Single -Family 6 District to the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with conditions WHEREAS, the Planning Commission has forwarded to the City Council its final report and recommendation regarding the application of Corpus Christi Storage Solutions, LLC. ("Owner"), for an amendment to the City of Corpus Christi's Unified Development Code ("UDC") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, a public hearing was held on Wednesday, April 17, 2019, during a meeting of the Planning Commission. The Planning Commission recommended denial of the change of zoning from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District, in lieu thereof, approval of the "RS- 6/SP" Single -Family 6 District with a Special Permit (SP) with conditions and on Tuesday, May 21, 2019, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve the public health, necessity, convenience and general welfare of the City of Corpus Christi and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. Upon application made by Corpus Christi Storage Solutions, LLC. ("Owner"), the Unified Development Code ("UDC") of the City of Corpus Christi, Texas ("City"), is amended by changing the zoning on a property described as being 0.438 acre tract described in a deed recorded in Document No. 830120, Official Public Records of Nueces County, Texas and also being the south 75.00 feet of the Park Lot, Block 4, Highway Village, located on the north side of Leopard Street, east of McKenzie Road, and west of Irma Drive (the "Property"), from the "RS -6" Single -Family 6 District to the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with conditions (Zoning Map No. 060048), as shown in Exhibits "A" and "B". Exhibit A, is a metes and bounds description of the Property, and Exhibit B, which is a map to accompany the metes and bounds, are attached to and incorporated in this ordinance by reference as if fully set out herein in their entireties. SECTION 2. The Special Permit granted in Section 1 of this ordinance is subject to the Owner following the conditions listed below: 1. Uses: The only uses authorized by this Special Permit other than uses permitted by right in the base zoning district is a "Boat and Recreational Vehicle Storage" as described in Section 5.1.4.H "Self -Service Storage" of the Unified Development Code (UDC). 2. Hours of Operation: The hours of operation shall be daily from 6:00 AM to 9:00 PM. 3. Noise: Noise regulations shall be subject to Section 31-3 of the Municipal Code. Outside paging, speakers, telephone bells, or similar devices are prohibited. 4. Buffer Yard: A Type C Buffer Yard as defined by Section 7.9.5.A of the Unified Development Code (UDC) shall be required where the subject property shares a property line with a residential zoning district and/or residential use. 5. Lighting: All security lighting must be shielded and directed away from abutting residences and nearby streets. Cut-off shields are required for all lighting fixtures. No light projection is permitted beyond the property line near all public roadways and residential development. 6. Use Requirements: The use must adhere the to the requirements of Section 5.2.14 of the Unified Development Code (UDC) in regards to a Boat and Recreational Vehicle Storage use. 7. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 8. Time Limit: In accordance with the UDC, this Special Permit shall be deemed to have expired within twelve (12) months of this ordinance, unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. SECTION 3. The official UDC Zoning Map of the City is amended to reflect changes made to the UDC by Section 1 of this ordinance. SECTION 4. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011, and as amended from time to time, except as changed by this ordinance, both remain in full force and effect. SECTION 5. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 6. All ordinances or parts of ordinances specifically pertaining to the zoning of the Property and that are in conflict with this ordinance are hereby expressly repealed. SECTION 6. Publication shall be made in the City's official publication as required by the City's Charter. C:\Users\Iegistar\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@800EA364\@BCL@800EA364.docx Page 2 of 5 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor C:\Users\legistar\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@800EA364\@BCL@800EA364.docx Page 3 of 5 STATE OF TEXAS COUNTY OF NUECES EXHIBIT Exhibit A Field notes of a 0.438 acre tract described in a deed recorded in Document No. 830120, Official Public Records of Nueces County, Texas and also being the south 75.00 feet of the Park Lot, Block 4. Highway Village, as shown on the plat recorded in Volume 11. Pages 54 - 55, Map Records of Nueces County, Texas. Said 0.438 acre tract being more psnicuJarty described as follows. COMMENCING at a point in the northeast right of way of Leopard Street and in the common line of Lots 2 and 3, Block 4, of said Highway Village. from WHENCE a 5.8" re -bar found in the northeast right of way of leopard Street and in the common Zine of Lots 1 and 2, Block 4, bears, North 58°33'56" West. a distance 0( 100.00 feet. THENCE with the common line of Lots 1 2 and 3, North 00°45'56" West, a distance of 110.14 feet w a point in the east line of Lot 2, for the common west corner of Lot 3. said Park Lot. and this survey, and for the POINT of BEGINNING. THENCE with the common line of Lot 2, Park Lot, and this survey, North 00°45'56" West, a distance of 75.00 feet to a 5/8"re-bar found/previously set in the common lire of Lot 2 and Park 1.ot and for the northwest comer of this survey. THENCE North 89°14'04" East, a distance of 254.11 feet to a 5/8"re-bar found/prcviously set for the common comer of Lots 8.9. Park Lot. and this survey. TIIENCE with the common sine of Lot 8, Park Lot, and this survey, South (I0°45'46" East, a distance of 75.00 feet to a point for the common comer of Lots 5.6. 8. Park Lot and this survey. THENCE with the common line of Lots 3. 4. 5. Park Lot and this survey, South 89°14'04" West, a distance of 254.11 feet to the POINT of BEGINNING, and containing 0.438 acres of land. more or less. Notes: 1.) Bearings are based on Global Positioning System NAI) 83 (93) 4205 Datum. 2.) A Map of equal date accompanies this Metes and Bounds description. 3.) Set 5.r re -bar — steel re -bar set with yellow plastic cap labeled Brister Surveying. I. Ronald E. Brister do hereby certify that this survey of the property legally described herein was made on the ground this day Juty 30.2018 and is correct to the best of my knowledge and belief. Of I,l Ronal . E. rister, RPLS No. 5 • n 7 Date: February 13, 2019, Job No. 190275 Exhibit B C:\Users\legistar\AppData\Local\Temp\BCL Technologies\easyPDF 8\©BCL@800EA364\©BCL©800EA364.docx Page 4 of 5 SURVEY OF A 0.436 ACRE TRACT DESCRIBED IN A DEED RECORDED IN DOCUMENT NO. 830120, OFFICIAL PUBLIC RECORDS OF NUECES COUNTY. TEXAS AND ALSO BEING THE SOUTH 75110 FEET OF THE PARK LOT , BLCC'K 4, HIGHWAY VIUAGE, AS SHOWN ON THE PLAT RECORDED IN VOLUME 11. PAGES 54 - 55. MAP RECORDS OF NUECES COUNTY, TEXAS. EXH I BFT `- rAtt iOFi LOT 9 LOT8 75.00' (DEED) SORP 45' 56-E 75.411' (MEAS) v UJI 1 0.438 ACRES 19,058 S.F. J AS US_ LOT 6 SCALE 1' s4 Noir 45' 56-w 90 .B 75.01' (MEAS) 75.00' (DEED) LOT 2 LOT 5 LOT4 LOT 3 910'41'76E 110.14' IAT1 p— PROPERTY CORNER OQ — FOUND 5,8' RE•BAR 0 = FOUND RE.BAR PREVIOUSLY SET Brister Surveying Mss fast P•1. Ire 0.• f.A171 CYgr CANA T... 7h11 017111'.IIW t• WADS= 1...M•A••iterw A oc. t•w 0.1.1•••••0.1.1•••••w MUft'1P1YI 1Y GAMNII 0.01rr DPL'. 21111611011.1111' ISuxARDMITII11VW R AS MIMEO DY M rT'A11AL tNC11OOltl MAMAGIAATM tears (VMMII11U r#ACL IA5144 41X1 C DAT11D JULY 111. 1M( A70 OIs OIf If ROTU/CA RD 1M A DIIKIMATID la 'PAA 11AODZOM FEBRUARY 13. 2019 JOB NO IWS //OM t ',Oro/ R DI 1tu ANCA If s AM Aclrf 21%1WimG ALAl11MGf ML' RAND OM OVAL i)WT1llICIIS RIA MAD IS Ai AAA I/f1f If• AftAA • ST131. Ai MSA S11 WIN SEWN/ PLSI7TC CAP 4D S(*D 1LA AAY 1U1TIIYIVD 41 A MF IEAM S D MX MPS uESCAVITP1 Of IMAL DAR AC COMPANII TIiiSUR YWY. T115 !LIMY DM VDT KV-C1lla RIZIIFOACIL IMY1111GA11DX m LOCAT1aMf O' AlU.IlAS111:D1. LASCJAIII.T1 MIGHT Ot YAY1, O1 VTIUNRS OW Mf 1'11OIGATY I.10MMD LM M 1:011WU1Y RATA% THAT ,f6 SLOWLY Of 1TA:1'AD,OTY LLGAl1Y DOCAIRSD HARM VAS MMS ON 1111 GAOLMD R6 DAY AJLY14i1/ AMD 1f CoWrT 1O 41* INISTOISICIENOMMIMAADILUES Al Dr AAISTEB RPL11AO SW? C:\Users\legistar\AppData\Local\Temp\BCL Technologies\easyPDF 8\©BCL@800EA364\©BCL©800EA364.docx Page 5 of 5 Case No. 0319-03 Corpus Christi Storage Solutions, LLC: Ordinance rezoning property at or near 10224 Leopard Street from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District WHEREAS, the Planning Commission has forwarded to the City Council its final report and recommendation regarding the application of Corpus Christi Storage Solutions, LLC. ("Owner"), for an amendment to the City of Corpus Christi's Unified Development Code ("UDC") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, a public hearing was held on Wednesday, April 17, 2019, during a meeting of the Planning Commission. The Planning Commission recommended denial of the change of zoning from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District, in lieu thereof, approval of the "RS- 6/SP" Single -Family 6 District with a Special Permit (SP) with conditions and on Tuesday, May 21, 2019, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve the public health, necessity, convenience and general welfare of the City of Corpus Christi and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. Upon application made by Corpus Christi Storage Solutions, LLC. ("Owner"), the Unified Development Code ("UDC") of the City of Corpus Christi, Texas ("City"), is amended by changing the zoning on a property described as being 0.438 acre tract described in a deed recorded in Document No. 830120, Official Public Records of Nueces County, Texas and also being the south 75.00 feet of the Park Lot, Block 4, Highway Village, located on the north side of Leopard Street, east of McKenzie Road, and west of Irma Drive (the "Property"), from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District (Zoning Map No. 060048), as shown in Exhibits "A" and "B". Exhibit A, is a metes and bounds description of the Property, and Exhibit B, which is a map to accompany the metes and bounds, are attached to and incorporated in this ordinance by reference as if fully set out herein in their entireties. SECTION 2. The official UDC Zoning Map of the City is amended to reflect changes made to the UDC by Section 1 of this ordinance. SECTION 3. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011, and as amended from time to time, except as changed by this ordinance, both remain in full force and effect. SECTION 4. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 5. All ordinances or parts of ordinances specifically pertaining to the zoning of the Property and that are in conflict with this ordinance are hereby expressly repealed. SECTION 6. Publication shall be made in the City's official publication as required by the City's Charter. K:\DevelopmentSvcs\SHARED\ZONING CASES \2019\0319-03 Corpus Christi Storage Solutions, LLC\Council Documents\Ordinance_0319-03 Corpus Christi Storage Solutions, LLC.docx Page 2 of 5 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor Page 3 of 5 STATE OF TEXAS COUNTY OF NUECES EXHIBIT Exhibit A Field notes of a 0.438 acre tract described in a decd recorded in Document No. 830120. Official Public Records of Nueces County, Texas and also being the south 75.00 feet of the Park Lot, Block 4, Highway Village, as shown on the plat recorded in Volume 11. Pages 54 - 55, Map Records of Nueces County, Texas. Said 0,438 acre tract being more particularly described as follows. COMMENCING at a point in the northeast right of way of Leopard Street and in the common lint of Lots 2 and 3. Block 4. of said Highway Village. from WHENCE a 51" re -bar found in the no theau right of way of Leopard Street and in the common line of Lots 1 and 2, Block 4. bears, North 58'33'56" West, a distance of 100.00 feet. THENCE with the common line of Lots 2 and 3, North 00°45'56" West. a distance of 110.14 feet to a point in the east line of Lot 2, for the common west corner of Lot 3. said Park Lot. and this sunny, and for the POINT of BEGINNING. THENCE with the common line of Lot 2, Park Lot, and this survey, North 00°45'56" West, a distance of 75.00 feet to a 518"re-bar foundlpreviously set in the common line of Lot 2 and Park Lot and for the northwest corner of this survey. THENCE North 89°14'04" East, a distance of 254.11 feet to a 5t8"re bar found/previously' set for the common comer of Lots 8, 9. Park Lot, and this survey. TIIENCE with the common line of Lot 8, Park I.ot, and this sureey, South Ott°45'46" East, a distance of 75.00 fat to a point for the common corner of Lots 5.6.8. Park Lot and this survey. THENCE with the common line of Lots 3.4.5, Park Lot and this survey, South 89°14'04" West, a distance of 254.11 feet to the POINT of BEGINNING, and containing 0.438 acres of land. more or kss. Notes: 1.) Bearings are basal on Global Positioning System NAD 83 (93) 4205 Datum_ 2.) A Map of equal date accompanies this Metes and Bounds description. 3.) Set 51" re -bar — steel re -bar set with yellow plastic cap labeled Bnster Surveying. I. Ronald E. Brister do hereby certify that this survey of the property legally described herein was made on the ground this day July 30.2018 and is correct to the best of my knowledge and belief. 11 1 ►,IT Ro . E. ristcr, RPLS No. 5 • t 7 Dune: February 13, 2019, Job No. I90275 Page 4 of 5 Exhibit B SURVEY OF A 0.438 ACRE TRACT DESCRIBED IN A DEED RECORDED IN DOCUMENT NO. 830120, OFFICIAL PUBLIC RECORDS OF NUECES COUNTY. TEXAS AND ALSO BEING THE SOUTH 75110 FEET OF THE PARK LAT , BLOCK 4, HIGHWAY VILLAGE, AS SHOWN ON THE PLAT RECORDED IN VOLUME 11, PAGES 54 - 55. MAP RECORDS OF NUECES COUNTY, TEXAS. EXHIBIT LOT9 LOT 8 75110' (DEED) Sop' 45' 56'E 75.1101 (MEAS) ur uJ: 7 0438 ACRES 19,058 S.P. J IO U1 b 6 LOT 6 SCALE r -11) LOT 5 LOT4 NOIY P,O,B 75110' (AIMS) 75.00' (DEED) LOT 2 LATI 14115 SOF Q- PROPERTY CORNER ®- FOUNT) 5,8' RE•BAR Q - FOUND 5B' RE•BAR PREVIOUSLY SET (t Brister Surveying 4415 foal Pw. Mai Obs W. 51 Cup. CRTs, Tout OW11 0lwteiu 10101 NIC Orman4.45,454.44545.5 e.. w Psn R11NP..1.4 1R5aoi 15 GRMIUC {lOTI1VG LIMY. THIS PAUPCRIY R )LA I W R' ITM W ZOO! AS DR/TCD OV T! PEDERAL W05CI CACI 14451.4011 4t747 4415 IVNNI 411 PAACL 5RY4R/ O13D C DATED JULY M. NW A.VD 015 ® O Pm LOCATED 111 A OOIOIUTIL IU YP4n PIf*1D{OFC awY-s fuR \� FEBRUARY 13. 3019 11)11\I) R11:13 AO/i1 1101AL WRY! YLU MICA 151 W 11111 21 NR EASLRED A11111MIL L MUD OR1GIAA1. fg1M11114G IYI4EN 144.55. 14E 11511 1 1)3LT 11' 111:4151 . 11131. U4411 LCT 1140 VELIOW PLUME CV ,01044 RROTTA SL RV111A0 41 ANP1!1 AAD RCA 154 DFN' 45 1101145 WTL AfCbWANiS T1651.5VV TMS ai111 W6 '01 WCILD11114 RrN.AACIL 11YS51441101. OW 10(4111/155 AL1 Sp11511.0155 5,31:455.1{ 5111111 111113, (Al *5111711140,1 MS 11104:551 *111314511I L 5514115 00111:Ra5 CERII11 714 AT 1414S*LLY'11 O11111: PWPSTY=ALLY DCSCRIIED !W IELV WAS MA010V TIL GRCtPp 15113 DAY 11.11.1 13,341 4AD 11 00115 5 01 RI 1511 Ra1ar1i9 Ll AADR11ir Al 05511 133 RP!. 5 505141 Page 5 of 5 PLANNING COMMISSION FINAL REPORT Case No. 0319-03 INFOR No. 19ZN1006 Planning Commission Hearing Date: April 17, 2019 Applicant & Legal Description Owner: Corpus Christi Storage Solutions, LLC. Applicant: Corpus Christi Storage Solutions, LLC. Location Address: 10224 Leopard Street Legal Description: Being 0.438 acre tract described in a deed recorded in Document No. 830120, Official Public Records of Nueces County, Texas and also being the south 75.00 feet of the Park Lot, Block 4, Highway Village, located on the north side of Leopard Street, east of McKenzie Road, and west of Irma Drive. Zoning Request From: "RS -6" Single -Family 6 District To: "CG -2" General Commercial District Area: 0.438 acres Purpose of Request: To allow for the parking and storage of trailers, boats, and recreational vehicles as part of an existing mini -storage business. Existing Zoning and Land Uses Existing Zoning District Existing Land Use _ Future Land Use Site "RS -6" Single -Family 6 Park Permanent Open Space North "RS -6" Single -Family 6 Park Permanent Open Space South "CG -2" General Commercial Commercial Commercial East "RS -6" Single -Family 6 Low Density Residential Medium Density Residential West "CG -2" General Commercial Commercial Commercial ADP, Map & Violations Area Development Plan: The subject property is located within the boundaries of the Northwest Area Development Plan and is planned for permanent open space uses. The proposed rezoning is inconsistent with the adopted Comprehensive Plan (Plan CC). However, the proposed use is generally consistent with the adopted Comprehensive Plan (Plan CC). Map No.: 060048 Zoning Violations: None Transportation Transportation and Circulation: The subject property does not have street frontage. However, the associated mini -storage business has approximately 300 feet of street frontage along Leopard Street which is designated as an "A2" Secondary Arterial Street. According to the Urban Transportation Plan, "A2" Secondary Arterial Streets can convey a capacity between 20,000 to 32,000 Average Daily Trips (ADT). Staff Report Page 2 • a• Lp 0 ci Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume Leopard Street "A2" Secondary Arterial 100' ROW 54' paved 161' ROW 100' paved 8,852 ADT (2014) Staff Summary: Requested Zoning: The applicant is requesting a rezoning from the "RS -6" Single -Family District to the "CG -2" General Commercial District to allow for the parking and storage of trailers, boats, and recreational vehicles as part of an existing mini -storage business. Development Plan: The subject property is 0.438 acres in size. The owner is proposing the parking and storage of trailers, boats, and recreational vehicles as part of an existing mini -storage business. Existing Land Uses & Zoning: The subject property is currently zoned "RS -6" Single - Family 6 District, consists of a lot that has been used as a storage lot for boats, recreational vehicles, and has remained since annexation in 1962. To the north is a property zoned "RS -6" Single -Family 6 District and consists of public park (Patterson Park, 1962). To the south is a commercial business zoned "CG -2" General Commercial District and consists of the associated mini -storage business that has been in operation since 1974. To the east are single-family residences (Highway Village, 1948) zoned "RS - 6" Single -Family 6 District. To the west are commercial properties zoned "CG -2" General Commercial District and consists of an ice company, offices for Dow Chemical, and an air condition repair company. AICUZ: The subject property is not located in one of the Navy's Air Installation Compatibility Use Zones (AICUZ). Plat Status: The property is not platted. Utilities: Water: 8 -inch ACP line located along Leopard Street. Wastewater: 10 -inch VCP line located along Leopard Street. Gas: 2 -inch Service Line located along Leopard Street. Storm Water: Road side drainage located along Leopard Street. Plan CC & Area Development Plan Consistency: The subject property is located within the boundaries of the Northwest Area Development Plan and is planned for Permanent Open Space uses. The proposed rezoning to the "CG -2" General Commercial District is generally consistent with the adopted Comprehensive Plan (Plan CC) and warrants an amendment to the Future Land Use Map. The following policies should be considered: • Encourage orderly growth of new residential, commercial, and industrial areas (Future Land Use, Zoning, and Urban Design Policy Statement 1). Staff Report Page 3 • Promote a balanced mix of land uses to accommodate continuous growth and promote the proper location of land uses based on compatibility, locational needs, and characteristics of each use (Future Land Use, Zoning, and Urban Design Policy Statement 1). Department Comments: • The proposed rezoning is inconsistent with the adopted Comprehensive Plan (Plan CC). However, the proposed use is generally consistent with the adopted Comprehensive Plan (Plan CC). • The proposed rezoning is incompatible with the adjoining residential properties. However, the proposed use (boat and recreational vehicle storage) does not have a negative impact upon the adjacent commercial properties. • The "CG -2" District opens the possibility of more intense commercial uses such as bars and night clubs adjacent to single-family residences. • A small vehicle storage lot is a low impact commercial use. The limited hours of operation of 6:00 a.m. to 9:00 p.m. would reduce the chance of any potential negative impacts from occurring. • The associated mini -storage business has been in operation since 1974 and has been recently purchased by the current owner to continue the business. Planninci ommission and Staff Recommendation (April 17, 2019): Denial of the change of zoning from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District, in lieu thereof, approval of the "RS-6/SP" Single -Family 6 District with a Special Permit (SP) with the following conditions. 1. Uses: The only uses authorized by this Special Permit other than uses permitted by right in the base zoning district is a "Boat and Recreational Vehicle Storage" as described in Section 5.1.4.H "Self -Service Storage" of the Unified Development Code (UDC). 2. Hours of Operation: The hours of operation shall be daily from 6:00 AM to 9:00 PM. 3. Noise: Noise regulations shall be subject to Section 31-3 of the Municipal Code. Outside paging, speakers, telephone bells, or similar devices are prohibited. 4. Buffer Yard: A Type C Buffer Yard as defined by Section 7.9.5.A of the Unified Development Code (UDC) shall be required where the subject property shares a property line with a residential zoning district and/or residential use. 5. Lighting: All security lighting must be shielded and directed away from abutting residences and nearby streets. Cut-off shields are required for all lighting fixtures. No light projection is permitted beyond the property line near all public roadways and residential development. 6. Use Requirements: The use must adhere the to the requirements of Section 5.2.14 of the Unified Development Code (UDC) in regards to a Boat and Recreational Vehicle Storage use. Staff Report Page 4 7. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 8. Time Limit: In accordance with the UDC, this Special Permit shall be deemed to have expired within twelve (12) months of this ordinance, unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. Vote Results: For: 7 Opposed: 0 Absent: 2 Abstained: 0 Public Notification Number of Notices Mailed — 15 within 200 -foot notification area 6 outside notification area As of April 12, 2019: In Favor — 0 inside notification area — 1 outside notification area In Opposition — 0 inside notification area — 0 outside notification area Totaling 0.00% of the land within the 200 -foot notification area in opposition. Attachments: A. Location Map (Existing Zoning & Notice Area) B. Public Comments Received (if any) K:\DevelopmentSvcs\SHARED\ZONING CASES\2019\0319-03 Corpus Christi Storage Solutions, LLC\Council Documents\CC Report_0319-03 Corpus Christi Storage Solutions, LLC.docx SUBJECT PROPERTY Inda 5 1• hw Staff Report Page 5 -N RS -6 3 R,M-3 CHARLES DR HARK Gion OUNTISS DR RS 802 RS -TF CG -2 i} 4 8 }4 5 15 7 rig Cfoi:Ytl: &1 T1O19 Paepami 6y: ri•H Lapar-Jlwnr or L91.00p.r1, 59fYR. CASE: 0319-03 ZONING & NOTICE AREA 1W-1 Rilrailly1 IOI-s lamir.mlp' Y RN -2 ilcAtamlly o n Prole cclenS011be RN -AT Rrllramlly AT CN -1 N.Illrhorlrootl Comm. rola) CII•Y N.IYl1h,rereotl Comm. Mal CR -1 Re Lori Comm,rolal CR -2 Re co 01 Comm.rolal co, O,n.ral Comm, rolat CO -2 o.n.ralCommensal CI anSnRw Comm. roll CBC Downtown CommsYl CR -2 Re con Comm.mYl 1R Beim Rural R Naler.°Map pp En cine.. Part • Lilt !nduailal N v 1Ouch.N P11C - e-1 Oral qv -Overlay Ra -19 ==anb 10 Ra -0 -aRNY Ri4.0 : - 'ant 4.G Ra -TF Ra -10 !' --Nob 16 RE -:r. iei4.l Eclat. RSTH Tr'enhouaa Coco al Permfl RV fi3 crrratbnsa VBhJCB Pant pM H ManulaolUred Nome ria, 996 h re 0 �wnes n A4ty 4 Owners KICM2arrn led on X cones a`A^Yd vomes.yplle hcCpoanbn Staff Report Page 6 Persons with disabilities planning to attend this meeting, who may require special services, are requested to contact the Development Services Department at least 48 hours in advance at (361) 826.3240. Personas con mcapacidades, aue tienen la intention de asistir a esta Junta v que reaureren servicios especiales, se les suplica que den aviso 48 oras antes de la junta Ilamando al departamento de servicios de desarrollo. al Humero (361) 826-3240 If you wish to address the Commission during the meeting and your English is limited. please call the Development Services Department at (361) 826-3240 at least 48 hours in advance to request an interpreter be present during the meeting Si usted desea dinqirse ala commission durante la junta v su mgles es limitado, favor de Ilamar al Qepartamento de servicios de desarrollo al numero (361 ) 826-3240 al menos 48 horas antea solicitor untrspresente durante la Junta CITY PLANNING COMMISSION PUBLIC HEARING NOTICE Rezoning Case No. 0319-03 , APR 11 20'9 CITY SECRETARY , -=:;. Corpus Christi Storage Solutions, LLC has petitioned the City of Corpus Christi to consider a change of zoning from the "RS -6" Single -Family 6 District to the "CG -2" General Commercial District, resulting in a change to the Future Land Use Map. Tie prope-ty to be rezoned is described as 10224 Leopard Street and being 0.438 acre tract described in a deed recorded in Document No. 830120, Official Public Records of Nueces County. Texas and also being the south 75.00 feet of the Park Lot, Block 4. Highway Village, located on the north aide of Leopard Street, east of McKenzie Road, and west of Irma Drive. The Planning Commission may recommend to City Council approval or denial, or approval of an intermediate zoning classification and/or Special Permit. Approval of a change of zoning, if inconsistent with the City's Comprehensive Plan, will also have the effect of amending the Comprehensive Plan to reflect the approved zoning. The Planning Commission will conduct a public heanng for this rezoning request to discuss and formulate a recommendation to the City Council. The public hearing will be held on Wednesday. April 17, 2019+ during one of the Planning Commission's regular meetings, which begins at 5:30 p.m., in the City Council Chambers, 1201 Leopard Street. You are invited to attend this public heanng to express your views on this rezoning request. For more information, please call (361) 826-3240. TO BE ON RECORD, THIS FORM MUST BE FILLED OUT, SIGNED BY THE CURRENT PROPERTY OWNERS) AND MAILED IN ITS ENTIRETY TO THE DEVELOPMENT SERVICES DEPARTMENT. P. O. BOX 9277, CORPUS CHRISTI. TEXAS 78469- 9277. ANY INFORMATION PROVIDED BELOW BECOMES PUBLIC RECORD. NOTE: In accordance with the Planning Commission By -Laws, no discussion shall be held by a member or members of this Commission with an applicant or appellant concerning an application or appeal either at home or office. or in person. by telephone call or by letter. Printed Name 1 U !O SO — 11-4) ciLoaie ISD Address Po S )()-1,66 City/State: ((-r 7Z T/L ( FAVOR i ) IN OPPOSITION Phone: 3tb/— 943 47/66 REASON. SEE MAP ON REVERSE SIDE INFOR Case No 19ZN1006 Property Owner ID0 Si nature Case No 0319-03 Project Manager. Andrew Dimas Email andrewd2Qcdexas corn Zoning Case #0419-03 Corpus Christi Storage Solutions, LLC. Rezoning for a Property at 10224 Leopard Street City Council Presentation May 21, 2019 Aerial Overview Subject Property at 10224 Leopard Street Vicinity Map 3:4:29,9 r rr.• N • ••• F. JAG OpenStreetrAir p and contribute's , Creative Commons -SbareAlke License (CC -84A) 3 Zoning Pattern SUBJECT PROPERTY • Ii111 4 Planning Commission and Staff Recommendation Denial of the "CG -2" General Commercial District in lieu thereof Approval of the "RS-6/SP" Single -Family 6 District with a Special Permit (SP). Special Permit Conditions 1. Uses: The only uses authorized by this Special Permit other than uses permitted by right in the base zoning district is a "Boat and Recreational Vehicle Storage" as described in Section 5.1.4.H "Self -Service Storage" of the Unified Development Code (UDC). 2. Hours of Operation: The hours of operation shall be daily from 6:00 AM to 9:00 PM. 3. Noise: Noise regulations shall be subject to Section 31-3 of the Municipal Code. Outside paging, speakers, telephone bells, or similar devices are prohibited. 4. Buffer Yard: A Type C Buffer Yard as defined by Section 7.9.5.A of the Unified Development Code (UDC) shall be required where the subject property shares a property line with a residential zoning district and/or residential use. Special Permit Conditions 5. Lighting: All security lighting must be shielded and directed away from abutting residences and nearby streets. Cut-off shields are required for all lighting fixtures. No light projection is permitted beyond the property line near all public roadways and residential development. 6. Use Requirements: The use must adhere the to the requirements of Section 5.2.14 of the Unified Development Code (UDC) in regards to a Boat and Recreational Vehicle Storage use. 7. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 8. Time Limit: In accordance with the UDC, this Special Permit shall be deemed to have expired within twelve (12) months of this ordinance, unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. Public Notification 15 Notices mailed inside 200' buffer 6 Notices mailed outside 200' buffer Notification Area Opposed: 0 (0.00%) In Favor: 1 TM -ISD In Favor RS -6 CHARLES DR SUBJECT PROPERTY ff }4 8 UDC Requirements Buffer Yards: CG -2 to RS -6: Type C: 15' & 15 pts. Setbacks: N/A Parking: 1:250 GFA (Office) - Landscaping, Screening, and Lighting Standards. Uses Allowed: Retail, Offices, Vehicle Sales, Bars, and Storage Utilities sew CI! Water: 8 -inch ACP Wastewater: 10 -inch VCP Gas: 2 -inch Service Line Storm Water: Roadside Drainage AGENDA MEMORANDUM Public Hearing/First Reading Ordinance for the City Council Meeting 5/21/2019 Second Reading Ordinance for the City Council Meeting 6/11/2019 DATE: April 22, 2019 TO: Peter Zanoni, City Manager FROM: Nina Nixon -Mendez, FAICP, Director, Development Services Department NinaM@cctexas.com (361) 826-3276 Rezoning property at or near 701 McBride Lane CAPTION: Case No. 0419-01 Vernon and Jennifer Carr: Ordinance rezoning property at or near 701 McBride Lane from the "CG -2" General Commercial District and "RS -6" Single -Family 6 District to the "IL" Light Industrial District PURPOSE: The purpose of this item is to allow for the construction of a welding shop. BACKGROUND AND FINDINGS: The subject property is 0.909 acres in size. The owner is proposing a welding shop with only himself as the sole employee at this time. ALTERNATIVES: 1. Denial of the "IL" Light Industrial District. 2. Approval of the "IL" Light Industrial District (Requires 3/4 Vote). 3. Denial of the "IL Light Industrial District and in lieu thereof approval of the "CG-2/SP" General Commercial District with a Special Permit (SP) with conditions. OTHER CONSIDERATIONS: None. CONFORMITY TO CITY POLICY: The subject property is located within the boundaries of the Westside Area Development Plan and is planned for light industrial uses. The proposed rezoning to the "IL" Light Industrial District is generally consistent with the adopted Comprehensive Plan (Plan CC). EMERGENCY / NON -EMERGENCY: Non -Emergency DEPARTMENTAL CLEARANCES: Legal and Planning Commission FINANCIAL IMPACT: X Operating o Revenue Capital Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Funding Detail: Fund: N/A Organization/Activity: N/A Mission Element: N/A Project # (CIP Only): N/A Account: N/A RECOMMENDATION: Planning Commission and Staff Recommendation (April 17, 2019): Denial of the change of zoning from the "CG -2" General Commercial District and the "RS -6" Single -Family 6 District to the "IL" Light Industrial District, in lieu thereof, approval of the "CG- 2/SP" General Commercial District with a Special Permit (SP) with conditions. Vote Results: For: 7 Opposed: 0 Absent: 2 Abstained: 0 LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0419-01 Vernon and Jennifer Carr: Ordinance rezoning property at or near 701 McBride Lane from the "CG -2" General Commercial District and "RS -6" Single -Family 6 District to the "CG- 2/SP" General Commercial District with a Special Permit (SP) with conditions WHEREAS, the Planning Commission has forwarded to the City Council its final report and recommendation regarding the application of Vernon and Jennifer Carr ("Owner"), for an amendment to the City of Corpus Christi's Unified Development Code ("UDC") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, a public hearing was held on Wednesday, April 17, 2019, during a meeting of the Planning Commission. The Planning Commission recommended denial of the change of zoning from the "CG -2" General Commercial District and the "RS -6" Single -Family 6 District to the "IL" Light Industrial District, in lieu thereof, approval of the "CG-2/SP" General Commercial District with a Special Permit (SP) with conditions and on Tuesday, May 21, 2019, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve the public health, necessity, convenience and general welfare of the City of Corpus Christi and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. Upon application made by Vernon and Jennifer Carr ("Owner"), the Unified Development Code ("UDC") of the City of Corpus Christi, Texas ("City"), is amended by changing the zoning on a property described as being 0.909 acre tract being Lots 168, 167, and the east 25' of Lot 166, Ebony Acres Unit 2, located on the west side of McBride Lane, south of Hampshire Road, and north of Leopard Street (the "Property"), from the "CG -2" General Commercial District and "RS -6" Single -Family 6 District to the "CG-2/SP" General Commercial District with a Special Permit (SP) with conditions (Zoning Map No. 051045), as shown in Exhibits "A" and "B". Exhibit A, is a metes and bounds description of the Property, and Exhibit B, which is a map to accompany the metes and bounds, are attached to and incorporated in this ordinance by reference as if fully set out herein in their entireties. SECTION 2. The Special Permit granted in Section 1 of this ordinance is subject to the Owner following the conditions listed below: 1. Uses: The only uses authorized by this Special Permit other than uses permitted by right in the base zoning district is a "Welding, Machine, and Tool Repair Shop" as described in Section 5.1.5.A "Light Industrial Service" of the Unified Development Code (UDC). 2. Hours of Operation: The hours of operation shall be daily from 8:00 AM to 8:00 PM. 3. Noise: Noise regulations shall be subject to Section 31-3 of the Municipal Code. Outside paging, speakers, telephone bells, or similar devices are prohibited. 4. Lighting: All security lighting must be shielded and directed away from abutting residences and nearby streets. Cut-off shields are required for all lighting fixtures. No light projection is permitted beyond the property line near all public roadways and residential development. 5. Indoor Work: All welding and machine work shall occur only indoors. 6. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 7. Time Limit: In accordance with the UDC, this Special Permit shall be deemed to have expired within twelve (12) months of this ordinance, unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. SECTION 3. The official UDC Zoning Map of the City is amended to reflect changes made to the UDC by Section 1 of this ordinance. SECTION 4. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011, and as amended from time to time, except as changed by this ordinance, both remain in full force and effect. SECTION 5. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 6. All ordinances or parts of ordinances specifically pertaining to the zoning of the Property and that are in conflict with this ordinance are hereby expressly repealed. SECTION 6. Publication shall be made in the City's official publication as required by the City's Charter. C:\Users\Iegistar\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@600E5070\@BCL@600E5070.docx Page 2 of 5 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor C:\Users\legistar\AppData\Local\Temp\BCL Technologies\easyPDF 8\©BCL©600E5070\@BCL©600E5070.docx Page 3 of 5 Exhibit A STATE OF TEXAS COUNTY OF NIECES Field notes of a 0.909 acre tract being Lots 168, 167, and thc east 25' of Lot 166, Ebony Acres Unit 2, as shown on a map recorded in Volume 10, Page 17, Map Records ol'Nucces County. Texas. Said 0.909 acrc tract heing more particularly described as follows: BEGINNING al a 5/8" re -bar found in the intersection of the west right of way of McBride Lane and the south right of way of I lampshire Road. for the northeast corner of said Lot 168, the northeast corner of this survey, and for the POINT of BEGINNING. THENCE with the common line of McBride Lane, said Lot 168. and this survey, South 00°41'47" East, a distance of 175.39 feet to a 5/8" re -bar found, in the west right of way of McBride Lane, for the northeast corner of Lot 121 of said Ebony Acres Unit 2, for the southeast corner of said Lot 168, and for the southeast corner of this survey. THENCE with the common line of said Lots 168, 167 and 166, said Lot 121, Lots 122 and 123 of said Ebony Acres Unit 2. and this survey, North 89°13'25" West, a distance of 225.94 feet to a 5/8" re -bar found in the north line of said Lot 123, the south line of said Lot 166, and for the southwest corner of this survey. THENCE North 00°40'49" West, a distance of 175.38 feet to a 518" re -bar found in the south right of way of Hampshire Road, in the north line of said Lot 166, and for the northwest corner of this survey. THENCE with the common line of -Hampshire Road, said Lots 166, 167, 168, and this survey, South 89°13'31" East. a distance of 225.89 feet to the POINT of BEGINNING of this survey, and containing 0.909 acres of land, more or less. Notes: 1.) Bearings arc based on Global Positioning System NAD 83 (93) 4205 Datum. 2.) A Map of equal date accompanies this Metes and Bounds description. 3.) Set 518" re -bar - steel re -bar set with yellow plastic cap labeled Brister Surveying. I, Ronald E. Brister do hereby certify that this survey of the property legally described herein was made on the ground this day October 23.2019 and is correct to thc best of my knowledge and belief. RonalE. Brister, RPLS No. 5407 Date: October 24, 2014, Job No. 190409 C:\Users\legistar\AppData\Local\Temp\BCL Technologies\easyPDF 8\©BCL©600E5070\©BCL©600E5070.docx Page 4 of 5 0 CG -2 HAMPSHIRE RD RS -6 ERIN DR HALL AVE Exhibit B 00 600 Feet CBRIDE•L•N SUBJECT PROPERTY IL Dale Created: 4/2/2019 Prepared Dy: JeremyM Department of Development Services CASE: 0419-01 SUBJECT PROPERTY WITH ZONING 1C Subject Property RM -1 Multifamily 1 RM -2 Multifamily 2 RM -3 Multifamily 3 O 5 Professional Office RM -AT Multifamily AT CN -1 Neighborhood Commercial CN -2 Neighborhood Commercial CR -1 Resort Commercial CR -2 Resort Commercial CG -1 General Commercial CG -2 General Commercial CI Intensive Commercial CBD Downtown Commercial CR -3 Resort Commercial FR Farm Rural H Historic Overlay RP Business Park IL Light Industrial IH Heavy Industrial PUS Planned Unit Dev. Overlay RS -10 Single -Family 10 RS -6 Single -Family 5 RS -4.5 Single -Family 4.5 RS -TF Two -Family RS -15 Single -Family 15 RE Residential Estate RS-TH Townhouse SP Special Permit RV Recreational Vehicle Park RMH Manufactured Home WF. t4/ LOCATION MAP GIN SUBJECT PROPERTY 7.3 City of Corpus Christi -% C:\Users\Iegistar\AppData\Local\Temp\BCL Technologies\easyPDF 8\@BCL@600E5070\@BCL@600E5070.docx Page 5 of 5 Case No. 0419-01 Vernon and Jennifer Carr: Ordinance rezoning property at or near 701 McBride Lane from the "CG -2" General Commercial District and "RS -6" Single -Family 6 District to the "IL" Light Industrial District WHEREAS, the Planning Commission has forwarded to the City Council its final report and recommendation regarding the application of Vernon and Jennifer Carr ("Owner"), for an amendment to the City of Corpus Christi's Unified Development Code ("UDC") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, a public hearing was held on Wednesday, April 17, 2019, during a meeting of the Planning Commission. The Planning Commission recommended denial of the change of zoning from the "CG -2" General Commercial District and the "RS -6" Single -Family 6 District to the "IL" Light Industrial District, in lieu thereof, approval of the "CG-2/SP" General Commercial District with a Special Permit (SP) with conditions and on Tuesday, May 21, 2019, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve the public health, necessity, convenience and general welfare of the City of Corpus Christi and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. Upon application made by Vernon and Jennifer Carr ("Owner"), the Unified Development Code ("UDC") of the City of Corpus Christi, Texas ("City"), is amended by changing the zoning on a property described as being 0.909 acre tract being Lots 168, 167, and the east 25' of Lot 166, Ebony Acres Unit 2, located on the west side of McBride Lane, south of Hampshire Road, and north of Leopard Street (the "Property"), from the "CG -2" General Commercial District and "RS -6" Single -Family 6 District to the "IL" Light Industrial District (Zoning Map No. 051045), as shown in Exhibits "A" and "B". Exhibit A, is a metes and bounds description of the Property, and Exhibit B, which is a map to accompany the metes and bounds, are attached to and incorporated in this ordinance by reference as if fully set out herein in their entireties. SECTION 2. The official UDC Zoning Map of the City is amended to reflect changes made to the UDC by Section 1 of this ordinance. SECTION 3. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011, and as amended from time to time, except as changed by this ordinance, both remain in full force and effect. SECTION 4. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 5. All ordinances or parts of ordinances specifically pertaining to the zoning of the Property and that are in conflict with this ordinance are hereby expressly repealed. SECTION 6. Publication shall be made in the City's official publication as required by the City's Charter. K:\DevelopmentSvcs\SHARED\ZONING CASES\2019\0419-01 Vernon and Jennifer Carr\Council Documents\Ordinance_ 0419-01 Vernon and Jennifer Carr.docx Page 2 of 5 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor Page 3 of 5 Exhibit A STATE OF TEXAS COUNTY OF NUECES Field notes of a 0.909 acre tract being Lots 168, 167, and the east 25' of Lot 166, Ebony Acres Unit 2, as shown on a map recorded in Volume 10, Page 17, Map Records of Nucces County, Texas. Said 0.909 acre tract being more particularly described as follows: BEGINNING ala 5/8" rc-har found in the intersection of the west right of way of McBride I.ane and the south right away of I lampshire Road. for the northeast corner of said Lot 168, the northeast corner of this survey, and for the POINT of BEGINNING. THENCE with the common line of McBride Lane, said Lot 168, and this survey, South 00°41'47" East, a distance of 175.39 fed to a 5/8" re -bar found, in the west right of way of McBride Lane, for the northeast corner of Lot 121 of said Ebony Acres Unit 2, for the southeast caner of said Lot 168, and for the southeast corner of this survey. THENCE with the common line of said Lots 168. 167 and 166, said Lot 121, Lots 122 and 123 of said Ebony Acres knit 2, and this survey, North 89°13'25" West, a distance of 225.94 feet to a 5/8" re -bar found in the north line of said Lot 123, the south line of said Lot 166, and for the southwest corner of this survey. THENCE North 00°40'49" West, a distance of 175.38 feet to a 5/8" re -bar found in the south right of way of Hampshire Road, in the north line of said Lot 166, and for the northwest corner of this survey. THENCE with the common line of Hampshire Road, said Lots 166, 167, 168, and this survey, South 8913'31" East. a distance of 225.89 feet to thc POINT of BEGINNING of this survey, and containing 0.909 acres of land, more or Tess. Notes: 1.) Bearings are based on Global Positioning System NAD 83 (93) 4205 Datum, 2.) A Map of equal date accompanies this Metes and Bounds description. 3.) Set 5/8" re -bar - steel re -bar set with yellow plastic cap labeled Brister Surveying. 1, Ronald E. Brister do hereby certify that this survey of the property legally described herein was made on the ground this day October 23 2019 and is correct to thc best of my knowledge and belief. Ronal E. Brister, RPLS No. 5407 Date: October 24. 2014. Job No. 190409 Page 4 of 5 Exhibit B CG -2 HAMPSHIRE RD RS -6 HALL AVE 0 00 600 MCBR3DETN SUBJECT PROPERTY IL Date Created: 41'212019 Prepared By: JeremyM nonarlm ant of lovdnnmon, Conrinoe CASE: 0419-01 SUBJECT PROPERTY WITH ZONING 1C Subject Property RM -1 Multifamily 1 RM -2 Multifamily 2 RM -3 Multifamily 3 pry PrOtOSSIOna l Office RM -AT Multifamily AT CN -1 Neighborhood Commercial CN -2 Neighborhood Commercial CR -1 Resort Commercial CR -2 Resort Commercial CG -1 General Commercial CG -2 General Commercial CI Intensive Commercial CBD Downtown Commercial CR -3 Resort Commercial FR Farm Rural H Historic Overlay BP Business Park IL Light Industrial IH Heavy Industrial PUD Planned Unit Dev. Overlay 65-15 Single -Family 10 RSA Single -Family 13 R5.-4_5 Single -Family 4.5 R5 -TF Two -Family RS -15 Single -Family 15 RE Residential Estate RS-TH Townhouse SP Special Permit By Recreational Vehicle Park RMH Manufactured Home AGNES SUBJECT PROPERTY ItSh_ *70CCM .6 LOCATION MAP 1 0 7aGNES City of Corpus Christi -7 Page 5 of 5 PLANNING COMMISSION FINAL REPORT Case No. 0419-01 INFOR No. 19ZN1007 Planning Commission Hearing Date: April 17, 2019 Applicant & Legal Description Owner: Vernon and Jennifer Carr Applicant: Vernon and Jennifer Carr Location Address: 701 McBride Lane Legal Description: Being 0.909 acre tract being Lots 168, 167, and the east 25' of Lot 166, Ebony Acres Unit 2, located on the west side of McBride Lane, south of Hampshire Road, and north of Leopard Street. Zoning Request From: "CG -2" General Commercial District and "RS -6" Single -Family 6 District To: "IL" Light Industrial District Area: 0.909 acres Purpose of Request: To allow for the construction of a welding shop. Existing Zoning and Land Uses Existing Zoning District Existing Land Use Future Land Use Site "CG -2" General Commercial and "RS -6" Single -Family 6 Vacant Light Industrial North "CG -2" General Commercial and "RS -6" Single -Family 6 Vacant and Low Density Residential Light Industrial and Medium Density Residential South "CG -2" General Commercial and "RS -6" Single -Family 6 Vacant and Public/Semi-Public Light Industrial and Government East "IL" Light Industrial Light Industrial Light Industrial West "RS -6" Single -Family 6 Low Density Residential Light Industrial and Medium Density Residential ADP, Map & Violations Area Development Plan: The subject property is located within the boundaries of the Westside Area Development Plan and is planned for light industrial uses. The proposed rezoning to the "IL" Light Industrial District is generally consistent with the adopted Comprehensive Plan (Plan CC). Map No.: 051045 Zoning Violations: None Staff Report Page 2 Transportation Transportation and Circulation: The subject property has approximately 175 feet of street frontage along McBride Lane which is designated as an "01" Minor Collector Street and approximately 226 feet of street frontage along Hampshire Road which is designated as a Local/Residential Street. According to the Urban Transportation Plan, "C1" Minor Collector Streets can convey a capacity between 1,000 to 3,000 Average Daily Trips (ADT). Street R.O.W. Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume McBride60' Lane 01 Minor Collector ROW 40' paved 66' ROW 34' paved N/A Hampshire Road Local/Residential 50' ROW 28' paved 60' ROW 30' paved N/A Staff Summary: Requested Zoning: The applicant is requesting a rezoning from the "CG -2" General Commercial District and "RS -6" Single -Family 6 District to the "IL" Light Industrial District to allow for the construction of a welding shop. Development Plan: The subject property is 0.909 acres in size. The owner is proposing a welding shop with only himself as the sole employee at this time. Existing Land Uses & Zoning: The subject property is currently zoned "CG -2" General Commercial District, consists of vacant land, and has remained undeveloped since annexation in 1954. To the north are properties zoned "CG -2" General Commercial District and "RS -6" Single -Family 6 District and consists of a vacant lot and single-family residences (Ebony Acres, 1946). To the south are a single-family residences (Ebony Acres, 1939) and a church zoned "CG -2" General Commercial District and "RS -6" Single -Family 6 District. To the east are various light industrial businesses and are zoned "IL" Light Industrial District. To the west are single-family residences (Ebony Acres, 1946) zoned "RS -6" Single -Family 6 District. AICUZ: The subject property is not located in one of the Navy's Air Installation Compatibility Use Zones (AICUZ). Plat Status: The property is not platted. Utilities: Water: 8 -inch ACP line located along McBride Lane. Wastewater: 8 -inch PVC line located along Hampshire Road. Gas: 4 -inch Service Line located along McBride Lane. Storm Water: Inlets along Hampshire Road. Plan CC & Area Development Plan Consistency: The subject property is located within the boundaries of the Westside Area Development Plan and is planned for Light Staff Report Page 3 Industrial uses. The proposed rezoning to the "IL" Light Industrial District is generally consistent with the adopted Comprehensive Plan (Plan CC). The following policies should be considered: • Encourage orderly growth of new residential, commercial, and industrial areas (Future Land Use, Zoning, and Urban Design Policy Statement 1). • Promote a balanced mix of land uses to accommodate continuous growth and promote the proper location of land uses based on compatibility, locational needs, and characteristics of each use (Future Land Use, Zoning, and Urban Design Policy Statement 1). • Where industrial land uses are proposed adjacent to existing or future residential areas, buffering techniques such as greater open space and privacy walls or landscaping should be required. (Westside ADP, Policy Statement B.4). Department Comments: • The proposed rezoning is generally consistent with the adopted Comprehensive Plan (Plan CC). • The proposed rezoning is incompatible with neighboring properties. However, the properties to the east, across McBride Lane are light industrial uses. The proposed use does not have a negative impact upon the surrounding neighborhood. • Existing commercial properties to the north and south are zoned "CG -2" General Commercial District. • An increase in zoning district intensity next to a single-family neighborhood will potentially subject additional residential homes to hazards such as: noise, smoke, vibration, dust, and odors. • McBride Lane is essentially the dividing line between light industrial uses and commercial/residential uses on the Future Land Use map. • A small welding shop is a low impact commercial use. The limited hours of operation of 8:00 a.m. to 8:00 p.m. would reduce the chance of any potential negative impacts from occurring. Planning Commission and Staff Recommendation (April 17, 2019): Denial of the change of zoning from the "CG -2" General Commercial District and the "RS -6" Single -Family 6 District to the "IL" Light Industrial District, in lieu thereof, approval of the "CG-2/SP" General Commercial District with a Special Permit (SP) with the following conditions. 1. Uses: The only uses authorized by this Special Permit other than uses permitted by right in the base zoning district is a "Welding, Machine, and Tool Repair Shop" as described in Section 5.1.5.A "Light Industrial Service" of the Unified Development Code (UDC). 2. Hours of Operation: The hours of operation shall be daily from 8:00 AM to 8:00 PM. 3. Noise: Noise regulations shall be subject to Section 31-3 of the Municipal Code. Outside paging, speakers, telephone bells, or similar devices are prohibited. Staff Report Page 4 4. Lighting: All security lighting must be shielded and directed away from abutting residences and nearby streets. Cut-off shields are required for all lighting fixtures. No light projection is permitted beyond the property line near all public roadways and residential development. 5. Indoor Work: All welding and machine work shall occur only indoors. 6. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 7. Time Limit: In accordance with the UDC, this Special Permit shall be deemed to have expired within twelve (12) months of this ordinance, unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. Vote Results: For: 7 Opposed: 0 Absent: 2 Abstained: 0 Public Notification Number of Notices Mailed — 19 within 200 -foot notification area 5 outside notification area As of March 12, 2019: In Favor — 0 inside notification area — 0 outside notification area In Opposition — 0 inside notification area — 0 outside notification area Totaling 0.00% of the land within the 200 -foot notification area in opposition. Attachments: A. Location Map (Existing Zoning & Notice Area) B. Public Comments Received (if any) K:\DevelopmentSvcs\SHARED\ZONING CASES\2019\0419-01 Vernon and Jennifer Carr\Council Documents\CC Report_0419-01 Vernon and Jennifer Carr.docx 14 15 HAMPSHIRE RD —HALL- AVE 0 Staff Report Page 5 0 400 000 Feet SUBJECT PROPERTY 10 !L Date Created. 4/212019 Prepared By: JeremyM Department of Development Services CASE: 0419-01 ZONING & NOTICE AREA RM -1 multifamily RM -2 Multifamily 2 RM -3 Multifamily 3 ON Professional Office RM -AT Multifamily AT CN -1 Neighborhood Commercial CN -2 CR -1 CR -2 CG -1 CG -2 CI CRB CR3 FR BP Neighborhood Commercial Resort Commercial Resort Can merclal General Commercial General Commercial Intensive Commercial Downtown Commercial Resort Commercial Fenn Rural Historic Overlay Business Park IL Light In Obstrial IR Heavy Industrial Pup Planned Unit Bev_ Overlay RS -10 Single -Family 10 RS -5 Single -Family 6 RS -4.5 Single -Family 4.3 RS -TF Teo -Family 35-16 Single -Family 15 RE Residential Estate R0-TH Townhouse SP Speoia1 Permit RV Recreational Vehicle Park RMH Manufactured Home 5wuB)ect PropeAy O Owners tb 200' balfer Th fever 4 oweer wmm2ob'rwrecr,n X owners attached ownership [abk �n sppesitian i17 ilh w. City of Christi O. I / 2 7 18 13 RS -0 IIIA 17 9 11 12 19 —HALL- AVE 0 Staff Report Page 5 0 400 000 Feet SUBJECT PROPERTY 10 !L Date Created. 4/212019 Prepared By: JeremyM Department of Development Services CASE: 0419-01 ZONING & NOTICE AREA RM -1 multifamily RM -2 Multifamily 2 RM -3 Multifamily 3 ON Professional Office RM -AT Multifamily AT CN -1 Neighborhood Commercial CN -2 CR -1 CR -2 CG -1 CG -2 CI CRB CR3 FR BP Neighborhood Commercial Resort Commercial Resort Can merclal General Commercial General Commercial Intensive Commercial Downtown Commercial Resort Commercial Fenn Rural Historic Overlay Business Park IL Light In Obstrial IR Heavy Industrial Pup Planned Unit Bev_ Overlay RS -10 Single -Family 10 RS -5 Single -Family 6 RS -4.5 Single -Family 4.3 RS -TF Teo -Family 35-16 Single -Family 15 RE Residential Estate R0-TH Townhouse SP Speoia1 Permit RV Recreational Vehicle Park RMH Manufactured Home 5wuB)ect PropeAy O Owners tb 200' balfer Th fever 4 oweer wmm2ob'rwrecr,n X owners attached ownership [abk �n sppesitian i17 ilh w. City of Christi Zoning Case #0419-01 Vernon and Jennifer Carr Rezoning for a Property at 701 McBride Lane City Council Presentation May 21, 2019 Aerial Overview Subject Property at 701 McBride Lane Vicinity Map N At t■ • ro 4.1.V050m N spur [c] OpenStreetMap and cp tribut rs, Creative Commar�,sS,are Alike License (CC -BY -SA) p` 3 Zoning Pattern Planning Commission and Staff Recommendation Denial of the "IL" Light Industrial District in lieu thereof Approval of the "CG-2/SP" General Commercial District with a Special Permit (SP). Special Permit Conditions 1. Uses: The only uses authorized by this Special Permit other than uses permitted by right in the base zoning district is a "Welding, Machine, and Tool Repair Shop" as described in Section 5.1.5.A "Light Industrial Service" of the Unified Development Code (UDC). 2. Hours of Operation: The hours of operation shall be daily from 8:00 AM to 8:00 PM. 3. Noise: Noise regulations shall be subject to Section 31-3 of the Municipal Code. Outside paging, speakers, telephone bells, or similar devices are prohibited. 4. Lighting: All security lighting must be shielded and directed away from abutting residences and nearby streets. Cut-off shields are required for all lighting fixtures. No light projection is permitted beyond the property line near all public roadways and residential development. Special Permit Conditions 5. Indoor Work: All welding and machine work shall occur only indoors. 6. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 7. Time Limit: In accordance with the UDC, this Special Permit shall be deemed to have expired within twelve (12) months of this ordinance, unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. Public Notification 19 Notices mailed inside 200' buffer 5 Notices mailed outside 200' buffer Notification Area Opposed: 0 (0.00%) In Favor: 0 CG -2 ERIN -DR SUBJECT PROPERTY 800 0 U X IL Date Created: aarspie RepareC Sy; JcremyM 8 UDC Requirements SUBJECT P�RO?EfRTY reran m r Daveroam-eht Se.orres Buffer Yards: IL to RS -6: Type D: 20' & 20 pts. IL to CG -2: Type A: 10' & 5 pts. Setbacks: Street: 20 feet Parking: 1:250 sq. ft. GFA Landscaping, Screening, and Lighting Standards. Uses Allowed: Retail, Offices, Vehicle Sales, Bars, and Storage Utilities Water: 8 -inch ACP 1 Wastewater: IF 8 -inch PVC Gas: 4 -inch Service Line Storm Water: On -street inlets AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: May 28, 2019 TO: Peter Zanoni, City Manager FROM: Robert Rocha, Fire Chief rrocha@cctexas.com 361-826-3932 Resolution authorizing submission of 3 grant applications for State Homeland Security Program and Law Enforcement Terrorism Activity. CAPTION: Resolution authorizing submission of 3 grant applications to the Office of the Governor for the State Homeland Security Program and State Homeland Security Program Law Enforcement Terrorism Activity. PURPOSE: The purpose of the resolution is to authorize the City of Corpus Christi Fire Department to submit three (3) grants. The grants will be submitted to the Office of the Governor for the Homeland Security Grant Program (HSGP) and Law Enforcement Terrorism Prevention Activities (LETPA). The purpose of the grants is to support state and local efforts to prevent terrorism and other catastrophic events and to prepare the Nation for threats and hazards that pose great risks to the United States. BACKGROUND AND FINDINGS: The Homeland Security Grant Program and Law Enforcement Terrorism Prevention Activities annually issue grants to improve the ability to respond to potential acts of terrorism, to purchase more advanced equipment and to enhance training. Since 2004 the U.S. Department of Home Security has annually issued grants to the State of Texas who in turn awards the grants to municipalities through the Homeland Security Program. The Grant applications to the Office of the Governor are for the following projects: 1. Airport Medical Response Equipment 2. Hazmat Team Enhancement 3. SWAT Equipment ALTERNATIVES: If we do not submit these 3 grant applications, we will have limited emergency response and security capabilities. OTHER CONSIDERATIONS: Not Applicable CONFORMITY TO CITY POLICY: City Council approval to allow submission of grant applications. EMERGENCY/NON-EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: None FINANCIAL IMPACT: Not applicable ❑ Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: Not Applicable RECOMMENDATION: Staff recommends authorizing the Fire Department to submit grant applications. LIST OF SUPPORTING DOCUMENTS: Resolution Resolution authorizing submission of 3 grant applications to the Office of the Governor for the State Homeland Security Program and State Homeland Security Program Law Enforcement Terrorism Activity. WHEREAS, The City of Corpus Christi finds it in the best interest of the citizens of Corpus Christi that the Airport Medical Response Equipment, Hazmat Team Enhancement, and SWAT Equipment projects be operated for the year of 2020; WHEREAS, the City of Corpus Christi agrees to provide applicable matching funds for the said projects, with the understanding that matching funds are not required by the Homeland Security Grant Program grant application; and WHEREAS, the City of Corpus Christi agrees that in the event of loss or misuse of the Office of the Governor funds, the City of Corpus Christi assures that the funds will be returned to the Office of the Governor in full. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Council authorizes submission of grant applications to the Office of the Governor for the following projects: 1. Airport Medical Response Equipment 2. Hazmat Team Enhancement 3. SWAT Equipment SECTION 2. The City of Corpus Christi designates the City Manager or designee as the grantee's authorized official. The authorized official is given the power to apply for, accept, reject, alter or terminate the grant on behalf of the applicant agency. Grant Numbers 3820801, 3822901, 3837601 The above resolution was passed by the following vote: Joe McComb Roland Barrera Rudy Garza Paulette M. Guajardo Gil Hernandez Michael Hunter Ben Molina Everett Roy Greg Smith ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta City Secretary Corpus Christi, Texas Joe McComb Mayor day of , 2019 Grant Numbers 3820801, 3822901, 3837601 AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Peter Collins, Interim Director of Information Technology PeterC(a�cctexas.com 361-826-3735 Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com 361-826-3169 NetMotion Mobility Software Maintenance and Support J CAPTION: Motion authorizing a five-year service agreement with Mobile Wireless LLC of Plano, Texas for NetMotion Mobility software maintenance and support for a total amount not to exceed $146,881, with first-year funding through the Information Technology Fund. PURPOSE: This item is to authorize a five-year service agreement for NetMotion Mobility software maintenance and support for Information Technology. BACKGROUND AND FINDINGS: The Police Department is required to protect all data transmitted outside the boundary of the physically secure location using encryption. All police vehicles transmit and receive criminal justice information over a broadband connection. NetMotion provides the required cryptographic module and is widely used by law enforcement agencies to protect data. This purchase is procured through a Texas Department of Information Resources (DIR) cooperative agreement number DIR-TSO-3810, which has been competitively procured in compliance with Texas local and state procurement requirements. ALTERNATIVES: Not applicable OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Information Technology FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $623,962.93 $115,250.00 $739,212.93 Encumbered / Expended Amount $409,378.97 $0 $409,378.97 This item $31,631.00 $115,250.00 $146,881.00 BALANCE $182,952.96 $0 $182,952.96 Funding Detail: Fund: Organization/Activity: Mission Element: Project # (CIP Only): Account: 5210 Info Tech 40495 IT Public Safety Services 241 Provide & Support Technology Infrastructure N/A 530180 Non -Capital Lease Payments RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Service Agreement SERVICE AGREEMENT NO. 70189 NetMotion Mobility Software Maintenance and Support THIS NetMotion Mobility Software Maintenance Support Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Mobile Wireless LLC ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide NetMotion Mobility Software Maintenance and Support in response to Request for Bid/Proposal No. DIR-TSO-3810 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide NetMotion Mobility and Software Maintenance and Support ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for five years, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to zero additional zero -year periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then - current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $146,881.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form April 30, 2019 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Christine Jovanovic Department: Information Technology Phone: 361-826-8361 Email: ChristineJ@cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form April 30, 2019 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form April 30, 2019 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Christine Jovanovic Title: IT Manager Address: 1201 Leopard Street, Corpus Christi, Texas 78401 Phone: 361-826-8361 Fax: 361-826-3048 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form April 30, 2019 IF TO CONTRACTOR: Mobile Wireless LLC Attn: Alan McClintock Title: Managing Member Address: 1525 Brazos Trail, Plano, Texas 75075 Phone: 972-516-1365 Fax: 469-574-5000 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form April 30, 2019 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 24. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. [Signature Page Follows] Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form April 30, 2019 CONTRACTOR Signature: Printed Name: /4---1 Title: Title: Date: /�//f CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit l: RFB/RFP No. DIR-TSO-3810 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form April 30, 2019 ATTACHMENT A: SCOPE OF WORK Project Name: NetMotion Annual Maintenance & Support Agreement General Requirements: The Contractor shall provide annual maintenance and support for the City's NetMotion Wireless solution. This includes 482 licenses, policy module, NAC module and analytics. Work Site: The Contractor shall perform all work remotely using remote access provided by the City. Meetings and knowledge transfer sessions will be performed using a conferencing solution provided by the City or the Contractor. Special Instructions: • The Contractor shall provide application maintenance for 482 NetMotion Wireless licenses, policy module, NAC module and Analytics. • The Contractor shall provide Application Maintenance of source code (software code). • The Contractor shall provide technical support 24X7. • The Contractor shall provide access to technical notes and white papers. • The Contractor shall provide updates to minor, major and maintenance releases. Page 1 of 1 223,437'.00 Each Invitation ATTACHMENT B: BID/PRICING SCHEDULE Ifte4 Net:Motion Maintenance: PiLr Year 1 h,nrzaig 143/31/20N (15 months) Matritenance Covers: Mobility with 482 liCenSts, Pk 1ik. RAC Ftncllute owl Anatytics duded. an the hletniaticinTeatiamance7 erenutim - Year. 2 11/1/2420- 10/31/2132.1 MaIntenarme Cows; Mbity 482 lioenses,1;tileV fneiduin„ €tocia.lte and Aaelytics Re -Action Mainherorm :P85IumYear 3 1.6/31M22 Maintenance C4At4,s: Mctifity WW142Ncenr,e.,Pyranduie, 70,,C module and Arearybc3. MatMn hinlatenanne: 11/1/20?.2 ka/31/Z-02.3 Mainteranca Covers: f-esti.tlity with 4e,2 licensts, Pol.tcyvth1 PAC freAufe arid PMPitic Y Natiqction igiairrteitaMe: Preiirn-Year 5 tina.OZJ 1.W31/2924 MaInteneva% Covet -is: Mobility NOM 12PrAnses, Pace rapaule, rpociuiogr4 An.Wytics 1 Ec E•42.-,1 g COMPANY: MobiIe WireissLLC aNikON H ro StGN: ADDRESS; er Z PHONE: 9-.1 - rid r7r#- s[tRif .• • 26,d36.-Ctri 2€1,42:',7.03 2P,5'l2-00 31,1)6a0f3 31.431,013 25,630.00 2P,..512.150 31:066.431) CITY P/AA, EMAIL DM, TITLE: rrt_ r THE CITY RESERVES THE RIGHT TO REJECT OR CANCEL ANY OR ALL QUOTES. TO WAIVE ANY INFORMALITIES OR IRREGLILARIPES IN THE QUOTES• RECEIVED AND TO CANCEL OR POSTPONE THIS PROJECT UNTIL A LATER DATE. DR Contract Number: DIR-TSO-3810 Page 1 of 1 ATTACHMENT C: INSURANCE AND BOND REQUIREMENTS Section 5 is null for this agreement. Page 1 of 1 ATTACHMENT D: WARRANTY REQUIREMENTS Section 8 (A) and (B) is null for this agreement. Page 1 of 1 AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Peter Collins, Interim Director of Information Technology peterc@cctexas.com (361) 826-3735 Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com (361) 826-3169 Interlocal Agreement with the Department of Information Resources Communications Technology Services Division CAPTION: Resolution authorizing an interlocal agreement for participation in a cooperative purchasing program with the Department of Information Resources Communications Technology Services Division (DIR/CTS), for future purchases of communication services and equipment. PURPOSE: This action will allow the City to participate in the State purchasing program to purchase communications services through the TEX-AN network. BACKGROUND AND FINDINGS: The Texas Department of Information Resources Communications Technology Services Division will provide access to the TEX-AN network for specific communications services to include video, voice, routed data, Internet and related equipment. Having access to these services is a benefit to the City as it provides valuable resources. The City can only access these services through an Interlocal Agreement. Therefore, staff is requesting authorization to enter into an agreement, to allow discounted purchases of these services and related equipment as needed. ALTERNATIVES: City Council could choose not to approve the Interlocal Agreement, which would limit the City's access to these needed services and equipment. OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: N/A EMERGENCY / NON -EMERGENCY: Non -Emergency. DEPARTMENTAL CLEARANCES: Information Technology FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $0.00 $0.00 $0.00 Encumbered / Expended Amount $0.00 $0.00 $0.00 This item $0.00 $0.00 $0.00 BALANCE $0.00 $0.00 $0.00 Funding Detail: Fund: n/a Organization/Activity: n/a Mission Element: n/a Project # (CIP Only): n/a Account: n/a RECOMMENDATION: Staff recommends approval of this agenda item. LIST OF SUPPORTING DOCUMENTS: Resolution Interlocal Agreement Resolution authorizing an interlocal agreement for participation in a cooperative purchasing program with the Department of Information Resources Communications Technology Services Division (DIR/CTS), for future purchases of communication services and equipment. WHEREAS, in order to increase the efficiency and effectiveness of local governments, Chapter 271, Subchapter F of the Texas Government Code authorizes the City to enter into cooperative purchasing programs with local cooperative organizations of the State of Texas or another state; WHEREAS, the State of Texas has created the Department of Information Resources Communication Technology Services Division (DIR/CTS), a cooperative purchasing program which allows state and local entities to procure communications services and equipment at a discounted rate; WHEREAS, in order to procure communications services and equipment for the City through DIR/CTS, the City must establish an account by executing an Interlocal Agreement; and WHEREAS, admission to DIR/CTS will be highly beneficial to the taxpayers through the anticipated savings and efficiencies to be realized. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Manager, or designee, is authorized to execute all necessary documents with the Department of Information Resources Communication Technology Services Division in order to procure communications services and equipment for the City. A copy of the Interlocal Agreement is attached. ATTEST: CITY OF CORPUS CHRISTI Rebecca L. Huerta City Secretary Corpus Christi, Texas of Joe McComb Mayor The above resolution was passed by the following vote: Joe McComb Roland Barrera Rudy Garza Paulette M. Guajardo Gil Hernandez Michael Hunter Ben Molina Everett Roy Greg Smith DIR-CTS-CSA- Department of Information Resources Communications Technology Services Division Service Agreement This service agreement is between the Department of Information Resources/Communications Technology Services Division (DIR/CTS) and the Customer. It is the intent of the parties to comply with the provisions of Texas Government Code Chapter 771, Interagency Cooperative Act and/or Chapter 791 Interlocal Cooperation Act as applicable, and Title 10, Subtitle D, Chapter 2170, Telecommunication Services, Texas Government Code. I. DIR/CTS Responsibilities 1.1 DIR/CTS agrees to provide Customer with connectivity through various transmission methods to the TEX-AN network for specific communications services including, but not limited to, video, voice, routed data, Internet and/or equipment (hereinafter "services"). 1.2 DIR/CTS will assist and advise the Customer in determining the best and most economical usage of the services. 1.3 DIR/CTS will bill monthly for services, as required and respond to inquiries regarding Customer's bill. DIR/CTS shall commence billing for services as they are provisioned. II. Customer Responsibilities 2.1 Customer shall comply with the DIR rules applicable to the Communications Technology Services Division, 1 TAC Chapter 207, as the same may be amended from time to time. 2.2 Customer has the responsibility to cooperate and coordinate with DIR/CTS so as to avoid delaying DIR/CTS in the provisioning of and billing for ordered services. Specifically, it is the Customer's responsibility to designate, in a timely manner; the types of service desired and provide DIR/CTS with information which may affect technical, logistical, engineering, or equipment aspects of service delivery. The Customer is exclusively responsible for any equipment added to their premises for connectivity to TEXAN services. Customer shall keep DIR/CTS promptly informed of its billing contact, address, telephone numbers, eligibility status and technical contact, and changes to any of the foregoing. Customer understands and agrees that its failure to timely perform its duties, which delay DIR/CTS in the delivery of ordered services, is not a condition of Force Majeure. 2.3 Payments will be made in full within 30 days of notification that the TEX-AN invoice is available for retrieval from DIR/CTS's secured website. Customer represents that it possesses sufficient current revenues to satisfy the timely payment of goods and services provided by DIR/CTS hereunder. In all events, Customer shall be billed for and shall pay in a timely manner for all services actually ordered and received up through the effective date of termination of services. Customer agrees it has no rights to set off against bills received from DIR/CTS. Customer's covenant to pay survives termination of this Service Agreement. 2.4 Customer is exclusively responsible for the operation and security of its premise equipment. The risk of toll fraud or other unauthorized use of its premise equipment rests with the Customer. Customer accepts this risk and understands that it shall be solely responsible to pay all charges, which may result from toll fraud or unauthorized use of its premise equipment. Customer hereby releases and waives any claim it Page 1 Service Agreement 2015 DIR-CTS-CSA- may have now or in the future against DIR/CTS for the payment of charges arising from toll fraud or other unauthorized use on its premise equipment. 2.5 Customer is a qualified entity to receive goods and services from DIR/CTS. Services will terminate without liability to DIR/CTS should Customer's eligibility status change during the term of this Service Agreement. III. Term The term of this Service Agreement begins on the date of the last party to sign and is in effect until all services are terminated or the Service Agreement is terminated in accordance with Article V hereof. Please note that service terms may differ from vendor to vendor and from services to service and these terms are reflected on the services order forms. IV. Billing 4.1 DIR/CTS's first month's billing for any circuits provisioned will commence on the date provisioning is completed. 4.2 DIR/CTS will cease billing circuits on the date disconnection is completed. 4.3 All other services shall be billed on an usage basis from the first date of actual service until the service is disconnected. 4.4 In compliance with Title I, Chapter 207, Rule number 207.11, of the Texas Administrative Code: customer's billing dispute timing and payment obligations shall track those found in the Prompt Payment Act, Chapter 2251, Texas Government Code. V. Termination and Amendments 5.1 DIR/CTS may provide notice of intent to terminate this Service Agreement for convenience by sending a written statement to that effect, which shall be received by Customer no less than thirty (30) days prior to the Effective Date of termination. DIR/CTS may terminate any Service Agreement for cause, with an immediate Effective Date, by issuing written notice to Customer, upon failure of Customer to make timely payment of bills. In addition to termination of services, DIR/CTS may notify the State Comptroller of Public Accounts (CPA) Office of the Customer's debt to the state and request the Customer be placed on the Payments on Hold List until payment for services is received. 5.2 A Customer may provide notice of intent to terminate this Service Agreement for convenience by sending a written statement to that effect, which shall be received by DIR/CTS no less than thirty (30) days prior to the Effective Date of termination. A Customer request to change a service shall not take effect until Customer provides written notice to DIR/CTS of any changes to ordered services. If DIR/CTS does not receive written notification, the Customer will continue to be billed monthly until proper notification is received. No written termination notice shall be effective prior to the expiration of thirty (30) days after receipt by DIR/CTS. 5.3 Amendments to this Service Agreement shall only be effective upon execution of an instrument in writing by authorized representatives of DIR/CTS and the Customer. Page 2 Service Agreement 2015 DIR-CTS-CSA- VI. Other Conditions of Service 6.1 Service rates are subject to change by DIR/CTS upon 30 -days written notice to Customer. 6.2 No conflicting terms or conditions found in Customer orders or forms shall become a part of this Service Agreement. 6.3 If service and/or communications projects are canceled at any time prior to completion, Customer shall be responsible for all actual costs incurred by DIR/CTS up to the date of cancellation. DIR/CTS will bill the Customer for these costs. Customer's covenant to pay shall survive the cancellation of a project. 6.4 DIR/CTS relies on third party contractors for the fulfillment of services contracted for hereunder. Therefore, DIR/CTS makes no independent warranties or guarantees, express or implied, regarding said services. 6.5 The following terms have the meaning indicated for purposes of this Service Agreement: "Force Majeure" means the parties' performance under this Service Agreement shall be adjusted or suspended by mutual agreement to the extent performance is beyond the reasonable control of the parties for reasons including, but not limited to: strikes, work stoppages, fire, water, flood, lightning, government action, acts of God or public enemy, delays of power company, local exchange company, or other carrier. Failure of Customer to coordinate and cooperate so as to delay DIR/CTS is not an event of Force Majeure. In the event of Force Majeure, the sole and exclusive remedy to the party suffering the delay shall be an equivalent extension of the time for performance. The parties shall document to one another the onset of events of Force Majeure within three days of their onset. "Provision" and "provisioning" means DIR/CTS has acquired, arranged for or provided at the Customer's site, the equipment, supplies or other items necessary to provide the ordered service(s), but does not mean the actual act(s) of turning up the ordered service(s). VII. Customer Service Resources Customer Service Resources may be found at http://www.dir.texas.gov/cts/Pages/cts.aspx . Inquiries regarding this Service Agreement may be directed to DIR, Service Fulfillment on 877-472-4848, option 4 or 512-463-7800. Page 3 Service Agreement 2015 DIR-CTS-CSA- Customer hereby agrees to the terms and conditions of this Service Agreement; represents that the official executing this Service Agreement is authorized to bind the Customer to its terms; and that Customer has completed all of its internal processes to make this a binding undertaking on the part of Customer. CUSTOMER: DEPARTMENT OF INFORMATION RESOURCES BY: BY: NAME: NAME: Wayne Egeler TITLE: TITLE: Director, Communications Technology Services DATE: DATE: Page 4 Service Agreement 2015 Office of General Counsel AGENDA MEMORANDUM Action Item for the City Council Meeting of 6/11/19 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities Kevinn@cctexas.com (361) 826-1874 Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com (361) 826-3169 Service Agreement for Rockwell Automation TechConnect Software and Hardware Support for the SCADA System at the O.N. Stevens Water Treatment Plant CAPTION: Resolution authorizing a three-year service agreement with Mid -Coast Electric Supply, Inc. of San Antonio, Texas for Rockwell software and hardware support for the Supervisor Control and Data Acquisition (SCADA) system at the O.N. Stevens Water Treatment Plant for a total amount not to exceed $56,801.85, with first-year funding through the Water Fund. PURPOSE: This item is to approve a service agreement with Rockwell Automation TechConnect for software and hardware support, including installing, configuring, software updates and fixing operation issues for the O. N. Stevens Water Plant SCADA system located at the O. N. Stevens Water Treatment Plant. BACKGROUND AND FINDINGS: The O. N. Stevens Water Treatment Plant is equipped with Rockwell SCADA System. This system utilizes Rockwell HMI Software (FactorTalk View SE) and Rockwell PLC hardware (ControlLogix/CompactLogix) to monitor and control water treatment, water quality and water distribution. Rockwell TechConnect includes software updates and 24/7/365 real-time phone and electronic support by Rockwelll specialists who can assist with installation, configuration and troubleshooting and diagnosing Rockwell software and hardware. This is a sole source purchase. Mid -Coast Electric Supply, Inc. is the only authorized distributor of Rockwell Automation services and support. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY/NON-EMERGENCY: Non -emergency. DEPARTMENTAL CLEARANCES: Water Utilities FINANCIAL IMPACT: X Operating ❑ Revenue Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $6,956.03 $52,068.36 $59,024.39 Encumbered / Expended Amount $0.00 $0.00 $0.00 This item $4,733.49 $52,068.36 $56,801.85 BALANCE $2,222.54 $0.00 $2,222.54 Funding Detail: Fund: Organization/Activity: Mission Element: Project # (CIP Only): Account: 4010 Water 31010 Stevens Filter Plant 062 Treat Water N/A 520105 Computer Software RECOMMENDATION: Staff recommends approval of the action as presented. LIST OF SUPPORTING DOCUMENTS: Resolution Price Sheet Service Agreement Resolution authorizing a three-year service agreement with Mid -Coast Electric Supply, Inc. of San Antonio, Texas for Rockwell software and hardware support for the Supervisor Control and Data Acquisition (SCADA) system at the O.N. Stevens Water Treatment Plant for a total amount not to exceed $56,801.85, with first-year funding through the Water Fund. WHEREAS, Mid -Coast Electric Supply, Inc. will provide Rockwell software and hardware support for the ONS SCADA System located at the O.N. Stevens Water Treatment Plant; WHEREAS, these services, are critical in sustaining the ONS SCADA System. WHEREAS, State law provides that such procurements, as outlined above, are subject to statutory procurement requirements, including competitive bids, unless an exception applies; WHEREAS, there are two statutory exceptions for this procurement in Local Government Code, Section 252.022(a) (2) and (a) (7) (A), as this purchase is necessary to preserve or protect the public health and safety of the municipality's residents and this item is available from only once source because of patents, copyrights, secret processes, or natural monopolies. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this resolution are true and correct and adopts such findings for all intents and purposes related to the authorization of this procurement. Section 2. The City Manager, or designee, is authorized to execute all documents necessary to secure a service agreement for Rockwell software and hardware support including installing, configuring, software updates and fixing operation issues for the ONS SCADA System with Mid -Coast Electric Supply, Inc. of San Antonio, Texas for a total amount not to exceed $56,801.85. Page 1 of 2 The above resolution was passed by the following vote: Joe McComb Roland Barrera Rudy Garza Paulette M. Guajardo Gil Hernandez Michael Hunter Ben Molina Everett Roy Greg Smith ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta City Secretary Corpus Christi, Texas Joe McComb Mayor day of , 2019 Page 2 of 2 City of Corpus Christi Contracts and Procurement Department Buyer: Cynthia Perez Price Sheet Mid -Coast Electric Supply, Inc. Rockwell TechConnect Support TOTAL $56,801.85 Mid -Coast Electric Supply, Inc. San Antonio, Texas ITEM DESCRIPTION Qty. Unit Unit Price Total 1 1 -Year Maintenance Agreement 1 Each $18,933.95 $18,933.95 2 2- Year Maintenance Agreement 1 Each $18,933.95 $18,933.95 3 3- Year Maintenance Agreement 1 Each $18,933.95 $18,933.95 TOTAL $56,801.85 SERVICE AGREEMENT NO. 70673 Rockwell Automation TechConnect Software THIS Rockwell Automation TechConnect Software Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Mid -Coast Electric Supply, Inc. ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Rockwell Automation TechConnect Software in response to Request for Bid/Proposal No. SS -70673 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Rockwell Automation TechConnect Software ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for three years, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to zero additional zero-month/year periods ("Option Period (s) "), provided, the parties do so in writing and prior to the expiration of the original term or the then -current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $56,801.85, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form May 3, 2019 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Diana Zertuche-Garza Department: Utilities Phone: (361) 826-1827 Emai: dianaG©cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form May 3, 2019 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form May 3, 2019 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Diana Zertuche-Garza Title: Contracts/Fund Administrator Address: 13101 Leopard Street, Corpus Christi, Texas 78410 Phone:(361) 826-1827 Fax: (361) 826-4488 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form May 3, 2019 IF TO CONTRACTOR: Mid -Coast Electric Supply, Inc. Attn: Amy Lee Title: Automation Services Specialist Address: 3354 Nacogdoches Road, San Antonio, Texas 78217 Phone: (210) 655-8222 Fax: N/A 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to comply with any of the terms of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form May 3, 2019 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 24. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. [Signature Page Follows] Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form May 3, 2019 CONTRACTOR Signature: J�� ir; r— Printed Name: 1N\ ?- Title: L Date: 5—" 13 C� CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. SS -70673 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form May 3, 2W9 Attachment A - Scope of Work 1.1. General Requirements A. The Contractor will provide software and hardware maintenance support for the Rockwell SCADA system located at the O.N. Stevens Water Treatment Plant. The support is to monitor, and control water treatment, water quality and water distribution. B. The Contractor is responsible for telephone assistance and electronic hardware and software support, including installing, configuring, troubleshooting and diagnosing the hardware and software. C. The Utilities - Water Department is located at 13101 Leopard St., Corpus Christi, Texas, 78410. D. The effective dates are 2/1/2020 to 1/31/2023. MID -COAST ELECTRIC SUPPLY, INC. Ship To: Attachment B -Pricing Schedule Mid -Coast Electric Supply, Inc 3354 Nacogdoches Road San Antonio, TX 78217 Phone: (210)655-8222 Website: www.tncesi.com (v90r2) CITY OF CORPUS -water 2726 HOLLY ROAD BLDG. 3A SOLID WASTE FACILITIES MAINT. CORPUS CHRISTI, TX 78415 Bill CITY OF CORPUS - WATER To: 2726 HOLLY ROAD 20361000 ATTN: WATER ACCOUNTS PAYABLE CORPUS CHRISTI, TX 78415 Placed by Ack Date QUOTE Order # JIN B 02/06/19 1804008-00 PO # Page # TechConnect 2020-2023 1 instructions Terms Net 30 Ship Point Mid -Coast Electric - CC Via Ship Date Ln # Quantity Quantity Product and Description Ordered BO Quantity Shipped Qty U/M Unit Price Net Amount Rockwell Automation/MCESI TechConnect Contract Agreement Term: 02/01/2020 through 01/31/2023 Coverage details: 9800-DC24AUTOB - Automation Control I-Iardware Product Support 24x7x365 5-10 devices. 9300-DC24I-1MICOM - HMI Software Product Support 24x7x365 9800-DC24INFAUT - Information Automation Software Product Support 24x7x365 Invoicing Schedule: February 2020 - $18,933.95 February 2021 - S18,933.95 Febniary 2022 - S18,933.95 1 AB -3 -YEAR TECHCONNECT 1 1 each 18933.95 18933.95 ROCKWELL SERVICE CONTRACT 2 AB -3 -YEAR TECIICONNECT 1 1 each 18933.95 18933.95 ROCKWELL SERVICE CONTRACT 3 AB -3 -YEAR TECIICONNECT 1 1 each 18933.95 18933.95 ROCKWELL SERVICE CONTRACT 3 Lines Total Qty Shipped Total 3 Total 56801.85 Invoice Total 56801.85 Page 1 of 1 ustomer copy ATTACHMENT C: INSURANCE AND BOND REQUIREMENTS Section 5 (A) & (B) are null to this service agreement. Page 1 of 1 ATTACHMENT D: WARRANTY REQUIREMENTS Section 8 Warranty subsections (A) and (B) are null for this agreement. Page 1 of 1 AGENDA MEMORANDUM Action Item for the City Council Meeting of 6/11/19 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities Kevinn@cctexas.com (361) 826-1874 Kim Baker, Director of Contracts and Procurement Department KimB2@cctexas.com (361) 826-3169 Service Agreement for Preventative Maintenance and Parts for the Chlorine Dioxide System at the O.N. Stevens Water Treatment Plant CAPTION: Resolution authorizing a three-year service agreement for preventative maintenance and purchase of parts for the chlorine dioxide system at the O.N. Stevens Water Treatment Plant with International Dioxcide, Inc. of North Kingstown, Rhode Island for a total amount not to exceed $76,200, with first-year funding through the Water Fund. PURPOSE: This item is to approve a service agreement for preventative maintenance, inspections, repairs, and purchase of parts and materials for the Chlorine Dioxide system located at the O. N. Stevens Water Treatment Plant. BACKGROUND AND FINDINGS: The O. N. Stevens Water Treatment Plant is equipped with a chlorine dioxide system. This system generates chlorine dioxide for the O.N. Stevens Water Treatment Plant to treat raw and potable water. The preventative maintenance for the chlorine dioxide system consists of cleaning, testing and installation of equipment to maintain the system. This will include labor and materials to maintain the generation equipment and the generation efficiency of the units, for the O. N. Stevens Water Treatment Plant. This is a sole source purchase. International Dioxcide is the only factory -trained and certified manufacturer authorized to distribute, repair, replace and install these products. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency. DEPARTMENTAL CLEARANCES: Water Utilities FINANCIAL IMPACT: X Operating ❑ Revenue Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $1,044,976.80 $65,616.67 $1,110,593.47 Encumbered / Expended Amount $754,805.42 $0.00 $754,805.42 This item $10,583.33 $65,616.67 $76,200.00 BALANCE $279,588.05 $0.00 $279,588.05 Funding Detail: Fund: 4010 Water Organization/Activity: 31010 Stevens Filter Plant Mission Element: 062 Treat water Project # (CIP Only): N/A Account: 530230 Equipment maintenance RECOMMENDATION: Staff recommends approval of the Resolution. LIST OF SUPPORTING DOCUMENTS: Resolution Price Sheet Service Agreement Resolution authorizing a three-year service agreement for preventative maintenance and purchase of parts for the chlorine dioxide system at the O.N. Stevens Water Treatment Plant with International Dioxcide, Inc. of North Kingstown, Rhode Island for a total amount not to exceed $76,200, with first-year funding through the Water Fund. WHEREAS, International Dioxcide, Inc. will provide preventative maintenance, inspections, repairs, parts and materials for the Chlorine Dioxide System located at the O.N. Stevens Water Treatment Plant; WHEREAS, these services, parts and materials are critical in sustaining the Chlorine Dioxide system. WHEREAS, State law provides that such procurements, as outlined above, are subject to statutory procurement requirements, including competitive bids, unless an exception applies; WHEREAS, there are two statutory exceptions for this procurement in Local Government Code, Section 252.022(a) (2) and (a) (7) (D), as this purchase is necessary to preserve or protect the public health and safety of the municipality's residents and these captive replacement parts are available from only one source. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this resolution are true and correct and adopts such findings for all intents and purposes related to the authorization of this procurement. Section 2. The City Manager, or designee, is authorized to execute all documents necessary to secure a service agreement for preventative maintenance and purchase of parts and materials from International Dioxcide, Inc., of Kingstown, Rhode Island, as a sole source purchase necessary to protect the public health and safety of the City's residents, for a total amount not to exceed $76,200. Page 1 of 2 The above resolution was passed by the following vote: Joe McComb Roland Barrera Rudy Garza Paulette M. Guajardo Gil Hernandez Michael Hunter Ben Molina Everett Roy Greg Smith ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta City Secretary Corpus Christi, Texas Joe McComb Mayor day of , 2019 Page 2 of 2 City of Corpus Christi Contracts and Procurement Department Buyer: Cynthia Perez Price Sheet International Dioxcide, Inc. C102 Dioxide System TOTAL $76,200.00 International Dioxcide, Inc. North Kingstown, RI ITEM DESCRIPTION Qty. Unit Unit Price Total 1 1 -Year Maintenance Agreement 1 Each $18,000.00 $18,000.00 2 2- Year Maintenance Agreement 1 Each $18,900.00 $18,900.00 3 3- Year Maintenance Agreement 1 Each $19,800.00 $19,800.00 4 Parts/Materials Allowance 1 Each $12,000.00 $12,000.00 5 Emergency Technical Visits 1 Each $7,500.00 $7,500.00 TOTAL $76,200.00 SERVICE AGREEMENT NO. 69544 Preventative Maintenance for Chloride Dioxide System THIS Preventative Maintenance for Chlorine Dioxide System Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home - rule municipal corporation ("City") and International Dioxcide, Inc. ("Contractor'), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Preventative Maintenance for Chlorine Dioxide System in response to Request for Bid/Proposal No. SS -69544 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Preventative Maintenance for Chlorine Dioxide System ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for three years, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to zero additional zero-month/year periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then -current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $76,200.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form May 3, 2019 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Diana Zertuche-Garza Department: Utilities Phone: (361) 826-1827 Email: dianaG@cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form May 3, 2019 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form May 3, 2019 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Diana Zertuche-Garza Title: Contracts/Fund Administrator Address: 13101 Leopard Street, Corpus Christi, Texas 78410 Phone: (361) 826-1827 Fax: (361) 826-4488 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form May 3, 2019 IF TO CONTRACTOR: International Dioxcide, Inc. Attn: Scott Moberg Title: Technical Service Manager Address: 40 Whitecap Drive, North Kingstown, RI 02852 Phone: (401 295-8800 Fax: (401 295-7108 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to comply with any of the terms of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form May 3, 2019 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 24. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. [Signature Page Follows] Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form May 3, 2019 CONTRACTOR Signature: '7L_ _tkit. Printed Name:1.*r\ ( _`� Title: C=.10z_ ; r Date: - CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. SS -69544 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form May 3, 2019 1.1 Attachment A - Scope of Work General Requirements/Background Information A. The Contractor shall provide monthly preventative maintenance for the Chlorine Dioxide System at the O. N. Stevens Water Treatment Plant as outlined in this Scope of Work. 1.2 Scope of work - Preventative Maintenance A. The Contractor will perform monthly preventative maintenance which includes whole system inspection and installation of manufacturer's recommended maintenance parts for normal wear and tear equipment, testing, cleaning and installation of equipment to maintain the system. a. The Contractor will disassemble and clean the system per manufacturer's recommendations and reassembled with OEM parts provided in manufacturer's PM kits, tested and returned to service. b. The Contractor will examine each chlorine dioxide generator, injectors and PH probes to make sure all the flow measuring equipment works so the units maintain their efficiency. c. The Field Tech cleans and repairs the educator for the sodium chlorite and chlorine gas injection point and replace if not working correctly. d. The Contractor will check the flow regulators and clean for both the Sodium Chlorite and Chlorine Gas systems e. The Contractor will check the booster to pump for the water system to be able to keep the vacuum system operating correctly. B. Prior to performing the work, the Contractor shall obtain approval from the Contract Administrator for repairs, parts/materials that are recommended or needed outside of the preventative maintenance not included in the scope. Parts and Materials will be reimbursed at actual cost shown in the contract. Receipts will be required for the parts and material. 1.3 Emergency Repairs A. This contract will allow for three emergency technical visits if needed. The Contract Administrator will contact the Contractor. The Contractor shall schedule a visit within 48 hours of receiving the request. Labor will be included in the price shown in the Bid /Pricing Schedule for emergency visits. Parts and Materials will be reimbursed at actual cost shown in the Bid/Pricing Schedule. Receipts will be required for the parts and material. ATTACHMENT B -BID -PRICING SCHEDULE ITEM DESCRIPTION UNIT QTY UNIT PRICE TOTAL PRICE PREVENTATIVE MAINTENANCE 1 1st Year Monthly Preventative Maintenance EA 12 $1,500.00 $18,000.00 2 2nd Year Monthly Preventative Maintenance EA 12 $1,575.00 $18,900.00 3 3rd Year Monthly Preventative Maintenance EA 12 $1,650.00 $19,800.00 ITEM DESCRIPTION UNIT QTY UNIT PRICE TOTAL PRICE ON-SITE REPAIRS will be included in the PM or Emergency Visits 4 Emergency Technical Visits (Receipts required for parts/ material) EA 3 $2,500.00 $7,500.00 ITEM DESCRIPTION UNIT QTY % Markup QTY + Markup Total 5EA Parts/Materials Allowance (Receipts required for parts and material) $12,000.00 0% $10,000.00+ $00= $12,000.00 TOTAL $76,200.00 Page 1 of 1 Attachment C - Insurance Requirements CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained_and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of any subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator one (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day advance written notice of cancellation, non -renewal, material change or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence aggregate COMMERCIAL GENERAL LIABILITY including: 1. Commercial Broad Form 2. Premises - Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence $1,000,000 Aggregate AUTO LIABILITY (including) 1. Owned 2. Hired and Non -Owned 3. Rented/Leased $1,000,000 Combined Single Limit WORKERS'S COMPENSATION (All States Endorsement if Company is not domiciled in Texas) Employers Liability Statutory and complies with Part II of this Exhibit. $500,000/$500,000/$500,000 POLLUTION LIABILITY $1,000,000 Per Incident Limit C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2019 Insurance Requirements Utilities- O.N. Stevens Preventative Maintenance Services for Chlorine Dioxide System 04/05/2019 sw Risk Management Attachment C - Bond Requirements No bond requirements necessary for this service agreement; Section 5. (B) is null for this service agreement. Attachment D - Warranty Requirements There are no product warranty requirements for this service agreement; therefore, Section 8. Warranty, Subsections (A) and (B) are null for this Service Agreement. AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com (361) 826-3169 Kevin Norton, Director of Water Utilities KevinN©cctexas.com (361) 826-1874 Malleable Brass Fittings CAPTION: Motion authorizing a three-year supply agreement with Ferguson Enterprises, LLC of Corpus Christi, Texas, for the purchase of malleable brass fittings for the Water Utilities Department for a total amount not to exceed $92,431.91, with first-year funding through the Water Fund. PURPOSE: This is a motion to approve a three-year supply agreement for malleable brass fittings stocked by the City Warehouse and utilized by the Water Utilities Department. BACKGROUND AND FINDINGS: These malleable brass fittings are lead-free and used in water utility service. The City Warehouse stocks these brass fittings, so they can be readily available for the Water Utilities Department as needed. The Contracts and Procurement Department conducted a competitive Request for Bid (RFB) process. The City received one bid that was responsive, responsible and three bids that were non-responsive. Staff recommends award to the lowest, responsive, responsible bidder, Ferguson Enterprises, LLC. ALTERNATIVES: Not applicable OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Water Utilities FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $2,800,195.00 $61,621.27 $2,861,816.27 Encumbered / Expended Amount $1,733,946.00 $0.00 $1,733,946.00 This item $30,810.64 $61,621.27 $92,431.91 BALANCE $1,035,438.36 $0.00 $1,035,438.36 Funding Detail: Fund: 5010 Stores Organization/Activity: 40000 Warehouse Stores Mission Element: 185 Centralized Purchasing System Project # (CIP Only): N/A Account: 520210 Cost of Goods Sold RECOMMENDATION: Staff recommends approval of the item as presented. LIST OF SUPPORTING DOCUMENTS: Supply Agreement Bid Tabulation SUPPLY AGREEMENT NO. 2134 Malleable Brass Fittings THIS Malleable Brass Fittings Supply Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Ferguson Enterprises, LLC ("Supplier"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Supplier has bid to provide Malleable Brass Fittings in response to Request for Bid No. 2134 ("RFB"), which RFB includes the required scope of work and all specifications and which RFB and the Supplier's bid response are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Supplier agree as follows: 1. Scope. Supplier will provide Malleable Brass Fittings in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. "Goods," "products", and "supplies", as used in this Agreement, refer to and have the same meaning. 2. Term. This Agreement is for three years. The parties may mutually extend the term of this Agreement for up to zero additional zero -year periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then -current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $92,431.91, subject to approved extensions and changes. Payment will be made for goods delivered and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Supply Agreement Standard Form Page 1 of 7 Approved as to Legal Form May 3, 2019 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Robert Presnell Department: Contracts and Procurement Phone: 361-826-1750 Email: robertpr@cctexas.com 5. Insurance. Before performance can begin under this Agreement, the Supplier must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of products to be provided by the Supplier over a period of time, the City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: any City department or division may send to Supplier a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and products will remain with the Supplier until such time as the products are delivered and accepted by the City. 7. Inspection and Acceptance. City may inspect all products supplied before acceptance. Any products that are delivered but not accepted by the City must be corrected or replaced immediately at no charge to the City. If immediate correction or replacement at no charge cannot be made by the Supplier, a replacement product may be bought by the City on the open market and any costs incurred, including additional costs over the item's bid price, must be paid by the Supplier within 30 days of receipt of City's invoice. Supply Agreement Standard Form Page 2 of 7 Approved as to Legal Form May 3, 2019 8. Warranty. (A) The Supplier warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Supplier warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Supplier or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 9. Quality/Quantity Adjustments. Any quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Supplier will perform the work required by this Agreement as an independent contractor and will furnish such products in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Supplier be considered an employee of the City. 12. Subcontractors. Supplier may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Supplier must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or in an attachment to this Agreement. In using subcontractors, the Supplier is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Supplier. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Supplier and its employees had performed the work. Supply Agreement Standard Form Page 3 of 7 Approved as to Legal Form May 3, 2019 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Supplier covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Robert Presnell Title: Stores Supervisor Address: 5352 Ayers, Bldg 6, Corpus Christi, TX 78415 Phone: 361-826-1750 Fax: 361-826-1690 IF TO SUPPLIER: Ferguson Enterprises, LLC Attn: Bryan Steele Title: Sales Address: 221 Junior Beck Dr., Corpus Christi, TX 78405 Phone: 361-289-1977 Fax: 361-289-1968 17. SUPPLIER SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS Supply Agreement Standard Form Page 4 of 7 Approved as to Legal Form May 3, 2019 AGREEMENT BY THE SUPPLIER OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE SUPPLIER OR ITS EMPLOYEES OR AGENTS. SUPPLIER MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF SUPPLIER UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Supplier's failure to comply with any of the terms of this Agreement. The Contract Administrator must give the Supplier written notice of the breach and set out a reasonable opportunity to cure. If the Supplier has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Supplier. The City Manager may also terminate this Agreement upon 24 hours written notice to the Supplier for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Supplier, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Supplier is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: Supply Agreement Standard Form Page 5 of 7 Approved as to Legal Form May 3, 2019 A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Supplier's bid response (Exhibit 2). 22. Certificate of Interested Parties. Supplier agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Governing Law. Supplier agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 24. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Supply Agreement Standard Form Page 6 of 7 Approved as to Legal Form May 3, 2019 ATTACHMENT A: SCOPE OF WORK 1. General Requirements/Background Information The City uses and stocks malleable brass fittings at the City Warehouse for use by City Departments. 2. Scope of Work A. The Contractor will provide malleable brass fittings of various types and sizes as outlined on the Bid Form/Bid/Pricing Schedule. B. The Contractor will cross reference the City's stock number listed on the Bid/Pricing Schedule. The City agrees not to change the stock numbers assigned to each item for the duration of the contract. 3. Contractor Quality Control and Superintendence All malleable brass fittings will be defect free, properly packed and shipped to ensure a safe delivery. 4. Special Instructions A. Ordering and Delivery 1. City will place an order on as needed basis. 2. Supplier shall ship the materials within 2 weeks of received order to the City Warehouse, located at 5352 Ayers St. Building 6, Corpus Christi, Texas 78415. 3. All contract prices are F.O.B. destination, inside delivery to the City of Corpus Christi Facility, freight prepaid. 4. Supplier must send Technical data sheet along with the delivery of the material. City will not accept any products that do not conform to the specifications. 5. If any items found defective, unusable or inoperable to the condition, Supplier shall arrange return shipment or shipping charge will be reimbursed from the invoice. 6. Contractor understands and agrees that the City may, at its discretion, cancel any backorders due to the Contractor's inability to deliver the product within the set time frame. 7. Cancellations shall be in writing and sent to Contractor by email, fax or mail. 8. No restocking fee or payment of any kind shall be owed for orders cancelled due to Contractor's inability to meet the deadline delivery date. B. Defective Goods Contractor shall pay for return shipment on any products that arrive in a defective, unusable or inoperable condition. Contractor must arrange for the return shipment of damaged products. Page lof 1 RFQ Revised 1.3.2018 ATTACHMENT B: BID/PRICING SCHEDULE -: -«= L �I� CITY OF CORPUS CHRISTI PURCHASING DIVISION BID FORM \'-...: 1WRFB No. 2134 Malleable Brass Fittings PAGE 1 OF 5 Date: 0410-2019 Authorized Signature: Bidder: FERGUSON 1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before completing bid. 2. Quote your best price for each item, 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's Purchasing office, pursuant to the Code of Ordinances, is current and true. c. Bidder is current with all taxes due and company is in good standing with applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda for this RFB. ,. 4. Bidders must not write over or revise the bid form. Bidders will be considered Non Responsive if the bid form is modified. all - Iter City QC iC_:# D seri t16r. iJ[iT ` � 3 Year ;CITY � it ...P. rice Tr�tal :...... Pince 1 . 1059 BRASS BUSHING 1/4" X 1/8" EA 36 0.870 31.32 2 1060 BRASS BUSHING 3/8" X 1/8" EA 36 0.840 30.24 3 1061 BRASS BUSHING 3/8" X 1/4" EA 36 0.840 30.24 4 1062 BRASS BUSHING 1/2" X 1/8" EA 36 1.230 44.28 5 1063 BRASS BUSHING 1/2" X 1/4" EA 150 1,020 153.00 6 1064 BRASS BUSHING 1/2" X 3/8" EA 36 1.020 36.72 7 1065 BRASS BUSHING 3/4" X 1/4" EA 36 1.840 66.24 8 1066 BRASS BUSHING 3/4" X 3/8" EA 36 1.410 50.76 9 1067 BRASS BUSHING 3/4" X 1/2" . EA 36 1.410 50.76 10 1068 BRASS BUSHING 1" X 1/2" EA 150 2.310 346.50 11 1069 BRASS BUSHING 1" X 3/4" EA 900 2.150 1935.00 12 1070 BRASS BUSHING 1-1/4" X 1/2" EA 36 4.750 171.00 13 1071 BRASS BUSHING 1-1/4" X 3/4" EA 36 3.930 141.48 ATTACHMENT C: INSURANCE REQUIREMENT Section 5. is null to this Service Agreement Page lof 1 RFQ Revised 1.3.2018 ATTACHMENT D: WARRANTY REQUIREMENTS The Supplier warrants that all products supplied under this Agreement are new, quality items that are free from defects when accepted by the City. Page lof 1 RFQ Revised 1.3.2018 CITY OF CORPUS CHRISTI CONTRACTS AND PROCUREMENT BUYER: CINDY RAMOS Page 1 of 7 BID TABULATION RFB 2134 - MALLEABLE BRASS FITTINGS FERGUSON CORPUS CHRISTI, TX **CC DISTRIBUTORS CORPUS CHRISTI, TX **PKJ INTERNATIONAL LLC STAFFORD, TX **WIGHT'S COLLISION REPARIS, INC. CORPUS CHRISTI, TX ITEM CITY STOCK # DESCRIPTION UNIT 3 YEAR QTY UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDE D PRICE UNIT PRICE EXTENDED PRICE 1 1059 BRASS BUSHING 1/4" X 1/8" EA 36 0.87 31.32 2 1060 BRASS BUSHING 3/8" X 1/8" EA 36 0.84 30.24 3 1061 BRASS BUSHING 3/8" X 1/4" EA 36 0.84 30.24 4 1062 BRASS BUSHING 1/2" X 1/8" EA 36 1.23 44.28 5 1063 BRASS BUSHING 1/2" X 1/4" EA 150 1.02 153.00 6 1064 BRASS BUSHING 1/2" X 3/8" EA 36 1.02 36.72 7 1065 BRASS BUSHING 3/4" X 1/4" EA 36 1.84 66.24 8 1066 BRASS BUSHING 3/4" X 3/8" EA 36 1.41 50.76 9 1067 BRASS BUSHING 3/4" X 1/2" EA 36 1.41 50.76 • 10 1068 BRASS BUSHING 1" X 1/2" EA 150 2.31 346.50 11 1069 BRASS BUSHING 1" X 3/4" EA 900 2.15 1935.00 • 12 1070 BRASS BUSHING 1-1/4" X 1/2" EA 36 4.75 171.00 13 1071 BRASS BUSHING 1-1/4" X 3/4" EA 36 3.93 141.48 • 14 1072 BRASS BUSHING 1-1/4" X 1" EA 150 3.65 547.50 15 1073 BRASS BUSHING 1.5" X 3/4" EA 36 5.69 204.84 • • 16 1074 BRASS BUSHING 1.5" X 1" EA 150 4.66 699.00 17 1075 BRASS BUSHING 1.5" X 1-1/4" EA 36 4.66 167.76 • • 18 1076 BRASS BUSHING 2" X 3/4" EA 75 8.3 622.50 19 1077 BRASS BUSHING 2" X 1" EA 75 8.3 622.50 • • 20 1078 BRASS BUSHING 2" X 1-1/4" EA 36 6.89 248.04 21 1079 BRASS BUSHING 2" X 1.5" EA 75 6.89 516.75 • • Page2of7 ITEM CITY STOCK # DESCRIPTION UNIT 3 YEAR QTY UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDE D PRICE UNIT PRICE EXTENDED PRICE 22 1080 BRASS BUSHING 2.5" X 2" EA 75 13.77 I 1032.75 23 1081 CAP 1/4" BRASS PIPE FITTING IP EA 36 0.97 34.92 24 1082 CAP 3/8" BRASS PIPE FITTING IP EA 150 0.97 145.50 25 1083 CAP 1/2" BRASS PIPE FITTING IP EA 36 1.29 46.44 26 1084 CAP 3/4" BRASS PIPE FITTING IP EA 36 1.71 61.56 27 1085 CAP 1" BRASS PIPE FITTING IP EA 300 2.68 804.00 28 1086 CAP 1.5" BRASS PIPE FITTING IP EA 36 5.48 197.28 29 1087 CAP 2" BRASS PIPE FITTING IP EA 75 9.31 698.25 30 1088 COUPLING 1/8" BRASS EA 36 1.29 46.44 31 1089 COUPLING 1/4" BRASS EA 150 1.29 193.50 32 1090 COUPLING 3/8" BRASS EA 36 1.29 46.44 33 1091 COUPLING 1/2" BRASS EA 36 1.63 58.68 34 1092 COUPLING 3/4" BRASS EA 150 2.14 321.00 35 1093 COUPLING 1" BRASS EA 300 3.25 975.00 36 1094 COUPLING 1-1/4" BRASS EA 36 5.07 182.52 37 1095 COUPLING 1.5" BRASS EA 36 6.89 248.04 38 1096 COUPLING 2" BRASS EA 150 11.34 1701.00 39 1097 ELL1/8" 90 DG BRASS EA 36 1.29 46.44 40 1098 ELL 1/4" 90 DG BRASS EA 36 1.29 46.44 41 1099 ELL 3/8" 90 DG BRASS EA 36 1.29 46.44 42 1100 ELL 1/2" 90 DG BRASS EA 150 1.96 294.00 43 1101 ELL 3/4" 90 DG BRASS EA 1050 2.65 2782.50 44 1102 ELL 1" 90 DG BRASS EA 300 4.07 1221.00 45 1103 ELL 1-1/4" 90 DG BRASS EA 36 6.48 233.28 46 1104 ELL 1.5" 90 DG BRASS EA 150 11.25 1687.50 47 1105 ELL 2" 90 DG BRASS EA 150 13.16 1974.00 48 1106 ELL 1/8" 45 DG BRASS EA 36 1.52 54.72 Page 3 of 7 ITEM CITY STOCK # DESCRIPTION UNIT 3 YEAR QTY UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDE D PRICE UNIT PRICE EXTENDED PRICE 49 1107 ELL 1.5" 45 DG BRASS EA 36 8.93 I 321.48 50 1108 ELL 2" 45 DG BRASS EA 36 14.48 521.28 51 1344 ELL 2" X 1" 90 DG REDUCING EA 36 18.44 663.84 52 1109 ELL 2.5" X 2" 90 DG ELL BRASS EA 36 31.26 1125.36 53 1110 ELL 1/4" 90 DG STREET BRASS EA 150 1.96 294.00 54 1111 ELL 3/8" 90 DG STREET BRASS EA 36 1.96 70.56 55 1112 ELL 3/4" 90 DG STREET BRASS EA 900 3.44 3096.00 56 1113 ELL 1" 90 DG STREET BRASS EA 150 5.69 853.50 57 1114 ELL 1.5" 90 DG STREET BRASS EA 150 11.35 1702.50 58 1115 ELL 2" 90 DG STREET BRASS EA 150 19.23 2884.50 59 1116 ELL 2.5" 90 DG STREET BRASS EA 36 30.4 1094.40 60 1117 NIPPLE 1/8" X CLOSE BRASS EA 36 0.623 22.43 61 1118 NIPPLE 1/8" X 2" BRASS EA 36 0.755 27.18 62 1119 NIPPLE 1/8" X 3" BRASS EA 36 0.929 33.44 63 1120 NIPPLE 1/8" X 4" BRASS EA 36 1.133 40.79 64 1121 NIPPLE 1/8" X 6" BRASS EA 36 1.602 57.67 65 1122 NIPPLE 1/4" X CLOSE BRASS EA 36 0.592 21.31 66 1123 NIPPLE 1/4" X 1.5" BRASS EA 150 0.684 102.60 67 1124 NIPPLE 1/4" X 2" BRASS EA 150 0.776 116.40 68 1125 NIPPLE 1/4" X 3" BRASS EA 150 0.99 148.50 69 1126 NIPPLE 1/4" X 4" BRASS EA 36 1.265 45.54 70 1127 NIPPLE 1/4" X 6" BRASS EA 36 1.827 65.77 71 1128 NIPPLE 1/4" X 10" BRASS EA 36 2.78 100.08 72 1129 NIPPLE 3/8" X 1" CLOSE BRASS EA 36 0.612 22.03 73 1130 NIPPLE 3/8" X 1.5" BRASS EA 36 0.725 26.10 74 1131 NIPPLE 3/8" X 2" BRASS EA 150 0.888 133.20 75 1132 NIPPLE 3/8" X 4" BRASS EA 150 1.5 225.00 Page 4 of 7 ITEM CITY STOCK # DESCRIPTION UNIT 3 YEAR QTY UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDE D PRICE UNIT PRICE EXTENDED PRICE 76 1133 NIPPLE 3/8" X 6" BRASS EA 150 2.061 I 309.15 77 1134 NIPPLE 1/2" X CLOSE BRASS EA 150 0.816 122.40 78 1135 NIPPLE 1/2" X SHORT BRASS EA 150 0.949 142.35 79 1136 NIPPLE 1/2" X 2" BRASS EA 150 1.112 166.80 80 1137 NIPPLE 1/2" X 3" BRASS EA 150 1.551 232.65 81 1138 NIPPLE 1/2" X 4" BRASS EA 36 2.03 73.08 82 1139 NIPPLE 1/2" X 6" BRASS EA 36 2.96 106.56 83 1140 NIPPLE 1/2" X 8" BRASS EA 36 3.85 138.60 84 1141 NIPPLE 1/2" X 12" BRASS EA 150 5.61 841.50 85 1142 NIPPLE 3/4" X CLOSE BRASS EA 300 1.19 357.00 86 1143 NIPPLE 3/4" X 2" BRASS EA 1050 1.49 1564.50 87 1144 NIPPLE 3/4" X 3" BRASS EA 150 1.99 298.50 88 1145 NIPPLE 3/4" X 4" BRASS EA 150 2.6 390.00 89 1146 NIPPLE 3/4" X 6" BRASS EA 150 3.79 568.50 90 1147 NIPPLE 3/4" X 8" BRASS EA 150 5 750.00 91 1148 NIPPLE 3/4" X 10" BRASS EA 150 6.11 916.50 92 1149 NIPPLE 3/4" X 12" BRASS EA 750 7.27 5452.50 93 1150 NIPPLE 1" X 1.5" CLOSE BRASS EA 150 1.734 260.10 94 1151 NIPPLE 1" X 2" SHORT BRASS EA 36 2.654 95.54 95 1152 NIPPLE 1" X 3" BRASS EA 150 2.89 433.50 96 1153 NIPPLE 1" X 4" BRASS EA 150 3.76 564.00 97 1154 NIPPLE 1" X 6" BRASS EA 150 5.53 829.50 98 1155 NIPPLE 1" X 8" BRASS EA 36 7.38 265.68 99 1156 NIPPLE 1" X 10" BRASS EA 36 9.14 329.04 100 1157 NIPPLE 1" X 12" BRASS EA 150 10.9 1635.00 101 1158 NIPPLE 1-1/4"X CLOSE BRASS EA 36 2.64 95.04 102 1159 NIPPLE 1-1/4" X 2" BRASS EA 36 3 108.00 Page 5 of 7 ITEM CITY STOCK # DESCRIPTION UNIT 3 YEAR QTY UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDE D PRICE UNIT PRICE EXTENDED PRICE 103 1160 NIPPLE 1-1/4" X 4" BRASS EA 36 5.29 I 190.44 104 1161 NIPPLE 1-1/4" X 6" BRASS EA 36 7.71 277.56 105 1162 NIPPLE 1-1/4" X 8" BRASS EA 36 10.31 371.16 106 1163 NIPPLE 1-1/4" X 10" BRASS EA 36 12.76 459.36 107 1164 NIPPLE 1-1/4" X 12" BRASS EA 36 15.26 549.36 108 1165 NIPPLE 1.5"X CLOSE BRASS EA 150 3.42 513.00 109 1166 NIPPLE 1.5" X 2" BRASS EA 36 3.67 132.12 110 1167 NIPPLE 1.5" X 2.5" BRASS EA 150 4.41 661.50 111 1168 NIPPLE 1.5" X 3" BRASS EA 150 5.06 759.00 112 1169 NIPPLE 1.5" X 4" BRASS EA 150 6.59 988.50 113 1170 NIPPLE 1.5" X 6" BRASS EA 150 9.74 1461.00 114 1171 NIPPLE 1.5" X 8" BRASS EA 36 12.93 465.48 115 1172 NIPPLE 1.5" X 10" BRASS EA 36 16.02 576.72 116 1173 NIPPLE 1.5" X 12" BRASS EA 36 19.11 687.96 117 1174 NIPPLE 2" X CLOSE BRASS EA 150 5.2 780.00 118 1175 NIPPLE 2" X 2.5" BRASS EA 150 5.62 843.00 119 1176 NIPPLE 2" X 3" BRASS EA 150 6.48 972.00 120 1177 NIPPLE 2" X 4" BRASS EA 150 8.48 1272.00 121 1178 NIPPLE 2" X 6" BRASS EA 150 12.52 1878.00 122 1179 NIPPLE 2" X 8" BRASS EA 36 16.7 601.20 123 1180 NIPPLE 2" X 10" BRASS EA 36 20.68 744.48 124 1181 NIPPLE 2" X 12" BRASS EA 150 24.67 3700.50 125 1182 NIPPLE 2.5" X 4" BRASS PIPE EA 36 18.08 650.88 126 1183 NIPPLE 4" X 12" BRASS PIPE EA 36 120.5 4338.00 127 1184 PLUG 1/4" BRASS PIPE FITNG IPT EA 150 0.796 119.40 128 1185 PLUG 3/8" BRASS PIPE FITNG IPT EA 36 0.918 33.05 129 1186 PLUG 1/2" BRASS PIPE FITNG IPT EA 36 1.459 52.52 Page 6 of 7 ITEM CITY STOCK # DESCRIPTION UNIT 3 YEAR QTY UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDE D PRICE UNIT PRICE EXTENDED PRICE 130 1187 PLUG 3/4" BRASS PIPE FITNG IPT EA 90 1.664 I 149.76 131 1188 PLUG 1" BRASS PIPE FITNG IPT EA 90 2.194 197.46 132 1189 PLUG 1.5" BRASS PIPE FITNG IPT EA 90 4.174 375.66 133 1190 PLUG 2" BRASS PIPE FITNG IPT EA 90 6.583 592.47 134 1191 REDUCER 3/8" X 1/4" BRASS EA 36 1.38 49.68 135 1192 REDUCER 1/2" X 1/4" BRASS EA 90 1.725 155.25 136 1193 REDUCER 1/2" X 3/8" BRASS EA 36 1.725 62.10 137 1194 REDUCER 3/4" X 1/4" BRASS EA 36 2.858 102.89 138 1195 REDUCER 3/4" X 3/8" BRASS EA 36 2.572 92.59 139 1196 REDUCER 3/4" X 1/2" BRASS EA 36 2.572 92.59 140 1197 REDUCER 1" X 1/2" BRASS EA 90 4.266 383.94 141 1198 REDUCER 1" X 3/4" BRASS EA 90 4.266 383.94 142 1199 REDUCER 1-1/4" X 1" BRASS EA 36 6.889 248.00 143 1200 REDUCER 1.5" X 3/4" BRASS EA 36 9.81 353.16 144 1201 REDUCER 1.5" X 1" BRASS EA 36 8.7 313.20 145 1202 REDUCER 1.5" X 1-1/4" BRASS EA 36 8.7 313.20 146 1203 REDUCER 2" X 3/4" BRASS EA 36 14.58 524.88 147 1204 REDUCER 2" X 1" BRASS EA 36 14.58 524.88 148 1205 REDUCER 2" X 1.5" BRASS EA 90 12.94 1164.60 149 1206 TEE 1/4" BRASS PIPE FITNG IPT EA 36 1.796 64.66 150 1207 TEE 3/8" BRASS PIPE FITNG IPT EA 90 1.796 161.64 151 1208 TEE 1/2" BRASS PIPE FITNG IPT EA 36 2.256 81.22 152 1209 TEE 3/4" BRASS PIPE FITNG IPT EA 90 3.246 292.14 153 1210 PIPE FITTING 1" TEE BRASS IPT EA 36 5.766 207.58 154 1211 PIPE FITTING 1-1/4" TEE BRASS IPT EA 36 8.085 291.06 155 1212 PIPE FITTING 1.5" TEE BRASS IPT EA 75 11.125 834.38 156 1213 PIPE FITTING 2" TEE BRASS IPT EA 90 18.225 1640.25 Page 7of7 ITEM CITY STOCK # DESCRIPTION UNIT 3 YEAR QTY UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDE D PRICE UNIT PRICE EXTENDED PRICE 157 1215 UNION 1/8" BRASS EA 36 4.57 I 164.52 158 1216 UNION 1/4" BRASS EA 36 4.572 164.59 159 1217 UNION 1/2" BRASS EA 48 4.97 238.56 160 1218 UNION 3/4" BRASS EA 36 6.889 248.00 161 1219 UNION 1" BRASS EA 36 9.124 328.46 162 1220 UNION 1-1/4" BRASS EA 36 13.368 481.25 163 1221 UNION 1-1/2" BRASS EA 36 15.778 568.01 164 1222 UNION 2" BRASS EA 45 24.277 1092.47 165 1223 UNION 3" BRASS EA 36 73.81 2657.16 Grand Total $ 92,431.91 ** CC Distributors, PKJ International, LLC and Wight's Collision Repairs, Inc. were found to be non-responsive, therefore; the firm's bids were not considered. The specific reasons are outlined below: CC Distributors — submitted bid forms via USPS, but did not bid on all items. Award will go to lowest responsive, responsible bidder and not by item or group. PKJ International LLC — submitted bid forms via supplier portal, but did not enter a price or sign any of the forms. Wight's Collision Repairs, Inc. — did not include a required attachment via supplier portal AGENDA MEMORANDUM Action Item for the City Council Meeting of June11, 2019 DATE: June11, 2019 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities Kevinn@cctexas.com (361) 826-1874 Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com (361) 826-3169 Portable Air Compressors for Utilities CAPTION: Motion authorizing the purchase of three replacement trailer -mounted portable air compressors for Utilities from ROMCO Power Systems of Corpus Christi, Texas, via NJPA — Sourcewell Purchasing Cooperative for a total amount not to exceed $58,000 funded through the Water Fund. PURPOSE: This item is to approve the purchase of three trailer -mounted portable air compressors for the Utilities Department: Water, Storm Water and Wastewater. BACKGROUND AND FINDINGS: The Utilities Department currently has a requirement to replace three portable air compressors. The units being replaced are used to perform various functions within the Utilities Department. The units to be replaced are well past the end of their service lives. Contracts awarded through the NJPA- Sourcewell Purchasing Cooperative have been competitively procured, in compliance with Texas local and state procurement requirements. ALTERNATIVES: N/A OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Utilities FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $1,785,336.45 $0.00 $1,785,336.45 Encumbered / Expended Amount $589,635.45 $0.00 $589,635.45 This item $58,000.00 $0.00 $58,000.00 BALANCE $1,137,701.00 $0.00 $1,137,701.00 Funding Detail: Fund: 5110 Water Organization/Activity: 31520 Treated Water Delivery System Mission Element: 041 Distribute Water Project # (CIP Only): N/A Account: 550020 Vehicles and Machinery Funding Detail: Fund: 4200 Wastewater Organization/Activity: 33400 Wastewater Collection System Mission Element: 042 Wastewater Collection System Project # (CIP Only): N/A Account: 550020 Vehicles and Machinery RECOMMENDATION: Staff recommends approval of the action as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet CITY OF CORPUS CHRISTI Contracts and Procurement Department Buyer: Cynthia Perez Price Sheet Portable Air Compressors NJPA Contract #032515 -ACC ITEM DESCRIPTION QTY. UNIT ROMCO Power Systems Corpus Christi, TX Unit Price Extended Price 1 New Atlas Copco XAS 185 KDT4F Hardhat Portable Air Compressor 3 EA. $19,250.00 $57,750.00 2 Freight 1 EA. $250.00 $250.00 TOTAL: $58,000.00 AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com (361) 826-3169 Kevin Norton, Director of Water Utilities KevinN©cctexas.com (361) 826-1874 Plastic Lids for Utility Meter Boxes CAPTION: Motion authorizing a three-year supply agreement with Ferguson Enterprises, LLC of Corpus Christi, Texas, for the purchase of plastic lids for utility meter boxes for a total amount not to exceed $291,042, with first-year funding through the Warehouse Stores Fund. PURPOSE: This is a motion to approve a three-year supply agreement for plastic lids for utility meter boxes stocked by the City Warehouse and utilized by the Water Utilities Department. BACKGROUND AND FINDINGS: These plastic lids are used with utility meter boxes to facilitate electronic meter reading for accurate utility billing. The City Warehouse stocks these plastic lids, so they can be readily available for the department as needed. The Contracts and Procurement Department conducted a competitive Request for Bid (RFB) process and received two bids, of which one was responsive, responsible and one was non-responsive. Staff recommends award to the lowest, responsive, responsible bidder, Ferguson Enterprises, LLC. ALTERNATIVES: Not applicable OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Contracts and Procurement Water Utilities FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $2,800,195 $194,028 $2,994,223 Encumbered / Expended Amount $1,636,133 $0 $1,636,133 This item $97,014 $194,028 $291,042 BALANCE $1,067,048 $0 $1,067,048 Funding Detail: Fund: 5010 Stores Organization/Activity: 40000 Warehouse Stores Mission Element: 185 Centralized Purchasing System Project # (CIP Only): N/A Account: 520210 Cost of Goods Sold RECOMMENDATION: Staff recommends approval of the item as presented. LIST OF SUPPORTING DOCUMENTS: Supply Agreement Bid Tabulation CITY OF CORPUS CHRISTI CONTRACTS AND PROCUREMENT BUYER: CINDY RAMOS BID TABULATION RFB 2163 - PLASTIC LIDS FOR UTILITY METER BOXES TOTAL ** Nicore, Inc. was found to be non-responsive, therefore; the firm's bid was not considered. $ 291,042.00 Ferguson Enterprises, LLC CORPUS CHRISTI, TX NICORE, INC.** CORPUS CHRISTI, TX ITEM CITY STOCK # DESCRIPTION UNIT 3 YEAR QTY UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE 1 3440 LID METER BOX 12X18" DFWMB17811-1A-LID EA 900 $ 42.50 $ 38,250.00 2 3441 LID METER BOX 15X24 " DFWMB17821-1A-LID EA 900 $ 79.25 $ 71,325.00 3 4310 LID PLASTIC 10"X17" OVAL DFW1017-1-LID EA 7200 $ 10.78 $ 77,616.00 4 4311 LID PLASTIC 10"X16" OVAL DFW1016-1-LID EA 7200 $ 12.91 $ 92,952.00 5 4766 LID PLASTIC 10"X16" ROUND DFW-10-AMR-1A-LID EA 900 $ 12.11 $ 10,899.00 TOTAL ** Nicore, Inc. was found to be non-responsive, therefore; the firm's bid was not considered. $ 291,042.00 SUPPLY AGREEMENT NO. 2163 Plastic Lids for Utility Meter Boxes THIS Plastic Lids for Utility Meter Boxes Supply Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Ferguson Enterprises, LLC ("Supplier"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Supplier has bid to provide Plastic Lids for Utility Meter Boxes in response to Request for Bid No. 2163 ("RFB"), which RFB includes the required scope of work and all specifications and which RFB and the Supplier's bid response are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Supplier agree as follows: 1. Scope. Supplier will provide Plastic Lids for Utility Meter Boxes in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. "Goods," "products", and "supplies", as used in this Agreement, refer to and have the same meaning. 2. Term. This Agreement is for three years. The parties may mutually extend the term of this Agreement for up to zero additional zero -year periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then -current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $291,042.00, subject to approved extensions and changes. Payment will be made for goods delivered and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Supply Agreement Standard Form Page 1 of 7 Approved as to Legal Form May 3, 2019 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Robert Presnell Department: Finance Department Phone: 361-826-1750 Email: robertpr@cctexas.com 5. Insurance. Before performance can begin under this Agreement, the Supplier must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of products to be provided by the Supplier over a period of time, the City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: any City department or division may send to Supplier a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and products will remain with the Supplier until such time as the products are delivered and accepted by the City. 7. Inspection and Acceptance. City may inspect all products supplied before acceptance. Any products that are delivered but not accepted by the City must be corrected or replaced immediately at no charge to the City. If immediate correction or replacement at no charge cannot be made by the Supplier, a replacement product may be bought by the City on the open market and any costs incurred, including additional costs over the item's bid price, must be paid by the Supplier within 30 days of receipt of City's invoice. Supply Agreement Standard Form Page 2 of 7 Approved as to Legal Form May 3, 2019 8. Warranty. (A) The Supplier warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Supplier warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Supplier or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 9. Quality/Quantity Adjustments. Any quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Supplier will perform the work required by this Agreement as an independent contractor and will furnish such products in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Supplier be considered an employee of the City. 12. Subcontractors. Supplier may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Supplier must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or in an attachment to this Agreement. In using subcontractors, the Supplier is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Supplier. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Supplier and its employees had performed the work. Supply Agreement Standard Form Page 3 of 7 Approved as to Legal Form May 3, 2019 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Supplier covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Robert Presnell Title: Stores Supervisor Address: 5352 Ayers, Bldg 6, Corpus Christi, TX 78415 Phone: 361-826-1750 Fax: 361-826-1690 IF TO SUPPLIER: Ferguson Enterprises, LLC Attn: Bryan Steele Title: Sales Address: 221 Junior Beck Dr., Corpus Christi, TX 78405 Phone: 361-289-1977 Fax: 361-289-1968 17. SUPPLIER SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS Supply Agreement Standard Form Page 4 of 7 Approved as to Legal Form May 3, 2019 AGREEMENT BY THE SUPPLIER OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE SUPPLIER OR ITS EMPLOYEES OR AGENTS. SUPPLIER MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF SUPPLIER UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Supplier's failure to comply with any of the terms of this Agreement. The Contract Administrator must give the Supplier written notice of the breach and set out a reasonable opportunity to cure. If the Supplier has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Supplier. The City Manager may also terminate this Agreement upon 24 hours written notice to the Supplier for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Supplier, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Supplier is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: Supply Agreement Standard Form Page 5 of 7 Approved as to Legal Form May 3, 2019 A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Supplier's bid response (Exhibit 2). 22. Certificate of Interested Parties. Supplier agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Governing Law. Supplier agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 24. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Supply Agreement Standard Form Page 6 of 7 Approved as to Legal Form May 3, 2019 ATTACHMENT A: SCOPE OF WORK 1. General Requirements/Background Information The City uses and stocks plastic lids for utility meter boxes at the City Warehouse for use by the Utility Department. 2. Scope of Work A. The Contractor will provide DFW plastic lids for utility meter boxes of various types as outlined on Bid/Pricing Schedule. B. The Contractor will cross reference the City's stock number listed on the Bid/Pricing schedule. The City agrees not to change the stock numbers assigned to each item for the duration of the contract. 3. Contractor Quality Control and Superintendence All plastic lids for utility meter boxes will be defect free, properly packed and shipped to ensure a safe delivery. 4. Special Instructions A. Ordering and Delivery 1. City will place an order on as needed basis. 2. Supplier shall ship the materials within 2 weeks of received order to the City Warehouse, located at 5352 Ayers St. Building 6, Corpus Christi, Texas 78415. 3. All contract prices are F.O.B. destination, inside delivery to the City of Corpus Christi Facility, freight prepaid. 4. Supplier must send Technical data sheet along with the delivery of the material. City will not accept any products that do not conform to the specifications. 5. If any items found defective, unusable or inoperable to the condition, Supplier shall arrange return shipment or shipping charge will be reimbursed from the invoice. 6. Contractor understands and agrees that the City may, at its discretion, cancel any backorders due to the Contractor's inability to deliver the product within the set time frame. 7. Cancellations shall be in writing and sent to Contractor by email, fax or mail. 8. No restocking fee or payment of any kind shall be owed for orders cancelled due to Contractor's inability to meet the deadline delivery date. B. Defective Goods Contractor shall pay for return shipment on any products that arrive in a defective, unusable or inoperable condition. Contractor must arrange for the return shipment of damaged products. Page lof 1 RFQ Revised 1.3.2018 ATTACHMENT B: BID/PRICING SCHEDULE ❑# 04-24-2019 Bidder: . I-LRGUSOj CITY OF CORPUS CHRISTI PURCHASING DIVISION BID FORM RFB No. 2163 Plastic Lids for Utility Meter Boxes AL' horized Signa-uro: PAGE 1 QE 1 1. Refer to "Instructions to Bidders" Mrd Contract Terms and Conditions before cornpletTng bid. 2, Quote your best price for each 'Rem, 3. In subn'nitfing this bid, Bidder certifies that: a. the prices in this bid have been -arrived at Indeperden11y, without consultation, c rnrrivnicarion, or agreement with any other Bicioler or cornpetilor, for the purpose of restrIcling•cornpetition vitith regard to prices, b, Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on tile wilh City's Purchasing office, pursuant to the Code of Ordinances, IS current and true. c. Bidder Is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda for this RPB. 4. Bidders must not write over or revise the bid form. Bidders will be considered Non - Responsive lithe bld form Is modified. atm F }{, v'D'ecri \7.a '.: ti .' • M1•�.�A. ;]:_..��'!?..... � ,J ' ��` Y� �P ." .'�'.�ti�?7.� nU T '_ .. .: ■ ;�w.• Total price ,,;,4-47.:...- l+�r'f�iK .{C�. Ti L1D METER BOX 12X1811 DFWMB17311-IA-LIQ EA 91y0 42.50 39250.00 2 3441 LID METER BOX 15X24 DFWMB17821-1A-LID . - EA 904 79.25 _ZJ325.00 ' 410 LID PLASTIC 1D"'Xll7" QVAL 1 FW1417.i.LIL? EA 7240 10.74 V616. 4311 LID PLASTIC 10-7018" OVAL DFW1416.11-LII} EA 720D 12.91 92.952.9c 5 474%LID PLASTIC -141016" ROUND DFW-10-AMR- 1A -LID EA 90I 12.i 1 1G$99_O1i ?'11.. _ ¢; f:-.._ ':;:le;- ' , - Liii i• = rgnd•$OIal: .:291;042.+1r ... Page lof 1 RFQ Revised 1.3.2018 ATTACHMENT C: INSURANCE REQUIREMENT Section 5. is null to this Service Agreement Page lof 1 RFQ Revised 1.3.2018 ATTACHMENT D: WARRANTY REQUIREMENTS The Supplier warrants that all products supplied under this Agreement are new, quality items that are free from defects when accepted by the City. Page lof 1 RFQ Revised 1.3.2018 AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Jim Davis, Director of Asset Management JimD@cctexas.com (361) 826-1909 Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com (361) 826-3169 Service Agreement for Mowing Services for Asset Management CAPTION: Motion authorizing a 36 -month service agreement for mowing of City properties for the Asset Management Department with WLE, LLC of Austin, Texas, for a total amount not to exceed $62,225.28, with first-year funding through the Facility and Property Management Fund. PURPOSE: This is a motion to approve a service agreement for mowing services to 13 City owned properties for Asset Management. BACKGROUND AND FINDINGS: The City owns 13 vacant properties throughout the city that have been acquired for various purposes and street projects, with the exception of the Frost Building. These lots vary in dimensions and must be maintained by the City until sold. This mowing contract will be managed by Asset Management. The City reserves the right to add or remove properties as lots are sold or acquired during the term of the contract, and will do so by amending the contract. The Purchasing Division conducted a competitive RFB process to obtain bids for a new contract. The City received five responsive, responsible bids, and is recommending the award to WLE, LLC. ALTERNATIVES: None. OTHER CONSIDERATIONS: Not applicable. CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency. DEPARTMENTAL CLEARANCES: Asset Management FINANCIAL IMPACT: x Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $175,710.00 $53,582.88 $229,292.88 Encumbered / Expended Amount $17,783.12 $0 $17,783.12 This item $8,642.40 $53,582.88 $62,225.28 BALANCE $149,284.48 $0 $149,284.48 Funding Detail: Fund: 5115 Fclty & Prop Mg Organization/Activity: 40300 Facility Management & Maint Mission Element: 191 Operate City Buildings and Facilities Project # (CIP Only): N/A Account: 530215 RECOMMENDATION: Staff recommends approval of this action item. LIST OF SUPPORTING DOCUMENTS: Bid Tabulation Service Agreement City of Corpus Christi Contracts and Procurement Department Buyer: Cynthia Perez Bid Tabulation RFB No. 1949 Mowing Services for Asset Management APS Lawncare Corpus Christi, TX CML Services Corpus Christi, TX Lawn In Order Corpus Christi, TX Maldonado Nursery & Landscaping San Antonio, TX WLE, LLC Corpus Christi, TX Item Description Unit QTY Unit Price Total Price Unit Price Total Price Unit Price Total Price Unit Price Total Price Unit Price Total Price 1 425 18th Street (25ft x 120ft) Cycles 72 $31.00 $2,232.00 $100.00 $7,200.00 $35.00 $2,520.00 $150.000 $ 10,800.00 $60.23 $4,336.56 2 502 18th Street (77.27 ft x 70 ft) Cycles 72 $46.00 $3,312.00 $100.00 $7,200.00 $50.00 $3,600.00 $150.000 $ 10,800.00 $58.66 $4,223.52 3 508 18th Street (77.27 ft x 50 ft) Cycles 72 $46.00 $3,312.00 $100.00 $7,200.00 $50.00 $3,600.00 $150.000 $ 10,800.00 $54.68 $3,936.96 4 212 Anchor (Irregular shape 28,865 sqft) Cycles 72 $245.00 $17,640.00 $100.00 $7,200.00 $250.00 $18,000.00 $150.000 $ 10,800.00 $119.38 $8,595.36 5 7101 Edgebrook Drive 101.42 ft x 73.48 ft 5205 Edinburg Circle Irregular Shape (6,713 sq. ft) Cycles 72 $64.00 $4,608.00 $100.00 $7,200.00 $50.00 $3,600.00 $150.000 $ 10,800.00 $ 10,800.00 $64.23 $4,624.56 6 Cycles 72 $57.00 $4,104.00 $100.00 $7,200.00 $50.00 $3,600.00 $150.000 $62.17 $4,476.24 7 2034 Mary St 92 ft x 27.27 ft Cycles 72 $25.00 $1,800.00 $100.00 $7,200.00 $35.00 $2,520.00 $150.000 $ 10,800.00 $51.86 $3,733.92 8 917 Parkers Alley 19.16 ft x 40.44 ft Cycles 72 $29.00 $2,088.00 $100.00 $7,200.00 $35.00 $2,520.00 $150.000 $ 10,800.00 $46.85 $3,373.20 9 920 Parkers Alley Irregular Shape (3,412 sq. ft) Cycles 72 $29.00 $2,088.00 $100.00 $7,200.00 $35.00 $2,520.00 $150.000 $ 10,800.00 $53.65 $3,862.80 10 4830 Williams Dr Irregular Shape (.478 acres) Cycles 72 $185.00 $13,320.00 $100.00 $7,200.00 $125.00 $9,000.00 $150.000 $ 10,800.00 $100.99 $7,271.28 11 720 Osage 50 ft x 100 ft parking lot Cycles 72 $43.00 $3,096.00 $100.00 $7,200.00 $40.00 $2,880.00 $150.000 $ 10,800.00 $57.65 $4,150.80 12 2835 Blake St Irregular Shape (8,975 sq. ft) Cycles 72 $76.00 $5,472.00 $100.00 $7,200.00 $70.00 $5,040.00 $150.000 $ 10,800.00 $67.98 $4,894.56 13 2402 Leopard St (Frost Building) 8,187 sq. ft Cycles 72 $70.00 $5,040.00 $100.00 $7,200.00 $100.00 $7,200.00 $150.000 $ 10,800.00 $65.91 $4,745.52 Total $68,112.00 $93,600.00 $66,600.00 $ 140,400.00 $62,225.28 SERVICE AGREEMENT NO. 1949 Mowing Services for Asset Management THIS Mowing Services for Asset Management Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and WLE, LLC ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Mowing Services for Asset Management in response to Request for Bid/Proposal No. 1949 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Mowing Services for Asset Management ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 36 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to zero additional zero-month/year periods ("Option Period (s) "), provided, the parties do so in writing and prior to the expiration of the original term or the then -current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $62,225.28, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 1, 2018 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Jesse Hernandez Department: Asset Management Phone: (361) 826-1983 Email: JesseH©cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form October 1, 2018 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form October 1, 2018 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Jesse Hernandez Title: Superintendent of Operations Address: 5352 Ayers, Bldg. 3A, Corpus Christi, Texas 78415 Phone:(361) 826-1983 Fax: (361) 826-1989 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 1, 2018 IF TO CONTRACTOR: WLE, LLC Attn: Richard Gonzalez Title: Business Development Manager Address: 10122 Bradshaw Road, Austin, Texas 78747 Phone: (512) 815-8855 Fax: N/A 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 1, 2018 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Governing Law. Contractor agrees to comply with all federal, State, and local laws, rules, and regulations. Failure to comply with any such laws, rules, or regulations will be cause to terminate this agreement under paragraph 18(A) above. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 24. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form May 2, 2019 CONTRACTOR A/ta/Ldyovaly Signature: Printed Name: Richard Gonzalez Title: Business Development Manager Date: 5/7/2019 CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. 1949 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form May 2, 2019 Attachment A- Scope of Work 1.1 General Requirements/Background Information A. The Contractor shall perform mowing services as outlined in this Scope of Work. B. The Contractor shall provide labor, supervision, equipment and supplies necessary to keep areas properly maintained. C. The Contractor must be available to perform the work Monday through Saturday between 7:00 AM to 7:00 PM. D. The locations listed consist of 13 properties in this Scope of Work. 1.2 Mowing Requirement A. Debris Removal 1. The Contractor must remove and dispose of any debris and/or trash on city property prior to mowing. However, if the debris is too large to haul, the Contractor shall pile the debris, take a picture and email the picture and location to the Contract Administrator prior to leaving the location. 2. Debris and/or Trash is defined as items such as but not limited to: paper, plastic litter, small toys, bottles, cans, small household items like dishes and table ware. 3. Heavy debris is defined as items such as but not limited to: appliances, toilets, furniture, tires, tree trunks, tree limbs, branches, construction materials such as lumber and bricks, etc. B. Mowing and Trimming The Contractor must mow and trim each property; trimming around trees, bushes and sidewalks. C. Cleaning The Contractor must clean and remove excess grass cuttings from sidewalks and streets. The Contractor cannot blow grass clippings into the streets or sidewalk areas. 1.3 Locations A. The Contractor shall provide mowing services to the following locations: Revised 6.20.18 Page 1 of 2 ADDRESS APPROXIMATE LOT DIMENSIONS 1. 425 18th Street 25 ft x 120 ft 2. 502 18th Street 77.27 ft x 70 ft 3. 508 18th Street 77.27 ft x so ft 4. 212 Anchor Irregular Shape (28,865 sq. ft) Revised 6.20.18 Page 1 of 2 1.4 1.5 Revised B. Mowing The adverse The schedule The adverse during due to 5. 7101 Edgebrook Dr 101.42 ft x 73.48 ft 6. 5205 Edinburg Circle Irregular Shape (6,713 sq. ft) 7. 2034 Mary St 92 ft x 27.27 ft 8. 917 Parkers Alley 19.16 ft x 40.44 ft 9. 920 Parkers Alley Irregular Shape (3,412 sq. ft) 10. 4830 Williams Dr Irregular Shape (.478 acres) 11. 720 Osage 50 ft x 100 ft parking lot 12. 2835 Blake St Irregular Shape (8,975 sq. ft) 13. 2402 Leopard St 8,187 sq. ft The City of Corpus Christi reserves the right to add or remove properties the term of the contract and will do so by amending the contract. Schedule schedule is to mow each location every 2 weeks provided there are no weather conditions. Mowing in rainy weather is prohibited. Contractor is expected to supplement forces to get the mowing back on if adverse weather causes the work to be behind schedule. Contract administrator reserves the right to adjust the mowing schedule weather conditions or growing conditions. Mowing Cycle Frequency Months Frequency Winter/Spring/Summer/Fall Every 2 weeks Contractor Quality Control and Superintendence The Contractor shall establish and maintain a complete Quality Control Program that is acceptable to the Contract Administrator to assure that the requirements of the Contract are provided as specified. The Contractor will also provide supervision of the work to insure it complies with the contract requirements. 6.20.18 Page 2 of 2 Revised 6.20.18 Attachment A-1 - Maps/Locations/Schematics Page 1 of 14 425 18th St - Google Maps Page 1 of 1 Gocgle Maps ps 425 18th St 9 • Gull Coast Racing 0 m Selena Museum 1 4: E rgg ov _ 9 "'ed n n CD Del Mar College -West Campus Lozano Golf Center c$ rrk CD Morgan Ayr $d Q Corpus Christ Go©MgIe Slate Living Center V r.atrop- . • V American Bents Center Corpus Christi • Selena Memorial Statue 0 Corpus Carob Calhedral 025 18111 Street Y 425 18th St Corpus Christi, TX 78405 QHPP+9V Central City, Corpus Christi, TX : ?)n • 0 0 R ns tutµ ptv Cole Park Map data ©2019 Google 2000 ft Page 2 of 14 https://www. google.com/maps/place/425+ 18th+St,+Corpus+Christi,+TX+78405/@27.788... 1/17/2019 502 18th St - Google Maps Page 1 of 1 Google Maps 502 18th St Selena Museum 9 - ec51 1.n a CD Oyu 4ABM1 tl DcIMor9 ' CoIIe ie Wesl Ca•npus 0.0^^" Lozano Golf Center 9 epa Nu not, VCorpus Christ, State Living Center Corpus Christi Selene Memorial statue 0 Corpus Christ. Cathedral 1P502 181h Street c pB � Liman Are Go gle 502 18th St Corpus Christi, TX 78405 QHPQ+73 Central City, Corpus Christi, TX Del Mar College 9 R Colo Park Map data ©2019 Google 2000 ft Page 3 of 14 https://www.google.com/maps/place/502+ 18th+St,+Corpus+Christi,+TX+78405/@27.780... 1/17/2019 508 18th St - Google Maps Page 1 of 1 Google Maps 508 18th St Shell Texas Star ® 9 3 St(� ® Agnes 51 ® Coop to Johnstone Supply a � r awake Si Ram Tool Construction Supply Co (u 1 veep St ® Laredo St Gelvan Ballroom Family Dollar Sovereign Grace 9 Community Church s 9 Agnes St ries, Mer er ,‘; 9 L & H Armature Works —A Cash Americo Pawn 9 a 9 - Garcia Arts & Education Center 9 ,.tile tiY 10508181h Street and Gelvan Music 9 9 9 Lareuu Zan Agnes S Greenwood Stripes Architectural Doors r S 5 IS Mut r - 0 9 vim y5t Mary 51 Stripes onvenience Store 1r Jansen fakery. 2 5 Mains 5 Manly Sr More 5t Coleman Ara Coleman Ave Google 5 # Lj na�eman Avv c Smiley's Grocery St Jose h s Catholic Church 9 508 18th St Corpus Christi, TX 78405 QHPQ+63 Central City, Corpus Christi, TX wa o' N U c 4 Woman ave Morris Si 5 !a Map data ©2019 Google 200 ft r r e Page 4 of 14 https://www. google.com/maps/place/508+18th+St,+Corpus+Christi,+TX+78405/@27.785... 1/17/2019 212 Anchor St - Google Maps Page 1 of 1 Google Maps 212 Anchor St Anchor Club "' ,o gle 9 NAS Corpus Christi South Gate Entrance 9 10212 Anchor Street A+ Spu Q Stripes 9 9 Armed forces Alterations fast 0 Sinister 212 Anchor St Corpus Christi, TX 78418 MPHF+X4 Flour Bluff, Corpus Christi, TX 9 � /oft Map data ©2019 Google 200 ft Page 5 of 14 https://www. google.com/maps/place/212+Anchor+St,+Corpus+Christi,+TX+78418/@27.6... 1/17/2019 7101 Edgebrook Dr - Google Maps Page 1 of 1 Go gte Maps 7101 Edgebrook Dr Le / m 0Wr�a h ?y �O �yC ry1F rvQ 0 B se Rwa o & u 3 t Viz. 4 04 Siwr P� c 86Y3M;d B 4a as p �4 a 'bra Google �%.* ry 9 Rn rJad' 7101 Edgebrook Dr Corpus Christi, TX 78413 MHJV+7V South Side, Corpus Christi, TX 7101 Edgebrook Drive a'r H�•���n 4' �M.. 144��P}enAcw Winrock Park 144%",S> Map data ©2019 Google 200 ft Page 6 of 14 https://www. google.com/maps/place/7101 +Edgebrook+Dr,+Corpus+Christi,+TX+78413/... 1/17/2019 5205 Edinburg Cir - Google Maps Page 1 of 1 Google Maps 5205 Edinburg Cir IE Grainger Ranch d Recruiting / fl / 4, 14.4% y,4 11)5205 Edinburg Circle te?' tIfllbQj•g40 a Inveirwss 9 Frank's Pc. so' 4,4s„.4 Crossgete Park 447,4 9 /4 , Google / i 14 5205 Edinburg Cir Corpus Christi, TX 78413 MJH3+M7 South Side, Corpus Christi, TX 4 Map data ©2019 Google 200 ft fp% Page 7 of 14 hUps://www.google.com/maps/place/5205+Edinburg+Cir,+Corpus+Christi,+TX+78413/@... 1/17/2019 2034 Mary St - Google Maps Page 1 of 1 Google Maps 2034 Mary St es St n Copp® a 9 QU Shell Texas Star 9 9 © Agnes St ct N Johnstone Supply a Mmyacrite 51 La OQ� Ram Tool Construction a& ® Laredo St Galvan Ballroom Supply Co vu, ree and Galvan Music Family Dollar Cash America Paw Sovereign Grace n _ 9 Community Church s 9 w 9Agnes 0 Garcia Arts & O O Aynes St Mid Town® Education Center Greenwood Stripes riest a Mexicana© 9 ®9 Architectural Doors L & H Armature Works n r' 8 x' ire) ,o `A a Moteuetne 51 ro,f,to et /2034 Mary Street 9 Mary St ...... !MeV sr Stripes Sc:,'Convenience Store Morris Si 2 • s u 1 CWatun Ave Allis. Bakery R P1 Huth St v 4 Huth Mouls SI h1a+r,.St Colum Go gle N.11/1,,/ a 9 Q Muris St 3 ® SI Joseph's y. ▪ Catholic Church e 12 • y E SO Coleman Ave • U Caleman Ave Smiley's Grocery 9 2034 Mary St Corpus Christi, TX 78405 QHPQ+42 Central City, Corpus Christi, TX 0 Bundles of Care Map data ©2019 Google 200 ft 3 a 12 Page 8 of 14 https://www. google. com/maps/place/2034+Mary+St,+Corpus+Christi,+TX+78405/@27.7... 1/17/2019 R 917 Parkers Alley - Google Maps Page 1 of 1 ony Google Maps 917 Parkers Alley Frank St C. Unity Chapel ��d' Funeral Horne St Paul Methodist QUnited Cltwch Lobn 51 Holy Cross Catholic Church ® 51 Goggle Lake st 917 Parkers Alley Corpus Christi, TX 78401 RH2X+P9 Central City, Corpus Christi, TX /917 Parkers Alley Concrele Steel ati Amphitheater ,ocgemryer s 6urbeyue Garp '�" Old Bayview Cemetery © �Bo �e3 A oueSt o 0 Coles High School V:hm6ngo Map data ©2019 Google 200 ft f"d (m} Vnnnrit: rtr Page 9 of 14 https://www.google.com/maps/place/917+Parkers+Alley,+Corpus+Christi,+TX+78401 /@... 1/17/2019 920 Parkers Alley - Google Maps Page 1 of 1 Go gle Maps 920 Parkers AIIey fool. [rank st 'G Unity Chapel St Paul Methodist Funeral Home Luke 5I United Church v u1M W Holy Cross ch Catholic Church Google Lnki. SI 920 Parkers AIIey Corpus Christi, TX 78401 RH2X+Q7 Central City, Corpus Christi, TX 10920 Parkers Alley wig st Concrete Street Amphitheater Hoegenteyel's [!1 Barbecue Barn T. Old Bayview Cemetery 9 rooa �ry 9 Coles High School Map data ©2019 Google PaoteSt 200 ft P d c3 Page 10 of 14 https://www. google.com/maps/place/920+Parkers+Alley,+Corpus+Christi,+TX+78401 /@... 1/17/2019 4830 Williams Dr - Google Maps Page 1 of 1 Google Maps 4830 Williams Dr Embassy House Apartments 3 -.entry rn r Q Bed Bath & Beyond Sang's Imperial Cale '4 8 1�J "4' 7a Verizon Dr Sam's Club 9 SA o0're/S/0 QFi °a0! [�1 Joe's Crab Shack 9 Aka SushiW & Hibuch 2a 'ryry� rn ¢ a ul h•..,, Sherwin-Williams Vf7 B BJ's Restaurant & Brewhouse Logan s R Smart Phone Repairz Corpus Christi 1. Bicycle World RGV Corpus 9 Paint Store '4830 Williams Drive Academy Sports ® + Outdoors �a 4 cr, Go - 4830 o 4830 Williams Dr Corpus Christi, TX 78411 PJ68+G4 South Side, Corpus Christi, TX The Home Depot Map data ©2019 Google 200 ft On TI Coi Suites by F Page 11 of 14 https://www.google.com/maps/place/483 0+Williams+Dr,+Corpus+Christi,+TX+78411 /@... 1/17/2019 720 Osage St - Google Maps Page 1 of 1 Gocgle Maps 720 Osage St i Zapata s g e Y7 o Pve OW wownsmaemi Mutga,, 9 Paste. St araniIf St Sanson SI wdghl al Canis St Lockheed St Alec Si 10 Kingdom Hall of Jehovah's Witnesses Go,QplgR:cks © 720 Osage St Corpus Christi, TX 78405 QHFF+F2 Central City, Corpus Christi, TX m6 1720 Osage Street d 6'0m, Thompson Chapel Dr. HC niiwnnh Map data ©2019 Google 200 ft a a e � c7= 6v� 'ej 4 ha u Astilo St E Fr. y ©f`ddl roduir and Tunil 'O Page 12 of 14 https://www.google.com/maps/place/720+Osage+St,+Corpus+Christi,+TX+78405/@27.77... 1/17/2019 2835 Blake St - Google Maps Page 1 of 1 Go gie Maps 2835 Blake St 2 lalwta 51 $Q JtOWan Pve Old Brervnsvldc fit) 0 runanecc 419 ® . Ht110 p\A0 rr; Estlnln at Braniff Si Sdneon 51 Might SI Curtiss a Lockheed St 5 Kingdom Hall of Jehovah s Witnesses 9 Astec at Goog'e'Rxks owl 2835 Blake St Corpus Christi, TX 78405 5 B m IAg1Bn31 1 °j ® N 4 b eS 8763/o i'd° ogi`e .<; 4 2835 Blake Street 6larmyui olid 0111 87 B Thom9pson Chapel Map data ©2019 Google 200 ft Page 13 of 14 https: //www. google. com/maps/place/283 5+Blake+St,+Corpus+Christi,+TX+78405/@27.7... 1/17/2019 2402 Leopard St - Google Maps Go gle Maps 2402 Leopard St Page 1 Vdfalo AntcIopFrestone Complete OC2re rr_:. Britto,eless Antelnne,51 fo ' ' Anitlope St Roy ?v''Ile th o 5choa; tlep.a GyoogIk Imagery ©2019 Google, Map data ©2019 Google 200 ft 2402 Leopard St Corpus Christi, TX 78408 At this location Frost Bank 3.0 (3) Page 14 of 14 https://www.google.com/maps/place/2402+Leopard+St,+Corpus+Christi,+TX+78408/@2... 1/18/2019 Attachment B- Bid/Pricing Schedule �vs � ° 1, i CITY OF CORPUS CHRISTI PURCHASING DIVISION BID FORM RFB No. 1949 Mowing Services for Asset Management ��'� a,.s , "E 'ro. �. � 1852 Date: 3/4/2019 PAGE 1 OF 2 Authorized 4u-,i1.a4i'e Bidder: WLE, LLC Signature: ffev J 1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before completing bid. 2. Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's Purchasing office, pursuant to the Code of Ordinances, is current and true. c. Bidder is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda for this RFB. Item Description UNIT QTY Unit Price Total Price List of properties 1. 425 18th Street (25ft x 120ft) Cycles 72 $ 60.23 $ 4.336.56 2. 502 18th Street (77.27 ft x 70 ft) Cycles 72 $58.66 $ 4,223.52 3. 508 181h Street (77.27 ft x 50 ft) Cycles 72 $54.68 $ 3,936.96 4. 212 Anchor (Irregular shape Cycles 72 $119.38 $ 28,865 sqft) 8,595.36 5. 7101 Edgebrook Drive 101.42 Cycles 72 $ $ ft x 73.48 ft 64.23 4,624.56 6. 5205 Edinburg Circle Irregular Cycles 72 $62.17 $4,476.24 Shape (6,713 sq. ft) 7' 2034 Mary St 92 ft x 27.27 ft Cycles 72 $ 51.86 $ 3,733.92 8. 917 Parkers Alley 19.16 ft x Cycles 72 $46.85 $ 40.44 ft 3,373.20 9. 920 Parkers Alley Irregular Shape (3,412 sq. ft) 4830 Williams Dr Irregular Shape (.478 acres) Cycles Cycles 72 72 $ 53.65 $ 100.99 r $ 3,862.80 $ 7,271,28 10. 11. 720 Osage 50 ft x 100 ft parking lot Cycles 72$ 57.65 $ 4,150.80 12. 2835 Blake St Irregular Shape (8,975 sq. ft) Cycles 72 $ 67.98 $ 4.894.56 13. 2402 Leopard St (Frost Building) 8,187 sq. ft Cycles 72 $ 65.91 w $ 4,745.52 $ 62,225.28 Total 3. ATTACHMENT C CONTRACTOR'S LIABILITY INSURANCE - INSURANCE under this contract until all insurance has been approved by the City. to commence work until all similar has been obtained. Manager and Park & Recreation Director with applicable policy endorsements by an insurance company(s) The City must be listed as an additional Liability policies by endorsement, and on GL, AL and WC if applicable. of Insurance. Project name and/or of Certificate of Insurance. a 1. Contractor must not commence work required has been obtained_and such insurance Contractor must not allow any subcontractor, insurance required of any subcontractor 2. Contractor must furnish to the City's Risk one (1) copy of Certificates of Insurance showing the following minimum coverage acceptable to the City's Risk Manager. insured on the General liability and Auto waiver of subrogation endorsement is required Endorsements must be provided with Certificate number must be listed in Description Box TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-day advance written notice of cancellation, non-renewal, material change or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence - aggregate Commercial General Liability including: 1. Commercial Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence $1,000,000 Aggregate AUTO LIABILITY (including) 1. Owned 2. Hired and Non-owned 3. Rented & Leased $1,000,000 Combined Single Limit WORKERS' COMPENSATION (All States Endorsement if Company is not domiciled in Texas) Employer's Liability Statutory and complies with Additional Requirements of this section. $500,000/$500,000/$500,000 In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. Additional Requirements 1. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. 2. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted doing business in the State of Texas and with an A.M. Best's rating of no less than A - VII. 3. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 4. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: ■ List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy. ■ Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; ■ Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and ■ Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. 5. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 6. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. 7. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. 8. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. 9. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2018 Insurance Requirements Purchasing Mowing and Complete Grounds Maintenance 12/19/2018 sw Risk Management Valid Through 12/31/2019 Attachment C - Bond Requirements No bond requirements necessary for this service agreement; Section 5. (B) is null for this service agreement. ATTACHMENT D - WARRANTY REQUIREMENTS No warranty requirements necessary for this service agreement; Section 8. Warranty is null for this service agreement. AGENDA MEMORANDUM Action item for the City Council Meeting of June 11, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Jim Davis, Director of Asset Management jimd@cctexas.com (361) 826-1909 Lawrence Mikolajczyk, Director of Solid Waste Operations Kevinn(a�cctexas.com (361) 826-1986 Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com (361) 826-3169 Street Sweeper for Solid Waste J CAPTION: Motion authorizing the purchase of one replacement self-propelled broom (street sweeper) for the Solid Waste Department from Nueces Power Equipment of Corpus Christi, Texas, via Houston -Galveston Area Council Cooperative for a total amount not to exceed $65,317.75 funded through the Fleet Maintenance Service Fund. PURPOSE: This item is to approve the purchase of one self-propelled broom (street sweeper) for the Solid Waste Department. BACKGROUND AND FINDINGS: The Solid Waste Department currently has a requirement to replace one self-propelled broom. The unit being replaced will be used to sweep the Transfer Station unloading pad, and other designated areas to ensure compliance with TCEQ requirements. Contracts awarded through Houston -Galveston Area Council Cooperative have been competitively procured, in compliance with Texas local and state procurement requirements. ALTERNATIVES: N/A OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Asset Management Utilities FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $8,071,021.11 $0.00 $8,071,021.11 Encumbered / Expended Amount $6,582,786.11 $0.00 $6,582,786.11 This item $65,317.75 $0.00 $65,317.75 BALANCE $1,422,917.25 $0.00 $1,422,917.25 Funding Detail: Fund: Organization/Activity: Mission Element: Project # (CIP Only): Account: 5110 Fleet Maintenance Service 40120 Equipment Purchases -Fleet 202 Maintain the Fleet N/A 550020 Vehicles and Machinery RECOMMENDATION: Staff recommends approval of the action as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet City of Corpus Christi Contracts and Procurement Buyer: Cynthia Perez Price Sheet Self -Propelled Broom for Solid Waste HGAC Contract #SM10-18 Nueces Power Equipment Corpus Christi, TX ITEM DESCRIPTION QUANTITY EXTENDED TOTAL 1 Self -Propelled Broom for Solid Waste 1 each $65,317.75 TOTAL $65,317.75 AGENDA MEMORANDUM Action item for the City Council Meeting of June 11, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Jim Davis, Director of Asset Management jimd@cctexas.com (361) 826-1909 Lawrence Mikolajczyk, Director of Solid Waste Operations Kevinn(a�cctexas.com (361) 826-1986 Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com (361) 826-3169 Two Trucks for Solid Waste CAPTION: Motion authorizing the purchase of two replacement Ford trucks for the Solid Waste Department from Grande Truck Center of San Antonio, Texas, via Buy Board Cooperative for a total amount not to exceed $175,260 funded through the Fleet Maintenance Service Fund. PURPOSE: This item is to approve the purchase of one F450 Super Cab with stake bed and one F550 Crew Cab 4x4 with service body truck for the Solid Waste Department. BACKGROUND AND FINDINGS: The Solid Waste Department is replacing two trucks. The F450 truck will be used to deliver, replace or remove garbage cans to customers. The F550 Crew Cab will be used by the Asset Management mechanic in support of the Sold Waste's refuse trucks. These units are both replacement units. Contracts awarded through the Buy Board Cooperative have been competitively procured, in compliance with Texas local and state procurement requirements. ALTERNATIVES: N/A OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Asset Management Utilities FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $8,071,021.11 $0.00 $8,071,021.11 Encumbered / Expended Amount $6,582,786.11 $0.00 $6,582,786.11 This item $175,260.00 $0.00 $175,260.00 BALANCE $1,312,975.00 $0.00 $1,312,975.00 Funding Detail: Fund: Organization/Activity: Mission Element: Project # (CIP Only): Account: 5110 Fleet Maintenance Service 40120 Equipment Purchases -Fleet 202 Maintain the Fleet N/A 550020 Vehicles and Machinery RECOMMENDATION: Staff recommends approval of the action as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet City of Corpus Christi Contracts and Procurement Division Buyer: Cynthia Perez Price Sheet Two Trucks for Solid Waste BuyBoard Contract # 521-16 TOTAL $175,260.00 Grande Truck Center San Antonio, TX ITEM DESCRIPTION QUANTITY EXTENDED TOTAL 1 F450 Super Cab with Stake Bed Truck 1 each 58,348.00 2 F550 Crew Cab 4X4 with Service Body Truck 1 each $116,912.00 TOTAL $175,260.00 AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: TO: May 3, 2019 Peter Zanoni, City Manager THRU: Mark Van Vleck, Assistant City Manager markvv@cctexas.com (361) 826-3082 FROM: Jeff H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Jim Davis, Director of Asset Management jimd@cctexas.com (361) 826-1909 Professional Services Contract Elevator Modernization Multiple Locations (Bond 2018, Propositions D, E, & F) CAPTION: Motion awarding a design contract to Bath Engineering for the 2018 Bond Project for Elevator Modernization at Multiple Locations in the amount of $99,750 for design, bid and construction phase services to replace and upgrade five (5) elevators and corresponding equipment with funding available in various 2018 Bond Propositions. PURPOSE: This provides for engineering and design services to modernize five (5) elevators and corresponding equipment at various City buildings. BACKGROUND AND FINDINGS: The elevators under this contract are in five (5) City -owned facilities, averaging over 40 years old and are beyond the 20 -year design and economical service life expectancy. Equipment and components are obsolete consequently leaving the elevators marginally serviceable. Proposed improvements address renovations necessary to modernize the elevators. Project No: 18174A/18172C/18181A/18176A/18177A 1 JJ/GH Legistar No.: 19-0532 Revised 06/03/19 Engineering design and construction for elevator modernizations were approved in Bond 2018 Propositions as follows: ➢ Proposition D — Libraries and Cultural Facilities Improvements ■ La Retama Central Library ■ Art Museum of South Texas ➢ Proposition E — Public Safety Improvements ■ Police Department Headquarters ■ Fire Department Headquarters ➢ Proposition F — Public Health Improvements ■ Heath Department Building Modernization is required to replace obsolete equipment to comply with current International Building Code and Life Safety Codes. Proposed improvements include modernizations and replacement of the following: • Mechanical/Electrical Components • Slow, Stop, and Leveling Systems • Speed and Location Controllers • Floor and Direction Indicator Buttons • Hydraulic Power Pump Units • Safety Equipment • ADA Features • Interior and Exterior Lighting This contract provides engineering and design for preparation of bid documents with additional bid phase and construction phase technical support. The scope of engineering services includes: • Conduct field investigations and testing on elevator systems • Testing and abatement plans for hazardous materials including asbestos and lead paint • Evaluation of current technology and equipment available and compatible for retrofits • Design workshops with staff • Analysis and prioritize recommendations for proposed improvements • Preparation of required design submittals and construction documents sealed by State of Texas registered Professional Engineer • Bid phase technical and administrative support • Construction phase technical and administrative support • Submit "As -Built" drawings after construction ALTERNATIVES: 1. Authorize execution of professional services contract. (Recommended) 2. Do not authorize execution of professional services contract. (Not Recommended) OTHER CONSIDERATIONS: Bath Engineering was selected for this project under RFQ No. 2018-10. CONFORMITY TO CITY POLICY: Complies with statutory requirements for professional services contracts. Conforms to FY 2018- 2019 Capital Improvement Planning (CIP) Budget. Project No: 18174A/18172C/18181A/18176A/18177A 2 JJ/GH Legistar No.: 19-0532 Revised 06/03/19 EMERGENCY / NON -EMERGENCY: Non -Emergency DEPARTMENTAL CLEARANCES: Asset Management FINANCIAL IMPACT: ❑ Operating ❑ Revenue X Capital ❑ Not applicable Fiscal Year 2018-2019 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Budget 1,550,000 1,550,000 Encumbered / Expended Amount 0 0 This item 99,750 99,750 Future Anticipated Expenditures This Project 1,430,800 1,430,800 BALANCE 19,450 19,450 Funds: Bayfront 2019 Bd 18 (Fund 3128); Library 2019 Bd 18 (Fund 3227); Fire 2019 Bd 18 (Fund 3192); Police 2019 Bd 18 (Fund 3343); Health Building 2019 Bd 18 (Fund 3372) RECOMMENDATION: City staff recommends approval of a professional services contract with Bath Engineering of Corpus Christi, Texas, in the amount of $99,750. LIST OF SUPPORTING DOCUMENTS: Project Budget Location Map Presentation Contract Project No: 18174A/18172C/18181A/18176A/18177A 3 JJ/GH Legistar No.: 19-0532 Revised 06/03/19 PROJECT BUDGET ESTIMATE Elevator Modernization Multiple Locations Bond 2018 - Props D, E, and F FUNDS AVAILABLE: Bond 2018, Prop D - Libraries & Cultural Facilities 542,000 Bond 2018, Prop E - Public Safety 918,000 Bond 2018, Prop F - Public Health 90,000 TOTAL FUNDS AVAILABLE 1,550,000 FUNDS REQUIRED: Construction Fees. 1,320,000 Construction (Estimate) 1,200,000 Contingency (10%) 120,000 Construction Inspection and Testing Fees. Construction Inspection (Estimate) Construction Phase - Materials Testing Services (Estimate) 46,200 46,200 Design 99,750 A/E Contract (Bath Engineering) Design THIS ITEM 99,750 Reimbursements. 64,600 Contract Administration (Engineering Svcs Admin/Finance/Capital Budget) 25,040 Engineering Services (Project Mgt/Constr Mgt) 37,560 Misc. (Printing, Advertising, etc.) 2,000 TOTAL 1,530,550 ESTIMATED PROJECT BUDGET BALANCE 19,450 sv NUECES BAY Fire Department (Old Frost Bank) 18177A CORPUS CHRISTI LEOPARD Art Museum 18174A SCALE: N.T.S. La Retama Central Library 18172C z 0 a 0 a Z q< Police Department w 4 p T 18176A Health Department 18181A CORPUS CHRISTI BAY TEXAS A&M UNIVERSITY CORPUS CHRISTI Elevator Modernization Multiple Locations (Bond 2018, Propositions D, E, & F) CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES Corpus Chr sti Engineering Elevator Modernization Multiple Locations (Bond 2018, Propositions D, E, & F) Council Presentation June 11, 2019 Project Location Corpus Chr sti Engineering Fire Department (old Frost Bank) La Retama Central Library Police Department SCALE: N.T.S. 2 Project Vicinity Corpus Chr'sti Engineering Fire Department 1 o,oto Health / Y. Healt• r r. Project Scope Corpus Chr sti Engineering Provides engineering and design elevator modernizations to address outdated equipment and changes to meet International Building Code and Life Safety Codes. Scope of services includes: • Conduct field investigations and testing on elevator systems • Current technology evaluations with availability and compatibility for retrofit • Analysis and prioritized recommendations for proposed improvements • Bid phase technical and administrative support • Construction phase technical and administrative support Elevator upgrades address the following components: • Mechanical/Electrical Components • Speed and Location Controllers • Hydraulic Power Pump Units • Slow, Stop, and Leveling Systems • Floor and Direction Indicator Buttons • Safety Equipment • Interior and Exterior Lighting • ADA Features Project Schedule Corpus Chr'sti Engineering 2019 2020 J I J I A I S I 0 N I D J I F 1M AI M I J 1j1 A I S Design Bid Construction (TBD) Projected Schedule reflects City Council award in June 2019 with construction TBD Corpus Chr sti Engineering QUESTIONS? CITY OF CORPUS CHRISTI CONTRACT FOR PROFESSIONAL SERVICES ELEVATOR MODERNIZATION MULTIPLE LOCATIONS The City of Corpus Christi, a Texas home rule municipal corporation, P.O. Box 9277, Corpus Christi, Nueces County, Texas 78469-9277 (City) acting through its duly authorized City Manager or Designee (Director) and Bath Engineering, a Texas corporation, 5656 South Staples Street, Suite 110, Corpus Christi, Nueces County, Texas 78411, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES 2 ARTICLE II QUALITY CONTROL 3 ARTICLE III COMPENSATION 3 ARTICLE IV TIME AND PERIOD OF SERVICE 5 ARTICLE V OPINIONS OF COST 5 ARTICLE VI INSURANCE REQUIREMENTS 5 ARTICLE VII INDEMNIFICATION 6 ARTICLE VIII TERMINATION OF AGREEMENT 6 ARTICLE IX RIGHT OF REVIEW AND AUDIT 7 ARTICLE X OWNER REMEDIES 7 ARTICLE XI CONSULTANT REMEDIES 8 ARTICLE XII CLAIMS AND DISPUTE RESOLUTION 8 ARTICLE XIII MISCELLANEOUS PROVISIONS 10 EXHIBITS Contract for Professional Services Page 1 of 12 Projects: 18174A/18172C/18181A/18176A/18177A ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XIII of this Agreement. The approved Scope of Services defines the services to be performed by Consultant under this Agreement. 1.2 Consultant shall follow City Codes and Standards effective at the time of the execution of the contract. At review milestones, the Consultant and City will review the progress of the plans to ensure that City Codes and Standards are followed unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Upon request, Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the % of work performed by subconsultant (in dollars). Changes in Consultant's proposed team as specified in the SOQ or Scope of Services must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant will provide monthly status updates (project progress or delays) in the format requested by the City with each monthly invoice. 1.6 For design services, Consultant agrees to render the professional services necessary for the advancement of the Project through Final Completion of the Construction Contract. Consultant acknowledges and accepts its responsibilities, as defined and described in City's General Conditions for Construction Contracts, excerpt attached as Exhibit D. 1.6.1 The Consultant agrees to serve as the City's Designer as defined in the General Conditions and will consult and advise the City on matters related to the Consultant's Scope of Services during the performance of the Consultant's services. 1.6.2 The Consultant agrees to prepare plans, specification, bid and contract documents and to analyze bids and evaluate the documents submitted by bidders. 1.6.3 The Consultant agrees to assist the City in evaluating the qualifications of the prospective contractors, subcontractors and suppliers. 1.7 For projects that require subsurface utility investigation: 1.7.1 The Consultant agrees to prepare and submit to the City prior to the 60% submittal a signed and sealed report identifying all utilities within the project area at the Quality Level specified in Exhibits Aand A 1-. It is assumed that all utilities will be identified using Quality Level A exploratory excavation unless stated otherwise. Contract for Professional Services Page 2 of 12 Projects: 18174A/18172C/18181 A/18176A/18177A 1.7.2 Utilities that should be identified include but are not limited to utilities owned by the City, local franchises, electric companies, communication companies, private pipeline companies and 3rd party owners/operators. 1.8 For project with potential utility conflicts: 1.8.1 The Consultant agrees to coordinate the verification and resolution of all potential utility conflicts. 1.8.2 The Consultant agrees to prepare and submit a monthly Utility Coordination Matrix to the City. 1.9 The Consultant agrees to complete the Scope of Services in accordance with the approved project schedule and budget as defined in Exhibit A, including completing the work in phases defined therein. ARTICLE II — QUALITY CONTROL 2.1 The Consultant agrees to perform quality assurance -quality control/constructability reviews (QCP Review). The City reserves the right to retain a separate consultant to perform additional QCP services for the City. 2.2 The Consultant will perform QCP Reviews at intervals during the Project to ensure deliverables satisfy applicable industry quality standards and meet the requirements of the Project scope. Based on the findings of the QCP Review, the Consultant must reconcile the Project Scope and the Opinion of Probable Cost (OPC), as needed. 2.3 Final construction documents that do not meet City standards in effect at the time of the execution of this Agreement may be rejected. If final construction documents are found not to be in compliance with this Agreement, Consultant will not be compensated for having to resubmit documents. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $99,750. 3.2 The Consultant's fee will be on a lump sum or time and materials (T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. Consultant shall submit a Rate Schedule with their proposal. City and Consultant agree that the Rate Schedule is considered confidential information that may be excluded from public disclosure under Texas Government Code Chapter 552 as determined by the Texas Attorney General. 3.3 The Consultant agrees to complete the Scope of Services in accordance with the approved project schedule and budget as defined in Exhibit A, including completing the work in phases defined therein. 3.4 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3) days of notice if tasks requested requires an additional fee. 3.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. Each invoice will include the Consultant's estimate of the proportion of the contracted services completed at the time of billing. For work performed on a T&M Basis, the invoice shall include documentation that shows who worked on the Project, the number of hours that each individual worked, the applicable rates from the Rate Schedule and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. Contract for Professional Services Page 3 of 12 Projects: 18174A/18172C/18181 A/18176A/18177A 3.6 Principals may only bill at the agreed hourly rate for Principals (as defined in the Rate Schedule) when acting in that capacity. Principals acting in the capacity of staff must bill at applicable staff rates. 3.7 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall, to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY, THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.8 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.9 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.9.1 delays in the performance of Consultant's work; 3.9.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.9.3 damage to City; or 3.9.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.10 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.11 In the event of any dispute(s) between the Parties regarding the amount properly compensable for any phase or as final compensation or regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.12 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.13 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. The right to suspend work under this provision does not relieve the City of its obligation to make payments in accordance with section 3.5 above for services provided up to the date of suspension. Contract for Professional Services Page 4 of 12 Projects: 18174A/18172C/18181 A/18176A/18177A ARTICLE IV — TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). /1.2 This service shall be for a period of y rs beginning on the Effective Date. The Agreement may be renewed for up to one year renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized Services for this contract upon receipt of the Notice to Proceed from the Director of Engineering Services. Work will not begin on any phase or any Additional Services until requested in writing by the Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within ten business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. For construction design services, "completion of the Project" refers to acceptance by the City of the construction phase of the Project, i.e., Final Completion. ARTICLE V — OPINIONS OF COST 5.1 The Opinion of Probable Cost (OPC) is computed by the Consultant and includes the total cost for construction of the Project. 5.2 The OPC does not include the cost of the land, rights-of-way or other costs which are the responsibility of the City. 5.3 Since Consultant has no control over a construction contractor's cost of labor, materials or equipment, or over the contractor's methods of determining prices, or over competitive bidding or market conditions, Consultant's opinions of probable Project Cost or Construction Cost provided herein are to be made on the basis of Consultant's experience and qualifications and represent Consultant's best judgment as a design professional familiar with the construction industry, but Consultant cannot and does not guarantee proposals, bids or the construction cost shall not vary from the OPC prepared by Consultant. ARTICLE VI — INSURANCE REQUIREMENTS 6.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 6.2 Insurance Requirements are shown in EXHIBIT C. Contract for Professional Services Page 5 of 12 Projects: 18174A/18172C/18181 A/18176A/18177A ARTICLE VII — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee") from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, if the claim is not based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee. If a claim is based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee, the Consultant shall reimburse the City's reasonable attorney's fees in proportion to the Consultant's liability. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VIII — TERMINATION OF AGREEMENT 8.1 By Consultant: 8.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 8.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 8.2 By City: 8.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 8.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins, within three days of receipt of such notice, to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 8.3 Termination Procedure 8.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs, or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. Contract for Professional Services Page 6 of 12 Projects: 18174A/18172C/18181A/18176A/18177A 8.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement, including but not limited to specifications, designs, plans and exhibits. 8.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time & Materials calculation or Consultant and City's estimate of the proportion of the total services actually completed at the time of termination. There will be no compensation for anticipated profits on services not completed. 8.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE IX — RIGHT OF REVIEW AND AUDIT 9.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit, examination or inspection may be performed by a City designee, which may include its internal auditors, or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four (4) years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 9.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement (Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts, vouchers, memoranda, time sheets, payroll records, policies, procedures, and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 9.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 9.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE X — OWNER REMEDIES 10.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 10.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 10.1.2 Failure of the Consultant to design in compliance with the laws of the City, State and/or federal governments, such that subsequent compliance costs exceed expenditures that would have been involved had services been properly executed by the Consultant. Contract for Professional Services Page 7 of 12 Projects: 18174A/18172C/18181 A/18176A/18177A 10.1.3 Losses are incurred because of errors and/or omissions in the design, working drawings, specifications or other documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 10.2 When the City incurs non -value added work costs for change orders due to design errors and/or omissions, the City will send the Consultant a letter that includes: (1) Summary of facts with supporting documentation; (2) Instructions for Consultant to revise design documents, if appropriate, at Consultant's expense; (3) Calculation of non -value added work costs incurred by the City; and (4) Deadline for Consultant's response. 10.3 The Consultant may be required to revise bid documents and re -advertise the Project at the Consultant's sole cost if, in the City's judgment, the Consultant generates excessive addenda, either in terms of the nature of the revision or the actual number of changes due to the Consultant's errors or omissions. 10.4 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE XI — CONSULTANT REMEDIES 11.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 11.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 11.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XII — CLAIMS AND DISPUTE RESOLUTION 12.1 Filing of Claims 12.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21) calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 12.1.2 Every Claim of Consultant, whether for additional compensation, additional time or other relief, shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 12.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 12.1.4 Within thirty (30) calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. Contract for Professional Services Page 8 of 12 Projects: 18174A/18172C/18181 A/18176A/18177A 12.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 12.2 Mediation 12.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 12.2.2 Before invoking mediation, the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 12.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement, the Party alleging such breach shall, as a condition precedent to filing any lawsuit, request mediation of the dispute. 12.2.3.2 Request for mediation shall be in writing and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 12.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 12.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 12.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 12.3.1 In no event shall either Party be liable, whether in contract or tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 12.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 12.4 In case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. 12.5 NO WAIVER OF GOVERNMENTAL IMMUNITY. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT, WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. Contract for Professional Services Page 9 of 12 Projects: 18174A/18172C/18181 A/18176A/18177A ARTICLE XIII — MISCELLANEOUS PROVISIONS 13.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement contract to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant without written consent of the City. The City will not pay the fees of expert or technical assistance and consultants unless such employment, including the rate of compensation, has been approved in writing by the City. 13.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City, without specific written verification or adaptation by Consultant, shall be a City's sole risk and without liability or legal exposure to Consultant. The City agrees that any modification of the plans will be evidenced on the plans and be signed and sealed by a licensed professional prior to re -use of modified plans. 13.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent licensed professionals practicing under the same or similar circumstances and professional license; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer or architect. 13.4 Licensing. Consultant shall be represented by personnel with appropriate licensure, registration and/or certification(s) at meetings of any official nature concerning the Project, including scope meetings, review meetings, pre-bid meetings and preconstruction meetings. 13.5 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 13.6 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 13.7 No Third Party Beneficiaries. Nothing in this Agreement can be construed to create rights in any entity other than the City and Consultant. Neither the City nor Consultant intends to create third party beneficiaries by entering into this Agreement. 13.8 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form. 13.9 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf info_form1295.htm. The form must then be printed, signed and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. Contract for Professional Services Page 10 of 12 Projects: 18174A/18172C/18181 A/18176A/18177A 13.10 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 13.11 Boycott Israel. As required by Chapter 2270, Government Code, Consultant hereby verifies that it does not boycott Israel and will not boycott Israel through the term of this Agreement. For purposes of this verification, "boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made for ordinary business purposes. 13.12 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 13.13 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 13.14 Conflict Resolution Between Documents. Consultant hereby agrees andacknowledges if anything contained in the Consultant -prepared Exhibit A, Consultant's Scope of Services --or contained in any other document prepared by Consultant and included herein, is in conflict with Articles I -XIII of this Agreement (Articles), the Articles shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI BATH'ENGINEERING e‘ 0614 Jeff H. Edmonds, P.E. Date Willi m B. Stark, P.E, President Date Director of Engineering Services 5656 South Staples Streets Suite 110 Corpus Christi, TX 78411 (361) 992-2284 Office -- APPROVED APPROVED AS TO_LEGAL FORM bstark©bathgroup.com __ Assistant City Attorney Date ATTEST Rebecca Huerta Date City Secretary Contract for Professional Services Page 11 of 12 Projects: 18174A/18172C/18181A/18176A/18177A Elevator Modernization Multiple Locations Fund Name Accounting Unit Account No. Activity No. Amount Bayfrnt2019Bd17 Art Museum (18174A) 3128-191 550950 18174 -A -3128 -EXP $19,550 Fire2019 Bd18: Fire Headquarters & Emergency Operations Center (EOC) (18177A) 3192-191 550950 18177 -A -3192 -EXP $17,950 HIthBId2019Bd18: Health Department Building (18181A) 3372-191 550950 18181 -A -3372 -EXP $17,950 Library2019Bd18: Libraries - La Retama (18172C) 3227-191 550950 18172 -C -3227 -EXP $24,750 Police2019 Bd18: Police Headquarters (18176A) 3343-191 550950 18176 -A -3343 -EXP $19,550 Total $99,750 Contract for Professional Services Page 12 of 12 Projects: 18174A/18172C/18181A/18176A/18177A ENGINEERING City of Corpus Christi Elevator Modernization Projects Bath Project No 3657 March 27, 2019 City of Corpus Christi Joe Johnson FMAC Program Manager 1201 Leopard St Corpus Christi, Texas 78401 Reference: City of CC Elevator Modernization Projects Fee Proposal Dear Mr Johnson, Bath Engineering is pleased to provide a fee proposal for Engineering Services for modernization of the existing elevators at the following locations: • Art Museum of South Texas (18174A) • La Retama Library(18172C) • Health Department BIdq(18181A) • Police Department Headquarters(18176A) • Old Frost Bank Building (Fire Department Headquarters) (18177A) Bath Engineering Scope of Work includes: Provide the necessary Engineering Services at the above referenced locations to perform the following: • Field investigation and technical assessments of existing elevator equipment to determine condition, remaining service life and any potential for reuse • Submit report documenting the above survey of existing elevator equipment • Submit Asbestos Report, if required, with analytical results for elevator wall coverings • Issue Construction documents including specifications and bid documents • Bidding assistance • Construction Administration Bath Engineering deliverables include: • Written report documenting the equipment survey and analysis results • Opinion of Probable cost for recommended elevator modernizations • Equipment specifications • Construction documents sealed by State of Texas registered Professional Engineer • Construction Administration • Final installation review for equipment and performance compliance with Specifications and Construction Documents • Project Close-out Bath Engineering Corporation fee proposal for these Engineering Services is: Engineering Services Fee Proposal: • Art Museum of South Texas $ 17,150 • La Retama Library $ 15,550 • Health Department Bldg $ 15,550 • Police Department Headquarters $ 22,350 • Old Frost Bank Building $ 17,150 Expenses Total $ 12,000 $ 99,750 Please let me know if there are any questions or if further information is needed. Si' a ely, ar es Co Project Manager BAT i ENGINEERING CORPORATION TEXAS FIRM REGISTRATION NO. F-829 5656 S. Staples Si. Suite 110 • Corpus Christi, Texas 78411 • Phone 361.992.2284 • Fax 361.992.2287 Exhibit A Page 1 of 2 Elevator Modernization Multiple Locations (Bond 2018) Bath Engineering $99,750 Summary of Fees Exhibit A Page 2 of 2 Bond 2018 Total Proposition D Proposition D Proposition F Proposition E Proposition E Art Museum of South Texas La Retama Library Health Department Building Police Dept Headquarters Old Frost Bank Building (Fire Dept Headquarters) 18174A 18172C 18181A 18176A 18177A BASIC SERVICES 1 Preliminary Phase $ 3,280.00 $ 2,880.00 $ 2,880.00 $ 4,150.00 $ 3,280.00 $ 16,470.00 2 Design Phase $ 5,100.00 $ 4,700.00 $ 4,700.00 $ 8,600.00 $ 5,100.00 $ 28,200.00 3 Bid Phase $ 2,760.00 $ 2,360.00 $ 2,360.00 $ 3,500.00 $ 2,760.00 $ 13,740.00 4 Construction Phase $ 6,010.00 $ 5,610.00 $ 5,610.00 $ 6,100.00 $ 6,010.00 $ 29,340.00 5 Expenses $ 2,400.00 $ 2,400.00 $ 2,400.00 $ 2,400.00 $ 2,400.00 $ 12,000.00 Subtotal Basic Services $ 19,550.00 $ 17,950.00 $ 17,950.00 $ 24,750.00 $ 19,550.00 $ 99,750.00 ADDITIONAL SERVICES 1 2 3 4 5 Subtotal Additional Services $ - $ - $ - $ - $ - $ - TOTAL $ 19,550.00 $ 17,950.00 $ 17,950.00 $ 24,750.00 $ 19,550.00 $ 99,750.00 June 11, 2019, Motion No. M2019 -XX Exhibit A Page 2 of 2 Company Name Billing Contact Info Basic Services: Preliminary Phase Design Phase Bid Phase Construction Admin Phase Subtotal Basic Services Additional Services: Permit Prepartion Topographic Survey ROW Acquisition Survey Environmental Issues Public Meetings Construction Observation Traffic Control Signalization Improvements Warranty Phase Construction Inspection (T&M) Platting Survey O & M Manuals SCADA Subtotal Additional Services Summary of Fees: Basic Services Fees Additional Services Fees Total of Fees Original Contract Amend No. 1 COMPLETE PROJECT NAME City Project No. XXXX Invoice No. 12345 Invoice Date: MM/DD/YYYY Billing Period: From X)000( to YYYYY Amend No. 2 Total Contract $1,000.00 $0.00 $0.00 $1,000.00 $2,000.00 $1,000.00 $0.00 $3,000.00 $500.00 $0.00 $250.00 $750.00 $2,500.00 $0.00 $1,000.00 $3,500.00 $6,000.00 $1,000.00 $1,250.00 $8,250.00 $0.00 $2,000.00 $0.00 $0.00 $2,000.00 $5,000.00 $0.00 $0.00 $5,000.00 $1,000.00 $0.00 $0.00 $1,000.00 $500.00 $0.00 $0.00 $500.00 $1,200.00 $0.00 $0.00 $1,200.00 $10,000.00 $0.00 $0.00 $10,000.00 $0.00 $5,000.00 $0.00 $5,000.00 $0.00 $0.00 $1,000.00 $1,000.00 $0.00 $1,120.00 $0.00 $1,120.00 $0.00 $0.00 $5,000.00 $5,000.00 TBD TBD TBD TBD TBD TBD TBD TBD TBD TBD TBD TBD $19,700.00 $6,120.00 $6,000.00 $31,820.00 $6,000.00 $1,000.00 $1,250.00 $8,250.00 $19,700.00 $6,120.00 $6,000.00 $31,820.00 $25,700.00 $7,120.00 $7,250.00 $40,070.00 Current Invoice Previous Invoice Total Invoiced $0.00 $1,000.00 $1,000.00 $1,000.00 $500.00 $1,500.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $1,000.00 $1,500.00 $2,500.00 $1,000.00 $500.00 $0.00 $500.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 TBD TBD TBD TBD TBD TBD TBD TBD TBD $500.00 $0.00 $500.00 $1,000.00 $1,500.00 $2,500.00 $500.00 $0.00 $500.00 $1,500.00 $1,500.00 $3,000.00 Notes: If needed, update this sample form based on the contract requirements. If applicable, refer to the contract for information on what to include with time and materials (T&M). Sample form for: Payment Request AE Contract Revised 11/30/18 Remaining Percent Balance Complete $0.00 100.0% $1,500.00 50.0% $750.00 0.0% $3,500.00 0.0% $5,750.00 0.3% 30.3("70- $1,500.00 $1,500.00 25.0% $5,000.00 0.0% $1,000.00 0.0% $500.00 0.0% $1,200.00 0.0% $10,000.00 0.0% $5,000.00 0.0% $1,000.00 0.0% $1,120.00 0.0% $5,000.00 0.0% TBD TBD TBD TBD TBDI TBD $31,320.00 1.6% $5,750.00 30.3% $31,320.00 1.6% $37,070.00 7.5% EXHIBIT "B" Page 1 of 1 EXHIBIT C Insurance Requirements Pre -Design, Design and General Consulting Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1.2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. A waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -written day notice of cancellation, required on all certificates or by applicable policy endorsements Bodily Injury and Property Damage Per occurrence - aggregate PROFESSIONAL LIABILITY (Errors and Omissions) $1,000,000 Per Claim If claims made policy, retro date must be prior to inception of agreement, have extended reporting period provisions and identify any limitations regarding who is insured. 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Consultant shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Consultant's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. Consultant is required to provide City with renewal Certificates. 1.5 In the event of a change in insurance coverage, Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 business days of said change. Consultant shall pay any costs resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 Contract for Professional Services 1.6 Consultant agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: 1.6.1 If the policy is cancelled, other than for nonpayment of premium, notice of such cancellation will be provided at least 30 days in advance of the cancellation effective date to the certificate holder. 1.6.2 If the policy is cancelled for nonpayment of premium, notice of such cancellation will be provided within 10 days of the cancellation effective date to the certificate holder. 1.7 Within five (5) calendar days of a suspension, cancellation or non -renewal of coverage, Consultant shall notify City of such lapse in coverage and provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Consultant's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 1.8 In addition to any other remedies the City may have upon Consultant's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.9 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.10 It is agreed that Consultant's insurance shall be deemed primary and non-contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this agreement. 1.11 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services AGENDA MEMORANDUM Action Item for the for the City Council Meeting of June 11, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com (361) 826-3169 Bill Mahaffey, Director of Gas Operations BiIIM@cctexas.com (361) 826-1801 Gas Pipe Repair Clamps Supply Agreement CAPTION: Motion authorizing a three-year supply agreement with Ferguson Enterprises, LLC of Corpus Christi, Texas, for the purchase of gas pipe repair clamps for a total amount not to exceed $154,577.40, with first-year funding through the Warehouse Stores Fund. PURPOSE: This is a motion to approve a three-year supply agreement for gas pipe repair clamps stocked by the City Warehouse and utilized by Gas Operations. BACKGROUND AND FINDINGS: These clamps are used to repair cracked, punctured, or broken pipe when it can effectively stop a leak. Gas Operations uses various clamps depending on the size of the break when it can help to avoid larger repairs and cutting pipes. The City Warehouse stocks these clamps so they can be readily available for the department as needed. The Contracts and Procurement Department conducted a competitive Request for Bid (RFB) process and received two bids. Staff recommends award to the lowest, responsive, responsible bidder, Ferguson Enterprises, LLC. ALTERNATIVES: Not applicable OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Gas Operations FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $2,800,195.00 $103,051.60 $2,903,246.60 Encumbered / Expended Amount $1,399,775.36 $0.00 $1,399,775.36 This item $51,525.80 $103,051.60 $154,577.40 BALANCE $1,348,893.84 $0.00 $1,348,893.84 Funding Detail: Fund: 5010 Stores Organization/Activity: 40000 Warehouse Stores Mission Element: 185 Centralized Purchasing System Project # (CIP Only): N/A Account: 520210 Cost of Goods Sold RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Supply Agreement Bid Tabulation CITY OF CORPUS CHRISTI CONTRACTS AND PROCURMENT BUYER: CINDY RAMOS BID TABULATION RFB 2138 - GAS PIPE REPAIR CLAMPS TOTAL $ 154,577.40 $ 163,167.00 Ferguson Enterprises, LLC Corpus Christi, TX EGW Utilities, Inc. Carrollton, TX ITEM CITY STOCK # DESCRIPTION UNIT QTY UNIT PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE 1 4605 Full Circle Clamp 2"x7.5" EA 300 $ 52.05 $ 15,615.00 $ 55.00 $ 16,500.00 2 4606 Full Circle Clamp 2"x12.5" EA 300 $ 91.85 $ 27,555.00 $ 97.00 $ 29,100.00 3 4607 Full Circle Clamp 3"x7.5" EA 90 $ 61.25 $ 5,512.50 $ 65.00 $ 5,850.00 4 4608 Full Circle Clamp 3"x12.5" EA 90 $ 102.05 $ 9,184.50 $107.00 $ 9,630.00 5 4609 Full Circle Clamp 4"x7.5" EA 75 $ 67.38 $ 5,053.50 $ 71.00 $ 5,325.00 6 4610 Full Circle Clamp 4"x12.5" EA 75 $ 113.30 $ 8,497.50 $120.00 $ 9,000.00 7 4611 Full Circle Clamp 6"x7.5" EA 45 $ 79.60 $ 3,582.00 $ 85.00 $ 3,825.00 8 4612 Full Circle Clamp 6"x12.5" EA 45 $ 129.60 $ 5,832.00 $137.00 $ 6,165.00 9 4613 Full Circle Clamp 8"x7.5" EA 24 $ 94.90 $ 2,277.60 $101.00 $ 2,424.00 10 4614 Full Circle Clamp 8"x12.5" EA 24 $ 153.10 $ 3,674.40 $161.00 $ 3,864.00 11 4615 Full Circle Clamp 10"x7.5" EA 24 $ 117.40 $ 2,817.60 $124.00 $ 2,976.00 12 4616 Full Circle Clamp 10"x12.5" EA 24 $ 181.70 $ 4,360.80 $192.00 $ 4,608.00 13 4617 Clamp Redi 1"x12" EA 300 $ 99.00 $ 29,700.00 $104.00 $ 31,200.00 14 4618 Clamp Redi 1.25"x6" EA 300 $ 50.00 $ 15,000.00 $ 53.00 $ 15,900.00 15 4619 Clamp Redi 2"x6" EA 300 $ 53.05 $ 15,915.00 $ 56.00 $ 16,800.00 TOTAL $ 154,577.40 $ 163,167.00 SUPPLY AGREEMENT NO. 2138 Gas Pipe Repair Clamps THIS Gas Pipe Repair Clamps Supply Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Ferguson Enterprises, LLC ("Supplier"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Supplier has bid to provide Gas Pipe Repair Clamps in response to Request for Bid No. 2138 ("RFB"), which RFB includes the required scope of work and all specifications and which RFB and the Supplier's bid response are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Supplier agree as follows: 1. Scope. Supplier will provide Gas Pipe Repair Clamps in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. "Goods," "products", and "supplies", as used in this Agreement, refer to and have the same meaning. 2. Term. This Agreement is for three years. The parties may mutually extend the term of this Agreement for up to zero additional zero -year periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then -current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $154,577.40, subject to approved extensions and changes. Payment will be made for goods delivered and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Supply Agreement Standard Form Page 1 of 7 Approved as to Legal Form May 3, 2019 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Robert Presnell Department: Finance Department Phone: 361-826-1750 Email: robertpr@cctexas.com 5. Insurance. Before performance can begin under this Agreement, the Supplier must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of products to be provided by the Supplier over a period of time, the City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: any City department or division may send to Supplier a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and products will remain with the Supplier until such time as the products are delivered and accepted by the City. 7. Inspection and Acceptance. City may inspect all products supplied before acceptance. Any products that are delivered but not accepted by the City must be corrected or replaced immediately at no charge to the City. If immediate correction or replacement at no charge cannot be made by the Supplier, a replacement product may be bought by the City on the open market and any costs incurred, including additional costs over the item's bid price, must be paid by the Supplier within 30 days of receipt of City's invoice. Supply Agreement Standard Form Page 2 of 7 Approved as to Legal Form May 3, 2019 8. Warranty. (A) The Supplier warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Supplier warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Supplier or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 9. Quality/Quantity Adjustments. Any quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Supplier will perform the work required by this Agreement as an independent contractor and will furnish such products in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Supplier be considered an employee of the City. 12. Subcontractors. Supplier may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Supplier must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or in an attachment to this Agreement. In using subcontractors, the Supplier is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Supplier. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Supplier and its employees had performed the work. Supply Agreement Standard Form Page 3 of 7 Approved as to Legal Form May 3, 2019 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Supplier covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Robert Presnell Title: Stores Supervisor Address: 5352 Ayers, Bldg 6, Corpus Christi, TX 78415 Phone: 361-826-1750 Fax: 361-826-1690 IF TO SUPPLIER: Ferguson Enterprises, LLC Attn: Frank Salazar Title: Sales Address: 221 Junior Beck Rd., Corpus Christi, TX 78405 Phone: 361-289-1977 Fax: 361-289-1968 17. SUPPLIER SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS Supply Agreement Standard Form Page 4 of 7 Approved as to Legal Form May 3, 2019 AGREEMENT BY THE SUPPLIER OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE SUPPLIER OR ITS EMPLOYEES OR AGENTS. SUPPLIER MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF SUPPLIER UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Supplier's failure to comply with any of the terms of this Agreement. The Contract Administrator must give the Supplier written notice of the breach and set out a reasonable opportunity to cure. If the Supplier has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Supplier. The City Manager may also terminate this Agreement upon 24 hours written notice to the Supplier for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Supplier, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Supplier is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: Supply Agreement Standard Form Page 5 of 7 Approved as to Legal Form May 3, 2019 A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Supplier's bid response (Exhibit 2). 22. Certificate of Interested Parties. Supplier agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Governing Law. Supplier agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 24. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Supply Agreement Standard Form Page 6 of 7 Approved as to Legal Form May 3, 2019 ATTACHMENT A: SCOPE OF WORK 1. General Requirements/Background Information The City uses and stocks Smith Blair brand gas pipe repair clamps at the City Warehouse for use by the City's Gas Department. 2. Scope of Work A. The Contractor will provide Smith Blair brand repair clamps of various sizes as outlined on Bid Form/Bid/Pricing Schedule. B. The Contractor will cross reference the City's stock number listed on the Bid/Pricing schedule. The City agrees not to change the stock numbers assigned to each item for the duration of the contract. 3. Contractor Quality Control and Superintendence All repair clamps will be defect free, properly packed and shipped to ensure a safe delivery. 4. Special Instructions A. Ordering and Delivery 1. City will place an order on as needed basis. 2. Supplier shall ship the materials within 2 weeks' of received order to the City Warehouse, located at 5352 Ayers St. Building 6, Corpus Christi, Texas 78415. 3. All contract prices are F.O.B. destination, inside delivery to the City of Corpus Christi Facility, freight prepaid. 4. Supplier must send Technical data sheet along with the delivery of the material. City will not accept any products that do not conform to the specifications. 5. If any items found defective, unusable or inoperable to the condition, Supplier shall arrange return shipment or shipping charge will be reimbursed from the invoice. 6. Contractor understands and agrees that the City may, at its discretion, cancel any backorders due to the Contractor's inability to deliver the product within the set time frame. 7. Cancellations shall be in writing and sent to Contractor by email, fax or mail. 8. No restocking fee or payment of any kind shall be owed for orders cancelled due to Contractor's inability to meet the deadline delivery date. B. Defective Goods Contractor shall pay for return shipment on any products that arrive in a defective, unusable or inoperable condition. Contractor must arrange for the return shipment of damaged products. Page lof 1 RFQ Revised 1.3.2018 ATTACHMENT B: BID/PRICING SCHEDULE 4�° ° , n CITY OF CORPUS CHRISTI PURCHASING DIVISION BID FORM .mus C ,<, `''ti>ibattili c'RPORAtE° 1852 RFB No. 2138 Gas Pipe Repair Clamps PAGE 1 OF 2 Date: 04-10-2019 Authorized / Bidder: FERGUSON Signature: �y 1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before completing bid. 2. Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's Purchasing office, pursuant to the Code of Ordinances, is current and true. c. Bidder is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda for this RFB. 4. Bidders must not write over or revise the bid form. Bidders will be considered Non - Responsive if the bid form is modified. Item City Description UNIT 3 YR Unit Total Price Stock # QTY Price 1 4605 Full Circle Clamp 2"x7.5" Mfg.#: 225-10023807-000 EA 300 52.050 15615.00 2 4606 Full Circle Clamp 2"x12.5" Mfg.#:225-10023812-000 EA 300 91.850 27555.00 3 4607 Full Circle Clamp 3"x7.5" Mfg.#: 225-10035007-000 EA 90 61.250 5512.50 4 4608 Full Circle Clamp 3"x12.5" Mfg.#: 225-10035012-000 EA 90 102.050 9184.50 Full Circle Clamp 4"x7.5" 5 4609 Mfg.#: 225-10045007-000 EA 75 67.380 5053.50 6 4610 Full Circle Clamp 4"x12.5" Mfg.#: 225-10045012-000 EA 75 113.300 8497.50 7 4611 Full Circle Clamp 6"x7.5" Mfg.#: 225-10066307-000 EA 45 79.600 3582.00 PAGE 2 OF 2 Item City Stock # UNIT 3 Yr QTY Unit Price Total Price 8 4612 Full Circle Clamp 6"x12.5" Mfg. #: 225-10066312-000 EA 45 129.600 5832.00 9 4613 Full Circle Clamp 8"x7.5" Mfg.#: 225-10086307-000 EA 24 94.900 2277.60 10 4614 Full Circle Clamp 8"x12.5" Mfg.#: 225-10086312-000 EA 24 153.100 3674.40 11 4615 Full Circle Clamp 10"x7.5" Mfg. #: 225-10107507-000 EA 24 117.400 2817.60 12 4616 Full Circle Clamp 10"x12.5" Mfg.#: 225-10107512-000 EA 24 181.700 4360.80 13 4617 Clamp Redi 1"x12" Mfg.#: 244-013212-000 EA 300 99.000 29700.00 14 4618 Clamp Redi 1.25"x6" Mfg.#: 24-40166-060 EA 300 50.000 15000.00 15 4619 Clamp Redi 2"x6" Mfg.#: 244-023806-000 EA 300 53.050 15915.00 Grand Total 154577.40 ATTACHMENT C: INSURANCE REQUIREMENT Section 5. is null to this Service Agreement Page lof 1 RFQ Revised 1.3.2018 ATTACHMENT D: WARRANTY REQUIREMENTS The Supplier warrants that all products supplied under this Agreement are new, quality items that are free from defects when accepted by the City. Page lof 1 RFQ Revised 1.3.2018 AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: May 24, 2019 TO: Peter Zanoni, City Manager THRU: Mark Van Vleck, Assistant City Manager markvv@cctexas.com (361) 826-3082 FROM: Jeff H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Albert Quintanilla, P. E., Director of Street Operations albertq@cctexas.com (361) 826-1957 Professional Services Contract Airline Road - South Padre Island Drive (SPID) to McArdle Road (Bond 2018, Proposition B) CAPTION: Motion approving Amendment No. 1 to a contract with LNV, Inc. for the 2018 Bond Project that reconstructs Airline Road from South Padre Island Drive (SPID) to McArdle in the amount of $349,220 for a total restated fee of $399,120 for design, bid and construction phase services with funding available in the Street 2018 Bond Program. PURPOSE: This Amendment provides professional engineering and design services to complete the reconstruction design of Airline Road from SPID to McArdle Road. BACKGROUND AND FINDINGS: Airline Road from SPID to McArdle Road is a heavily congested roadway that has exceeded its service life and economical maintenance. The existing roadway is experiencing continual pavement distresses and failures. Pedestrian amenities do not comply with ADA requirements. This amendment provides for complete design and construction plan preparation with bid and construction phase technical support. The initial small professional services contract was awarded administratively to begin preliminary design and survey work. Project No: 18004A 1 MA/VP Legistar No.: 19-0739 Rev. 0 — 05/21/19 This amendment specifically provides for engineering and design to remove and replace the existing 5 -lane roadway with new curb & gutter, sidewalks, ADA ramps, signage, and pavement markings. Utility improvements include upgrades to water and storm water systems with minor adjustments to wastewater and gas. The engineering, design, bid and construction phase support services are summarized below: • Detailed analysis of traffic loads, counts with future projections • Adjustments to roadway alignment and traffic signalization • Pavement analysis and recommendations • Detailed evaluation and recommendations for pedestrian access • Detailed utility investigations and recommendations to ensure sustainability of service and underground infrastructure • Public outreach and workshops • Construction sequencing and temporary traffic control planning • Prepare detailed construction documents • Bid phase support for addendum, pre-bid meeting and contractor bid evaluation • Provide construction administration and technical support • Prepare and submit final As -Built drawings to the City LNV, Inc. was selected for this project under RFQ 2018-10 (February 2019). ALTERNATIVES: 1. Authorize execution of the Amendment. (Recommended) 2. Do not authorize execution of the Amendment. (Not Recommended) OTHER CONSIDERATIONS: (Not applicable) CONFORMITY TO CITY POLICY: Complies with statutory requirements for professional services contracts. Conforms to FY 2019 Capital Improvement Planning (CIP) Budget. EMERGENCY / NON -EMERGENCY: Non -Emergency DEPARTMENTAL CLEARANCES: Street Department Project No: 18004A 2 MA/VP Legistar No.: 19-0739 Rev. 0 — 05/21/19 FINANCIAL IMPACT: ❑ Operatin ❑ Revenue X Capital ❑ Not applicable Fiscal Year 2018-2019 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Budget 49,900 4,150,100 4,200,000 Encumbered / Expended Amount 49,900 49,900 This item 349,220 349,220 Future Anticipated Expenditures This Project 3,687,332 3,687,332 BALANCE 0 113,548 113,548 Funds: Street 2019 Bond 2018 P2 (Fund 3557); Storm Water 2015 CIP (Fund 4530); Water 2015 (Fund 4096) RECOMMENDATION: Staff recommends award of the Professional Services Contract Amendment No. 1 with LNV Inc. LIST OF SUPPORTING DOCUMENTS: Project Budget Location Map Presentation Amendment No. 1 Project No: 18004A 3 MA/VP Legistar No.: 19-0739 Rev. 0 — 05/21/19 PROJECT BUDGET ESTIMATE Airline Road from South Padre Island Drive (SPID) to McArdle Road (Bond 2018, Proposition B) PROJECT FUNDS AVAILABLE: Street Bond Fund 2,100,000 Utilities 2,100,000 Storm Water Fund 945,000 Water Fund 525,000 Wastewater Fund 525,000 Gas Fund 105,000 TOTAL FUNDS AVAILABLE 4,200,000 FUNDS REQUIRED: Construction Fees. 3,300,000 Construction (Estimate) 3,000,000 Contingency (10%) 300,000 Construction Inspection and Testing Fees' 188,666 Construction Inspection (Estimate) 130,666 Construction Material Testing Services (Estimate) 58,000 Design and Geotechnical Fees. 409,120 Preliminary Design (LNV, Inc.) 49,900 Engineer (LNV, Inc.) THIS ITEM 349,220 Street 211,533 Storm Water 67,164 Water 70,523 Geotechnical Testing Services (Estimate) 10,000 Reimbursements. 188,666 Contract Administration (Eng. Svcs Admin/Finance/Capital Budget) 74,666 Engineering Services (Project Mgt) 112,000 Misc. (Printing, Advertising, etc.) 2,000 TOTAL 4,086,452 ESTIMATED PROJECT BUDGET BALANCE 113,548 sv NUECES BAY 181 358 z 0 0 Z CORPUS CHRISTI LEOPARD SHIP CHAN %94 4 p CORPUS CHRISTI BAY Project Location TEXAS A&M UNIVERSITY CORPUS CHRISTI SCALE: N.T.S. Project Number: 18004A, Airline Road - South Padre Island Drive (SPID) to McArdle Road (Bond 2018, Proposition B) CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES Ilr Corpus Chr sti Engineering Airline Road - South Padre Island Drive (SPID) to McArdle Road (Bond 2018, Proposition B) Council Presentation June 11, 2019 Location Map Corpus Chr'sti Engineering CORPUS CHRIST INTERWAR NRPORT N SCALE: N.T.S. CORPUS CHRISTI BAY Airline Road - South Padre Island Drive (SPID) to McArdle Road TWO A&M UNNERSfW CORPUS CHRISR !ANIMA 2 Vicinity Map (0) Corpus Chr sty Engineering Airline Road - South Padre Island Drive (SPID) to McArdle Road Project Scope Corpus Chr'Sti Engineering This project provides engineering and design for reconstruction of Airline Road from SPID to McArdle Road. Engineering tasks includes the evaluation and recommendations for the following: • Traffic loads (vehicular and pedestrian) • Roadway alignment and traffic signalization • Pavement section and alternatives • Underground utilities (water and storm water, with minor wastewater and gas) • Public outreach and workshops • Construction sequencing and temporary traffic control • Prepare detailed construction documents • Bid Phase and Construction Phase technical support Construction Project Schedule (0) Corpus Chr stU Engineering 2019 2020 JJASONDJFMAMJJA Design Bid Projected Schedule reflects City Council award in June 2019 with construction completion in August 2020. CITY OF CORPUS CHRISTI AMENDMENT NO. 1 CONTRACT FOR PROFESSIONAL SERVICES The City of Corpus Christi, Texas, a Texas home -rule municipal corporation ("City") and LNV, Inc. ("Consultant"), agree to the following amendments to the Contract for Professional Services for Airline Road from SPID to McArdle Road (Bond 2018, Prop B) (Project No. 18004A): Original Contract April 26, 2019 Administrative Approval $49, 900.00 In the Original Contract, Article I Scope of Services shall be amended as set forth in the attached Amendment No. 1, Exhibit "A" and Exhibit "A-1". In the Original Contract, Article III Compensation shall be amended based on the modified scope of services in the attached Amendment No. 1, Exhibit "A" for a fee not to exceed $349,220, for a total restated fee not to exceed $399,120. All other terms and conditions of the April 26, 2019 Contract for Professional Services between the City and Consultant, and of any amendments to that contract, which are not specifically addressed herein shall remain in full force and effect. CITY OF CORPUS CHRISTI LNV, Jeff H. Edmonds, P. E. Date Director of Engineering Services APPROVED AS TO LEGAL FORM Assistant City Attorney ATTEST Date City Secretary Date s•e/f Dan S. Leye. ker, P.E. Date Preside 801 N-vigation, Suite 200 Corpus Christi, TX 78408 (361) 883-1984 danl@Invinc.com Airline Road from SPID to McArdle Road (Bond 2018, Prop B) Project No. 18004A LNV, Inc. Amendment No. 1 Accounting Unit Account Activity Total Street 2019 Bond 2018 P2 3557-051 550950 18004 -A -3557 -EXP $211,533 Storm Water 2015 4530-043 550950 18004 -A -4530 -EXP 67,164 Water 2015 CIP 4096-041 550950 18004 -A -4096 -EXP 70,523 Total $349,220 EXHIBIT "A" CITY OF CORPUS CHRISTI, TEXAS AMENDMENT NO. 1 AIRLINE ROAD - SPID to McArdle Road PROJECT NO. 18004A BOND ISSUE 2018 I. SCOPE OF SERVICES A. BASIC SERVICES For the purpose of this Contract, Preliminary Phase may include Schematic Design and Design Phase services may include Design Development as applicable to Architectural/Engineering services. 1. Preliminary Phase. The Architect/Engineer (A/E), also referred to as Consultant, will: a) Attend Project Kick-off Meeting and distribute meeting minutes to attendees within five working days of the meeting. b) Provide recommended geotechnical investigations scope and coordinate testing with City's geotechnical Consultant. Proposed sites shall be approved by the City Project Manager prior to performing geotechnical investigation. c) Request and review available reports, record drawings, utility maps and other information provided by the City pertaining to the project area. d) Develop preliminary requirements for utility relocations, replacements or upgrades. Coordinate with the City's Project Manager and identify Operating Departments potential Project needs. e) Develop preliminary typical street sections and pavement sections, incorporating the City's Geotechnical Consultant's recommendations. All streets shall be designed with flexible and rigid pavements. f) Identify preliminary right-of-way acquisition requirements and illustrate on a schematic strip map. g) Prepare preliminary opinions of probable construction costs for the recommended improvements. h) Develop a Drainage Area Map showing the existing and proposed drainage basins served by the Project storm system. i) Conduct preliminary hydraulic analysis to quantify the storm water design of existing and proposed systems. j) Identify electric and communication utility companies and private pipeline companies that may have existing facilities and must be relocated to accommodate the proposed improvements. Submit a list of identified companies to the City. k) Conduct preliminary analysis of lighting and traffic signalization, including existing equipment, abovc/bclow ground cicctrical scrvicc, lanc designations, etc. recommendations for improvements/upgrades. I) The AE will participate in discussions with the Operating Department; Development Services and other agencies (such as the Texas Department of Transportation (TXDOT) and Texas Commission of Environmental Quality (TCEQ) as required to satisfactorily complete the Project. Any directions or changes to scope provided by the Operating Department or other agencies shall be reviewed Contract Amend. No. 1 EXHIBIT "A" Page 1 of 12 Revised 23 April 2019 with the City Engineering Department PM prior to including/excluding from the scope of work. m) Identify and analyze requirements of governmental authorities having jurisdiction to approve design of the Project including permitting, environmental, historical, construction, and geotechnical issues; upon request or concurrence of the Project Manager, coordinate with agencies such as RTA, USPS, affected school districts (CCISD, FBISD, etc.), community groups, etc. n) Identify and recommend public outreach and community stakeholder requirements. o) Request and review traffic counts from the City PM. p) Prepare an Engineering Letter Report (20 — 25 page main-body text document with supporting appendices) that documents the analyses, approach, opinions of probable construction costs, and document the work with text, tables, schematic- level exhibits and computer models or other applicable supporting documents required per City Plan Preparation Standards (CPPS). The Engineering Letter Report to include: 1. Provide a concise presentation of pertinent factors, sketches, designs, cross-sections, and parameters which will or may impact the design, including engineering design basis, preliminary layout sketches, construction sequencing, alignment, cross section, geotechnical testing report, sealed survey including topographic, right-of-way and utilities location information (per scope in Topographic and Right-of-Way (ROW) Survey services), right-of-way requirements, conformance to master plans, identification of needed additional services, identification of needed permits and environmental consideration, existing and proposed utilities, existing electric and communication utility companies and private pipeline companies, identification of quality and quantity of materials of construction, and other factors required for a professional design. 2. Include existing site photos with location key map. 3. Provide opinion of probable construction costs. 4. Identify and analyze requirements of governmental authorities having jurisdiction to approve design of the Project including permitting, environmental, historical, construction, and geotechnical issues; meet as City agent or with City participation and coordinate with agencies such as TCEQ, RTA, CDBG, USPS, CCISD, community groups, TDLR, etc. 5. Summary of Geotechnical Report findings and criteria for pavement design, including the projected growth rate, 30-year ESAL estimate and SN value, 30-year pavement recommendation, etc. a. Analyze proposed pavement options and provide recommendation for most cost-effective pavement section that accommodates traffic requirements, budget constraints, utility needs, etc. 6. Provide preliminary index of anticipated drawings and specifications. 7. Provide a preliminary summary table of anticipated required ROW parcels q) Submit one (1) copy in an approved electronic format, and two (2) hard copies of the Draft Engineering Letter Report. r) Initiate ELR submittal discussion with City PM to brief PM on any concerns or issues prior to distribution of ELR submittal. s) Participate in Project review meeting with City staff and others on the Draft Engineering Letter Report as scheduled by City Project Manager. Contract Amend. No. 1 EXHIBIT "A" Page 2 of 12 Revised 23 April 2019 t) Address review comments and questions and provide written responses to the City PM. u) Assimilate all City review comments into the Final Engineering Letter Report (ELR). Provide one (1) electronic and one (1) hard copy using City Standards as applicable and suitable for reproduction. City staff will provide electronic copies of the following information (as applicable and requested through the City PM): a) Electronic index and database of City's Record Drawing and record information. b) Record Drawings and record information as available from City Engineering files. b) The preliminary budget, specifying the funds available for construction. c) A copy of existing studies and plans (as available from City Engineering files). d) Copy of Geotechnical Investigation Report. g) Traffic counts. Note: Applicable Master Plans and GIS mapping are available on the City's website. The records provided for A/E's use under this Contract are proprietary, copyrighted, and authorized for use only by A/E, and only for the intended purpose of this project. Any unauthorized use or distribution of the records provided under this Contract is strictly prohibited. 2. Design Phase. Upon approval of the preliminary phase, designated by receiving authorization to proceed from the City Project Manager, the NE will: a) Provide coordination with electric and communication utility companies and private pipeline companies that may have existing facilities and must be relocated to accommodate the proposed improvements. Inform private utility and pipeline owners whose facilities fall within the project limits of the proposed improvements. Identify areas of potential conflicts. Coordinate with private utility and pipeline owners to obtain needed locations of their respective utility/pipeline, including Level A SUE by private utility/pipeline owner as necessary. Coordinate necessary adjustments and provide a project schedule to utility/pipeline owner. Provide utility/pipeline relocation schedule to the City and update monthly. b) Coordinate with AEP and City Traffic Engineering to identify location of electrical power conduit for street lighting and traffic signalization. c) Identify the approximate locations and areas of existing utilities and pipelines that may have a significant potential impact on the proposed features or utilities and for which the existing location(s) cannot be adequately determined by the SUE investigation up to and including Level B, and which require a Level A exploratory excavation during the design phase. These critical locations and their basis of potential impact are to be clearly provided on a layout for the City PM. d) Provide assistance to identify potential needs for testing, handling and disposal of any hazardous materials and/or contaminated soils that may be discovered during construction (to be included under additional services). e) Prepare Construction Documents in City standard format for the work identified in the approved ELR. Construction plans to include improvements or modifications to the street, storm water, water, wastewater, gas, - - - - • - - within the Project limits, per the Project scope. Include standard City of Corpus Christi detail sheets and specifications as applicable to the Project. Contract Amend. No. 1 EXHIBIT "A" Page 3 of 12 Revised 23 April 2019 1. Prepare construction plans in compliance with CPPS using English units on full-size (22" x 34"). 2. Prepare temporary Traffic Control and Construction Sequencing Plans. The TCP will include construction sequencing, typical cross section and construction phasing plan sheets, warning and barricades, as well as markings and signage. OR Provide temporary Traffic Control parameters, sequencing and performance requirements for the Contractors to develop the construction TCP. 3. Provide pollution control measures and BMP layout for the Contractor's Storm Water Pollution Prevention Plan, using the City Standard Notes and BMP Detail Sheets as applicable. 4. Include computer model results and calculations used to analyze drainage. f) Submit two (2) sets of the interim plans (60% submittal) in electronic and half- size (11" x 17") hard copies using City Standards as applicable to City staff for review and approval purposes with 60% estimates of probable construction costs. Identify distribution list for plans and bid documents to all affected franchise utilities and stakeholders. 1. Required with the interim plans is: a. Design Submittal Packet Checklist b. Executive Summary of the 60% submittal," which will identify and briefly summarize the Project by distinguishing key elements of the Project, decisions made, outstanding issues, items TBD, Opinion of Probable Construction Costs (OPCC) compared to construction budget and the schedule with changes identified. c. Project Submittal Checklist d. Drawing Review Checklist e. OPCC f. Drawings g. Draft Table of Contents with specification list 2. Initiate 60% submittal discussion with City PM to brief PM on any concerns or issues prior to distribution of 60% submittal. g) Participate in Project 60% review meeting. Prepare and distribute meeting meetings to attendees within five working days of the meeting. Assimilate all review comments, as appropriate, and upon confirmation from the City PM proceed to the 90% design. h) Submit two (2) sets of the pre -final plans and bid documents (90% submittal) in electronic and half-size hard copies using City Standards as applicable to City staff for review and approval purposes. Include the 90% estimate of probable construction costs, 90% submittal Executive Summary, Submittal Packet, Project, and Drawing Checklists, responses to previous review comments and the Contract Document Book with in-line Track Changes in red to identify all proposed edits to the City Construction Contracts. i) Participate in Project 90% review meeting. Prepare and distribute meeting meetings to attendees within five working days of the meeting. Assimilate all review comments, as appropriate, and proceed to the pre -ATA submittal. Contract Amend. No. 1 EXHIBIT "A" Page 4 of 12 Revised 23 April 2019 j) Provide one (1) set of the pre -ATA plans (100% unsealed and unstamped) in electronic and half-size hard copy using City Standards as applicable for City's Pre -ATA review. Include the pre -ATA OPCC and written responses to previous review comments. The pre -ATA (100%) submittal will not include a full distribution and review unless in the opinion of the City Project Manager the questions from the previous review have not been adequately addressed or resolved in the pre - ATA submittal. If this occurs, the PM may request additional distribution, meeting, review and related revisions at no additional cost to the City. See item (I) below. k) Assimilate all pre -ATA comments, as appropriate, and provide one (1) set of the final plans and contract documents (signed and sealed, electronic and half-size hard copy using City Standards as applicable) suitable for reproduction. Said bid documents henceforth become the shared intellectual property of the City of Corpus Christi and the Consultant. The City agrees that any modifications of the submitted final plans (for other uses by the City) will be evidenced on the plans and be signed and sealed by a professional engineer prior to re -use of modified plans. I) Provide Quality Assurance/Quality Control (QA/QC) measures to ensure that all submittals accurately reflect the percent completion designated and do not necessitate an excessive amount of revision and correction by City. Additional revisions or design submittals are required (and within the scope of Consultant's duties under this Contract) if, in the opinion of the City Engineer or designee, Consultant has not adequately addressed City -provided review comments or provided submittals in accordance with City standards. m) Prepare and submit Monthly Status Reports to the Project Manager no later than the last Wednesday of each month with action items developed from monthly progress and review meetings. The City staff will: a) Designate an individual to have responsibility, authority, and control for coordinating activities for the Project. b) Provide the budget for the Project specifying the funds available for the construction contract. c) Provide electronic copy the City's Standard Specifications, Standard Detail sheets, Front End Contract Documents, and forms for required bid documents. 3. Bid Phase. The NE will: a) Participate in the pre-bid conference and submit agenda for critical construction activities and elements impacting the Project to PM prior to pre-bid conference. b) Assist the City in solicitation of bids by identification and notification of prospective bidders. c) Review all pre-bid questions and submissions concerning the bid documents and prepare, in the City's format for Engineering Services' approval, any addenda or other revisions necessary to inform Contractors of approved changes prior to bidding. d) Attend bid opening, analyze and evaluate bids, and prepare bid tabulation in City format. Provide bid tabulation in Excel and PDF formats. e) AE shall review Statement of Experience and confirm it meets Contract requirements. AE shall contact three (3) lowest bidder's references for review and Contract Amend. No. 1 EXHIBIT "A" Page 5 of 12 Revised 23 April 2019 evaluation. Provide signed recommendation concerning award of the Contract on Company letterhead. f) In the event the lowest responsible bidder's bid exceeds the construction budget provided by the Engineering Services in accordance with the NE's design phase OPCC estimate required above, the Engineer will confer with City staff and provide recommendations for potential remedy options to reconcile scope and/or budget, and if necessary, make such revisions to the bid documents as the City staff deems necessary to re -advertise the Project for bids. g) Provide two (2) hard copy sets and one (1) electronic set of conformed drawings and conformed Contract Documents (PDF and original format {CAD/word/etc.}) to the City. The City staff will: a) Advertise the Project for bidding, maintain the list of prospective bidders, issue (with the assistance of the NE) any addenda, supply bid tabulation forms, and conduct bid opening. b) Receive the Engineer's recommendation concerning bid evaluation and recommendation and prepare agenda materials for the City Council concerning bid awards. c) Prepare, review and provide copies of the Contract for execution between the City and the Contractor. 4. Construction Administration Phase (T&M). The NE will perform contract administration to include the following: a) Participate in pre -construction meeting conference and provide a recommended agenda for critical construction activities and elements impacting the project. b) Review Contractor submittals and operating and maintenance manuals for conformance to Contract Documents. c) If requested by the City, review and interpret field and laboratory tests. d) Provide interpretations and clarifications of the Contract Documents for the Contractor and authorize required changes, which do not affect the Contractor's price and are not contrary to the general interest of the City under the Contract as requested by the Owner's Authorized Representative (OAR). e) Make periodic visits to the site of the Project to confer with the City Project Inspector and Contractor to observe the general progress and quality of work, and to determine, in general, if the work is being done in accordance with the Contract Documents. This will not be confused with the project representative observation or continuous monitoring of the progress of construction. f) Provide interpretations and clarifications of the plans and specifications for the Contractor and recommendations to the City for minor changes which do not affect the Contractor's price and are not contrary to the general interest of the City under the Contract as requested by the OAR g) Attend final inspection with City staff, provide punch list items to the City's Construction Engineers for Contractor completion, and provide the City with a Certificate of Completion for the Project upon successful completion of the Project. h) Review Contractor -provided construction "red -line" drawings. Prepare Project Record Drawings and provide a reproducible set and electronic file (both PDF and AutoCAD r.14 or later) within one (1) month of receiving the Contractor's red -line drawings. All drawings shall be CADD drawn using dwg format in AutoCAD, and graphics data will be in .dxf format with each layer being provided in a separate Contract Amend. No. 1 EXHIBIT "A" Page 6 of 12 Revised 23 April 2019 file. Attribute data will be provided in ASCII format in tabular form. All electronic data will be compatible with the City GIS system. The Record Drawings should incorporate the Contractor's red -lines and identify all changes made during construction. The Drawing Cover and each sheet should be clearly identified as the Record Drawing and should indicate the basis and date. i) When requested by the OAR, assist in addressing Request for Information (RFI) submitted by the Contractor. The City staff will: a) Prepare applications/estimates for payments to Contractor. b) Conduct the final inspection with the Engineer. B. ADDITIONAL SERVICES This section defines the scope of additional services that may only be included as part of this contract if authorized by the Director of Engineering Services. A/E may not begin work on any services under this section without specific written authorization by the Director of Engineering Services. Fees for Additional Services are an allowance for potential services to be provided and will be negotiated by the Director of Engineering Services as required. The NE shall, with written authorization by the Director of Engineering Services, perform the following: 1. Permit Preparation. Furnish the City all engineering data and documentation necessary for all required permits. The NE will prepare this documentation for all required signatures. The NE will prepare and submit identified permits as applicable to the appropriate local, state, and federal authorities, including: a) Union Pacific Railroad, Missouri Pacific Railroad, or any other railroad operating in the area b) TxDOT coordination (no permitting) c) Wetlands Delineation and Permit d) Temporary Discharge Permit e) NPDES Permit/Amendments (including SSC, NOI, NOT) f) Texas Commission of Environmental Quality (TCEQ) Permits/Amendments g) Nueces County h) Texas Historical Commission (THC) i) U.S. Fish and Wildlife Service (USFWS) j) U.S. Army Corps of Engineers (USAGE) k) United States Environmental Protection Agency (USEPA) I) Texas Department of Licensing and Regulation (TDLR) 1. Register the project with the Texas Department of Licensing and Regulation (TDLR) and pay associated fee. 2. Provide copy of Contract Documents along with appropriate fee to TDLR for review and approval of accessibility requirements for pedestrian improvements by a Registered Accessibility Specialist (RAS). 3. Coordinate RAS inspection services at the end of construction and pay associated fee. m) Texas General Land Office (TGLO) n) Other agency project -specific permits Contract Amend. No. 1 EXHIBIT "A" Page 7 of 12 Revised 23 April 2019 2. Topographic and Right -of -Way (ROW) Survey. All work must comply with Category 1-A, Condition I specifications of the Texas Society of Professional Surveyors' Manual of Practice for Land Surveying in the State of Texas, latest edition. All work must be tied to and in conformance with the City's Global Positioning System (GPS) control network. All work must comply with all TxDOT requirements as applicable. Include references tying Control Points to a minimum of two (2) registered NGS Benchmark Monuments in the vicinity of the Project that will not be disturbed by construction. Survey sheets shall be sealed, provided to the City and included in the bid document plan set. a) Establish Horizontal and Vertical Control. b) Establish both primary and secondary horizontal/vertical control. c) Set project control points for Horizontal and Vertical Control outside the limits of area that will be disturbed by construction. d) Horizontal control will be based on NAD 83 State plane coordinates (South Zone), and the data will have no adjustment factor applied — i.e. — the coordinate data will remain in grid. e) Vertical control will be based on NAVD 88. f) All control work will be established using conventional (non -GPS) methods. Perform topographic surveys to gather existing condition information. g) Locate proposed soil/pavement core holes as drilled by the City's Geotechnical Engineering Consultant. h) Obtain x, y, and z coordinates of all accessible existing wastewater, storm water, water, IT and gas lines as well as any other lines owned by third -parties and locate all visible utilities, wells and signs within the apparent ROW width along project limits. Survey shall include utility marking from the Texas 811 request. i) Open accessible manholes and inlets to obtain information on structure invert, type, and size; and all related pipe size, type, invert, orientation, and flow direction. j) Everything up to and including Level B subsurface engineering (SUE) is to be included in Topographic Survey. Surveying services related to Level A SUE are not included in Topographic and ROW Survey services, but shall be provided as part of the scope of work for SUE below, if needed. k) Locate existing features within the apparent ROW. I) Locate and identify trees, at least five inches in diameter, and areas of significant landscape or shrubs within the apparent ROW. m) Generate electronic planimetric base map for use in project design. n) Obtain finished floor elevations of critical and habitable structures along the roadway corridor as needed to certify drainage design criteria are met. o) The survey should not stop at the property line, but should extend beyond the property line as needed to pick up features and surface flow patterns in the vicinity of the Project that could potentially impact the design or be impacted by the construction. This includes features such as existing swales or ditches, foundations, loading docks/overhead doors, driveways, parking lots, etc. p) Research plats, ROW maps, deed, easements, and survey for fence corners, monuments, and iron pins within the existing ROW and analyze to establish existing apparent ROW. q) Provide a preliminary base map containing apparent ROW, which will be used by the NE to develop the proposed alignment and its position relative to the existing and proposed ROW. This preliminary base map must show lot or property lines, addresses, and significant business/facility names. Contract Amend. No. 1 EXHIBIT "A" Page 8 of 12 Revised 23 April 2019 3. ROW/Easement Acquisition Survey and Parcel Descriptions (T&M). All work must be tied to and conform with the City's Global Positioning System (GPS) control network and comply with Category 6, Condition I specifications of the Texas Society of Professional Surveyors' Manual of Practice for Land Surveying in the State of Texas, latest edition. a) Set property corners and prepare right of way strip parcel map depicting all parcels proposed for acquisition. Metes and bounds descriptions must indicate parent tract areas based on the most accurate information available. Strip map will show entire parent tracts at a representative scale and for information only. All existing easements within the parcels to be acquired and those within adjacent parcels must be shown. b) Prepare Metes and Bound Instrument with supporting exhibits as required and agreed upon, subsequent to ELR acceptance for ROW parcels, utility easements and temporary construction easements. c) Prepare individual signed and sealed parcel maps and legal descriptions for the required right of way acquisition for parcels and easements. A strip map showing all parcels required will be submitted along with parcel descriptions. If boundary conflicts between Owners are identified, additional fees may be authorized if needed. A/E shall submit parcel maps and legal descriptions prior to the 60% submittal. d) NE must obtain Preliminary Title Reports from a local title company and provide copies of the title reports to the City. Preliminary Title Report shall identify title ownership and any title encumbrances to all right-of-way to be acquired. 4. Environmental lssues. Identify and develop a scope of work for any testing, handling and disposal of hazardous materials and/or contaminated soils that may be discovered during construction. 5. Public Involvement. Participate in two public meetings. One public meeting shall be held after submittal of the Final Engineering Letter Report and one public meeting shall be held prior to start of project construction. Prepare exhibits for meetings. Provide follow-up and response to citizen comments. Revise contract drawings to address citizen comments, as directed by the City. Significant revisions based on public meeting feedback may be negotiated for an additional fee. 6. Subsurface Utility Investigation (Level A). (To Be Determined.) SUE investigation for all utilities (City and third party) shall be conducted to Level B as part of Topographic Survey referenced above and in accordance with ASCE Standard "ASCE C -I, 38-02, Standard Guideline for the Collection and Depiction of Existing Subsurface Utility Data". A sealed Level A SUE report shall be provided to the City and included in the bid documents as an appendix. a) Provide subsurface utility engineering in accordance with ASCE Standard "ASCE C -I, 38-02, Standard Guideline for the Collection and Depiction of Existing Subsurface Utility Data" including, but not limited to, hydro -excavation. The proposed subsurface utility investigation will be as follows: i) Excavation — The SUE scope includes working with a subsurface utility excavator to perform Quality Level A investigation of underground utilities in specified areas through the project limit. Quality Level A includes the use of minimally intrusive excavation equipment at critical points to Contract Amend. No. 1 EXHIBIT "A" Page 9 of 12 Revised 23 April 2019 determine the horizontal and vertical position of underground utilities, as well as the type, size, condition, material, and other characteristics. Utilities located at this quality level will be physically located and tied to the topographic survey control. The utility will be identified, and an elevation will be obtained to the top of the utility. 7. Construction Observation Services. (To Be Determined.) 8. Warranty Phase. (To Be Determined.) Provide a maintenance guaranty inspection toward the end of the one-year period after acceptance of the Project. Note defects requiring contractor action to maintain, repair, fix, restore, patch, or replace improvement under the maintenance guaranty terms of the contract. Document the condition and prepare a report for the City staff of the locations and conditions requiring action, with its recommendation for the method or action to best correct defective conditions and submit to City Staff. Complete the inspection and prepare the report no later than sixty (60) days prior to the end of the maintenance guaranty period. 9. Televising Utility Lines. (To Be Determined.) Provide cleaning and televising of existing utility lines to verify existing conditions. Analyze photos and videos to recommend repairs and/or improvements and provide a written report with findings and recommendations. A copy of all photos and videos (in standard video and image format) shall be provided to the City. 10. Electrical Evaluation and Design for Pedestrian Push Button Improvements at Airline/McArdle Intersection. Design improvements to pedestrian facilities associated with the existing traffic signal poles at the southwest and southeast corners of the Airline Road and McArdle Road intersection and related only to the crosswalk across Airline Road on the south side of the McArdle Road intersection. No other traffic signal or pedestrian facility improvements are included in the scope of work of this Contract. Provide the services above authorized in addition to those items shown on Exhibit "A-1" Task List, which provides supplemental description to Exhibit "A". Note: The Exhibit "A-1" Task List does not supersede Exhibit "A". Contract Amend. No. 1 EXHIBIT "A" Page 10 of 12 Revised 23 April 2019 II. SCHEDULE Date Activity Upon Receipt of Signed Small Contract and Small NTP (April 29, 2019) Commence field (survey) and office work on Project 5 Weeks after Receipt of Small NTP (May 31, 2019) Draft ELR submittal 2 Weeks (June 14, 2019) City Review 2 Weeks after Receipt of Signed Large AE Contract and Large NTP, OR City Comments, whichever is later (June 28, 2019) Final ELR submittal 6 Weeks after Receipt of Large NTP (July 26, 2019) 60% Design Submittal 2 Weeks (August 9, 2019) City Review 3 Weeks after Receipt of City Comments (August 30, 2019) 90% Design Submittal 2 Weeks (September 13, 2019) City Review 2 Weeks after Receipt of City Comments (September 27, 2019) 100% Pre -ATA Submittal 1 Week (October 4, 2019) City Review 1 Week after Receipt of City Comments (October 11, 2019) Final Sealed Bid Package 3 Weeks after Sealed Submittal (October 28, 2019) Advertise for Bids 3 Weeks after Advertise (November 19, 2019) Pre -Bid Conference 1 Week after Pre -Bid Conference (November 27, 2019) Receive Bids 2 Months after Bid Date Contract Award 1 Month After Award Begin Construction 8 Months After Begin Construction Complete Construction III. FEES A. Fee for Basic Services. The City will pay the A/E a fixed fee for providing all "Basic Services" authorized as per the table below. The fees for Basic Services will not exceed those identified and will be full and total compensation for all services outlined in Section I.A.1-4 above, and for all expenses incurred in performing these services. The fee for this project is subject to the availability of funds. The Engineer may be directed to suspend work pending receipt and appropriation of funds. For services provided, NE will submit monthly statements for services rendered. The statement will be based upon NE's estimate (and with City's concurrence) of the proportion of the total services actually completed at the time of billing. City will make prompt monthly payments in response to A/E's monthly statements. B. Fee for Additional Services. For services authorized by the Director of Engineering Services under Section I.B. "Additional Services", the City will pay the NE a not -to -exceed fee as per the table below: Contract Amend. No. 1 EXHIBIT "A" Page 11 of 12 Revised 23 April 2019 Summary of Fees *Additional Services authorized in coordination with the notice to proceed for Basic Services. Contract Amend. No. 1 EXHIBIT "A" Page 12 of 12 Revised 23 April 2019 Small AE Large Contract Amendment No. 1 Total Contract Basic Services Fees Street Storm Wtr WW Water Gas Total CA#1 1. Preliminary Phase $ 41,900.00 $ 17,104.00 $5,798.00 $ 6,088.00 $ 28,990.00 $ 70,890.00 2. Design Phase $ 120,413.00 $40,818.00 $ 42,859.00 $ 204,090.00 $ 204,090.00 3. Bid Phase $ 10,526.00 $3,568.00 $ 3,746.00 $ 17,840.00 $ 17,840.00 4. Construction Admin. Phase (T&M) $ 23,600.00 $8,000.00 $ 8,400.00 $ 40,000.00 $ 40,000.00 Subtotal Basic Services Fees $ 41,900.00 $ 171,643.00 $ 58,184.00 $ 61,093.00 $ 290,920.00 $ 332,820.00 Additional Services Fees (Allowance) 1 a. Permit: TxDOT Coordination * $ 4,560.00 $ 4,560.00 $ 4,560.00 1 b. Permit: TDLR Review & Registration * $ 2,010.00 $ 2,010.00 $ 2,010.00 2. Topographic and ROW Survey * $ 8,000.00 $ 10,242.00 $ 3,472.00 $ 3,646.00 $ 17,360.00 $ 25,360.00 3. ROW/Easement Acquisition Survey and Parcel Descriptions (T&M) * $ 5,900.00 $ 2,000.00 $ 2,100.00 $ 10,000.00 $ 10,000.00 4. Environmental Issues * $ 2,466.00 $ 836.00 $ 878.00 $ 4,180.00 $ 4,180.00 5. Public Involvement * $ 7,882.00 $ 2,672.00 $ 2,806.00 $ 13,360.00 $ 13,360.00 6. Subsurface Utility Investigation (Level A) (TBD) 7. Construction Observation Services (TBD) 8. Warranty Phase (TBD) 9. Televising Utility Lines (TBD) 10. Electrical Evaluation and Design for Pedestrian Push Button Improvements at Airline/McArdle Intersection * $ 6,830.00 $ 6,830.00 $ 6,830.00 Subtotal Additional Services Fees $ 8,000.00 $ 39,890.00 $ 8,980.00 $ 9,430.00 $ 58,300.00 $ 66,300.00 Total Fee $ 49,900.00 $ 211,533.00 $ 67,164.00 $ 70,523.00 $ 349,220.00 $ 399,120.00 *Additional Services authorized in coordination with the notice to proceed for Basic Services. Contract Amend. No. 1 EXHIBIT "A" Page 12 of 12 Revised 23 April 2019 AMENDMENT NO. 1 EXHIBIT `A-1' (Provides supplemental description to Exhibit 'A'. Task List does not supersede Exhibit 'A'.) CITY OF CORPUS CHRISTI, TEXAS AIRLINE ROAD — SPID to McArdle Road PROJECT NO. 18004A BOND ISSUE 2018 TASK LIST I. SCOPE OF SERVICES A. BASIC SERVICES 1. Preliminary Phase a. Perform Preliminary Phase Services as indicated in Exhibit A'. Services struck through are not part of the scope of services of this Contract and will not be performed. b. Scope of Services excludes SPID intersection and work in TxDOT rig ht -of -way. c. Scope of Services excludes traffic signal improvements and signal pole relocations at McArdle Road intersection. 2. Design Phase a. Perform Design Phase Services as indicated in Exhibit `A'. Services struck through are not part of the scope of services of this Contract and will not be performed. b. Scope of Services excludes SPID intersection and work in TxDOT rig ht -of -way. c. Scope of Services excludes traffic signal improvements and signal pole relocations at McArdle Road intersection. 3. Bid Phase a. Perform Bid Phase Services as indicated in Exhibit `A'. 4. Construction Administration Phase (T&M) a. Construction Phase Services shall be performed on a Time and Material Basis upon receipt of a written requests from City Staff. Services may include those indicated in Exhibit A', but may also include additional services as requested by City Staff. Engineering services will not be performed in excess of the budget established in Exhibit A' without approval and execution of a Contract Amendment increasing the Construction Phase budget. LNV will keep the City apprised of the status of available funds for Construction Phase Services. B. ADDITIONAL SERVICES la. Permitting: TxDOT Coordination * a. Services include review and coordination of the Project with TxDOT staff. Obtaining permits from TxDOT is not anticipated as necessary and not included in the scope of services of this Contract. 1 b. Permitting: TDLR Review & Registration * a. Services include review and registration of the Project and inspection in the field upon completion of construction. No other services are included in this item. 2. Topographic and Right -of -Way (ROW) Survey * a. Perform Services as indicated in Exhibit A'. 3. ROW/Esmt. Acquisition Survey and Parcel Descriptions (T&M) * a. Acquisition of additional right-of-way (ROW) is not anticipated as necessary. b. If ROW acquisition is required, the Consultant, upon receipt of written authorization to proceed from the City, will begin work on services described in Exhibit `A' on a Time and Materials basis within the limits of the task budget established in Exhibit `A'. Engineering services will not be performed in excess of the task budget without approval and execution of a Contract Amendment increasing the task budget. LNV will keep the City apprised of the status of available funds for this task. 4. Environmental Issues * a. Perform Services as indicated in Exhibit `A'. 5. Public Involvement * a. Perform Services as indicated in Exhibit `A'. 6. Subsurface Utility Investigation (Level A) (To Be Determined) a. SUE Services are not included in the scope of services of this Contract. If determined necessary, a Contract Amendment will be executed to provide funds for the agreed upon services. 7. Construction Observation Services (To Be Determined) a. Construction Observation Services are not included in the scope of services of this Contract. If determined necessary, a Contract Amendment will be executed to provide funds for the agreed upon services. 8. Warranty Phase (To Be Determined) a. Warranty Phase Services are not included in the scope of services of this Contract. If determined necessary, a Contract Amendment will be executed to provide funds for the agreed upon services. Contract Amend. No. 1 Exhibit `A-1' Page 2 of 3 9. Televising Utility Lines (To Be Determined) a. Existing utilities within the Project Limits are 50+ years old and will be removed and replaced. As such, televising utility lines is not anticipated as necessary and not included in the scope of services of this Contract. If determined necessary, a Contract Amendment will be executed to provide funds for the agreed upon services. 10. Electrical Evaluation and Design for Pedestrian Push Button Improvements at Airline/McArdle Intersection * a. Perform Services as indicated in Exhibit A'. b. Adjustments and/or improvements to the existing traffic signals at the McArdle Road intersection are not included in the scope of services or improvements of this Contract. (* Additional Service to be authorized with execution of the Contract.) C. CONTRACT EXCLUSIONS AND CONDITIONS 1. Engineering services not listed in this Contract are excluded from the scope of work of this Contract. 2. The Contract scope of services includes the preparation of one (1) set of bid documents (i.e. construction plans, specifications and contract documents) for the installation of Project improvements and one (1) bid process. 3. Traffic Studies are not included in the scope of services of this Contract. The A/E will rely upon traffic data provided by the City. 4. Excluded services can be provided, if desired, for additional fees. Contract Amend. No. 1 Exhibit `A-1' Page 3 of 3 AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: June 1, 2019 TO: Peter Zanoni, City Manager THRU: Mark Van Vleck, Assistant City Manager markvv@cctexas.com (361) 826-3082 FROM: Jeff H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Albert Quintanilla, P.E., Director of Street Operations albertq@cctexas.com (361) 826-1957 Construction Contract Morgan Avenue (Staples Street to Crosstown Freeway) (Bond 2012, Proposition 1) CAPTION: Motion awarding a contract to Berry Contracting, L.P. dba Bay, Ltd. for the 2012 Bond Project that reconstructs Morgan Avenue from Staples Street to Crosstown Freeway in the amount of $6,275,173.95 for Hot Mix Asphalt pavement replacement and underground utility improvements with funding available in the Street 2012 Bond Program. PURPOSE: This provides authorization for reconstruction of Morgan Avenue from Staples Street to Crosstown Freeway with new pavement and underground utility improvements. BACKGROUND AND FINDINGS: Morgan Avenue from Crosstown Freeway to Ocean Drive is a 4 -lane roadway in poor condition with two Bond approved street projects to reconstruct the street as follows: • Morgan Avenue (Staples Street to Crosstown Freeway) — Bond 2012, Prop 1 (This Item) • Morgan Avenue (Staples Street to Ocean Drive) — Bond 2014, Prop 1 This corridor provides primary access for Christus Spohn Hospital and supports Fire Station No. 3 located at Morgan Avenue and 11th Street intersection. Both projects were delayed to allow hospital and fire department access during the construction completion of six (6) other Bond street projects in the area. Additionally, a major construction project at Christus Spohn Hospital that was underway is now concluding. Now that the hospital project is nearing completion, and the other roadway projects are complete, Morgan Avenue can be reconstructed without causing major disruptions to ProjectNo.: E12101 1 SW/VP Legistar No.: 19-0744 Rev. 1— 06/03/19 traffic and emergency access. Morgan Avenue (Staples Street to Ocean Drive) was bid as a separate project and will be presented for award at a later date. This project provides improvements for Morgan Avenue from Staples Street to Crosstown Freeway with new pavement, curb & gutter, sidewalks, ADA ramps, signage, and pavement markings. Utility improvements include new underground storm water, wastewater, water, and IT systems, and adjusting the gas infrastructure. The project was developed with two Base Bids plus one Additive Alternative as follows. Bidders may submit bids on either Base Bid 1 or Base Bid 2 or both. BASE BID NO. 1 — This project includes reconstruction of approximately 2,900 LF of Morgan Avenue from Staples Street to Crosstown Freeway with new HMAC pavement, curb & gutter, sidewalks, ADA ramps, pavement markings, and signage. Included are improvements and upgrades to Storm Water, Water, and Wastewater infrastructure. BASE BID NO. 2 — This project includes reconstruction of approximately 2,900 LF of Morgan Avenue from Staples Street to Crosstown Freeway with new rigid Portland Cement Concrete pavement, curb & gutter, sidewalks, ADA ramps, pavement markings, and signage. Included are improvements and upgrades to Storm Water, Water, and Wastewater infrastructure. ADDITIVE ALTERNATIVE NO. 1 (both Base Bids) — Includes purchase and delivery of Traffic Signal materials only, estimated to upgrade existing signal equipment. On May 1, 2019 the City received proposals from five (5) bidders. A summary of the bids is provided below. BID SUMMARY — BASE BID 1 (HMAC) CONTRACTOR BID AMOUNT ADD. ALT. 1 TOTAL BID Berry Contracting, L.P. dba Bay, Ltd. Corpus Christi, TX 6,275,173.95 100,000.00 6,375,173.95 CPC Interests, LLC dba Clark Pipeline Services Corpus Christi, TX 6,354,974.68 100,000.00 6,454,974.68 JE Construction Services, LLC Corpus Christi, TX 6,850,741.02 100,000.00 6,950,741.02 Haas -Anderson Construction, Ltd. Corpus Christi, TX 9,328,861.85 100,000.00 9,428,861.85 Engineer's Opinion of Probable Cost 6,307,000 100,000 6,407,000 BID SUMMARY — BASE BID 2 (CONCRETE) CONTRACTOR BID AMOUNT ADD. ALT. 1 TOTAL BID Reytec Construction Resources, Inc. Houston, TX 7,087,825.45 100,000.00 7,187,825.45 JE Construction Services, LLC Corpus Christi, TX 7,281,467.29 100,000.00 7,381,467.29 Engineer's Opinion of Probable Cost 6,520,000 100,000 6,620,000 Project No.: E12101 Legistar No.: 19-0744 2 SW/VP Rev. 1 —06/03/19 ALTERNATIVES: 1. Authorize execution of construction contract. (Recommended) 2. Do not authorize execution of construction contract. (Not Recommended) OTHER CONSIDERATIONS: LJA, Inc. is the design engineer that was selected for this project under RFQ No. 2012-03. CONFORMITY TO CITY POLICY: Complies with statutory requirements for construction contract procurement. Conforms to FY 2019 Capital Improvement Planning (CIP) Budget. EMERGENCY / NON -EMERGENCY: Non -Emergency DEPARTMENTAL CLEARANCES: Street Department FINANCIAL IMPACT: ❑ Ooeratina ❑ Revenue X Capital Not aoolicable Fiscal Year 2018-2019 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Budget 587,225.00 7,424,055.00 8,014,626.95 Encumbered / Expended Amount 587,225.00 587,225.00 This item 6,275,173.95 6,275,173.95 Future Anticipated Expenditures This Project 1,152,228.00 1,152,228.00 BALANCE 0 0 0 Funds: Street 2016 CO BD 12; Storm Water 2015 Bd; Water 2019 CIP; WW Capital Resv.; Gas 2013 Rev Bd RECOMMENDATION: Staff and LJA, Inc. recommend awarding the construction contract to Berry Contracting, L.P. dba Bay, Ltd. LIST OF SUPPORTING DOCUMENTS: Project Budget Location Map Presentation Letter of Recommendation ProjectNo.: E12101 3 SW/VP Legistar No.: 19-0744 Rev. 1 —06/03/19 PROJECT BUDGET ESTIMATE Morgan Avenue (Staples Street to Crosstown Freeway) (Bond 2012, Proposition 1) PROJECT FUNDS AVAILABLE: Bond 2012 Proposition 1 3,229,140 Utilities 4,785,487 Storm Water 2,898,499 Water 1,576,788 Wastewater 292,653 Gas 17,547 TOTAL FUNDS AVAILABLE 8,014,627 FUNDS REQUIRED: Construction and Contingency Fees 6,902,691 Construction (Berry Contracting, L.P. dba Bay, Ltd.) THIS ITEM 6,275,174 Street 2,623,501 Utilities 3,651,673 Storm Water 2,186,778 Water 1,255,710 Wastewater 194,563 Gas 14,623 Contingency (10%) 627,517 Construction Inspection and Testing Fees. 313,478 Construction Inspection (Estimate) 241,595 Construction Material Testing Services (Estimate) 71,883 Design and Geotechnical Fees. 482,700 Engineer (LJA Engineering) Engineering Design and Amendment 1 482,700 Street 146,468 Utilities 336,233 Storm Water 228,638 Water 58,280 Wastewater 49,314 Reimbursement Fees 315,758 Contract Administration (Engineering Svcs Admin/Finance/Capital Budget) 125,503 Engineering Services (Project Mgt) 188,255 Misc. (Printing, Advertising, etc.) 2,000 TOTAL 8,014,627 ESTIMATED PROJECT BUDGET BALANCE sv NUECES BAY 181 CORPUS CHRISTI SHIP CHAN LEOPARD Project Location 358 CORPUS CHRISTI BAY 4 p TEXAS A&M UNIVERSITY CORPUS CHRISTI SCALE: N.T.S. Project Number: E12101 Morgan Avenue - Staples St. to Crosstown Freeway CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES Ilr L1a 5350 South Staples Street, Suite 425. Corpus Christi, Texas 78411 LJA ENGINEERING t 361991.8550 LJA.com TBPE F-1386 TBPLS 10016600 May 20, 2019 City of Corpus Christi Engineering Services P. O. Box 9277 Corpus Christi, Texas 78469-9277 Attn: Mr. J. H. Edmonds, P.E. Director of Engineering Services Re: Morgan Ave. From Staples Street To Crosstown Expressway (Bond 2012) Project No. E12101 RECOMMENDATION OF AWARD LJA Project No. C007 -20655c Dear Mr. Edmonds: We have reviewed the bids received on May 1, 2019 for the Morgan Ave. From Staples Street To Crosstown Expressway Project ("Project"). This project includes the reconstruction of approximately 2,900 LF of Morgan Avenue from Staples Street to Crosstown Expressway with new HMAC (Base Bid 1) or Concrete (Base Bid 2) pavement and new concrete curb and gutter, concrete sidewalk. Also included are improvements and upgrades to the Storm Water, Water, and Wastewater infrastructure. Bidders may submit bids on either Base Bid 1 or Base Bid 2 or both. Additive / Alternate No. 1 includes the purchase and delivery of Traffic Signal materials only estimated to upgrade the existing signal equipment. No additional Contract time will be allotted for any Additive / Alternate. Six (6) bids were received for the project. Four (4) bids received were for the Base Bid 1 (HMAC) option and two (2) bids received were for the Base Bid 2 (Concrete) Option. The bidders were: Base Bid 1 (HMAC) • Berry Contracting, LP dba Bay, Ltd. ("Bay") • CPC Interests, LLC, DBA Clark Pipeline Services ("CPC") • JE Construction Services, LLC. ("JE") and • Haas -Anderson Construction, Ltd. ("HAC") Base Bid 2 (Concrete) • Reytec Construction Resources, Inc. ("Reytec") • JE Construction Services, LLC. ("JE") All six (6) bids were deemed complete and responsive. The six (6) bids have been evaluated and a Bid Tabulation (attached) has been prepared LJA Engineering, Inc. F-1386 RECOMMENDATION OF AWARD LJA Project No. C007 -20655c May 20, 2019 Morgan Ave. From Staples Street To Crosstown Expressway — E12101 Page 1 of 2 In addition to their Bid Proposals, Bay, CPC, and JE have submitted documentation supporting the requirements of Section 00 45 16 Statement of Experience (attached). We have reviewed their Statements of Experience and found them to be complete. All three (3) bidders have construction experience with the City of Corpus Christi. Additionally, Bay and CPC have recently completed street related projects for the City of Corpus Christi. The Contract Documents stipulate that the Project shall be substantially complete within 560 calendar days from Notice to Proceed (NTP) and establishes the liquidated damages amount at $1,750 for each day that expires after the specified substantial completion time. After review of the bid proposals and requisite additional documentation, LJA acknowledges that Base Bid from Bay is the Lowest Bidder on the Project and meets the requirements for award of the Project. Bay submitted a Base Bid in the amount of $6,275,173.95 and Additive Alternate Bid in the amount of $100,000 for a total contract amount of $6,375,173.95. Based on the staff's confirmation that the budget is sufficient, LJA recommends that the City award the Base Bid 1 (HMAC) only to Bay for the following amount: Base Bid 1 (HMAC): $6,275,173.95 If you have any questions, or require any additional information, please contact our office. Sincerely, Jeff Coyim, PE Vice President JCC/ar cc: Sarah West, PE, CFM — Major Projects Engineer, City of Corpus Christi Attachments: - Base Bid Tabulation - Bid Proposals from Each Contractor (5 Total) - Section 00 45 16 Statement of Experience Documentation from Contractors (3 Total) LJA Engineering, Inc. F-1386 RECOMMENDATION OF AWARD LJA Project No. C007 -20655c May 20, 2019 Morgan Ave. From Staples Street To Crosstown Expressway — E12101 Page 2 of 2 Corpus Chr sti Engineering Morgan Avenue - Staples Street to Crosstown Freeway (Bond 2012, Proposition 1) Council Presentation June 11, 2019 Project Location Corpus Chr sti Engineering Morgan Avenue - Staples St. to Crosstown Freeway CORPUS CHRISTI BAY .ous .ww UNIVISPSIIT ccrPUs c1.11a511 2 Project Vicinity Corpus Chr'sti Engineering Morgan Avenue (Bond 2012, Prop 1) (This item) Project Scope Corpus Chr sti Engineering Project includes full reconstruction of an existing 4 -lane roadway to include: Pavement Additions Utilities IMPROVEMENTS New Hot Mix Asphalt Concrete Concrete Bus Pads Curb & Gutter Sidewalks ADA Compliant Curb Ramps Signage & Pavement Markings Replace and Install New Underground Storm Water System Replace and Install New Wastewater Infrastructure Replace and Install New Water Distribution Lines Gas Line Adjustments New IT Infrastructure Project Schedule Corpus Chr sti Engineering 2019 2020 I '21 A M J J A s 0 N D J F M A M J J A s 0 N D J F Bid/ Award Construction Project Estimate: 560 Calendar Days = 19 Months Projected Schedule reflects City Council award in June 2019 with anticipated completion in February 2021. AGENDA MEMORANDUM Future Item for the City Council Meeting of June 11, 2019 Action Item for the City Council Meeting of June 18, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Alma Casas, Interim Director of Financial Services AlmaC@cctexas.com (361) 826-3610 Kim Baker, Director of Contracts and Procurement KimB2@cctexas.com 361-826-3169 Professional Auditing Services CAPTION: Motion authorizing a three-year service agreement for professional auditing services with Weaver and Tidwell, LLP, of Houston, Texas, for an amount not to exceed $608,000, with two additional one-year renewal options with escalation cost for a potential total amount not to exceed $1,043,700, with first-year funding through the General Fund. PURPOSE: This item is to approve a service agreement with Weaver and Tidwell, LLP for professional auditing services. BACKGROUND AND FINDINGS: The City of Corpus Christi Charter requires an independent annual audit, and the current contract for auditing the City's Comprehensive Annual Financial Report (CAFR) will expire in June 2019. This three-year service agreement with Weaver and Tidwell, LLP will include auditing the CAFR, TCEQ Financial Assurances, and the new addition of auditing the Passenger Facility Charge and providing continuing education training for City staff's Certified Public Accountants. The Contracts and Procurement Department conducted a competitive Request for Proposal (RFP) process and received five proposals. All five proposals were screened for the minimum requirements on a pass/fail basis, and three firms passed. The technical proposals were scored for the three passing firms based on the published evaluation criteria, and after review of the technical scores those three firms were then interviewed by the evaluation committee and scored. After review of the total technical and interview scores, the sealed pricing was opened for the three firms. The proposer with the lowest price received 20 points and all other proposers received a proportional share of the points based on the proration of their price to the lowest price provided. Weaver and Tidwell, LLP has the highest overall score of 96 out of 100. The recommended award was presented to the Audit Committee on April 9, 2019, and the Audit Committee requested the addition of two optional renewal years. The Contracts and Procurement Department secured pricing for two one-year renewal options and recommends award to Weaver and Tidwell, LLP. ALTERNATIVES: Not applicable OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Finance FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget $457,144.75 $1,005,500.00 $1,462,644.75 Encumbered / Expended Amount $413,637.14 $0 $413,637.14 This item $38,200.00 $1,005,500.00 $1,043,700.00 BALANCE $5,307.61 $0 $5,307.61 Funding Detail: Fund: 1020 General Fund Organization/Activity: 10751 Accounting Operations Mission Element: 182 Produce financial reports Project # (CIP Only): N/A Account: 530000 Professional Services RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Evaluation Matrix Service Agreement RFP No. 1975 - Professional Auditing Services Summary Evaluation Matrix Proposal Evaluation Belt Harris Pechacek, LLLP BKD, LLP Carr, Riggs 8 Ingram, LLC RSM US, LLP Weaver and Tidwell, LLP Minimum Qualifications Fail Pass Pass Fail Pass Three Certified Public Accountants (CPA) employed by the firm to handle the audit; provide list of names with CPA license numbers Pass Pass Pass Fail Pass Affiliation with nationwide association of CPA firms; provide list and explanation Pass Pass Pass Pass Pass Three current municipal/local government audit clients; two of which are comparable to the City of Corpus Christ in size, complexity, and number of types of funds; provide list with contact names and phone numbers Fail Pass Pass Pass Pass One former client in the past five years which received GFOA Certificate of Achievement for Excellence in Financial Reporting Program with at least $500 million in the certificate application; provide list with year, contact name and phone number Pass Pass Pass Fail Pass One current or former client with grant expenditures of at least $20 million on the Schedule of Federal/State Expenditures; provide list with year, contact name and phone number Pass Pass Pass Fail Pass Required five years in business Pass Pass Pass Pass Pass No outstanding lawsuits during last 5 years or current litigation with the City during last 5 years Pass Pass Pass Pass Pass No outstanding regulatory issues last 5 years Pass Pass Pass Pass Pass References Provided for firm Pass Pass Pass Pass Pass Technical Proposal Technical Proposal (50 points) 0 41 38 0 48 Firms' Experience (18 points) Team Experience (18 points) Understanding of Project Scope (14 points) Interview Interview (30 points) 0 24 22 0 29 Firms' Experience (8 points) Team ldentificaton (10 points) Understanding of Project Scope (12 points) Price Price (20 points) 0 17 20 0 19 Total 0 82 80 0 96 Page 1 of 1 SERVICE AGREEMENT NO. 1975 Professional Auditing Services THIS Professional Auditing Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Weaver and Tidwell, LLP ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Professional Auditing Services in response to Request for Bid/Proposal No. 1975 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Professional Auditing Services ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for three years, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to two additional one-year periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then - current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $608,000.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 1, 2018 Invoices will be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Judy Sandroussi Department: Finance Phone: 361-826-3669 Email: JudyS©cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the 001 must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple -release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form October 1, 2018 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form October 1, 2018 manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Judy Sandroussi Title: Controller Address: 1201 Leopard Street, Corpus Christi, Texas 78401 Phone: 361-826-3669 Fax: 361-880-3601 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 1, 2018 IF TO CONTRACTOR: Weaver and Tidwell, LLP Attn: Laura Lambert Title: Partner Address: 24 Greenway Plaza, Suite 1800, Houston, Texas 77046 Phone: 713-850-8787 Fax: 713-850-1673 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 1, 2018 Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form October 1, 2018 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties CONTRACTOR Signature: Printed Name: Title: Partner Laura M. Lambert Date: May 7, 2019 CITY OF CORPUS CHRISTI Kim Baker Director of Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB/RFP No. 1975 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form October 1, 2018 ATTACHMENT A: SCOPE OF WORK 1.1. Background and Description of the City A. General 1. The City of Corpus Christi is comprised of a 504 square mile area with an estimated population of 325,605. The City of Corpus Christi's fiscal year begins on October 1 and ends on September 30. 2. The City of Corpus Christi operates under a Council -Manager form of government and provides such services as are authorized by its charter to advance the welfare, health, morale, comfort, safety, and convenience of the City and its inhabitants. 3. The City of Corpus Christi provides the following services to its citizens: a. Public Safety (police and fire protection, building inspection, street lighting and traffic signals, and civil defense) b. Public Services (water, wastewater collection and disposal, gas, garbage collection and disposal, maintenance of streets, and storm water drainage) c. Community Enrichment (libraries, parks, recreational facilities, marina, municipal beaches, golf courses, swimming pools, tennis courts, baseball and softball diamonds, and senior citizen centers) d. Airport e. Preventative Health Facilities f. Convention Center and Arena 4. The City of Corpus Christi has a total payroll of $165,717,689 in Fiscal Year 2017, covering 3,105 employees. 5. The City of Corpus Christi is organized into 31 departments and agencies. See Attachment Al for an organizational chart. The accounting and financial reporting functions of the City of Corpus Christi are centralized. 6. More detailed information on the government and its finances, including the City's Comprehensive Annual Financial Reports, can be found at the City's website located at http://www.cctexas.com/financial-transparency, as well as the Official Statements available on Municipal Securities Rulemaking Board (www.msrb.org). 7. Prior year's audit reports can be viewed at the following link, under the section titled "Financial Reports (CAFR)": http://www.cctexas.com/financial- transparency. Page 1 of 9 B. Fund Structure The City of Corpus Christi uses the following fund types and account groups in its financial reporting: Number of Number with Legally Fund Type/Account Group Individual Funds Adopted Annual Budgets General Fund 1 1 Special Revenue Funds 17 1 1 Debt Service Funds 3 3 Capital Projects Funds 13 0 Enterprise Funds 6 6 Internal Service Funds 6 6 Expendable Trust Funds 2 0 Blended Component Units 7 4 C. Budgetary Basis of Accounting Annual budgets are legally adopted on a basis consistent with generally accepted accounting principles for all governmental funds except the Federal/State Grant Fund, capital project funds, community enrichment fund, infrastructure fund, the Corpus Christi Community Improvement Corporation Fund (CCCIC), the Corpus Christi Housing Finance Corporation Fund (CCHFC), the Corpus Christi Industrial Development Corporation Fund (CCIDC), and the Corpus Christi Health Facilities Development Corporation (CCHFDC). The Federal/State Grant Funds and the capital projects funds adopt project -length budgets. Budgets were not adopted for the CCCIC, CCHFC, CCIDC, and the CCHFDC. D. Federal and State Awards During the fiscal year to be audited, the City of Corpus Christi received or will receive Federal and State awards. E. Pension Plans The City participates in funding two retirement plans: (1) all City employees, except firefighters, are provided benefits through a non -institutional, joint contributory, defined benefit plan in the state-wide Texas Municipal Retirement System (TMRS), an agent multiple -employer public employee retirement system; and (2) all firefighters are covered by the Fire Fighters Retirement System of Corpus Christi, a single -employer defined benefit pension plan. F. Component Units Management of the City of Corpus Christi has addressed all potential component units for which the City may be financially accountable and, as such, have been included within the City's financial statements. The City (the primary government) is financially accountable if it appoints a voting majority of the organization's governing board and (1) it is able to impose its will on the organization, or (2) there is a potential for the organization to provide specific financial benefits to or burdens on the City. In doing so, management has Page 2 of 9 considered other organizations for which the nature and significance of their relationship with the City of Corpus Christi are such that exclusion would cause the City of Corpus Christi's financial statements to be misleading or incomplete. G. Blended Component Units 1. The following entities have been identified as blended component units due to the closeness of their relationship with the City of Corpus Christi: Corpus Christi Community Improvement Corporation, Corpus Christi Housing Finance Corporation, Corpus Christi Industrial Development Corporation, Corpus Christi Crime Control and Prevention District, Corpus Christi Business and Job Development Corporation, Corpus Christi Type B Corporation, and the North Padre Island Development Corporation. 2. The blended component units are included in the government fund statements as non -major government funds. H. Related Organizations and Jointly Governed Organizations 1 Related organizations and jointly governed organizations provide services within the City that are administered by separate boards or commissions, but the City is not financially accountable, and such organizations are therefore not component units of the City, even though the City Council may appoint a voting majority of an organization's board members. Consequently, financial information for the Coastal Bend Council of Governments, the Regional Transit Authority, the Corpus Christi Housing Authority, and the Corpus Christi Regional Economic Development Corporation are not included in the City's financial statements. 2. The City of Corpus Christi does not participate in joint ventures with other governments. I. Magnitude of Financial Operations The financial services department is headed by Constance Sanchez, Director of Financial Services, and consists of 97 employees. The principal functions performed and the number of employees assigned to each are as follows: Function Number of Employees Finance Administration 4 Accounting 28 Treasury 15 Collections 31 Purchasing/Inventory 19 Total 97 Page 3 of 9 J. Computer Systems SOFTWARE Make Major Applications INFOR Financials General Ledger, Accounts Payable, Accounts Receivable, Activities, Asset Management, Purchasing, Travel and Expense, Flex Budgeting (Commitment Control) and Inventory INFOR CPM Budget INFOR HR & Payroll Human Resources, Benefits Administration, e -Recruit, & Payroll Sympro INFOR IPS INFOR CDR Debt Service & Investments Utility Systems • Customer Billing • Work Orders Community Development • Building Permits • Business Licenses • Code Enforcement • Health Permits RCS Cash Receipts DATABASES Type Uses Hosted Managed Services INFOR K. Working Papers 1. All working papers and reports must be retained, at the Contractor's expense, for a minimum of three years, unless the firm is notified in writing by the City of Corpus Christi of the need to extend the retention period. The Contractor will be required to make working papers available, upon request, to the following parties or their designees: a. United States Department of Housing and Urban Development, b. U.S. General Accounting Office (GAO), c. Parties designated by the federal or state governments or by the City of Corpus Christi as part of an audit quality review process, and d. Auditors of entities of which the City of Corpus Christi is a sub -recipient of grant funds. Page 4 of 9 2. In addition, the Contractor shall respond to the reasonable inquiries of successor auditors and allow successor auditors to review working papers relating to matters of continuing accounting significance. L. The Schedule of Expenditures of Federal Awards and related auditor's report, as well as the reports on compliance and internal controls, are to be issued along with the CAFR. In the future, the City may decide to issue the Schedule of Expenditures of Federal Awards separately. Prior year Schedule of Expenditure can be found on the yearly Comprehensive Annual Reports (CAFR) located online at: http://www.cctexas.com/financial-transparency. 1.2. Scope of Work A. The Contractor shall audit financial statements for the fiscal years ending September 30, 2019, 2020, and 2021. These audits are to be performed in accordance with auditing standards generally accepted in the United States of America, the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the provisions of the federal Single Audit Act Amendments of 1996, U.S. Office of Management and Budget (OBM), Uniform Guidance for Federal Awards, OMB Circular A-133, Audits of States, Local Governments, and Non -Profit Organizations, and/or the State of Texas Single Audit Circular, as applicable. B. The Contractor shall express an opinion on the fair presentation of its basic financial statements and the fair representation of the financial statements of individual funds and component units in conformity with auditing standards generally accepted in the United States of America as included in Statements on Auditing Standards, published by the American Institute of Certified Public Accountants and Government Auditing Standards issued by the Comptroller General of the United States. The Contractor is required to perform tests of compliance and internal control based on the audit of the basic financial statements and is also required to audit the compliance of the City with the types of compliance requirements described in the U.S. Office of Management and Budget (OMB) Uniform Guidance for Federal Awards and Circular A-133 Compliance Supplement and/or the State of Texas Single Audit Curicular that are applicable to each of its major federal and/or state programs. The Contractor is not required to audit the statistical section of the report. C. The Contractor must issue an independent auditor's report on compliance and internal controls based on an audit of the basic financial statements performed in accordance with Government Auditing Standards, as well as an independent auditor's report on compliance with requirements applicable to each major program and internal control over compliance in accordance with OMB Circular A-133 and State of Texas Single Audit Circular. D. The Contractor must complete the Audit no later than six months after the City's fiscal year end unless an extension is mutually agreed upon by both parties. Page 5 of 9 E. The Contractor will submit a list of findings and other internal control weaknesses from the City of Corpus Christi's financial statement audit. F. The Contractor will perform the Passenger Facility Charge (PFC) audit annually as required by the Federal Aviation Administration (FAA) in accordance with the compliance requirements described in the Passenger Facility Charge Audit Guide for Public Agencies (the "Guide), issued by the Federal Aviation Administration. G. The Contractor will perform a separate agreed-upon procedures engagement annually related to the City's financial assurances to the Texas Commission on Environmental Quality (TCEQ) required by the Texas Administrative Code Title 30, Part 1, Chapter 37. H. The Contractor will provide eight hours of continuing education for City Staff's Certified Public Accountant continuing education hours annually. Continuing education topics will include but are not limited to: new or changing accounting rules and regulations for the yearly audits, addressing issues that arose during prior audits, training for grant program managers, or any other training that will be beneficial to the financial health of the City of Corpus Christi. Continuing education training will take place face-to-face. Dates, times, and topics will be approved by the Contractor Administrator prior to scheduling. 1.3. Requirements Following the completion of the Audit of the fiscal year's financial statements, the Contractor shall issue the following: A. A report on the fair presentation of the financial statements in conformity with the accounting principles generally accepted in the United States of America, including an opinion of the fair presentation of the supplementary schedule of expenditures of federal awards in relation to the audited financial statements. B. A report on compliance and internal control over financial reporting based on an audit of the basic financial statements. C. A report on compliance and internal control over compliance applicable to each major federal program and each major state program. D. A schedule of findings and questioned costs for each major federal program and each major state program. E. A letter to management addressing any reportable conditions found during the audit. A reportable condition shall be defined as a significant deficiency in the design of operation of the internal control structure, which could adversely affect the organization's ability to record, process, summarize, and report financial data consistent with the assertions of management in the financial statements. F. The report on compliance and internal controls shall include all material instances of noncompliance. All nonmaterial instances of noncompliance shall Page 6 of 9 be reported in a separate management letter, which shall be referred to in the report on compliance and internal controls. G. Irregularities and Illegal Acts. The Contractor must make an immediate, written report of all irregularities and illegal acts or indications of illegal acts of which they become aware to the City Manager and Audit Committee who will report to the City Council. H. During the term of the engagement, Contractor shall assure themselves that the City Council through the Audit Committee is informed of each of the following: 1. The auditor's responsibility under generally accepted auditing standards 2. Significant accounting policies 3. Management judgements and accounting estimates 4. Significant audit adjustments 5. Other information in documents containing audited financial statements 6. Disagreements with management 7. Management consultation with other accountants 8. Major issues discussed with management 9. Difficulties encountered in performing the audit 1.4. Special Considerations The City of Corpus Christi will perform the following tasks: A. The City of Corpus Christi will send its comprehensive annual financial report to the Government Finance Officers Association of the United States and Canada for review in their Certificate of Achievement for Excellence in Financial Reporting Program. It is anticipated that the Contractor will be required to provide special assistance to the City of Corpus Christi to meet the requirements of that program. B. The City of Corpus Christi currently anticipates it will prepare one or more official statements per year in connection with the sale of debt securities which will contain the government -wide financial statements and the auditor's report thereon. The Contractor shall be required, if requested by the financial advisor and/or the underwriter, to issue a "consent and citation of expertise" as the auditor and any necessary "comfort letters". The Contractor performs agreed upon procedures with respect to the City's computation of pro forma annual debt service coverage and provides a certificate to that effect, at no additional cost. Page 7 of 9 1.5. Compensation and Payment The Contractor shall provide the following deliverables: A. The Contractor shall complete the audit planning and risk assessment. B. The Contractor shall complete the audit interim fieldwork. C. The Contractor shall complete the audit year-end fieldwork. D. The Contractor shall review the single audit and CAFR and issue all relevant reports and audit opinions. E. The Contractor shall provide the Passenger Facility Audit and issue all relevant reports and audit opinions. F. The Contractor shall provide the TCEQ Financial Assurances and issue all relevant reports. G. The Contractor shall provide Continuing Education Training for City Staff Certified Public Accountants. Page 8 of 9 J Comerrlon 6 Vlsliors Swami Bel -lee l � City Secretary Rebecca Huenn 8283165 AssKtant to me tty Nun.aget Eel her Velazquez 8263495 Scope of Work Attachment Al \. City of Corpus Christi Organizational Chart City Council 826.3105 I City Manager Keith Selman Interim 826-3220 r r 1 r 1 _, ,___I___ r R 1 r r�cmmrrllcallpns, Development Housing & FVarnlnq and Media Raab,City Aliomey services Community- intergovernmental - Environment al & eGovemmenl Mlles RisleyNina Nikon- 92E4276 naveiapnenl RelationsKlm Wamank 626.3360 Mondex Rudy BWxancotrt Tom 7agIabucinitiatives 828-7216 92&5276 826 -Sona 628.3866 Daniel McGinn SaralegIc 825-7011 S. 1 J L 1 l J r 1 Risk M» Jenrnnl Glrherl Sanchez Manager SPB-3M9 Human Relaiten Sylvia Wilson Administrator 828.9196 Business Liaison 1 Economic Development 802.7axe Down own Management oitlrlcl 882.2361 ILyAudItor it[Nimbarty 14MIShan interim 826-3661 4.[Mt. nlLl Gourt I -I Judrelal, Hoh, Call LOBE 886-2520 e. ACM Rails Van Vleek 82s•aB82 4_ pubic Wrerke Valerie Gray Gee native OI actor 948-3729 Shaer OperatMna Andy Leal &57.1875 Engineering Scry Ices Jeffrey Eemonda a263500 J Solid Waste Operations Lawrence MlkoiaAC It 826.1872 Gas Sill Mahatley 886-6924 Uhl Him. 0rec uthre DIrector Dan Grimsby 828-1716 Waller VACANT 826-1874 Wastewater storm Mier 1 ACM SyIYIB Trevino 8283887 Kinancc Constance Sanchez 826.3227 ( Management & Budg et Eddie Houlihan L 9263782 SIrele91c Marlspemenl Saundra rharton ASSI5tan1 US -36U Human Resources SkV* Mere 82&5316 Information Technology Belinda Mercado 8263760 Court Ad mitilsiration Gilbert Hernandez 026-2616 Airport Frac Segundo 2H9-0171 ASSN roan agents Jim Davis 8d7.19a9 Page 9 of 9 American 8 IA Corder 898-d Inn Museum 82BJ88i ACM Mike Markle Interim 9138-2893 Police Chtel Mite Markle ae6-2eoa Animal Control Capt William Proyrns EtReale Code EMorcement Cpl Aninony Sanders ▪ 086-2681 Fire Enid Robert Rocha 828-3932 Health Orslrlci Annette Rodriguez 826-7205 Parks 8 Recreation Jay Ellington 825-%B4 Munldpar Marina Superintendent 82&3980 Libraries Lagra Gardia 826 -Toro ATTACHMENT B: PRICING SCHEDULE DATE: 12/17(2018 CITY OF CORPUS CHRISTI Pricing Form PURCHASING DIVISION RFP No. 1975 Professional Auditing Services Weaver and Tidwell, L.L.P. PROPOSER _ ( UTHORII'ED SIGNATURE PAGE 1 OF 3 1. Refer to "Instructions to Proposers" and Contract Terms and Conditions before completing proposal. 2. Provide your best price for each Itern. 3, In submitting this proposal, Proposer certifies that: n the prices in this proposal hove been'arrived at Independently, without consultation, communication, or agreement with any other Proposer or -competitor, far the purpose of restricting competition with regard to prices; b. Proposer Is an Equal Opportunity Employer: and the Disclosure of Interest Information on file with City's purchasing office, pursuant to the Code of Ordinances, is current and true, c. Proposer has incorporated any changes issue through Addenda to the R FP in this pricing. ITEM DESCRIPTION QTY UNIT UNI! PRICE 1,0 Audit Planning and Risk Assessment Year One 1 Lump Sum $14.100 2.0 Audit Interim Fieldwork Year One 1 Lump $23 510 Sum 3.0 Audit Year-end Fieldwork Year One 1 Lump 108,000 Su rn 4.0 Review of Single Audit and CAFR Year One 1 Lump Sum $41.600 5.0 Passenger Facility Audit Year One 1 Lump $3,500 Sum Page 1 of 5 ITEM DESCRIPTION QTY UNIT UNI PIIGL 6.0 TCEQ Financial Assurances Year One 1 Lump $2,500 Sum I 7.0 Continuing Education Training for City Staff Certified Public Accountants Year One 18 hrsj 1 Lump.000 Sura 6.0 Audit Planning and Risk Assessment Year Iwo 1 Lurrip Sum $15,100 '9.0 Audit Interim Fieldwork Year Two 1 Lump I Sum 10.0 Audit Year-end Fieldwork Year Two 1 Lump $1 1 1,300 Sum 11.0 Review of Single Audit and CAFR Year two 1 Lurnp $42,800 Sum 12.0 Passenger Facility Audit Year Two 1 Lump $3.700 Sum 13.0 TCEQ Financial Assurances Year Two 1 Lump $2,500 Sum 14.0 Continuing Education Training for City Staff 1 Lump $3,000 Certified Public Accountants Year Two 8 hrsJ Sum 15.0 Audit Planning and Risk Assessment Year 1 Lump Three Surn $1,600 16.0 Audit Interim Fieldwork Year Three 1 Lump $24,900 Sum Page 2 of 5 ITEM DESCRIPTION QTY UNIT UN If PRICE 17.0 18.0 19.0 20.0 21.0 Audit Year-end Fieldwork Year Three Review of Single Audit and CAFR Year Three Passenger Facility Audit Year Three 10EQ Financial Assurances Year Three Continuing Education Training for City Staff Certified Public Accountants Year Three hrsj 7 Lump Sum Lump Sum Lump Sum Lurnp Sum Lump Sum $114400 $44,100 $3,900 $Z500 $,000 TOTAL $608,000 Page 3 of 5 DATE: 4/17/2019 Weaver and Tidwell, L.L.P. CITY OF CORPUS CHRISTI Pricing Form - Extension Year 1 & 2 PURCHASING DIVISION RFP No. 1975 Professional Auditing Services PROPOSER PAGE 1 OF 2 vr a- 717 a /7t— i LrfHORIZED SIGNATURE 1. Refer to "Instructions to Proposers" and Contract Terms and Conditions before completing proposal. 2. Provide your best price For each item. 3. In submitting this proposal, Proposer certifies that: a_ the prices in this proposal hove been arrived of independently, without consultation, communication, or agreement with any other Proposer or competitor, for the purpose of restricting competition with regard to prices; b. Proposer is an Equal Opportunity Employer; and the Disclosure of Interest information on file with City's purchasing office, pursuant to the Code of Ordinances, is current and true. G. Proposer has incorporated any changes issue through Addenda to the RFP in this pricing. ITEM DESCRIPTION QTY UNIT UNIT PRICE 22.0 Audit Planning and Risk Assessment Extension 1 Lump $16,100 Year One Sum 23.0 Audit Interim Fieldwork Extension Year One 1 Lump 25,600 Sum 24.0 Audit Year-end Fieldwork Extension Year One 1 Lump 118,000 Sum 25.0 Review of Single Audit and CAFR Extension 1 Lump 45,400 Year One Sum Lump 26.0 Passenger Facility Audit Extension Year One 1 Sum 4,000 Page 4 of 5 Page 5 of 5 ITEM DESCRIPTION QTY UNIT UNIT PRICE Lump 27.0 TCEQ Financial Assurances Extension Year 1 Sum One 2,600 Lump 28.0 Continuing Education Training for City Staff 1 Sum Certified Public Accountants Extension Year 3,000 One Lump 29.0 Audit Planning and Risk Assessment Extension 1 Sum 16,600 Year Two Lump 30.0 Audit Interim Fieldwork Extension Year Two 1 Sum 26,400 Lump 31.0 Audit Year-end Fieldwork Extension Year Two 1 Sum 121,500 Lump 32.0 Review of Single Audit and CAFR Extension 1 Sum 46,800 Year Two Lump 33.0 Passenger Facility Audit Extension Year Two 1 Sum 4,100 Lump 34.0 TCEQ Financial Assurances Extension Year 1 Sum 2,600 Two Lump 35.0 Continuing Education Training for City Staff 1 Sum 3,000 Certified Public Accountants Extension Year Two TOTAL 435,700 Page 5 of 5 ATTACHMENT C: INSURANCE AND BOND REQUIREMENTS I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor Agency to commence work until all similar insurance required of any subcontractor Agency has been obtained. B. Contractor must furnish to the City's Risk Manager and Director Human Resources, 2 copies of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -written day notice of cancellation, required on all certificates or by applicable policy endorsements Bodily Injury and Property Damage Per occurrence - aggregate Commercial General Liability including: 1. Commercial Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence AUTO LIABILITY (including) 1. Owned 2. Hired and Non -Owned 3. Rented/Leased $1,000,000 Combined Single Limit PROFESSIONAL LIABILITY (Errors and Omissions) $1,000,000 Per Claim (Defense costs not included in face value of the policy) If claims made policy, retro date must be prior to inception of agreement, have extended reporting period provisions and identify any limitations regarding who is insured. Page 1 of 3 WORKERS'S COMPENSATION (All States Endorsement if Company is not domiciled in Texas) Employers Liability Statutory and complies with Part II of this Exhibit. $500,000/$500,000/$500,000 C. In the event of accidents of any kind related to this agreement, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Contractor will be promptly met. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Contractor shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation policy; Page 2 of 3 • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any suspension, cancellation, non -renewal or material change in coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a suspension, cancellation, or non -renewal of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this agreement. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this agreement. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2018 Insurance Requirements Purchasing - Finance Professional Auditing Services RFP 11/07/2018 sw Risk Management BOND REQUIREMENTS: There are no bonds required, therefore Section 5 (B) is null for this agreement. Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS Section 8 (A) and (B) are null for this agreement. Page 1 of 1 AGENDA MEMORANDUM Action Item for the City Council Meeting of June 11, 2019 DATE: June 11, 2019 TO: Peter Zanoni, City Manager FROM: Alma Casas, Interim Director of Financial Services Almac@cctexas.com (361)-826-3610 Kim Baker, Director of Contracts and Procurement Kimb2cctexas.com (361)-826-3169 Bond Counsel Services CAPTION: Motion authorizing a five-year service agreement for bond counsel services with Norton Rose Fulbright USA LLP of San Antonio, Texas for an estimated amount not to exceed $800,000 with five one-year options for a total potential estimated multi-year amount not to exceed $1,600,000, funded through the bond revenues. PURPOSE: Norton Rose Fulbright USA LLP will serve as bond counsel for the purpose of providing legal opinions and advising the City in matters pertaining to the issuance, approval, sale and delivery of, and other special issues that may arise regarding municipal bonds and other debt instruments authorized by the City. BACKGROUND AND FINDINGS: The Bond Counsel serves the City of Corpus Christi and affiliated entities in the administration and the sale of municipal bonds and other financing vehicles. Debt issues may include bonds, certificates of obligation, commercial paper, contractual obligations, notes and other instruments, and all types authorized under State law. The current contract for bond counsel services is at the end of its term. This new agreement will be for a five-year period with five one-year renewal options. The fees for bond issuances under this agreement are only paid in the event a successful transaction occurs. Hourly rates are also included and are applicable for counseling that falls outside the normal bond obligation services. The not to exceed contract value is an estimated amount based upon the current Capital Improvement Program projections for funding. The Contracts and Procurement Department conducted a Request for Qualifications (RFQ) process to obtain proposals for new contracts. The City received seven responses from highly qualified firms. The proposals were evaluated and scored in accordance with the published criteria. The top three firms were invited to participate in interviews. The interviews were then scored in accordance with the published criteria and both technical and interview scores were combined into a final ranking. The final ranking showed two firms tied with the same score. A meeting was held with the evaluation committee and a decision was reached to select the firm that had the background and history on current City issues, which was Norton Rose Fulbright USA LLP. Therefore, staff is recommending Norton Rose Fulbright USA LLP for award. ALTERNATIVES: Not applicable OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Finance FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Note: The funding for this contract will be provided from bond proceeds for the general obligation, revenue and refunding bond sales and by various department budgets for the small consulting service component of the contract. RECOMMENDATION: Staff recommends approval of the action as presented LIST OF SUPPORTING DOCUMENTS: Scoring Matrix Service Agreement RFQ No. 2078 - Bond Counsel Services Kim Baker Proposal Evaluation Bickerstaff Heath Delgado Acosta LLP Bracewell Greenberg Traurig, LLP McCall Parkhurst & Horton Norton Rose Fulbright Orrick, Herrington & Sutcliffe LLP Winstead Minimum Qualifications Licensing Required 3 years in Business No outstanding lawsuits during last 5 years or current litigation with the City during last 5 years No outstanding regulatory issues last 5 years References Provided for firm Technical Proposal Technical Proposal (50 points) 44 48 42 47 49 44 46 Firms' Experience (18 points) Team Experience (18 points) Understanding of Project Scope (14 points) Interview Interview (50 points) 0 49 0 46 48 0 43 Firms' Experience (13 points) Team Experience (17 points) Understanding of Project Scope (20 points) Total 44 97 42 94 97 44 89 SERVICE AGREEMENT NO. 2078 BOND COUNSEL SERVICES THIS Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City") and Norton Rose Fulbright US LLP ("Bond Counsel"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Bond Counsel has been selected to provide Bond Counsel Services in response to Request for Qualifications No. 2078 ("RFQ"), which RFQ includes the required scope of work and all specifications and which RFQ and the Contractor's response are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Bond Counsel agree as follows: 1. Scope. Bond Counsel will provide Bond Counsel Services ("Services") in accordance with this Agreement and the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Non -bond related legal services. This Section applies to non -bond related legal services. Each such service that Bond Counsel is requested to perform for City hereunder shall be designated a Task Order. No Task Order shall be binding or enforceable unless and until it has been properly executed by City Contract Administrator, City Attorney, and Bond Counsel. Each properly executed Task Order shall become a separate supplemental agreement to this Agreement. A detailed Scope of Services and fee will be developed for each Task Order prior to execution of the services. 3. Term. This Agreement is for debt issued within five years, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Contracts and Procurement Department. The parties may mutually extend the term of this Agreement for up to five additional one-year periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then -current Option Period. The City's extension authorization must be executed by the City Manager or designee. (A) This Agreement shall be applicable to any Task Order issued hereunder from the date of the notice to proceed until the work under the Task Order is complete. Professional Service Agreement Page 1 of 9 (B) The times for performing services or providing deliverables will be stated in each Task Order. If no times are so stated, Contractor shall perform services and provide deliverables within a reasonable time. 4. Compensation and Payment. The total value of this Agreement is not to exceed $800,000, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Bond Counsel has identified its standard expenses on the Attachment B. Bond Counsel must obtain prior written approval of the City regarding payment for any expenses that are not identified in the Attachment B. The Contractor shall undertake no activities that will result in billing utilizing the Hourly Fee Schedule without the prior written direction of the City's Director of Financial Services and the City Attorney. 5. Contract Administrator. The Contract Administrator and the City Attorney or designees are responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Alma Casas, Interim Director Department: Financial Services Phone: 361.826.3610 Email: almac@cctexas.com 6. Insurance. Before performance can begin under this Agreement, the Bond Counsel must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment D, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 7. Acceptance. Any Services that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re -working at no charge cannot be made by the Bond Counsel, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's price, must be paid by the Bond Counsel within 30 days of receipt of City's invoice. Professional Service Agreement Page 2 of 9 8. Right of Review and Audit. City, or its designees, has the right to audit, examine or inspect, at City's election, all of the Bond Counsel's records relating to the performance of the Services under this Agreement, during the term of this Agreement and the retention period herein. The audit, examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Bond Counsel agrees to retain its records for a minimum of four years following termination or expiration of this Agreement. Bond Counsel shall continue to retain all records during the pendency of any dispute related to this Agreement. The City has the right to inspect and audit all books, records, and documents of the Firm pertaining to this engagement at any reasonable time. If Bond Counsel is asked to provide information to the City or its designees for auditing purposes, Bond Counsel shall provide such information at no additional cost to the City. (A) Records retained by Bond Counsel shall include any and all information, materials and data of every kind and character generated as a result of the Services under this Agreement. (B) City agrees that it shall exercise its right to audit, examine or inspect Bond Counsel's records only during City's regular business hours. Upon reasonable notice, Bond Counsel agrees to allow City's designee access to all of Bond Counsel's records, Bond Counsel's facilities and Bond Counsel's current or former employees, deemed necessary by City or its designee, to perform such audit, examination or inspection. Bond Counsel also agrees to provide adequate and appropriate work space necessary to City or its designee to conduct such audit, examination or inspection. (C) Bond Counsel shall include this audit clause in any subcontractor, supplier or vendor contract. 9. Non -Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 10. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. City may explain to Contractor the City's goals and objectives in regard to the Professional Service Agreement Page 3 of 9 work performed by Contractor, but City shall not direct Contractor on how or in what manner these goals and objectives are to be met. 11. Subcontractors. Contractor may use subcontractors for non -legal services in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator if the subcontractors were not named at the time of the Contractor's response to the RFQ. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a 001 in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. 12. Amendments. This Agreement may be amended or modified only by written change order signed by both parties. 13. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. NOTHING IN THIS AGREEMENT SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT, WHICH IMMUNITY IS EXPRESSLY RETAINED THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. 14. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other related taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 15. Ownership of Documents. Contractor agrees that, upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement. Contractor may make a copy for its files. Any reuse, without specific written verification or adaptation by Contractor, shall by at City's sole risk and without liability or legal exposure to Contractor. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Alma Casas Title: Interim Director of Finance Address: 1201 Leopard St, 4th Floor, Corpus Christi, TX 78401 Professional Service Agreement Page 4 of 9 Phone: 361.826.3610 Fax: 361.826.3647 IF TO BOND COUNSEL: Norton Rose Fulbright Attn: Clay Binford Title: Partner Address: 300 Convent Street, Suite 2100, San Antonio, TX 78205 Phone: 210.270.7102 Fax: 210.892.9494 18. INDEMNIFICATION. BOND COUNSEL SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE BOND COUNSEL OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE BOND COUNSEL OR ITS EMPLOYEES OR AGENTS. BOND COUNSEL MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF BOND COUNSEL UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. Bond Counsel shall defend Indemnitees, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, if the claim is not based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee. If a claim is based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee, the Contractor shall reimburse the City's reasonable attorney's fees in proportion to the Bond Counsel's liability. Professional Service Agreement Page 5 of 9 Bond Counsel must advise City in writing within 24 hours of any claim or demand against City or Bond Counsel known to Bond Counsel related to or arising out of Contractor's activities under this Agreement. 17. Termination. (A) This contract is terminable by the City with or without cause. Upon termination of this Agreement, Bond Counsel shall submit all completed and/or partially completed work under this Agreement. Bond Counsel shall mark partially completed work as "Draft" and does not guarantee the accuracy or reliability of partially completed work submitted in accordance with this paragraph. (B) Upon termination of this Agreement, Bond Counsel shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of the termination. Absent any reason why the City may be compelled to withhold fees, Bond Counsel will be compensated for its services based upon a Time and Materials calculation or City's estimate of the portion of the total services actually completed at the time of termination. There will be no compensation for anticipated profits on services not completed. Upon receipt of a written request by the City, the Firm shall immediately discontinue work under the Agreement and transmit all files or written materials to the City. Thereafter, only those legal services necessary to effectuate termination of representation or transfer to another attorney may be performed. All such services must be expressly authorized in advance and in writing by the City Attorney. (C) Bond Counsel acknowledges that the City is a public entity and has a duty to document the expenditure of public funds. Failure of Bond Counsel to comply with the submittal of the statement and documents as required above shall constitute a waiver by Bond Counsel of any and all rights or claims to payment for services performed under this Agreement. 18. Assignment. No assignment of this Agreement by the Bond Counsel, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Bond Counsel is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 19. Standard of Care. Services provided by Bond Counsel under this Agreement shall be performed with the professional skill and care ordinarily provided by competent attorneys practicing under the same or similar circumstances and professional license; and performed as expeditiously as is prudent. Professional Service Agreement Page 6 of 9 20. Licensing. All work required by or relating to this Agreement or any Task Order shall be completed by personnel with appropriate licensure, registration and/or certification(s). 21. Confidential Matters and Proprietary Information. Bond Counsel recognizes that during the course of contract performance, Bond Counsel may acquire knowledge or confidential information. Bond Counsel agrees to keep all such information confidential and in a secure place and further agrees not to publish, communicate, divulge, use, or disclose, directly or indirectly, for his or her own benefit or for the benefit of another, either during or after contract performance, any such confidential information. 22. Conflicts of Interest. Counsel represents that Counsel has not identified any potential conflicts of interest regarding Counsel's performance under this Agreement. Counsel represents that Counsel will endeavor to avoid potential conflicts of interest. If any potential conflicts are identified, Counsel must notify the City Attorney immediately in writing for final resolution of the conflict. 23. In providing legal services, the Counsel and each attorney in the firm must full comply with the Texas Disciplinary Rules of Professional Conduct. The Counsel shall promptly notify the City Attorney in writing of any disciplinary action or malpractice action is instituted against the Counsel or an attorney providing services to the City under this Agreement. 24. No Third Party Beneficiaries. Nothing in this Agreement can be construed to create rights in any entity other than City and Bond Counsel. Neither the City nor Bond Counsel intends to create third party beneficiaries by entering into this Agrement. 25. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 26. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the RFQ (Exhibit 1); then, D. the Bond Counsel's response (Exhibit 2). Professional Service Agreement Page 7 of 9 27. Certificate of Interested Parties. Bond Counsel agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 28. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Bond Counsel verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 29. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 30. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Professional Service Agreement Page 8 of 9 BOND COUNSEL Signature: Printed Name: Clay BZ ord Title: Partner Date: May 22, 2019 CITY OF CORPUS CHRISTI Signature: Printed Name: Kim Baker Title: Director of Contracts and Procurement Date: APPROVED AS TO LEGAL FORM: Assistant City Attorney Date Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Pricing Schedule Attachment C: Insurance Requirements Incorporated by Reference Only: Exhibit 1: RFQ No. 2078 Exhibit 2: Bond Counsel's Response Professional Service Agreement Page 9 of 9 Attachment A - Scope of Work 1.1. General Requirements The Contractor shall serve as Bond Counsel to the City of Corpus Christi and affiliated entities in the administration and the sale of municipal bonds and other financing vehicles. Debt issues may include bonds, certificates of obligation, commercial paper, contractual obligations, notes and other instruments, and all types authorized under State law. 1.2. Scope of Work The scope of work shall include, but will not be limited to: A. Provide advice and assistance on the legal requirements of various municipal financing structures. B. Review and approve official statements that are prepared by the City's Financial Advisor and proper disclosures to prospective bidders and bond purchasers. Provide advice, on a continuing basis as needed, concerning tax issues, securities, and disclosure responsibilities of City with respect to its debt issuances. Provide opinions of bond counsel regarding whether Bond Counsel, to its knowledge, is aware of any facts or omission of facts that would make the City's disclosure untrue or misleading. Provide opinions on how best to disclose on EMMA and compliance with SEC requirements. C. Assist the City in preparing for bond elections, drafting bond propositions (ballot), scheduling, related notices, ordinances, and all other required documents for calling bond elections; including all required federal and state submissions. D. Represent the City in the preparation of any bond purchase contracts and ensuring that all participants, including underwriters and investment banking firms, whether retained by or contracting with the City, disclose all conflicts of interest to and with the City and any other parties involved in the bonds. E. Make prospective legal recommendations on credit enhancement options, legality and feasibility of synthetic and derivative products, commercial paper and bond refundings and refinancings. F. Assist the City in connection with legal services involving loans or grants from local, state or federal agencies. G. Attend meetings with City staff, City Council briefings, meetings, and presentations, bid openings and bond sales, and other meetings, as requested by the City Manager, City Attorney, or City Director of Financial Services. H. Prepare all necessary legal documents in connection with the authorization issuance, sale and delivery of bonds, certificates, notes and other debt instruments, including notices of intent to issue, agenda notices, ordinances and resolutions authorizing issuance, bid documents, closing certificates, paying agent/registrar agreements, escrow agreements, trust indentures, and other documentation required by the City, the Attorney General, the rating gencies, and insurance providers. I. Render an opinion that the City's bonds are binding obligations of the City and are validly issued under Texas law and that the interest on the bonds is excludable from gross income tax under federal law. J. Produce and provide a minimum of three copies of all bond transcripts in digital format for City use. K. Provide legal advice concerning the restrictions on the expenditure of City bond funds. L. Keep the City abreast of federal and state law and federal tax developments which might be applicable to the City's financing program or tax exempt status of City's proposed and outstanding bonds. This may include assistance in the development of alternative financing programs for potential capital projects, evaluating state and federal legislation of the City, and other tasks as required. M. Request and obtain approval of bond issues from the Texas Attorney General and any other required authorities. N. Review the bond proofs and supervise the execution and delivery of the bonds or other debt instruments. 0. Assist in the preparation of a no -arbitrage certificate of the City in connection with its debt issuances and any other required IRS filings. P. Provide legal advice regarding proposed City investment and compliance with Public Funds Investment Act. Q. Provide all other services usually necessary and required of a full service bond counsel, whether specifically outlined in the scope of services or not. 1.3. Invoicing Invoices for services rendered shall be sent to the Contract Administrator for approval in advance of bond closing. Attachment B - Schedule of Pricing DATE: March 6, 2019 CITY OF CORPUS CHRISTI Pricing Schedule PURCHASING DIVISION RFQ No. 2078 BOND COUNSEL SERVICES Clay Binford QUALIFIED RESPONDENT AiT RIZE IGNATURE PAGE 1 OF 2 1. Refer to "Instructions to Qualified Respondents" and Con ract Terms and Conditions before completing proposal. 2. Provide your best price for each item. 3. In submitting this proposal, Qualified Respondent certifies that: a. the prices with this statement of qualifications have been arrived at independently, without consultation, communication, or agreement with any other Respondent or competitor, for the purpose of restricting competition with regard to prices; b. Qualified Respondent is an Equal Opportunity Employer; and the Disclosure of Interest information on file with City's purchasing office, pursuant to the Code of Ordinances, is current and true. c. Qualified Respondent has incorporated any changes issue through Addenda to the RFQ in this pricing. ITEM DESCRIPTION FEE /RATE 1.0 General Obligation Bond See Attached 2.0 Utility System Revenue Bond 3.0 Aviation Related Revenue Bond 4.0 Convention Center Bonds 5.0 Sales Tax Bonds 6.0 Tax and/or Revenue Certificate of Obligation 7.0 Taxable Municipal Debt 8.0 Tax Increment/Special District Assessment 9.0 Lease purchase financings (certificate of participation or contractual obligations Allowance Items: ITEM DESCRIPTION FEE /RATE 10.0 11.0 Hourly Rate for Non Debt Related Legal Services (Please list key positions below and include the hourly rates for each) Standard Expenses (Please list any other direct costs below and their corresponding charges) See Attached See Attached Proposed Fee Schedule STANDARD FEE SCHEDULE Our proposed fee schedule will remain consistent with our previously agreed fee schedule, based upon the principal amount of any general debt obligation, including certificates of obligation (an Obligation) as described below: Fee* Principal Amount of Obligations (per $1,000 denomination) $0 - $10,000,000 $10,000,001-$25,000,000 $25,000,001 - $50,000,000 $50,000,001 - $100,000,000 $100,000,001 - $200,000,000 Over $200,000,000 $1.2500 $1.1250 $0.8750 $0.7500 $0.6250 $0.5000 * This scale will be increased by 20% for the issuance of any refunding Obligations and any debt obligation secured by utility system revenue, sales tax revenue, hotel occupancy tax revenue, airport revenue, marine revenue, or any other special revenue, subject to a minimum fee of $15,000 for the issuance of any such Obligations. * In addition, the City will authorize an amount of $5,000 to our Firm for additional federal income tax expertise relating to Obligations issued as tax-exempt under federal law, based upon our Firm's hourly billing rates. * Variable Rate Obligations (without third -party liquidity) will be billed at our standard fee scale, plus $25,000; remarketings of outstanding variable rate Obligations to new variable rate term periods or fixed rate conversions will be billed at 50% of our standard fee schedule (plus $5,000 for additional federal income tax expertise in the event that any such remarketing or conversion results in a reissuance of Obligations under federal tax law). * To the extent that our Firm is responsible for preparing the offering documents relating to the issuance or remarketing of any Obligations, an additional fee of $7,500 will be charged. * Special district debt (tax increment financing zones and public improvement districts) are charged at a rate equal to 2% of the principal amount of the debt issued, with a minimum fee of $50,000 and subject to a "to be agreed" upon cap determined based on the scope and size of any subject financing. * Lease -purchase obligation will be billed on an hourly basis, described below, subject to a minimum charge of $15,000. Special election services will be billed on an hourly basis, as described below. HOURLY FEE SCHEDULE This schedule relates to matters that are unrelated to or are not anticipated to result in the issuance of a series of obligations or that relate to lease -purchase obligations or special election services. We will charge a blended hourly rate for all attorneys of $395 and a blended hourly rate for all paralegals of $125. Our Firm will charge for all time spent in representing your interests, including, by way of illustration, telephone and office conferences with you and your representatives, opposing counsel, and others; conferences among our attorneys and paralegal personnel; factual investigation, if needed; legal research; responding to your requests for us to provide information to you or your auditors; contract review and negotiation; drafting letters and other documents and travel, if needed. With respect to fees and charges billed on an hourly basis, and unless an alternative fee arrangement is agreed to at the time of authorization by the City Attorney and the City's Director of Financial Services of a Matter subject to billing outside of the Scale, the Firm will not immediately submit an invoice (nor will such amounts immediately become due for payment); however, our Firm will provide to the City Attorney's office, on a quarterly basis, a statement indicating the amount of accrued time for services rendered and at such time unpaid. At the time of the City's next occurring issuance of a series of Obligations, the City shall, with respect to those outstanding fees and charges having a sufficient nexus to such series of Obligations to allow payment thereof as an authorized use of the proceeds of those Obligation (such sufficient nexus to be determined by mutual agreement of our Firm and the City Attorney), include a line item, in addition to the regular Bond Counsel fee owed by application of the Scale attached hereto as Exhibit C to such series of Obligations, for payment of those fees and charges. Our Firm will then, at such time, separately bill the City for any remaining fees and charges, to be paid by the City from other lawfully available funds. As an accommodation to the City, and for the term of the Representation, our Firm will, with respect to each novel financing (if any) of the type described in the engagement letter, provide to the City a credit equal to $2,000 to be applied against these hourly charges prior to their payment from lawfully available City funds (including the proceeds of any series of Obligations). STANDARD EXPENSES EXPENSE/SERVICE NORTON ROSE FULBRIGHT US LLP (San Antonio) Expenses and Services Summary CHARGE Binding Data Base Research Lexis, Westlaw, Information America Deliveries Overnight/Express Outside Courier In -House Courthouse Messengers Texas Attorney General Debt Issuance Review Fee Document Scanning Duplicating Photocopy Color photocopy Microfilm/Microfiche Videography (duplication) Electronic Mail (via Internet) Library Research by Library Staff Weekend & Late Evening Air Conditioning Postage Secretarial Overtime Facsimile (Outgoing) N/A (Pricing varies in other office locations) Costs allocated by the Firm Direct Cost Direct Cost N/A (Pricing varies in other office locations) $40.00/Hour plus Transportation (Pricing varies in other office locations) Direct Cost $.12 per page — Direct Cost $0.15 per page $0.85 per page $0.50 per page $5.00/tape plus $20.00/duplication No Charge $130.00 per hour N/A (Pricing varies in other office locations) Direct Cost on any item or group of items which cost $1.00 or more $28.00 per hour (Pricing varies in other office locations) No charge EXPENSE/SERVICE CHARGE Telephone Long Distance (Domestic) Long Distance (International) File Storage Retrieval Transportation Mileage (personal automobile) Lodging Meals Car Rental/Airline/Rail/Etc. CD-ROM Research Graphic Arts Practice Support E -Discovery Firm hosting of on-site document review performed by outside contract attorneys No charge No charge N/A (Pricing varies in other office locations) Applicable IRS allowable rate per mile Direct Cost Direct Cost Direct Cost $30.00 - $50.00 per Search (rate varies based on length of search) $120.00 - $150.00 per hour, plus direct cost of supplies $60.00 - $215.00 per hour Direct Cost $5.00 per hour Attachment C - Insurance Requirements Insurance Requirements I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained_and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of any subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Director of Fiance Department one (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on all applicable policies. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day advance written notice of cancellation, non -renewal, material change or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence - aggregate PROFESSIONAL LIABILITY $1,000,000.00 Each Claim $1,000,000.00 Each Policy Year Aggregate C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2019 Insurance Requirements Purchasing Professional Bond Counsel Services 01/30/2019 sw Risk Management AGENDA MEMORANDUM One Reading Ordinance for the City Council Meeting of 6/11/2019 DATE: May 28, 2019 TO: Peter Zanoni, City Manager FROM: Nina Nixon Mendez, FAICP Director of Development Services NinaM(a�cctexas.com (361) 826-3276 Amending residential building permit fees from valuation based to square footage based. CAPTION: Ordinance amending Corpus Christi Code to change residential building permit fees from valuation based to square footage based; providing for publication; and declaring an emergency for a one -reading action. PURPOSE: To establish a method for calculating residential building plan review and permit fees which does not use construction valuation as a factor. BACKGROUND AND FINDINGS: On May 21, 2019, the Texas Legislature passed, and Governor Greg Abbott signed, House Bill 852 which prohibits municipalities from calculating building permit fees based on the construction value of the project. This became effective on the date of passage, May 21, 2019. Residential permit applications impacted by the legislation include new one and two-family residential dwellings and additions/remodels to existing one and two-family residential dwellings. The proposed method for calculating building permit fees is a unit rate based on the square footage of the project. Applications for building permits at existing one and two family residential dwellings located in a special flood hazard area identified by the Federal Emergency Management Agency (FEMA) are still required to provide the cost of the construction value at permit submittal for compliance with National Flood Insurance Program requirements. ALTERNATIVES: N/A OTHER CONSIDERATIONS: N/A CONFORMITY TO CITY POLICY: Chapter 14 — Article XIII Development Services Fees EMERGENCY / NON -EMERGENCY: Request is for one emergency reading. DEPARTMENTAL CLEARANCES: Legal FINANCIAL IMPACT: Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Funding Detail: Fund: Organization/Activity: Mission Element: Project # (CIP Only): Account: RECOMMENDATION: Staff recommends approval. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation Ordinance amending Corpus Christi Code to change residential building permit fees from valuation based to square footage based; providing for publication; and declaring an emergency for a one -reading action Whereas, Texas House Bill 852, effective May 21, 2019, prohibits the use of the value of the dwelling or the cost of constructing or improving the dwelling in determining the amount of a building permit or inspection fee required in connection with the construction or improvement of a residential dwelling Now therefore, be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1. The Corpus Christi Code of Ordinance, Chapter 14, Article XIII, Division 1, Section 14- 1302 is amended by adding the following language that is underlined (added) and deleting the language that is stricken (deleted) as delineated below: Sec. 14-1302. - Commercial and residential building permit and inspection feesStandardized building valaatien. (a) The building permit fees applicable to the issuance of a building permit for residential construction shall be based on the total square footage at a rate according to the fee schedule published in section 14-1313 rounded up to the nearest cent. (ab) The standardized building valuation system to be used to compute commercial construction permit fees will consider the total value of all construction work, including plumbing, electrical, paving, parking, driveway approach, energy conservation, fuel gas, mechanical equipment, and other systems, including appurtenances and site improvements, materials, labor, contractor's profit and overhead. (1) The valuation of building, alteration, or structure used in computing commercial building permit fees will be based on, and at least equivalent to, the latest standardized building valuation data as published by the International Code Council Building Safety Journal, as adjusted by the latest regional construction cost adjustment factors published annually by Engineering News Record. The building official may alternatively accept a comparable valuation submitted by the applicant. The applicant's valuation shall be verified against the Elimination of Architectural Barriers Report, if one is required, and the higher of the two (2) valuations shall be used. In the event the Elimination of Architectural Barriers Report valuation is not available prior to issuance of the permit, the Elimination of Architectural Barriers Report valuation shall be confirmed prior to conducting the final inspection. If additional permit fees are required, the final inspection shall not be passed until all fees are paid. If no Elimination of Architectural Barriers Report is available, the building official may refer to the latest standardized building valuation data as published by the International Code Council Building Safety Journal, as adjusted by the latest regional construction cost adjustment factors published annually by Engineering News Record. (2) The applicant for a construction permit may appeal any determination of the building official to the building code board of appeals. Standardized building valuations required pursuant to paragraph (1) will be used as the basis for permitting of a commercial project. (4) Standardized building valuations required pursuant to paragraph (1) for pre-engineered metal building warehouses must be values derived pursuant to paragraph (1). Standardized building valuations required pursuant to paragraph (1) will be derived from the latest data published by International Code Council Building Safety Journal and Engineering (3) (5) News Record and adjusted based on the regional multiplier published by the International Code Council. (6) The standardized building valuations referred to in paragraph (1) are adopted by reference and declared to be a part of this section. If, in the opinion of the building official, or the building official's authorized representative, the valuation of a commercial building, alteration, structure, electrical, energy conservation, fuel gas, mechanical, or plumbing systems appears to be underestimated on the application, the permit may be denied, unless the applicant can show detailed estimates or appraisals that meet the approval of the building official. Alternatively, the building official may set the permit valuation pursuant to the standardized building valuation data adopted in paragraph (1), and issue the permit with a fee based on that valuation. Permit valuations must be based upon total construction cost, such as electrical, energy conservation, fuel gas, mechanical, plumbing equipment and other systems, including materials and labor, site improvements, contractor's profit and overhead. (b) When determining the value that is applied to the fee schedule, values are rounded up to the next higher one thousand dollar -valuation category. (Ord. No. 028756, § 1, 8-31-2010) (7) Section 2. The Corpus Christi Code of Ordinance, Chapter 14, Article XIII, Division 1, Section 14- 1304 is amended by adding the following language that is underlined (added) and deleting the language that is stricken (deleted) as delineated below: Sec. 14-1304. - Processing and plan review fee. (a) A processing and plan review fee must be paid in addition to the regular permit fee as in the fee schedule published in section 14-1313Table 13 1. (b) The plan review fees must be paid at the time application is filed for each application processed and reviewed for the purposes of obtaining a permit as required by the technical construction codes except: (1) Permits categorized over the counter as deemed by the building official. An official list will be published each calendar year. (c) Plan review fee is non-refundable. (d) A third party plan review or inspection may be requested by the applicant at the time the application is filed. The fee for a third party plan review or inspection requested by the applicant pays the costs of services of an approved third party consultant and the applicable overhead rate. The fee for a third party plan review requested by the applicant must be paid at the time the application is filed. The fee for a third party inspection requested by the applicant must be paid prior to the inspection. The fees for third party plan review and inspection requested by the applicant are listed in the fee schedule in section 14-1313. Third party consultant contracts are available through the development services department. (e) Expedited plan review by internal staff may be requested by the applicant at the time the application is filed. The expedited fee is payable at the time of application submittal according to the fee schedule published in section 14-1313. Expedited plan review does not constitute an approval of submitted plans. (f) Customized plan review. (1) Customers who desire expedited approval may schedule a meeting with the plan review coordinator and staff in order to obtain the necessary permits for the submitted project. Customers must be accompanied by their design professional(s), (engineers, contractors, owners, or any else) who may make on the spot corrections, changes or decisions necessary to address all of the deficiencies on the plans. (2) Submitted plans must be ready for permit issuance. (3) If all plan deficiencies can be addressed, a site/foundation permit has or can be issued, a contractor has been hired and is present, and all fees paid, then a building permit will be issued at the end of the customized plan review meeting. (4) If some issues cannot be resolved at the customized plan review meeting, but can be addressed at a later date, another customized plan review meeting will not be required. Once the issues addressed, a building permit will be issued to the contractor. (Ord. No. 028756, § 1, 8-31-2010) Section 3. The Corpus Christi Code of Ordinance, Chapter 14, Article XIII, Division 1, Section 14- 1313 is amended by adding the following language that is underlined (added) and deleting the language that is stricken (deleted) as delineated below: Sec. 14-1313. - Technical construction codes fee schedules. The following fee schedules apply to activities under article II of this chapter: PLAN REVIEW FEES mi AMOUNT OF FEE Plan Review Fees (Based as a percentage of the Building Permit Fee) Residential New Construction, Additions, and Remodeling Commercial Multiple plan review fee Third party plan review when requested by applicant Expedited plan review (internal staff) Customized plan review $0.10 per square foot (Includes Building, Mechanical, Plumbing & Electrical Permit) 25% of the Building Pcrmit Fcc (Based as a percentage of the Building Permit Fee) 40% of the Building Permit Fee 15% of original plan review fee for third review submittal; 30% of original plan review fee for fourth review submittal; 45% of original plan review fee for fifth review submittal; 60% of original plan review fee for sixth review submittal; 75% of original plan review fee for seventh review submittal; 90% of original plan review fee for eighth review submittal; 100% of original plan review fee for ninth and above review submittals Contract rate + 32% overhead rate 150% of the plan review rate 150% of the plan review rate plus $150.00 per hour with a two-hour minimum. AMOUNT OF FEE -1111 BUILDING PERMIT FEES ($80 nn nein, Permit Fee) RESIDENTIAL- - New Construction RESIDENTIAL - Additions & Remodeling $0 to $5 Million $5.001 to $10 Million $0.315 per square foot (Includes Building, Mechanical, Plumbing & Electrical Permit) ($100.00 Min permit fee) 0.52% of Valuation $0.165 per square foot of the new addition or remodeled area for building permit (excludes Mechanical, Plumbing & Electrical Permit) ($100.00 Min permit fee) An additional $0.05 per square foot of the new addition or remodeled area for each required plumbing, electrical & mechanical permit. ($50.00 Min. permit fee for each required plumbing, electrical & mechanical permit-) COMMERCIAL $10.001 to $20 Million .70% of Valuation .65% of Valuation .60% of Valuation $20.001 to $50 Million .58% of Valuation Construction site offices $80.00 Signs Sign Building permit for electrical signs, per transformer $108.00 Residential Construction Building Permits New one and two family dwellings, apartments, townhouses, condominiums, accessory buildings, remodel ani rep r For all other residential building permits NOT associated with new construction, additions, or remodels $6.75 Min Fee $80.00 $100.00 0.52% of Valuation Residential - Other 80.00 Roofing and siding $.045 sq.ft. 2nd ay $80.00 FEES FOR MOVINGTTRUCTURES - BOTH RESIDENTIAL AND COMMERCIAL AMOUNT OF FEE' House moving permit $467.00 Traffic engineering moving route sheet $61.00 Relocation survey $110.25 Survey fee (14-306(d)) $140.00 Mobile home/HUD-code manufactured housing installation permit $106.50 lii MI CELLANEOUS CONSTRUCTION FEES � AMOUNT OF FEE Certificate of Occupancy Certificate of occupancy for change of use of existing building or structure $215.00 Duplicate certificate of occupancy/Certificate of completion $25.00 Temporary Events Temporary event permit w/o food service $80.00 Temporary event permit w/ food service $199.80 Miscellaneous Fees Permit extension Greater of: $80.00or 33.75% of permit fee Renewal of expired permit Greater of: $80.00 or 33.75% of permit fee + permit extension fee 7 Request for refund on canceled permit if no work done $40.00 7 Permit research $15.00 per hour Demolition Permits Demolition permit Greater of: $80.00 or $0.027 per square foot Penalty Fees Work commenced but not finished Greater of 2x permit fee or investigative fee Work completed Greater of 2x permit fee or investigative fee Investigative fee $450.00 Re -inspection fee (per inspection) $80.00 Special Inspection Fees Inspections outside City, but within ETJ Inspection fee + $100.00+ $1.83 per mile Inspections outside City and ETJ Third party inspections when requested by applicant Inspection fee + $1.83 per mile + $100.00 for each 200 miles Contract rate + 32% overhead rate Reduced Fees Reduced fee for public schools, Federal, State, county, municipal governments and other political subdivisions with ad valorem tax status Minimum fee Greater of: 50% of regular permit fee or minimum fee $80.00 B NG PE IT FEES (ELECTRICAL AMOUNT OF FE N LYl Building Permit Fees (ELECTRICAL ONLY) are for Stand Alone Permits NOT Associated with a Building Permit for new construction Residential $0.05 per square foot 0.52% of Valuation Commercial $0 to $5 Million .70% of Valuation $5.001 to $10 Million .65% of Valuation $10.001 to $20 Million .60% of Valuation $20.001 Million to $50 Million .58% of Valuation Minimum fee $10088.00 FUEL GAS FEES AMOUNT -OF -FEE Residential 0.52% of Valuation Commercial $0 to $5 Million .70% of Valuation $5.001 to $10 Million .65% of Valuation $10.001 to $20 Million .60% of Valuation $20.001 to $50 Million .58% of Valuation Minimum fco r MECHANICAL PERMIT FEES AMOUNT OF FEE Mechanical Permit Fees for Stand Alone Permits NOT Associated with a Building Permit Residential $0.05 per square foot 0.52% of Valuation Commercial $0 to $5 Million .70% of Valuation $5.001 to $10 Million .65% of Valuation $10.001 to $20 Million .60% of Valuation P $20.001 to $50 Million .58% of Valuation Temporary operation inspection Minimum fee $80.00 $10080.00 PLUMBING CODE FEES AMOUNT OF FEE Plumbing Permit Fees for Stand Alone Permits NOT Associated with a Building Permit Residential $0.05 per square foot 0.52% of Valuation Commercial $0 to $5 Million .70% of Valuation $5.001 to $10 Million .65% of Valuation $10.001 to $20 Million .60% of Valuation $20.001 to $50 Million .58% of Valuation Minimum fee $80.00 Backflow Prevention Backflow prevention device test filing fee F- $20.00 Minimum fee $10080.00 M LICENSE • FEES Classification Examination Fee License Fee House mover None $133.00 CONTRACTOR REGISTRATION FEES T.. AMOUNT Mechanical contractor Lawn irrigator Backflow prevention assembly tester $135.00 $135.00 $135.00 TECHNICAL CONSTRUCTION APPEAL & ADVISORY BOARDS FEES AMOUNT Requests for interpretation, technical ruling, modification of code, concurrence for use of an alternative material or method, and appeal from decision of Building Official to technical $265.00 construction appeals and advisory boards (Ord. No. 028756, § 1, 8-31-2010; Ord. No. 031247, § 6, 9-19-2017) SECTION 4. If for any reason any section paragraph subdivision clause phrase word or provision of this ordinance shall be held invalid or unconstitutional by final judgment of a court of competent jurisdiction it shall not affect any other section paragraph subdivision clause phrase word or provision of this ordinance for it is the definite intent of this City Council that every section paragraph subdivision clause phrase word or provision hereof be given full force and effect for its purpose. SECTION 5. Publication shall be made one time in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. SECTION 6. Penalties are as provided in Section 1-6 of the Code of Ordinances. SECTION 7. Upon the written request of the Mayor or five Council members, copy attached, the City Council finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and suspends the City Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this 11th day of June, 2019. 11th Day of June 2019 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the City Charter rule as to consideration and voting upon ordinances at two regular meetings: I/we, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Council Members Mayor The above ordinance was passed by the following vote: Joe McComb Roland Barrera Rudy Garza Paulette M. Guajardo Gil Hernandez Michael Hunter Ben Molina Everett Roy Greg Smith PASSED AND APPROVED this day of , 2019. ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta City Secretary Joe McComb Mayor 9 Ordinance amending Corpus Christi Code to change residential building permit fees from valuation based to square footage based City Council Presentation June 11, 2019 Background • On May 21, 2019, the Texas Legislature passed House Bill 852 which prohibits municipalities from calculating building permit fees based on the construction value of the project. This became effective on the date of passage, May 21, 2019. • Residential permit applications impacted include new one and two-family residential dwellings and additions/remodels to existing one and two-family family residential dwellings. • The proposed method for calculating building permit fees is a unit rate based on the square footage of the project. New Residential Construction Fee Comparison Project SF Unit Rate (Per SF) Valuation Project Permit Plan Review Total Fee (Per SF) Valuation (.52%) (25% of Permit Fee) Existing Method 1,000 $63.67 $63,670 $331.08 $82.77 $413.85 Proposed Method 1,000 $0.415 $415.00 Existing Method 2,000 $63.67 $127,340 $662.17 $165.54 $827.71 Proposed Method 2,000 $0.415 $830.00 Existing Method 3,000 $63.67 $191,010 $993.25 $248.31 $1,241.56 Proposed Method 3,000 $0.415 $1,245.00 Existing Method 4,000 $63.67 $254,680 $1,324.34 $331.09 $1,655.43 Proposed Method 4,000 $0.415 $1,660.00 Residential Addition Construction Fee Comparison Project SF Unit Rate Valuation Project Permit Plan Review Total Fee (Per SF) (Per SF) Valuation (.52%) (25% of Permit Fee) Existing Method 1,000 $63.67 $63,670 $331.08 $82.77 $413.85 Proposed Method 1,000 Building $0.165 $165.00 $415.00 Electrical $0.05 $50.00 Mechanical $0.05 $50.00 Plumbing $0.05 $50.00 Review $0.10 $100.00 Residential Remodel Construction Fee Comparison Project SF Unit Rate Project Permit Plan Review Total Fee (Per SF) Valuation (.52%) (25% of Permit Fee) Existing Method 1,000 Building $20,000 $104.00 $26.00 $130.00 Electrical $100.00 Mechanical $100.00 Plumbing $100.00 $430.00 Proposed Method 1,000 Building $0.165 $165.00 $415.00 Electrical $0.05 $50.00 Mechanical $0.05 $50.00 Plumbing $0.05 $50.00 Review $0.10 $100.00 Staif Recommendation Approval AGENDA MEMORANDUM First Reading Ordinance for the City Council Meeting June 11, 2019 Second Reading Ordinance for the City Council Meeting June 18, 2019 DATE: May 10, 2019 TO: Peter Zanoni, City Manager FROM: Annette Rodriguez, MPH., Director of Public Health Annetter cctexas.com 361.826.7205 Acceptance of the Texas Epidemiology Capacity Expansion Grant in the amount of $204,855.00, and appropriation of the funds for the contract period September 1, 2019 through August 31, 2021. CAPTION: Ordinance authorizing the acceptance and appropriation of a grant contractfortheTexas Epidemiology Capacity Expansion Grant in the amount of $204,855.00, from the Texas Department of State Health Services in the Health Grants Fund, to perform surveillance and epidemiology activities for infectious diseases September 1, 2019 through August 31, 2021. PURPOSE: To perform surveillance and epidemiology activities for all notifiable conditions as required by the Texas Department of State Health Services (DSHS); hire and assign an Epidemiologist funded by this contract to be responsible for all notifiable conditions and assigning certain conditions for infectious disease preparedness and outbreak response activities and investigations; provide surge capacity to surrounding jurisdictions in the event of a major statewide outbreak of disease or disaster. BACKGROUND AND FINDINGS: An Epidemiologist is needed to achieve the Health District mission of preventing and investigating communicable diseases, this grant allows us to perform surveillance and epidemiology activities for all notifiable conditions as required by the Texas Department of State Health Services; hire and assign an Epidemiologist funded by this contract to be responsible for all notifiable conditions and assigning certain conditions for infectious disease preparedness and outbreak response activities and investigations; and provide surge capacity to surrounding jurisdictions in the event of a major statewide outbreak of disease or disaster; ALTERNATIVES: Refuse the grant and not provide epidemiological activities in the community. OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: Council approval required for acceptance of grant and appropriation of grant funds. EMERGENCY / NON -EMERGENCY: Non -Emergency. This item requires two readings. DEPARTMENTAL CLEARANCES: Legal Department Finance - Federal Grants and Office of Management and Budget. FINANCIAL IMPACT: X Operating X Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2019-2021 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item $204,855 $204,855 BALANCE $204,855 $204,855 COMMENTS: No fiscal impact to general fund. The grant does not require a cash or in-kind match by the City. Funding Detail: Fund: 1066 Health Grants paid by Department of State Health Services Organization/Activity: 830973S Mission Element: 103 Disease Prevention Project # (CIP Only): Account: RECOMMENDATION: Staff recommends approval of the Ordinance. LIST OF SUPPORTING DOCUMENTS: Contract No. HHS000436300009 Ordinance Ordinance authorizing the acceptance and appropriation of a grant contract for the Texas Epidemiology Capacity Expansion Grant in the amount of $204,855.00, from the Texas Department of State Health Services in the Health Grants Fund, to perform surveillance and epidemiology activities for infectious diseases September 1, 2019 through August 31, 2021. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1: The City Manager or designee is authorized to execute all documents necessary to accept and appropriate a total grant amount of $204,855.00, from the Texas Department of State Health Services in the Health Grants Fund No. 1066, for the contract period of September 1, 2019, through August 31, 2021, to perform surveillance and epidemiology activities for infectious diseases. Section 2: The City Manager or designee is authorized to execute any future amendments to the grant contract which extend the contract period or increase or decrease the amount of the grant. Section 3: A copy of the executed grants shall be filed in the office of the City Secretary. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 SIGNATURE DOCUMENT FOR DEPARTMENT OF STATE HEALTH SERVICES CONTRACT No. HHS000436300009 UNDER THE TEXAS EPIDEMIOLOGY CAPACITY EXPANSION GRANT PROGRAM I. PURPOSE The Department of State Health Services (System Agency), and Corpus Christi-Nueces County Public Health District (City) (Grantee) (each a Party and, collectively, the Parties) enter into the following grant contract to provide funding for infectious disease surveillance and epidemiology activities (the Contract). II. LEGAL AUTHORITY This Contract is authorized by and in compliance with the provisions of Texas Government Code Chapter 791, and Chapters 12 and 121 of the Texas Health and Safety Code. III. DURATION The Contract is effective on September 1, 2019 and terminates on August 31, 2021 (Contract Period), unless renewed, extended, or terminated pursuant to the terms and conditions of the Contract. The System Agency, at its own discretion, may extend this Contract subject to terms and conditions mutually agreeable to both Parties. IV. BUDGET The total amount of this Contract will not exceed the Two HUNDRED FOUR THOUSAND EIGHT HUNDRED FIFTY-FIVE DOLLARS ($204,855.00). Grantee is allocated ONE HUNDRED TWO THOUSAND FOUR HUNDRED TWENTY-EIGHT DOLLARS ($102,428.00) from September 1, 2019 to August 31, 2020 (FY 2020) and ONE HUNDRED Two THOUSAND FOUR HUNDRED TWENTY- SEVEN DOLLARS ($102,427.00) from September 1, 2020 to August 31, 2021 (FY 2021). Expenditures may not exceed the above allocated amounts within the specified timeframes. All expenditures under the Contract will be in accordance with ATTACHMENT B - BUDGET. V. NOTICE TO PROCEED Funding for this Contract is dependent on final legislative appropriations. No FY 2020 work may begin and no charges may be incurred until the System Agency issues a written notice to proceed (NTP) to Grantee. This NTP may include an amended or ratified budget which will be incorporated into this Contract by a subsequent amendment, as necessary. Notwithstanding the preceding, at the discretion of the System Agency, Grantee may be eligible to receive reimbursement for eligible expenses incurred during the Contract Period as defined herein and by 2 CFR §200.309. System Agency Contract No. HHS000436300009 Page 1 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 VI. SERVICES, PERFORMANCE MEASURES AND REPORTING REQUIREMENTS Grantee understands and agrees that upon the Effective Date, Grantee will be responsible for performing all services proposed in the Statement of Work, attached hereto as ATTACHMENT A - STATEMENT OF WORK in accordance will all federal and state laws applicable to this Contract. Further, Grantee shall be subject to the performance measures and reporting requirements as stated in ATTACHMENT A - STATEMENT OF WORK. VII. CONTRACT REPRESENTATIVES The following will act as the Representative authorized to administer activities under this Contract on behalf of their respective Party. System Agency The Department of State Health Services Attention: Caeli Paradise 1100 West 49th Street, MC 1990 Austin, TX 78756-4204 (512) 776-3767 Caeli.paradise@dshs.texas.gov Grantee Corpus Christi-Nueces County Public Health District (City) Attention: Dante Gonzalez 1201 Leopard Street Corpus Christi, TX 78401 (361) 826-7323 danteg@cctexas.com VIII. LEGAL NOTICES Any legal notice required under this Contract shall be deemed delivered when deposited by the System Agency either in the United States mail, postage paid, certified, return receipt requested; or with a common carrier, overnight, signature required, to the appropriate address below: System Agency The Department of State Health Services Attention: General Counsel 1100 West 49th Street, MC 1911 Austin, TX 78756-4204 Grantee Corpus Christi-Nueces County Public Health District (City) Attention: Annette Rodriguez 1201 Leopard Street Corpus Christi, TX 78401 System Agency Contract No. HHS000436300009 Page 2 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 Notice given by Grantee will be deemed effective when received by the System Agency. Either Party may change its address for notice by written notice to the other Party. SIGNATURE PAGE FOLLOWS System Agency Contract No. HHS000436300009 Page 3 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 SIGNATURE PAGE FOR SYSTEM AGENCY CONTRACT No. HHS000436300009 SYSTEM AGENCY GRANTEE DEPARTMENT OF STATE HEALTH SERVICES CORPUS CHRISTI-NUECES COUNTY PUBLIC HEALTH DISTRICT (CITY) Name NameAnnette Rodriguez Title Title Health Director Date of execution: Date of execution: THE FOLLOWING ATTACHMENTS TO SYSTEM AGENCY CONTRACT NO. HHS000436300009 ARE HEREBY INCORPORATED BY REFERENCE: ATTACHMENT A - STATEMENT OF WORK ATTACHMENT B - BUDGET ATTACHMENT C - UNIFORM TERMS AND CONDITIONS (VERSION 2.15 - GRANTEE) ATTACHMENT D - DSHS - SUPPLEMENTAL AND SPECIAL CONDITIONS - GRANTEE ATTACHMENT E - DATA USE AGREEMENT ATTACHMENTS FOLLOW System Agency Contract No. HHS000436300009 Page 4 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 ATTACHMENT A STATEMENT OF WORK I. GRANTEE RESPONSIBILITIES Grantee will: A. Perform surveillance and epidemiology activities for all notifiable conditions with an emphasis on conditions reported through the National Electronic Disease Surveillance System (NEDSS). Activities must be performed whether the Grantee uses NEDSS for disease reporting or not. Information on the NEDSS notifiable conditions can accessed at https://txnedss.dshs.state.tx.us:8009/PHINDox/UserResources, file name "Program Areas in NBS Reportable Disease 2016.xlsx; B. Use NEDSS as the primary surveillance system. An alternative primary surveillance system may be used with prior from DSHS Emerging and Acute Infectious Disease Branch ("Branch"). Approval is contingent on a negotiated implementation plan to ensure electronic data is imported into NEDSS; C. Ensure that required data elements of notifiable conditions from the Grantee's primary surveillance system can be seamlessly imported electronically into NEDSS by May 1st, 2020. Alternatively, data may be manually entered by Grantee staff according to the Branch guidance documents; D. Adhere to the Branch updated guidance when conducting surveillance and epidemiology activities including, but not limited to: 1. The Emerging and Acute Infectious Disease Guidelines http://www.dshs.texas. gov/IDCU/investigation/Investigation-Guidance. doc; 2. NEDSS Data Entry Guide- https://txnedss.dshs.state.tx.us:8009/PHINDox/UserResources/; and 3. Epi -Case Criteria Guide- https://www. dshs.texas.gov/IDCU/investigation/Guidance-Manuals/ E. Conduct timely monitoring and management of incoming infectious disease laboratory reports. Ensure all laboratory reports are entered into NEDSS, if received on paper or verbally from providers; F. Maintain knowledge of all health care facilities, providers and laboratories in the Grantee's jurisdiction that are processing infectious disease laboratory reports not received through NEDSS. Provide technical assistance to these facilities, providers and laboratories to ensure there is an established method for receiving and processing laboratory reports in a timely manner; G. Ensure the Epidemiologist(s): 1. Conducts case and outbreak investigations on all notifiable conditions reported through NEDSS; System Agency Contract No. HHS000436300009 Page 5 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 2. Provides technical assistance and guidance to other Grantee staff (e.g. communicable disease nurses) who are conducting case and outbreak investigations, responding to disease reports, implementing measures to prevent further spread of disease, or coordinating prophylactic measures where appropriate; and 3. Assesses the quality of surveillance data, perform analyses on surveillance data, and prepare situational updates on outbreaks. H. Attempt to complete one -hundred percent (100%) of questionnaires requested by the Branch. Complete and submit at least seventy-five percent (75%) of questionnaires related to all pertinent case and outbreak investigations within five (5) business days after the date requested by the Branch. Completed questionnaires include those in which the patient is contacted but refuses some or the entire questionnaire. Questionnaires for which no contact is made with the patient do not constitute a completed interview; This applies to the notifiable conditions, including, but not limited to, in this table. Listeriosis Salmonellosis Clusters Shiga toxin -producing Escherichia coli (STEC) Clusters I. Submit completed questionnaires related to notifiable conditions and outbreak investigations to DSHS through a secure electronic method to the designated Branch epidemiologist or to fax number (512) 776-7616 no later than one (1) business day after completion of interview; This applies to the notifiable conditions, including, but not limited to, in this table. Cholera Influenza A novel/variant Listeriosis Novel coronavirus Salmonellosis Clusters Shiga toxin -producing Escherichia coli (STEC) Clusters Vibrio parahaemolyticus Vibrio vulnificus infection Vibriosis other or unspecified J. Attempt to complete questionnaires related to outbreaks and notifiable conditions by making a documented effort to contact the patient at least three (3) times during normal business hours. If these attempts fail, Grantee must make an effort to contact the patient at least once after normal business hours. Questionnaires where efforts to contact the patient were unsuccessful are considered lost to follow-up and are not considered a completed questionnaire. This applies to the notifiable condition, not limited to, Salmonellosis Clusters; K. Investigate and document, through NEDSS, at least seventy-five percent (75%) of risk behavior and exposure information on select case investigations. This applies to the notifiable condition, not limited to, Hepatitis B, acute; System Agency Contract No. HHS000436300009 Page 6 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 L. Monitor the submission of required isolates for notifiable conditions reported through NEDSS. Ensure at least ninety percent (90%) of these isolates or those related to outbreak investigations are submitted for confirmatory and/or molecular testing to the DSHS Laboratory in Austin, Texas or to another public health laboratory as designated by DSHS and previously approved by the Branch; This applies to the notifiable conditions, including but not limited to, in this table. Botulism foodborne Botulism, infant Botulism other/unspecified Botulism wound Cholera Haemophilus influenzae (under 5 years old) Listeriosis Meningococcal disease (Neisseria meningitidis) Shiga toxin -producing Escherichia coli (STEC) Vibrio parahaemolyticus Vibrio vulnificus infection Vibriosis other or unspecified M. Investigate and document at least ninety percent (90%) of confirmed and probable notifiable conditions correctly and completely within thirty (30) days of initial report; This applies to the notifiable conditions, including but not limited to, in this table. Botulism foodborne Botulism, infant Botulism other/unspecified Botulism wound Campylobacteriosis Carbapenem-resistant Enterobacteriaceae (CRE) Cryptosporidiosis Cholera Hemolytic uremic syndrome postdiarrheal Hepatitis C acute Hepatitis E acute Influenza A novel/variant Influenza -associated pediatric mortality Listeriosis Multi -drug Resistant Acinetobacter (MDR -A) Salmonellosis Shiga toxin -producing Escherichia coli (STEC) Streptococcus invasive Group A Streptococcus invasive Group B Typhoid fever (Salmonella Typhi) Vancomycin -intermediate Staphylococcus aureus (VISA) Vancomycin -resistant Staphylococcus aureus coagulase -positive (VRSA) Vibrio parahaemolyticus Vibrio vulnificus infection Vibriosis other or unspecified Yersiniosis N. Submit responses to quarterly reports sent by the Branch that contain results for performance measures H through M during quarterly time periods of the contract. Submit via electronic mail to EAIDBcontracts@dshs.texas.gov within 20 business days from the date sent out by the Branch; System Agency Contract No. HHS000436300009 Page 7 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 0. Follow corrective action plan issued by the Branch for any performance measure needing improvement; P. Maintain open communication with other local health departments, regional health departments, and/or the Branch as necessary to ensure investigations are conducted efficiently and expeditiously; Q. Notify public health jurisdiction(s) of known cases or potential cases that do not reside in grantees jurisdiction (e.g. exposed contacts to a case who reside in another jurisdiction) with in one (1) business day; R. Ensure the respective regional health department and the Branch are informed of certain suspected cases and outbreaks. Also keep the regional health department and the Branch up-to-date on significant developments for the duration of those investigations; S. Educate, inform, and train the medical community and local providers on the importance of reporting notifiable conditions within Contractors jurisdiction. Ensure that providers collecting and shipping specimens for testing by the DSHS Laboratory adhere to collecting and shipping guidance in the Emerging and Acute Infectious Disease Guidelines; T. Present local training on epidemiology and surveillance related rules and regulations as requested. Conduct local level data analysis and utilize recent data findings to target and share recommendations/best practices for preventing disease spread; U. Participate in outbreak/cluster-related conference calls and responses relevant to the Grantee's jurisdiction as directed by DSHS; V. Participate in quarterly conference calls, scheduled by the Branch, to provide updates, progress reports, and other necessary communications; W. Work with DSHS during any technical reviews and quality assurance visits conducted by DSHS; X. Ensure that preparedness activities include infectious disease epidemiology and surveillance. These activities may include: planning and conducting preparedness exercises, providing technical assistance for community health assessments, developing community health improvement plans, and participating in Community Assessment for Public Health Emergency Response (CASPER). For more information on CASPER can be found at the following link. https ://www.cdc.gov/nceh/hsb/disaster/casper/default.htm); Y. Provide epidemiology surge capacity to surrounding jurisdictions in the event of a major statewide or regional outbreak or disaster; as directed by DSHS; System Agency Contract No. HHS000436300009 Page 8 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 Z. Retain an Epidemiologist(s) dedicated to conducting infectious disease surveillance and epidemiology activities. The Epidemiologist(s) must have, preferable, a Master of Public Health (MPH) or equivalent degree or at least two years working experience as an Epidemiologist performing infectious disease epidemiology and surveillance activities; AA. Ensure newly hired Epidemiologist(s) are offered a salary up to (but not to exceed) the midpoint State salary range equivalent to an Epidemiologist I (B 19). See compensation schedule at: http://www.hr. sao.texas.gov/CompensationSystem/ScheduleAB?scheduleType=2018B; BB. Require its staff to attend training, conferences, and meetings, as directed by the Branch. Epidemiologist(s) funded by this contract will be required to attend the workshop and training listed below. Should additional funding become available, other DSHS sponsored training, workshops, and conferences may be attended with prior Branch approval. 1. The annual Epidemiology and Laboratory Capacity (ELC) Workshop conducted by the Branch or another Branch -approved substitute training; and 2. The DSHS NEDSS training in Austin with certification completion within thirty (30) days of hire (if not already a certified NEDSS user). CC. Obtain prior approval from the Branch of any redirection of duties for Epidemiologist(s) funded by this contract; DD. Notify the Branch within forty-eight (48) hours of any personnel actions, including the details and outcome of such actions, involving any staff funded by this contract. A written report will be submitted within seventy-two (72) hours. Personnel actions include issues that develop regarding violations of the project, state, and/or Federal policies, procedures, requirements, and laws; EE. Ensure staff funded by this contract are compliant with the following Texas rules and statue related to infectious disease data confidentiality and security: 1. Texas Administrative Code (TAC), Title 25 Health Services, Section 97.10- http s ://texreg. sos. state.tx.us/public/readtac$ ext.TacPage? s1=R&app=9&p_dir=&p rloc=&p_tloc=&p ploc=&pg=1&p tac=&ti=25&pt=1&ch=97&r1=10; and 2. Texas Health and Safety Code 81.046- https://statutes.capitol. texas.gov/Docs/HS/pdf/HS.81.pdf . FF. Ensure newly hired staff funded by this contract successfully complete local confidentiality and security training 30 days from hire and continue to receive refreshed training as appropriate thereafter; GG. Implement a monitoring system to detect breaches in confidential data and security of protected health information; System Agency Contract No. HHS000436300009 Page 9 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 HH. Notify the Branch to facilitate confidential information exchange with jurisdictions located outside of Texas. Contact with another state to discuss confidential disease investigation can only be made with prior approval from the Branch; II. Submit a monthly report that lists all reported clusters and outbreaks along with information on investigation findings on the tracking sheet provided by the Branch. Monthly reports are due on the 15th calendar day of each month. Each report must cover activities that occurred during the preceding month. Submit monthly reports by electronic mail to EAIDBcontracts@dshs.texas.gov. All reports should be clearly identified with the Grantees Name, Contract Number, IDCU/SUR, and the month the report covers; JJ. Provide a written report, when requested by the Branch, detailing at least 3 success stories relating to disease investigations and/or epidemiological work conducted by staff funded by this contract; KK. Complete the Vacancy Report whenever an Epidemiologist position funded by this Contract has become vacant and again when the vacancy has been filled. Within 5 business days of the vacancy, the Vacancy Report must be submitted by email to EAIDBcontracts@ilshs.texas.gov. Vacant positions existing for more than sixty (60) days may result in a decrease in funds; and LL. Complete the DSHS programmatic budget update form quarterly. Within 5 days of the end of the quarter, the form must be submitted by email to EAIDBcontracts@dshs.texas.gov; MM. Grantee shall initiate the purchase of all Equipment approved in writing by the DSHS in the first quarter of the Contract term, as applicable. Failure to timely initiate the purchase of Equipment may result in the loss of availability of funds for the purchase of Equipment. Requests to purchase previously approved Equipment after the first quarter in the Contract must be submitted to the assigned DSHS contract manager; NN. Controlled Assets include firearms, regardless of the acquisition cost, and the following assets with an acquisition cost of $500 or more, but less than $5,000: desktop and laptop computers (including notebooks, tablets and similar devices), non-portable printers and copiers, emergency management equipment, communication devices and systems, medical and laboratory equipment, and media equipment. Controlled Assets are considered Supplies. 00. Grantee shall maintain an inventory of Equipment, supplies defined as Controlled Assets, and real property and submit an annual cumulative report of the equipment and other property on DSHS Contractor's Property Inventory Report at http://www.dshs.texas.gov/contracts/forms.shtm to the assigned DSHS contract manager by e-mail not later than October 15 of each year; and PP. DSHS funds must not be used to purchase buildings or real property without prior written approval from the DSHS. Any costs related to the initial acquisition of the buildings or System Agency Contract No. HHS000436300009 Page 10 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 real property are not allowable without written pre -approval. II. PERFORMANCE MEASURES The System Agency will monitor the Grantee's performance of the requirements in ATTACHMENT A and compliance with the Contract's terms and conditions. III. INVOICE AND PAYMENT A. Grantee will request payments using the State of Texas Purchase Voucher (Form B-13) at http://www.dshs.state.tx.us/grants/forms.shtm. Voucher and any supporting documentation will be mailed or submitted by fax or electronic mail to the addresses/number below. Department of State Health Services Claims Processing Unit, MC 1940 1100 West 49th Street P.O. Box 149347 Austin, Texas 78714-9347 FAX: (512) 776-7442 EMAIL: invoices@dshs.state.tx.us Email: EAIDBcontracts@dshs.texas.gov B. Grantee will be paid on a cost reimbursement basis and in accordance with ATTACHMENT B, BUDGET of this Contract. Travel costs must not exceed General Services Administration (GSA) rates located at https://www.gsa.gov/travel/plan- book/per-diem-rates unless the Grantee has an established travel policy that has been reviewed and approved by DSHS. C. Grantee will submit a final Financial Status Report, B-13, and B -13A for the service period of September 1, 2019, through August 31, 2020, must be submitted by October 15, 2020. Any B -13s submitted after this date may not be reimbursed. System Agency Contract No. HHS000436300009 Page 11 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 ATTACHMENT B BUDGET Corpus Christi-Nueces County (City) Contract No. HHS000436300009 Categorical Budget Personnel September 1, 2019 to August 31, 2020 $77,724.00 September 1, 2020 to August 31, 2021 $77,724.00 Total Contract Amount $155,448.00 Fringe Benefits $19,431.00 $19,431.00 $38,862.00 Travel $2,720.00 $2,720.00 $5,440.00 Equipment $0.00 $0.00 $0.00 Supplies $1,153.00 $1,152.00 $2,305.00 Contractual $0.00 $0.00 $0.00 Other $1,400.00 $1,400.00 $2,800.00 Total Direct Charges $102,428.00 $102,427.00 $204,855.00 Indirect Charges $0.00 $0.00 $0.00 Total $102,428.00 $102,427.00 System Agency Contract No. HHS000436300009 $204,855.00 Page 12 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 ATTACHMENT C UNIFORM TERMS AND CONDITIONS (VERSION 2.15 - GRANTEE) HHSC Uniform Terms and Conditions Version 2.15 Published and Effective: September 1, 201 7 Responsible Office: Chief Counsel TEXAS Health and Human Services Health and Human Services Commission HHSC Uniform Terms and Conditions - Grant Version 2.15 System Agency Contract No. HHS000436300009 Page 13 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 TABLE OF CONTENTS ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS 4 1.01 Definitions 4 1.02 Interpretive Provisions 5 ARTICLE II Payment Methods and Restrictions 6 2.01 Payment Methods 6 2.02 Final Billing Submission 6 2.03 Financial Status Reports (FSRs) 7 2.04 Debt to State and Corporate Status 7 2.05 Application of Payment Due 7 2.06 Use of Funds 7 2.07 Use for Match Prohibited 7 2.08 Program Income 7 2.09 Nonsupplanting 8 ARTICLE III. STATE AND FEDERAL FUNDING 8 3.01 Funding 8 3.02 No debt Against the State 8 3.03 Debt to State 8 3.04 Recapture of Funds 8 ARTICLE IV Allowable Costs and Audit Requirements 9 4.01 Allowable Costs. 9 4.02 Independent Single or Program -Specific Audit 10 4.03 Submission of Audit 10 Article V AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS 10 5.01 General Affirmations 10 5.02 Federal Assurances 10 5.03 Federal Certifications 10 ARTICLE VI OWNERSHIP AND INTELLECTUAL PROPERTY 11 6.01 Ownership 11 6.02 Intellectual Property 11 ARTICLE VH RECORDS, AUDIT, AND DISCLOSURE 11 7.01 Books and Records 11 7.02 Access to records, books, and documents 11 v. 9.1.17 Grantee Uniform Terms and Conditions Page 2 of 19 System Agency Contract No. HHS000436300009 Page 14 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 7.03 Response/compliance with audit or inspection findings 12 7.04 SAO Audit 12 7.05 Confidentiality 12 7.06 Public Information Act 12 ARTICLE VIII CONTRACT MANAGEMENT AND EARLY TERMINATION 12 8.01 Contract Management 12 8.02 Termination for Convenience 13 8.03 Termination for Cause 13 8.04 Equitable Settlement 13 ARTICLE IX MISCELLANEOUS PROVISIONS 13 9.01 Amendment 13 9.02 Insurance 13 9.03 Legal Obligations 14 9.04 Permitting and Licensure 14 9.05 Indemnity 14 9.06 Assignments 15 9.07 Relationship of the Parties 15 9.08 Technical Guidance Letters 15 9.09 Governing Law and Venue 16 9.11 Survivability 16 9.12 Force Majeure 16 9.13 No Waiver of Provisions 16 9.14 Publicity 16 9.15 Prohibition on Non -compete Restrictions 17 9.16 No Waiver of Sovereign Immunity 17 9.17 Entire Contract and Modification 17 9.18 Counterparts 17 9.19 Proper Authority 17 9.20 Employment Verification 17 9.21 Civil Rights 17 v. 9.1.17 Grantee Uniform Terms and Conditions Page 3 of 19 System Agency Contract No. HHS000436300009 Page 15 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS 1.01 Defmitions As used in this Contract, unless the context clearly indicates otherwise, the following terms and conditions have the meanings assigned below: "Amendment" means a written agreement, signed by the parties hereto, which documents changes to the Contract other than those permitted by Work Orders or Technical Guidance Letters, as herein defined. "Attachment" means documents, terms, conditions, or additional information physically added to this Contract following the Signature Document or included by reference, as if physically, within the body of this Contract. "Contract" means the Signature Document, these Uniform Terms and Conditions, along with any Attachments, and any Amendments, or Technical Guidance Letters that may be issued by the System Agency, to be incorporated by reference herein for all purposes if issued. "Deliverable" means the work product(s) required to be submitted to the System Agency including all reports and project documentation. "Effective Date" means the date agreed to by the Parties as the date on which the Contract takes effect. "Federal Fiscal Year" means the period beginning October 1 and ending September 30 each year, which is the annual accounting period for the United States government. "GAAP" means Generally Accepted Accounting Principles. "GASB" means the Governmental Accounting Standards Board. "Grantee" means the Party receiving funds under this Contract, if any. May also be referred to as "Contractor" in certain attachments. "Health and Human Services Commission" or "HHSC" means the administrative agency established under Chapter 531, Texas Government Code or its designee. "HUB" means Historically Underutilized Business, as defined by Chapter 2161 of the Texas Government Code. "Intellectual Property" means inventions and business processes, whether or not patentable; works of authorship; trade secrets; trademarks; service marks; industrial designs; and creations that are subject to potential legal protection incorporated in any Deliverable and first created or developed by Grantee, Grantee's contractor or a subcontractor in performing the Project. "Mentor Protege" means the Comptroller of Public Accounts' leadership program found at: http://www. window. state.tx.us/procurement/prog/hub/mentorprotege/. v. 9.1.17 Grantee Uniform Terms and Conditions Page 4 of 19 System Agency Contract No. HHS000436300009 Page 16 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 "Parties" means the System Agency and Grantee, collectively. "Party" means either the System Agency or Grantee, individually. "Program" means the statutorily authorized activities of the System Agency under which this Contract has been awarded. "Project" means specific activities of the Grantee that are supported by funds provided under this Contract. "Public Information Act" or "PIA" means Chapter 552 of the Texas Government Code. "Statement of Work" means the description of activities performed in completing the Project, as specified in the Contract and as may be amended. "Signature Document" means the document executed by both Parties that specifically sets forth all of the documents that constitute the Contract. "Solicitation or "RFA"" means the document issued by the System Agency under which applications for Program funds were requested, which is incorporated herein by reference for all purposes in its entirety, including all Amendments and Attachments. "Solicitation Response" or "Application" means Grantee's full and complete response to the Solicitation, which is incorporated herein by reference for all purposes in its entirety, including any Attachments and addenda. "State Fiscal Year" means the period beginning September 1 and ending August 31 each year, which is the annual accounting period for the State of Texas. "State of Texas Textravel" means Texas Administrative Code, Title 34, Part 1, Chapter 5, Subchapter C, Section 5.22, relative to travel reimbursements under this Contract, if any. "System Agency" means HHSC or any of the agencies of the State of Texas that are overseen by HHSC under authority granted under State law and the officers, employees, and designees of those agencies. These agencies include: HHSC and the Department of State Health Services. "Technical Guidance Letter" or "TGL" means an instruction, clarification, or interpretation of the requirements of the Contract, issued by the System Agency to the Grantee. 1.02 Interpretive Provisions a. The meanings of defined terms are equally applicable to the singular and plural forms of the defined terms. b. The words "hereof," "herein," "hereunder," and similar words refer to this Contract as a whole and not to any particular provision, section, Attachment, or schedule of this Contract unless otherwise specified. c. The term "including" is not limiting and means "including without limitation" and, unless otherwise expressly provided in this Contract, (i) references to contracts (including this Contract) and other contractual instruments shall be deemed to include all subsequent Amendments and other modifications thereto, but only to the extent that such Amendments and other modifications are not prohibited by the terms of this Contract, and (ii) references to v. 9.1.17 Grantee Uniform Terms and Conditions Page 5 of 19 System Agency Contract No. HHS000436300009 Page 17 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 any statute or regulation are to be construed as including all statutory and regulatory provisions consolidating, amending, replacing, supplementing, or interpreting the statute or regulation. d. Any references to "sections," "appendices," or "attachments" are references to sections, appendices, or attachments of the Contract. e. Any references to agreements, contracts, statutes, or administrative rules or regulations in the Contract are references to these documents as amended, modified, or supplemented from time to time during the term of the Contract. f. The captions and headings of this Contract are for convenience of reference only and do not affect the interpretation of this Contract. g. All Attachments within this Contract, including those incorporated by reference, and any Amendments are considered part of the terms of this Contract. h. This Contract may use several different limitations, regulations, or policies to regulate the same or similar matters. All such limitations, regulations, and policies are cumulative and each will be performed in accordance with its terms. i. Unless otherwise expressly provided, reference to any action of the System Agency or by the System Agency by way of consent, approval, or waiver will be deemed modified by the phrase "in its sole discretion." j. Time is of the essence in this Contract. ARTICLE II PAYMENT METHODS AND RESTRICTIONS 2.01 Payment Methods Except as otherwise provided by the provisions of the Contract, the payment method will be one or more of the following: a. cost reimbursement. This payment method is based on an approved budget and submission of a request for reimbursement of expenses Grantee has incurred at the time of the request; b. unit rate/fee-for-service. This payment method is based on a fixed price or a specified rate(s) or fee(s) for delivery of a specified unit(s) of service and acceptable submission of all required documentation, forms and/or reports; or c. advance payment. This payment method is based on disbursal of the minimum necessary funds to carry out the Program or Project where the Grantee has implemented appropriate safeguards. This payment method will only be utilized in accordance with governing law and at the sole discretion of the System Agency. Grantees shall bill the System Agency in accordance with the Contract. Unless otherwise specified in the Contract, Grantee shall submit requests for reimbursement or payment monthly by the last business day of the month following the month in which expenses were incurred or services provided. Grantee shall maintain all documentation that substantiates invoices and make the documentation available to the System Agency upon request. 2.02 Final Billing Submission Unless otherwise provided by the System Agency, Grantee shall submit a reimbursement or payment request as a final close-out invoice not later than forty-five (45) calendar days following the end of the term of the Contract. Reimbursement or payment requests received in the System v. 9.1.17 Grantee Uniform Terms and Conditions Page 6 of 19 System Agency Contract No. HHS000436300009 Page 18 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 Agency's offices more than forty-five (45) calendar days following the termination of the Contract may not be paid. 2.03 Financial Status Reports (FSRs) Except as otherwise provided in these General Provisions or in the terms of any Program Attachment(s) that is incorporated into the Contract, for contracts with categorical budgets, Grantee shall submit quarterly FSRs to Accounts Payable by the last business day of the month following the end of each quarter of the Program Attachment term for System Agency review and financial assessment. Grantee shall submit the final FSR no later than forty-five (45) calendar days following the end of the applicable term. 2.04 Debt to State and Corporate Status Pursuant to Tex. Gov. Code § 403.055, the Department will not approve and the State Comptroller will not issue payment to Grantee if Grantee is indebted to the State for any reason, including a tax delinquency. Grantee, if a corporation, certifies by execution of this Contract that it is current and will remain current in its payment of franchise taxes to the State of Texas or that it is exempt from payment of franchise taxes under Texas law (Tex. Tax Code §§ 171.001 et seq.). If tax payments become delinquent during the Contract term, all or part of the payments under this Contract may be withheld until Grantee's delinquent tax is paid in full. 2.05 Application of Payment Due Grantee agrees that any payments due under this Contract will be applied towards any debt of Grantee, including but not limited to delinquent taxes and child support that is owed to the State of Texas. 2.06 Use of Funds Grantee shall expend funds provided under this Contract only for the provision of approved services and for reasonable and allowable expenses directly related to those services. 2.07 Use for Match Prohibited Grantee shall not use funds provided under this Contract for matching purposes in securing other funding without the written approval of the System Agency. 2.08 Program Income Income directly generated from funds provided under this Contract or earned only as a result of such funds is Program Income. Unless otherwise required under the Program, Grantee shall use the addition alternative, as provided in UGMS § .25(g)(2), for the use of Project income to further the Program, and Grantee shall spend the Program Income on the Project. Grantee shall identify and report this income in accordance with the Contract, applicable law, and any programmatic guidance. Grantee shall expend Program Income during the Contract term and may not carry Program Income forward to any succeeding term. Grantee shall refund program income to the System Agency if the Program Income is not expended in the term in which it is earned. The System Agency may base future funding levels, in part, upon Grantee's proficiency in identifying, billing, collecting, and reporting Program Income, and in using it for the purposes and under the conditions specified in this Contract. v. 9.1.17 Grantee Uniform Terms and Conditions Page 7 of 19 System Agency Contract No. HHS000436300009 Page 19 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 2.09 Nonsupplanting Grantee shall not use funds from this Contract to replace or substitute for existing funding from other but shall use funds from this Contract to supplement existing state or local funds currently available. Grantee shall make a good faith effort to maintain its current level of support. Grantee may be required to submit documentation substantiating that a reduction in state or local funding, if any, resulted for reasons other than receipt or expected receipt of funding under this Contract. ARTICLE III. STATE AND FEDERAL FUNDING 3.01 Funding This Contract is contingent upon the availability of sufficient and adequate funds. If funds become unavailable through lack of appropriations, budget cuts, transfer of funds between programs or agencies, amendment of the Texas General Appropriations Act, agency consolidation, or any other disruptions of current funding for this Contract, the System Agency may restrict, reduce, or terminate funding under this Contract. This Contract is also subject to immediate cancellation or termination, without penalty to the System Agency, if sufficient and adequate funds are not available. Grantee will have no right of action against the System Agency if the System Agency cannot perform its obligations under this Contract as a result of lack of funding for any activities or functions contained within the scope of this Contract. In the event of cancellation or termination under this Section, the System Agency will not be required to give notice and will not be liable for any damages or losses caused or associated with such termination or cancellation. 3.02 No debt Against the State The Contract will not be construed as creating any debt by or on behalf of the State of Texas. 3.03 Debt to State If a payment law prohibits the Texas Comptroller of Public Accounts from making a payment, the Grantee acknowledges the System Agency's payments under the Contract will be applied toward eliminating the debt or delinquency. This requirement specifically applies to any debt or delinquency, regardless of when it arises. 3.04 Recapture of Funds The System Agency may withhold all or part of any payments to Grantee to offset overpayments made to the Grantee. Overpayments as used in this Section include payments (i) made by the System Agency that exceed the maximum allowable rates; (ii) that are not allowed under applicable laws, rules, or regulations; or (iii) that are otherwise inconsistent with this Contract, including any unapproved expenditures. Grantee understands and agrees that it will be liable to the System Agency for any costs disallowed pursuant to financial and compliance audit(s) of funds received under this Contract. Grantee further understands and agrees that reimbursement of such disallowed costs will be paid by Grantee from funds which were not provided or otherwise made available to Grantee under this Contract. v. 9.1.17 Grantee Uniform Terms and Conditions Page 8 of 19 System Agency Contract No. HHS000436300009 Page 20 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 ARTICLE IV ALLOWABLE COSTS AND AUDIT REQUIREMENTS 4.01 Allowable Costs. System Agency will reimburse the allowable costs incurred in performing the Project that are sufficiently documented. Grantee must have incurred a cost prior to claiming reimbursement and within the applicable teen to be eligible for reimbursement under this Contract. The System Agency will determine whether costs submitted by Grantee are allowable and eligible for reimbursement. If the System Agency has paid funds to Grantee for unallowable or ineligible costs, the System Agency will notify Grantee in writing, and Grantee shall return the funds to the System Agency within thirty (30) calendar days of the date of this written notice. The System Agency may withhold all or part of any payments to Grantee to offset reimbursement for any unallowable or ineligible expenditure that Grantee has not refunded to the System Agency, or if financial status report(s) required under the Financial Status Reports section are not submitted by the due date(s). The System Agency may take repayment (recoup) from funds available under this Contract in amounts necessary to fulfill Grantee's repayment obligations. Applicable cost principles, audit requirements, and administrative requirements include - Applicable Entity Applicable Cost Principles Audit Requirements Administrative Requirements State, Local and Tribal Governments 2 CFR, Part 225 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS Educational Institutions 2 CFR, Part 220 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS Non -Profit Organizations 2 CFR, Part 230 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS For-profit Organization other than a hospital and an organization named in OMB Circular A-122 (2 CFR Part, 230) as not subject to that circular. 48 CFR Part 31, Contract Cost Principles Procedures, or uniform cost accounting standards that comply with cost principles acceptable to the federal or state awarding agency 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS v. 9.1.17 Grantee Uniform Terms and Conditions Page 9 of 19 System Agency Contract No. HHS000436300009 Page 21 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 OMB Circulars will be applied with the modifications prescribed by UGMS with effect given to whichever provision imposes the more stringent requirement in the event of a conflict. 4.02 Independent Single or Program -Specific Audit If Grantee, within Grantee's fiscal year, expends a total amount of at least SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000) in federal funds awarded, Grantee shall have a single audit or program -specific audit in accordance with 2 CFR 200. The $750,000 federal threshold amount includes federal funds passed through by way of state agency awards. If Grantee, within Grantee's fiscal year, expends a total amount of at least $750,000 in state funds awarded, Grantee must have a single audit or program -specific audit in accordance with UGMS, State of Texas Single Audit Circular. The audit must be conducted by an independent certified public accountant and in accordance with 2 CFR 200, Government Auditing Standards, and UGMS. For-profit Grantees whose expenditures meet or exceed the federal or state expenditure thresholds stated above shall follow the guidelines in 2 CFR 200 or UGMS, as applicable, for their program -specific audits. HHSC Single Audit Services will notify Grantee to complete the Single Audit Determination Form. If Grantee fails to complete the Single Audit Determination Form within thirty (30) calendar days after notification by HHSC Single Audit Services to do so, Grantee shall be subject to the System Agency sanctions and remedies for non-compliance with this Contract. Each Grantee that is required to obtain a single audit must competitively re - procure single audit services once every six years. Grantee shall procure audit services in compliance with this section, state procurement procedures, as well as with the provisions of UGMS. 4.03 Submission of Audit Due the earlier of 30 days after receipt of the independent certified public accountant's report or nine months after the end of the fiscal year, Grantee shall submit electronically, one copy of the Single Audit or Program -Specific Audit to the System Agency as directed in this Contract and another copy to: single audit report@hhsc.state.tx.us ARTICLE V AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS 5.01 General Affirmations Grantee certifies that, to the extent General Affirmations are incorporated into the Contract under the Signature Document, the General Affirmations have been reviewed and that Grantee is in compliance with each of the requirements reflected therein. 5.02 Federal Assurances Grantee further certifies that, to the extent Federal Assurances are incorporated into the Contract under the Signature Document, the Federal Assurances have been reviewed and that Grantee is in compliance with each of the requirements reflected therein. 5.03 Federal Certifications Grantee further certifies, to the extent Federal Certifications are incorporated into the Contract under the Signature Document, that the Federal Certifications have been reviewed, and that Grantee is in compliance with each of the requirements reflected therein. In addition, Grantee certifies that it is in compliance with all applicable federal laws, rules, or regulations, as they may pertain to this Contract. v. 9.1.17 Grantee Uniform Terms and Conditions Page 10 of 19 System Agency Contract No. HHS000436300009 Page 22 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 ARTICLE VI OWNERSHIP AND INTELLECTUAL PROPERTY 6.01 Ownership The System Agency will own, and Grantee hereby assigns to the System Agency, all right, title, and interest in all Deliverables. 6.02 Intellectual Property a. The System Agency and Grantee will retain ownership, all rights, title, and interest in and to, their respective pre-existing Intellectual Property. A license to either Party's pre-existing Intellectual Property must be agreed to under this or another contract. b. Grantee grants to the System Agency and the State of Texas a royalty -free, paid up, worldwide, perpetual, non-exclusive, non -transferable license to use any Intellectual Property invented or created by Grantee, Grantee's contractor, or a subcontractor in the performance of the Project. Grantee will require its contractors to grant such a license under its contracts. ARTICLE VII RECORDS, AUDIT, AND DISCLOSURE 7.01 Books and Records Grantee will keep and maintain under GAAP or GASB, as applicable, full, true, and complete records necessary to fully disclose to the System Agency, the Texas State Auditor's Office, the United States Government, and their authorized representatives sufficient information to determine compliance with the terms and conditions of this Contract and all state and federal rules, regulations, and statutes. Unless otherwise specified in this Contract, Grantee will maintain legible copies of this Contract and all related documents for a minimum of seven (7) years after the termination of the contract period or seven (7) years after the completion of any litigation or dispute involving the Contract, whichever is later. 7.02 Access to records, books, and documents In addition to any right of access arising by operation of law, Grantee and any of Grantee's affiliate or subsidiary organizations, or Subcontractors will permit the System Agency or any of its duly authorized representatives, as well as duly authorized federal, state or local authorities, unrestricted access to and the right to examine any site where business is conducted or Services are performed, and all records, which includes but is not limited to financial, client and patient records, books, papers or documents related to this Contract. If the Contract includes federal funds, federal agencies that will have a right of access to records as described in this section include: the federal agency providing the funds, the Comptroller General of the United States, the General Accounting Office, the Office of the Inspector General, and any of their authorized representatives. In addition, agencies of the State of Texas that will have a right of access to records as described in this section include: the System Agency, HHSC, HHSC's contracted examiners, the State Auditor's Office, the Texas Attorney General's Office, and any successor agencies. Each of these entities may be a duly authorized authority. If deemed necessary by the System Agency or any duly authorized authority, for the purpose of investigation or hearing, Grantee will produce original documents related to this Contract. The System Agency and any duly authorized authority will have the right to audit billings both before and after payment, and all documentation that substantiates the billings. Grantee will include this provision concerning v. 9.1.17 Grantee Uniform Terms and Conditions Page 11 of 19 System Agency Contract No. HHS000436300009 Page 23 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 the right of access to, and examination of, sites and information related to this Contract in any Subcontract it awards. 7.03 Response/compliance with audit or inspection findings a. Grantee must act to ensure its and its Subcontractor's compliance with all corrections necessary to address any finding of noncompliance with any law, regulation, audit requirement, or generally accepted accounting principle, or any other deficiency identified in any audit, review, or inspection of the Contract and the goods or services provided hereunder. Any such correction will be at Grantee or its Subcontractor's sole expense. Whether Grantee's action corrects the noncompliance will be solely the decision of the System Agency. b. As part of the Services, Grantee must provide to HHSC upon request a copy of those portions of Grantee's and its Subcontractors' internal audit reports relating to the Services and Deliverables provided to the State under the Contract. 7.04 SAO Audit Grantee understands that acceptance of funds directly under the Contract or indirectly through a Subcontract under the Contract acts as acceptance of the authority of the State Auditor's Office (SAO), or any successor agency, to conduct an audit or investigation in connection with those funds. Under the direction of the legislative audit committee, an entity that is the subject of an audit or investigation by the SAO must provide the SAO with access to any information the SAO considers relevant to the investigation or audit. Grantee agrees to cooperate fully with the SAO or its successor in the conduct of the audit or investigation, including providing all records requested. Grantee will ensure that this clause concerning the authority to audit funds received indirectly by Subcontractors through Grantee and the requirement to cooperate is included in any Subcontract it awards. 7.05 Confidentiality Any specific confidentiality agreement between the Parties takes precedent over the terms of this section. To the extent permitted by law, Grantee agrees to keep all information confidential, in whatever form produced, prepared, observed, or received by Grantee. The provisions of this section remain in full force and effect following termination or cessation of the services performed under this Contract. 7.06 Public Information Act Information related to the performance of this Contract may be subject to the PIA and will be withheld from public disclosure or released only in accordance therewith. Grantee must make all information not otherwise excepted from disclosure under the PIA available in portable document file (".pdf') format or any other format agreed between the Parties. ARTICLE VIII CONTRACT MANAGEMENT AND EARLY TERMINATION 8.01 Contract Management To ensure full performance of the Contract and compliance with applicable law, the System Agency may take actions including: a. Suspending all or part of the Contract; v. 9.1.17 Grantee Uniform Terms and Conditions Page 12 of 19 System Agency Contract No. HHS000436300009 Page 24 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 b. Requiring the Grantee to take specific corrective actions in order to remain in compliance with term of the Contract; c. Recouping payments made to the Grantee found to be in error; d. Suspending, limiting, or placing conditions on the continued performance of the Project; e. Imposing any other remedies authorized under this Contract; and f. Imposing any other remedies, sanctions or penalties permitted by federal or state statute, law, regulation, or rule. 8.02 Termination for Convenience The System Agency may terminate the Contract at any time when, in its sole discretion, the System Agency determines that termination is in the best interests of the State of Texas. The termination will be effective on the date specified in HHSC's notice of termination. 8.03 Termination for Cause Except as otherwise provided by the U.S. Bankruptcy Code, or any successor law, the System Agency may terminate the Contract, in whole or in part, upon either of the following conditions: a. Material Breach The System Agency will have the right to terminate the Contract in whole or in part if the System Agency determines, at its sole discretion, that Grantee has materially breached the Contract or has failed to adhere to any laws, ordinances, rules, regulations or orders of any public authority having jurisdiction and such violation prevents or substantially impairs performance of Grantee's duties under the Contract. Grantee's misrepresentation in any aspect of Grantee's Solicitation Response, if any or Grantee's addition to the Excluded Parties List System (EPLS) will also constitute a material breach of the Contract. b. Failure to Maintain Financial Viability The System Agency may terminate the Contract if, in its sole discretion, the System Agency has a good faith belief that Grantee no longer maintains the financial viability required to complete the Services and Deliverables, or otherwise fully perform its responsibilities under the Contract. 8.04 Equitable Settlement Any early termination under this Article will be subject to the equitable settlement of the respective interests of the Parties up to the date of termination. ARTICLE IX MISCELLANEOUS PROVISIONS 9.01 Amendment The Contract may only be amended by an Amendment executed by both Parties. 9.02 Insurance Unless otherwise specified in this Contract, Grantee will acquire and maintain, for the duration of this Contract, insurance coverage necessary to ensure proper fulfillment of this Contract and potential liabilities thereunder with financially sound and reputable insurers licensed by the Texas Department of Insurance, in the type and amount customarily carried within the industry as determined by the System Agency. Grantee will provide evidence of insurance as required v. 9.1.17 Grantee Uniform Terms and Conditions Page 13 of 19 System Agency Contract No. HHS000436300009 Page 25 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 under this Contract, including a schedule of coverage or underwriter's schedules establishing to the satisfaction of the System Agency the nature and extent of coverage granted by each such policy, upon request by the System Agency. In the event that any policy is determined by the System Agency to be deficient to comply with the terms of this Contract, Grantee will secure such additional policies or coverage as the System Agency may reasonably request or that are required by law or regulation. If coverage expires during the term of this Contract, Grantee must produce renewal certificates for each type of coverage. These and all other insurance requirements under the Contract apply to both Grantee and its Subcontractors, if any. Grantee is responsible for ensuring its Subcontractors' compliance with all requirements. 9.03 Legal Obligations Grantee will comply with all applicable federal, state, and local laws, ordinances, and regulations, including all federal and state accessibility laws relating to direct and indirect use of information and communication technology. Grantee will be deemed to have knowledge of all applicable laws and regulations and be deemed to understand them. In addition to any other act or omission that may constitute a material breach of the Contract, failure to comply with this Section may also be a material breach of the Contract. 9.04 Permitting and Licensure At Grantee's sole expense, Grantee will procure and maintain for the duration of this Contract any state, county, city, or federal license, authorization, insurance, waiver, permit, qualification or certification required by statute, ordinance, law, or regulation to be held by Grantee to provide the goods or Services required by this Contract. Grantee will be responsible for payment of all taxes, assessments, fees, premiums, permits, and licenses required by law. Grantee agrees to be responsible for payment of any such government obligations not paid by its contactors or subcontractors during performance of this Contract. 9.05 Indemnity To THE EXTENT ALLOWED BY LAW, GRANTEE WILL DEFEND, INDEMNIFY, AND HOLD HARMLESS THE STATE OF TEXAS AND ITS OFFICERS AND EMPLOYEES, AND THE SYSTEM AGENCY AND ITS OFFICERS AND EMPLOYEES, FROM AND AGAINST ALL CLAIMS, ACTIONS, SUITS, DEMANDS, PROCEEDINGS, COSTS, DAMAGES, AND LIABILITIES, INCLUDING ATTORNEYS' FEES AND COURT COSTS ARISING OUT OF, OR CONNECTED WITH, OR RESULTING FROM: a. GRANTEES PERFORMANCE OF THE CONTRACT, INCLUDING ANY NEGLIGENT ACTS OR OMISSIONS OF GRANTEE, OR ANY AGENT, EMPLOYEE, SUBCONTRACTOR, OR SUPPLIER OF GRANTEE, OR ANY THIRD PARTY UNDER THE CONTROL OR SUPERVISION OF GRANTEE, IN THE EXECUTION OR PERFORMANCE OF THIS CONTRACT; OR b. ANY BREACH OR VIOLATION OF A STATUTE, ORDINANCE, GOVERNMENTAL REGULATION, STANDARD, RULE, OR BREACH OF CONTRACT BY GRANTEE, ANY AGENT, EMPLOYEE, SUBCONTRACTOR, OR SUPPLIER OF GRANTEE, OR ANY THIRD PARTY UNDER THE CONTROL OR SUPERVISION OF GRANTEE, IN THE EXECUTION OR PERFORMANCE OF THIS CONTRACT; OR c. EMPLOYMENT OR ALLEGED EMPLOYMENT, INCLUDING CLAIMS OF DISCRIMINATION AGAINST GRANTEE, ITS OFFICERS, OR ITS AGENTS; OR Grantee Uniform Terms and Conditions Page 14 of 19 v. 9.1.17 System Agency Contract No. HHS000436300009 Page 26 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 d. WORK UNDER THIS CONTRACT THAT INFRINGES OR MISAPPROPRIATES ANY RIGHT OF ANY THIRD PERSON OR ENTITY BASED ON COPYRIGHT, PATENT, TRADE SECRET, OR OTHER INTELLECTUAL PROPERTY RIGHTS. GRANTEE WILL COORDINATE ITS DEFENSE WITH THE SYSTEM AGENCY AND ITS COUNSEL. THIS PARAGRAPH IS NOT INTENDED TO AND WILL NOT BE CONSTRUED TO REQUIRE GRANTEE TO INDEMNIFY OR HOLD HARMLESS THE STATE OR THE SYSTEM AGENCY FOR ANY CLAIMS OR LIABILITIES RESULTING SOLELY FROM THE GROSS NEGLIGENCE OF THE SYSTEM AGENCY OR ITS EMPLOYEES. THE PROVISIONS OF THIS SECTION WILL SURVIVE TERMINATION OF THIS CONTRACT. 9.06 Assignments Grantee may not assign all or any portion of its rights under, interests in, or duties required under this Contract without prior written consent of the System Agency, which may be withheld or granted at the sole discretion of the System Agency. Except where otherwise agreed in writing by the System Agency, assignment will not release Grantee from its obligations under the Contract. Grantee understands and agrees the System Agency may in one or more transactions assign, pledge, or transfer the Contract. This assignment will only be made to another State agency or a non -state agency that is contracted to perform agency support. 9.07 Relationship of the Parties Grantee is, and will be, an independent contractor and, subject only to the terms of this Contract, will have the sole right to supervise, manage, operate, control, and direct performance of the details incident to its duties under this Contract. Nothing contained in this Contract will be deemed or construed to create a partnership or joint venture, to create relationships of an employer-employee or principal -agent, or to otherwise create for the System Agency any liability whatsoever with respect to the indebtedness, liabilities, and obligations of Grantee or any other Party. Grantee will be solely responsible for, and the System Agency will have no obligation with respect to: a. Payment of Grantee's employees for all Services performed; b. Ensuring each of its employees, agents, or Subcontractors who provide Services or Deliverables under the Contract are properly licensed, certified, or have proper permits to perform any activity related to the Work; c. Withholding of income taxes, FICA, or any other taxes or fees; d. Industrial or workers' compensation insurance coverage; e. Participation in any group insurance plans available to employees of the State of Texas; f. Participation or contributions by the State to the State Employees Retirement System; g. Accumulation of vacation leave or sick leave; or h. Unemployment compensation coverage provided by the State. 9.08 Technical Guidance Letters In the sole discretion of the System Agency, and in conformance with federal and state law, the System Agency may issue instructions, clarifications, or interpretations as may be required during Work performance in the form of a Technical Guidance Letter. A TGL must be in v. 9.1.17 Grantee Uniform Terms and Conditions Page 15 of 19 System Agency Contract No. HHS000436300009 Page 27 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 writing, and may be delivered by regular mail, electronic mail, or facsimile transmission. Any TGL issued by the System Agency will be incorporated into the Contract by reference herein for all purposes when it is issued. 9.09 Governing Law and Venue This Contract and the rights and obligations of the Parties hereto will be governed by, and construed according to, the laws of the State of Texas, exclusive of conflicts of law provisions. Venue of any suit brought under this Contract will be in a court of competent jurisdiction in Travis County, Texas unless otherwise elected by the System Agency. Grantee irrevocably waives any objection, including any objection to personal jurisdiction or the laying of venue or based on the grounds of forum non conveniens, which it may now or hereafter have to the bringing of any action or proceeding in such jurisdiction in respect of this Contract or any document related hereto. 9.10 Severability If any provision contained in this Contract is held to be unenforceable by a court of law or equity, this Contract will be construed as if such provision did not exist and the non - enforceability of such provision will not be held to render any other provision or provisions of this Contract unenforceable. 9.11 Survivability Termination or expiration of this Contract or a Contract for any reason will not release either party from any liabilities or obligations in this Contract that the parties have expressly agreed will survive any such termination or expiration, remain to be performed, or by their nature would be intended to be applicable following any such termination or expiration, including maintaining confidentiality of information and records retention. 9.12 Force Majeure Except with respect to the obligation of payments under this Contract, if either of the Parties, after a good faith effort, is prevented from complying with any express or implied covenant of this Contract by reason of war; terrorism; rebellion; riots; strikes; acts of God; any valid order, rule, or regulation of governmental authority; or similar events that are beyond the control of the affected Party (collectively referred to as a "Force Majeure"), then, while so prevented, the affected Party's obligation to comply with such covenant will be suspended, and the affected Party will not be liable for damages for failure to comply with such covenant. In any such event, the Party claiming Force Majeure will promptly notify the other Party of the Force Majeure event in writing and, if possible, such notice will set forth the extent and duration thereof. 9.13 No Waiver of Provisions Neither failure to enforce any provision of this Contract nor payment for services provided under it constitute waiver of any provision of the Contract. 9.14 Publicity Except as provided in the paragraph below, Grantee must not use the name of, or directly or indirectly refer to, the System Agency, the State of Texas, or any other State agency in any media release, public announcement, or public disclosure relating to the Contract or its subject v. 9.1.17 Grantee Uniform Terms and Conditions Page 16 of 19 System Agency Contract No. HHS000436300009 Page 28 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 matter, including in any promotional or marketing materials, customer lists, or business presentations. Grantee may publish, at its sole expense, results of Grantee performance under the Contract with the System Agency's prior review and approval, which the System Agency may exercise at its sole discretion. Any publication (written, visual, or sound) will acknowledge the support received from the System Agency and any Federal agency, as appropriate. 9.15 Prohibition on Non -compete Restrictions Grantee will not require any employees or Subcontractors to agree to any conditions, such as non -compete clauses or other contractual arrangements that would limit or restrict such persons or entities from employment or contracting with the State of Texas. 9.16 No Waiver of Sovereign Immunity Nothing in the Contract will be construed as a waiver of sovereign immunity by the System Agency. 9.17 Entire Contract and Modification The Contract constitutes the entire agreement of the Parties and is intended as a complete and exclusive statement of the promises, representations, negotiations, discussions, and other agreements that may have been made in connection with the subject matter hereof. Any additional or conflicting terms in any future document incorporated into the Contract will be harmonized with this Contract to the extent possible by the System Agency. 9.18 Counterparts This Contract may be executed in any number of counterparts, each of which will be an original, and all such counterparts will together constitute but one and the same Contract. 9.19 Proper Authority Each Party hereto represents and warrants that the person executing this Contract on its behalf has full power and authority to enter into this Contract. Any Services or Work performed by Grantee before this Contract is effective or after it ceases to be effective are performed at the sole risk of Grantee with respect to compensation. 9.20 Employment Verification Grantee will confirm the eligibility of all persons employed during the contract term to perform duties within Texas and all persons, including subcontractors, assigned by the contractor to perform work pursuant to the Contract. 9.21 Civil Rights a. Grantee agrees to comply with state and federal anti -discrimination laws, including: 1. Title VI of the Civil Rights Act of 1964 (42 U. S.C. §2000d et seq.); 2. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. §794); 3. Americans with Disabilities Act of 1990 (42 U.S.C. §12101 et seq.); 4. Age Discrimination Act of 1975 (42 U.S.C. §§6101-6107); 5. Title IX of the Education Amendments of 1972 (20 U.S.C. §§1681-1688); 6. Food and Nutrition Act of 2008 (7 U.S.C. §2011 et seq.); and v. 9.1.17 Grantee Uniform Terms and Conditions Page 17 of 19 System Agency Contract No. HHS000436300009 Page 29 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 7. The System Agency's administrative rules, as set forth in the Texas Administrative Code, to the extent applicable to this Agreement. Grantee agrees to comply with all amendments to the above -referenced laws, and all requirements imposed by the regulations issued pursuant to these laws. These laws provide in part that no persons in the United States may, on the grounds of race, color, national origin, sex, age, disability, political beliefs, or religion, be excluded from participation in or denied any aid, care, service or other benefits provided by Federal or State funding, or otherwise be subjected to discrimination. b. Grantee agrees to comply with Title VI of the Civil Rights Act of 1964, and its implementing regulations at 45 C.F.R. Part 80 or 7 C.F.R. Part 15, prohibiting a contractor from adopting and implementing policies and procedures that exclude or have the effect of excluding or limiting the participation of clients in its programs, benefits, or activities on the basis of national origin. State and federal civil rights laws require contractors to provide alternative methods for ensuring access to services for applicants and recipients who cannot express themselves fluently in English. Grantee agrees to take reasonable steps to provide services and information, both orally and in writing, in appropriate languages other than English, in order to ensure that persons with limited English proficiency are effectively informed and can have meaningful access to programs, benefits, and activities. c. Grantee agrees to post applicable civil rights posters in areas open to the public informing clients of their civil rights and including contact information for the HHS Civil Rights Office. The posters are available on the HHS website at: http://hhscx.hhsc.texas.gov/system-support- servicesfcivil-rights/publications d. Grantee agrees to comply with Executive Order 13279, and its implementing regulations at 45 C.F.R. Part 87 or 7 C.F.R. Part 16. These provide in part that any organization that participates in programs funded by direct financial assistance from the United States Department of Agriculture or the United States Department of Health and Human Services shall not discriminate against a program beneficiary or prospective program beneficiary on the basis of religion or religious belief. e. Upon request, Grantee will provide HHSC Civil Rights Office with copies of all of the Grantee's civil rights policies and procedures. f. Grantee must notify HHSC's Civil Rights Office of any civil rights complaints received relating to its performance under this Agreement. This notice must be delivered no more than ten (10) calendar days after receipt of a complaint. Notice provided pursuant to this section must be directed to: HHSC Civil Rights Office 701 W. 51st Street, Mail Code W206 Austin, Texas 78751 Phone Toll Free: (888) 388-6332 Phone: (512) 438-4313 v. 9.1.17 Grantee Uniform Terms and Conditions Page 18 of 19 System Agency Contract No. HHS000436300009 Page 30 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 TTY Toll Free: (877) 432-7232 Fax: (512) 438-5885. v. 9.1.17 Grantee Uniform Terms and Conditions Page 19 of 19 System Agency Contract No. HHS000436300009 Page 31 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 ATTACHMENT D SUPPLEMENTAL AND SPECIAL CONDITIONS SUPPLEMENTAL CONDITIONS There are no Supplemental Conditions for this Contract that modifies this Contract's HHS Uniform Terms and Conditions. SPECIAL CONDITIONS SECTION 10.01 NOTICE OF CONTRACT ACTION Grantee shall notify their assigned contract manager if Grantee has had any contract suspended or terminated for cause by any local, state or federal department or agency or nonprofit entity within five days of becoming aware of the action and include the following: a. Reason for such action b. Name and contact information of the local, state or federal department or agency or entity; c. Date of the contract; d. Date of suspension or termination; and e. Contract or case reference number. SECTION 10.02 NOTICE OF BANKRUPTCY Grantee shall notify in writing its assigned contract manager of its plan to seek bankruptcy protection within five days of such action by Grantee. SECTION 10.03 NOTICE OF CRIMINAL ACTIVITY AND DISCIPLINARY ACTIONS a. Grantee shall immediately report in writing to their contract manager when Grantee has knowledge or any reason to believe that they or any person with ownership or controlling interest in the organization/business, or their agent, employee, contractor or volunteer that is providing services under this Contract has: 1. Engaged in any activity that could constitute a criminal offense equal to or greater than a Class A misdemeanor or grounds for disciplinary action by a state or federal regulatory authority; or 2. Been placed on community supervision, received deferred adjudication, or been indicted for or convicted of a criminal offense relating to involvement in any financial matter, federal or state program or felony sex crime. b. Grantee shall not permit any person who engaged, or was alleged to have engaged, in any activity subject to reporting under this section to perform direct client services or have direct contact with clients, unless otherwise directed in writing by the System Agency. Section 10.04 Grantee's Notification of Change of Contact Person or Key Personnel The Grantee shall notify in writing their contract manager assigned within ten days of any change to the Grantee's Contact Person or Key Personnel. SECTION 10.05 DISASTER SERVICES In the event of a local, state, or federal emergency, including natural, man- made, criminal, System Agency Contract No. HHS000436300009 Page 32 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 terrorist, and/or bioterrorism events, declared as a state disaster by the Governor, or a federal disaster by the appropriate federal official, Grantee may be called upon to assist the System Agency in providing the following services: a. Community evacuation; b. Health and medical assistance; c. Assessment of health and medical needs; d. Health surveillance; e. Medical care personnel; f. Health and medical equipment and supplies; g. Patient evacuation; h. In-hospital care and hospital facility status; i. Food, drug and medical device safety; j. Worker health and safety; k. Mental health and substance abuse; 1. Public health information; m. Vector control and veterinary services; and n. Victim identification and mortuary services. SECTION 10.06 SERVICES AND INFORMATION FOR PERSONS WITH LIMITED ENGLISH PROFICIENCY a. Grantee shall take reasonable steps to provide services and information both orally and in writing, in appropriate languages other than English, to ensure that persons with limited English proficiency are effectively informed and can have meaningful access to programs, benefits and activities. b. Grantee shall identify and document on the client records the primary language/dialect of a client who has limited English proficiency and the need for translation or interpretation services and shall not require a client to provide or pay for the services of a translator or interpreter. c. Grantee shall make every effort to avoid use of any persons under the age of 18 or any family member or friend of the client as an interpreter for essential communications with a client with limited English proficiency, unless the client has requested that person and using the person would not compromise the effectiveness of services or violate the client's confidentiality and the client is advised that a free interpreter is available. SECTION 10.07 INTERIM EXTENSION AMENDMENT a. Prior to or on the expiration date of this Contract, the Parties agree that this Contract can be extended as provided under this Section. b. The System Agency shall provide written notice of interim extension amendment to the Grantee under one of the following circumstances: 1. Continue provision of services in response to a disaster declared by the governor; or 2. To ensure that services are provided to clients without interruption. c. The System Agency will provide written notice of the interim extension amendment that specifies the reason for it and period of time for the extension. d. Grantee will provide and invoice for services in the same manner that is stated in the Contract. System Agency Contract No. HHS000436300009 Page 33 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 e. An interim extension under Section (b)(1) above shall extend the term of the contract not longer than 30 days after governor's disaster declaration is declared unless the Parties agree to a shorter period of time. f. An interim extension under Section (b)(2) above shall be a one-time extension for a period of time determined by the System Agency. SECTION 10.08 GRANTEE'S CERTIFICATION OF MEETING OR EXCEEDING TOBACCO -FREE WORKPLACE POLICY MINIMUM STANDARDS. Grantee certifies that it has adopted and enforces a Tobacco -Free Workplace Policy that meets or exceeds all of the following minimum standards of: a. Prohibiting the use of all forms of tobacco products, including but not limited to cigarettes, cigars, pipes, water pipes (hookah), bidis, kreteks, electronic cigarettes, smokeless tobacco, snuff and chewing tobacco; b. Designating the property to which this Policy applies as a "designated area," which must at least comprise all buildings and structures where activities funded under this Contract are taking place, as well as Grantee owned, leased, or controlled sidewalks, parking lots, walkways, and attached parking structures immediately adjacent to this designated area; c. Applying to all employees and visitors in this designated area; and d. Providing for or referring its employees to tobacco use cessation services. If Grantee cannot meet these minimum standards, it must obtain a waiver from the System Agency. System Agency Contract No. HHS000436300009 Page 34 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 ATTACHMENT E DATA USE AGREEMENT HHS DATA USE AGREEMENT This Data Use Agreement ("DUA"), effective as of the date the Base Contract into which it is incorporated is signed ("Effective Date"), is entered into by and between a Texas Health and Human Services Enterprise agency ("HHS"), and the Contractor identified in the Base Contract, a political subdivision of the State of Texas ("CONTRACTOR. ARTICLE 1. PURPOSE; APPLICABILITY; ORDER OF PRECEDENCE The purpose of this DUA is to facilitate creation, receipt, maintenance, use, disclosure or access to Confidential Information with CONTRACTOR, and describe CONTRACTOR's rights and obligations with respect to the Confidential Information. 45 CFR 164. 504(e)(1)-(3). This DUA also describes HHS's remedies in the event of CONTRACTOR's noncompliance with its obligations under this DUA. This DUA applies to both Business Associates and contractors who are not Business Associates who create, receive, maintain, use, disclose or have access to Confidential Information on behalf of HHS, its programs or clients as described in the Base Contract. As of the Effective Date of this DUA, if any provision of the Base Contract, including any General Provisions or Uniform Terms and Conditions, conflicts with this DUA, this DUA controls. ARTICLE 2. DEFINITIONS For the purposes of this DUA, capitalized, underlined terms have the meanings set forth in the following: Health Insurance Portability and Accountability Act of 1996, Public Law 104-191 (42 U.S.C. §1320d, et seq.) and regulations thereunder in 45 CFR Parts 160 and 164, including all amendments, regulations and guidance issued thereafter; The Social Security Act, including Section 1137 (42 U.S.C. §§ 1320b-7), Title XVI of the Act; The Privacy Act of 1974, as amended by the Computer Matching and Privacy Protection Act of 1988, 5 U.S.C. § 552a and regulations and guidance thereunder; Internal Revenue Code, Title 26 of the United States Code and regulations and publications adopted under that code, including IRS Publication 1075; OMB Memorandum 07-18; Texas Business and Commerce Code Ch. 521; Texas Government Code, Ch. 552, and Texas Govemment Code §2054.1125. In addition, the following terms in this DUA are defined as follows: "Authorized Purpose" means the specific purpose or purposes described in the Statement of Work of the Base Contract for CONTRACTOR to fulfill its obligations under the Base Contract, or any other purpose expressly authorized by HHS in writing in advance. "Authorized User" means a Person: (1) Who is authorized to create, receive, maintain, have access to, process, view, handle, examine, interpret, or analyze Confidential Information pursuant to this DUA; HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 1 of 15 System Agency Contract No. HHS000436300009 Page 35 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 (2) For whom CONTRACTOR warrants and represents has a demonstrable need to create, receive, maintain, use, disclose or have access to the Confidential Information; and (3) Who has agreed in writing to be bound by the disclosure and use limitations pertaining to the Confidential Information as required by this DUA. "Confidential Information" means any communication or record (whether oral, written, electronically stored or transmitted, or in any other form) provided to or made available to CONTRACTOR, or that CONTRACTOR may, for an Authorized Purpose, create, receive, maintain, use, disclose or have access to, that consists of or includes any or all of the following: (1) Client Information; (2) Protected Health Information in any form including without limitation, Electronic Protected Health Information or Unsecured Protected Health Information (herein "PHI"); (3) Ch. 521; Sensitive Personal Information defined by Texas Business and Commerce Code (4) Federal Tax Information; (5) Individually Identifiable Health Information as related to HIPAA, Texas HIPAA and Personal Identifying Information under the Texas Identity Theft Enforcement and Protection Act; (6) Social Security Administration Data, including, without limitation, Medicaid information; (7) All privileged work product; (8) All information designated as confidential under the constitution and laws of the State of Texas and of the United States, including the Texas Health & Safety Code and the Texas Public Information Act, Texas Government Code, Chapter 552. "Legally Authorized Representative" of the Individual, as defined by Texas law, including as provided in 45 CFR 435.923 (Medicaid); 45 CFR 164.502(g)(1) (HIPAA); Tex. Occ. Code § 151.002(6); Tex. H. & S. Code §166.164; and Estates Code Ch. 752. ARTICLE 3. CONTRACTOR'S DUTIES REGARDING CONFIDENTIAL INFORMATION 3.01 Obligations of CONTRACTOR CONTRACTOR agrees that: (A) CONTRACTOR will exercise reasonable care and no less than the same degree of care CONTRACTOR uses to protect its own confidential, proprietary and trade secret information to prevent any portion of the Confidential Information from being used in HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 2 of 15 System Agency Contract No. HHS000436300009 Page 36 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 a manner that is not expressly an Authorized Purpose under this DUA or as Required by Law. 45 CFR 164.502(b)(1); 45 CFR 164.514(d) (B) Except as Required by Law, CONTRACTOR will not disclose or allow access to any portion of the Confidential Information to any Person or other entity, other than Authorized User's Workforce or Subcontractors (as defined in 45 C.F.R. 160.103) of CONTRACTOR who have completed training in confidentiality, privacy, security and the importance of promptly reporting any Event or Breach to CONTRACTOR'S management, to carry out CONTRACTOR's obligations in connection with the Authorized Purpose. HHS, at its election, may assist CONTRACTOR in training and education on specific or unique HHS processes, systems and/or requirements. CONTRACTOR will produce evidence of completed training to HHS upon request. 45 C.F.R. 164.308(a)(5)(i); Texas Health & Safety Code §181.101 (C) CONTRACTOR will establish, implement and maintain appropriate sanctions against any member of its Workforce or Subcontractor who fails to comply with this DUA, the Base Contract or applicable law. CONTRACTOR will maintain evidence of sanctions and produce it to HHS upon request.45 C.F.R. 164.308(a)(1)(i)(C); 164.530(e), 164.410(b); 164.530(b)(1) (D) CONTRACTOR will not, except as otherwise permitted by this DUA, disclose or provide access to any Confidential Information on the basis that such act is Required by Law without notifying either HHS or CONTRACTOR's own legal counsel to determine whether CONTRACTOR should object to the disclosure or access and seek appropriate relief. CONTRACTOR will maintain an accounting of all such requests for disclosure and responses and provide such accounting to HHS within 48 hours of HHS' request. 45 CFR 164.504(e)(2)(ii)(A) (E) CONTRACTOR will not attempt to re -identify or further identify Confidential Information or De -identified Information, or attempt to contact any Individuals whose records are contained in the Confidential Information, except for an Authorized Purpose, without express written authorization from HHS or as expressly permitted by the Base Contract. 45 CFR 164.502(d)(2)(i) and (ii) CONTRACTOR will not engage in prohibited marketing or sale of Confidential Information. 45 CFR 164.501, 164.508(a)(3) and (4); Texas Health & Safety Code Ch. 181.002 (F) CONTRACTOR will not permit, or enter into any agreement with a Subcontractor to, create, receive, maintain, use, disclose, have access to or transmit Confidential Information to carry out CONTRACTOR's obligations in connection with the Authorized Purpose on behalf of CONTRACTOR, unless Subcontractor agrees to comply with all applicable laws, rules and regulations. 45 CFR 164.502(e)(1)(i); 164.504(e)(1)O and (2). (G) CONTRACTOR is directly responsible for compliance with, and enforcement of, all conditions for creation, maintenance, use, disclosure, transmission and Destruction of HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 3 of 15 System Agency Contract No. HHS000436300009 Page 37 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 Confidential Information and the acts or omissions of Subcontractors as may be reasonably necessary to prevent unauthorized use. 45 CFR 164.504(e)(5); 42 CFR 431.300, et seq. (H) If CONTRACTOR maintains PHI in a Designated Record Set which is Confidential Information and subject to this Agreement, CONTRACTOR will make PHI available to HHS in a Designated Record Set upon request. CONTRACTOR will provide PHI to an Individual, or Legally Authorized Representative of the Individual who is requesting PHI in compliance with the requirements of the HIPAA Privacy Regulations. CONTRACTOR will release PHI in accordance with the HIPAA Privacy Regulations upon receipt of a valid written authorization. CONTRACTOR will make other Confidential Information in CONTRACTOR's possession available pursuant to the requirements of HIPAA or other applicable law upon a determination of a Breach of Unsecured PHI as defined in HIPAA. CONTRACTOR will maintain an accounting of all such disclosures and provide it to HHS within 48 hours of HHS' request. 45 CFR 164. 524and 164. 504(e)(2)(4)(E). (I) If PHI is subject to this Agreement, CONTRACTOR will make PHI as required by HIPAA available to HHS for review subsequent to CONTRACTOR's incorporation of any amendments requested pursuant to HIPAA. 45 CFR 164.504(e)(2)(ii)(E) and (F). (J) If PHI is subject to this Agreement, CONTRACTOR will document and make available to HHS the PHI required to provide access, an accounting of disclosures or amendment in compliance with the requirements of the HIPAA Privacy Regulations. 45 CFR 164.504(e)(2)(ii)(G) and 164.528. (K) If CONTRACTOR receives a request for access, amendment or accounting of PHI from an individual with a right of access to information subject to this DUA, it will respond to such request in compliance with the HIPAA Privacy Regulations. CONTRACTOR will maintain an accounting of all responses to requests for access to or amendment of PHI and provide it to HHS within 48 hours of HHS' request. 45 CFR 164.504(e) (2). (L) CONTRACTOR will provide, and will cause its Subcontractors and agents to provide, to HHS periodic written certifications of compliance with controls and provisions relating to information privacy, security and breach notification, including without limitation information related to data transfers and the handling and disposal of Confidential Information. 45 CFR 164.308; 164.530(c), 1 TAC 202. (M) Except as otherwise limited by this DUA, the Base Contract, or law applicable to the Confidential Information CONTRACTOR may use PHI for the proper management and administration of CONTRACTOR or to carry out CONTRACTOR's legal responsibilities. Except as otherwise limited by this DUA, the Base Contract, or law applicable to the Confidential Information CONTRACTOR may disclose PHI for the proper management and administration of CONTRACTOR, or to carry out CONTRACTOR's legal responsibilities, if: 45 CFR 164.504(e)(4)(A). HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 4 of 15 System Agency Contract No. HHS000436300009 Page 38 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 (1) Disclosure is Required by Law provided that CONTRACTOR complies with Section 3.01(D); or (2) CONTRACTOR obtains reasonable assurances from the person or entity to which the information is disclosed that the person or entity will: (a)Maintain the confidentiality of the Confidential Information in accordance with this DUA; (b) Use or further disclose the information only as Required by Law or for the Authorized Purpose for which it was disclosed to the Person; and (c)Notify CONTRACTOR in accordance with Section 4.01 of any Event or Breach of Confidential Information of which the Person discovers or should have discovered with the exercise of reasonable diligence. 45 CFR 164.504(e)(4) (ii)(B). (N) Except as otherwise limited by this DUA, CONTRACTOR will, if required by law and requested by HHS, use commercially reasonable efforts to use PHI to provide data aggregation services to HHS, as that term is defined in the HIPAA, 45 C.F.R. §164.501 and permitted by HIPAA. 45 CFR 164.504(e)(2)(i)(B) (0) CONTRACTOR will, on the termination or expiration of this DUA or the Base Contract, at its expense, send to HHS or Destroy, at HHS's election and to the extent reasonably feasible and permissible by law, all Confidential Information received from HHS or created or maintained by CONTRACTOR or any of CONTRACTOR's agents or Subcontractors on HHS's behalf if that data contains Confidential Information. CONTRACTOR will certify in writing to HHS that all the Confidential Information that has been created, received, maintained, used by or disclosed to CONTRACTOR, has been Destroyed or sent to HHS, and that CONTRACTOR and its agents and Subcontractors have retained no copies thereof. Notwithstanding the foregoing, HHS acknowledges and agrees that CONTRACTOR is not obligated to send to HHSC and/or Destroy any Confidential Information if federal law, state law, the Texas State Library and Archives Commission records retention schedule, and/or a litigation hold notice prohibit such delivery or Destruction. If such delivery or Destruction is not reasonably feasible, or is impermissible by law, CONTRACTOR will immediately notify HHS of the reasons such delivery or Destruction is not feasible, and agree to extend indefinitely the protections of this DUA to the Confidential Information and limit its further uses and disclosures to the purposes that make the return delivery or Destruction of the Confidential Information not feasible for as long as CONTRACTOR maintains such Confidential Information. 45 CFR 164.504(e)(2)0(J) (P) CONTRACTOR will create, maintain, use, disclose, transmit or Destroy Confidential Information in a secure fashion that protects against any reasonably anticipated threats or hazards to the security or integrity of such information or unauthorized uses. 45 CFR 164.306; 164.530(c) HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 5 of 15 System Agency Contract No. HHS000436300009 Page 39 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 (Q) If CONTRACTOR accesses, transmits, stores, and/or maintains Confidential Information, CONTRACTOR will complete and return to HHS at infosecurity@hhsc.state.tx.us the HHS information security and privacy initial inquiry (SPI) at Attachment 1 . The SPI identifies basic privacy and security controls with which CONTRACTOR must comply to protect HHS Confidential Information. CONTRACTOR will comply with periodic security controls compliance assessment and monitoring by HHS as required by state and federal law, based on the type of Confidential Information CONTRACTOR creates, receives, maintains, uses, discloses or has access to and the Authorized Purpose and level of risk. CONTRACTOR's security controls will be based on the National Institute of Standards and Technology (NIST) Special Publication 800-53. CONTRACTOR will update its security controls assessment whenever there are significant changes in security controls for HHS Confidential Information and will provide the updated document to HHS. HHS also reserves the right to request updates as needed to satisfy state and federal monitoring requirements. 45 CFR 164.306. (R) CONTRACTOR will establish, implement and maintain reasonable procedural, administrative, physical and technical safeguards to preserve and maintain the confidentiality, integrity, and availability of the Confidential Information, and with respect to PHI as described in the HIPAA Privacy and Security Regulations, or other applicable laws or regulations relating to Confidential Information, to prevent any unauthorized use or disclosure of Confidential Information as long as CONTRACTOR has such Confidential Information in its actual or constructive possession. 45 CFR 164.308 (administrative safeguards); 164.310 (physical safeguards); 164.312 (technical safeguards); 164. 530(c)(privacy safeguards). (S) CONTRACTOR will designate and identify, a Person or Persons, as Privacy Official 45 CFR 164.530(a)(1) and Information Security Official, each of whom is authorized to act on behalf of CONTRACTOR and is responsible for the development and implementation of the privacy and security requirements in this DUA. CONTRACTOR will provide name and current address, phone number and e-mail address for such designated officials to HHS upon execution of this DUA and prior to any change. If such persons fail to develop and implement the requirements of the DUA, CONTRACTOR will replace them upon HHS request. 45 CFR 164.308(a)(2). (T) CONTRACTOR represents and warrants that its Authorized Users each have a demonstrated need to know and have access to Confidential Information solely to the minimum extent necessary to accomplish the Authorized Purpose pursuant to this DUA and the Base Contract, and further, that each has agreed in writing to be bound by the disclosure and use limitations pertaining to the Confidential Information contained in this DUA. 45 CFR 164.502; 164.514(d). (U) CONTRACTOR and its Subcontractors will maintain an updated, complete, accurate and numbered list of Authorized Users, their signatures, titles and the date they agreed to be bound by the terms of this DUA, at all times and supply it to HHS, as directed, upon request. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 6 of 15 System Agency Contract No. HHS000436300009 Page 40 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 (V) CONTRACTOR will implement, update as necessary, and document reasonable and appropriate policies and procedures for privacy, security and Breach of Confidential Information and an incident response plan for an Event or Breach to comply with the privacy, security and breach notice requirements of this DUA prior to conducting work under the Statement of Work 45 CFR 164.308; 164.316; 164.514(d); 164.5300(1). (W) CONTRACTOR will produce copies of its information security and privacy policies and procedures and records relating to the use or disclosure of Confidential Information received from, created by, or received, used or disclosed by CONTRACTOR for an Authorized Purpose for HHS's review and approval within 30 days of execution of this DUA and upon request by HHS the following business day or other agreed upon time frame. 45 CFR 164.308; 164.514(d). (X) CONTRACTOR will make available to HHS any information HHS requires to fulfill HHS's obligations to provide access to, or copies of, PHI in accordance with HIPAA and other applicable laws and regulations relating to Confidential Information. CONTRACTOR will provide such information in a time and manner reasonably agreed upon or as designated by the Secretary of the U.S. Department of Health and Human Services, or other federal or state law. 45 CFR 164.504(e)(2)(i)(I). (Y) CONTRACTOR will only conduct secure transmissions of Confidential Information whether in paper, oral or electronic form, in accordance with applicable rules, regulations and laws. A secure transmission of electronic Confidential Information in motion includes, but is not limited to, Secure File Transfer Protocol (SFTP) or Encryption at an appropriate level. If required by rule, regulation or law, HHS Confidential Information at rest requires Encryption unless there is other adequate administrative, technical, and physical security. All electronic data transfer and communications of Confidential Information will be through secure systems. Proof of system, media or device security and/or Encryption must be produced to HHS no later than 48 hours after HHS's written request in response to a compliance investigation, audit or the Discovery of an Event or Breach. Otherwise, requested production of such proof will be made as agreed upon by the parties. De -identification of HHS Confidential Information is a means of security. With respect to de -identification of PHI "secure" means de -identified according to HIPAA Privacy standards and regulatory guidance. 45 CFR 164.312; 164.530(d). (Z) For each type of Confidential Information CONTRACTOR creates, receives, maintains, uses, discloses, has access to or transmits in the performance of the Statement of Work, CONTRACTOR will comply with the following laws rules and regulations, only to the extent applicable and required by law: • Title 1, Part 10, Chapter 202, Subchapter B, Texas Administrative Code; • The Privacy Act of 1974; • OMB Memorandum 07-16; HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 7 of 15 System Agency Contract No. HHS000436300009 Page 41 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 • The Federal Information Security Management Act of 2002 (FISMA); • The Health Insurance Portability and Accountability Act of 1996 (HIPAA) as defined in the DUA; • Internal Revenue Publication 1075 — Tax Information Security Guidelines for Federal, State and Local Agencies; • National Institute of Standards and Technology (NIST) Special Publication 800-66 Revision 1 — An Introductory Resource Guide for Implementing the Health Insurance Portability and Accountability Act (HIPAA) Security Rule; • NIST Special Publications 800-53 and 800-53A — Recommended Security Controls for Federal Information Systems and Organizations, as currently revised; • NIST Special Publication 800-47 — Security Guide for Interconnecting Information Technology Systems; • NIST Special Publication 800-88, Guidelines for Media Sanitization; • NIST Special Publication 800-111, Guide to Storage of Encryption Technologies for End User Devices containing PHI; and Any other State or Federal law, regulation, or administrative rule relating to the specific HHS program area that CONTRACTOR supports on behalf of HHS. (AA) Notwithstanding anything to the contrary herein, CONTRACTOR will treat any Personal Identifying Information it creates, receives, maintains, uses, transmits, destroys and/or discloses in accordance with Texas Business and Commerce Code, Chapter 521 and other applicable regulatory standards identified in Section 3.01(Z), and Individually Identifiable Health Information CONTRACTOR creates, receives, maintains, uses, transmits, destroys and/or discloses in accordance with HIPAA and other applicable regulatory standards identified in Section 3.01(Z). ARTICLE 4. BREACH NOTICE, REPORTING AND CORRECTION REQUIREMENTS 4,01 Breach or Event Notification to HHS. 45 CFR 164.400-414. (A) CONTRACTOR will cooperate fully with HHS in investigating, mitigating to the extent practicable and issuing notifications directed by HHS, for any Event or Breach of Confidential Information to the extent and in the manner determined by HHS. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 8 of 15 System Agency Contract No. HHS000436300009 Page 42 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 (B) CONTRACTOR'S obligation begins at the Discovery of an Event or Breach and continues as long as related activity continues, until all effects of the Event are mitigated to HHS's reasonable satisfaction (the "incident response period"). 45 CFR 164.404. (C) Breach Notice: (1) Initial Notice. (a) For federal information, including without limitation Federal Tax Information, Social Security Administration Data, and Medicaid Client Information, within the first, consecutive clock hour of Discovery, and for all other types of Confidential Information not more than 24 hours after Discovery, or in atimeframe otherwise approved by HHS in writing, initially report to HHS's Privacy and Security Officers via email at: privacy@HHSC.state.tx.us and to the HHS division responsible for this DUA; and IRS Publication 1075; Privacy Act of 1974, as amended by the Computer Matching and Privacy Protection Act of 1988, 5 U.S.C. § 552a; OMB Memorandum 07-16 as cited in HHSC-CMS Contracts for information exchange. (b) Report all information reasonably available to CONTRACTOR about the Event or Breach of the privacy or security of Confidential Information. 45 CFR 164.410. (c) Name, and provide contact information to HHS for, CONTRACTOR's single point of contact who will communicate with HHS both on and off business hours during the incident response period. (2) Formal Notice. No later than two business days after the Initial Notice above, provide formal notification to privacy@HHSC.state.tx.us and to the HHS division responsible for this DUA, including all reasonably available information about the Event or Breach and CONTRACTOR's investigation, including without limitation and to the extent available: For (a) - (m) below: 45 CFR 164.400-414. (a) The date the Event or Breach occurred; (b) The date of CONTRACTOR's and, if applicable, Subcontractor's Discovery; (c) A brief description of the Event or Breach; including how it occurred and who is responsible (or hypotheses, if not yet determined); (d) A brief description of CONTRACTOR's investigation and the status of the investigation; (e) A description of the types and amount of Confidential Information involved; HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 9 of 15 System Agency Contract No. HHS000436300009 Page 43 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 (f) Identification of and number of all Individuals reasonably believed to be affected, including first and last name of the Individual and if applicable the, Legally Authorized Representative last known address, age, telephone number, and email address if it is a preferred contact method, to the extent known or can be reasonably determined by CONTRACTOR at that time; (g) CONTRACTOR's initial risk assessment of the Event or Breach demonstrating whether individual or other notices are required by applicable law or this DUA for HHS approval, including an analysis of whether there is a low probability of compromise of the Confidential Information or whether any legal exceptions to notification apply; (h) CONTRACTOR's recommendation for HHS's approval as to the steps Individuals and/or CONTRACTOR on behalf of Individuals, should take to protect the Individuals from potential harm, including without limitation CONTRACTOR's provision of notifications, credit protection, claims monitoring, and any specific protections for a Legally Authorized Representative to take on behalf of an Individual with special capacity or circumstances; (i) The steps CONTRACTOR has taken to mitigate the hams or potential harm caused (including without limitation the provision of sufficient resources to mitigate); (j) The steps CONTRACTOR has taken, or will take, to prevent or reduce the likelihood of recurrence of a similar Event or Breach; (k) Identify, describe or estimate the Persons, Workforce. Subcontractor, or Individuals and any law enforcement that maybe involved in the Event or Breach; (1) A reasonable schedule for CONTRACTOR to provide regular updates during normal business hours to the foregoing in the future for response to the Event or Breach but no less than every three (3) business days or as otherwise directed by HHS, including information about risk estimations, reporting, notification, if any, mitigation, corrective action, root cause analysis and when such activities are expected to be completed; and (m) Any reasonably available, pertinent information, documents or reports related to an Event or Breach that HHS requests following Discovery. 4.02 Investigation, Response and Mitigation. 45 CFR 164.308, 310 and 312; 164.530 (A) CONTRACTOR will immediately conduct a full and complete investigation, respond to the Event or Breach, commit necessary and appropriate staff and resources to HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 10 of 15 System Agency Contract No. HHS000436300009 Page 44 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 expeditiously respond, and report as required to and by HHS for incident response purposes and for purposes of HHS's compliance with report and notification requirements, to the reasonable satisfaction of HHS. (B) CONTRACTOR will complete or participate in a risk assessment as directed by HHS following an Event or Breach, and provide the final assessment, corrective actions and mitigations to HHS for review and approval. (C) CONTRACTOR will fully cooperate with HHS to respond to inquiries and/or proceedings by state and federal authorities Persons and/or Individuals about the Event or Breach. (D) CONTRACTOR will fully cooperate with HHS's efforts to seek appropriate injunctive relief or otherwise prevent or curtail such Event or Breach, or to recover or protect any Confidential Information, including complying with reasonable corrective action or measures, as specified by HHS in a Corrective Action Plan if directed by HHS under the Base Contract. 4,03 Breach Notification to Individuals and Reporting to Authorities. Tex. Bus. & Comm. Code §521.053; 45 CFR 164.404 (Individuals), 164.406 (Media); 164.408 (Authorities) (A) HHS may direct CONTRACTOR to provide Breach notification to Individuals, regulators or third -parties, as specified by HHS following a Breach. (B) CONTRACTOR shall give HHS an opportunity to review and provide feedback to CONTRACTOR and to confirm that CONTRACTOR's notice meets all regulatory requirements regarding the time, manner and content of any notification to Individuals, regulators or third -parties, or any notice required by other state or federal authorities. HHS shall have ten (10) business days to provide said feedback to CONTRACTOR. Notice letters will be in CONTRACTOR'S name and on CONTRACTOR's letterhead, unless otherwise directed by HHS, and will contain contact information, including the name and title of CONTRACTOR's representative, an email address and a toll-free telephone number, if required by applicable law, rule, or regulation, for the Individual to obtain additional information. (C) CONTRACTOR will provide HHS with copies of distributed and approved communications. (D) CONTRACTOR will have the burden of demonstrating to the reasonable satisfaction of HHS that any notification required by HHS was timely made. If there are delays outside of CONTRACTOR's control, CONTRACTOR will provide written documentation of the reasons for the delay. (E) If HHS delegates notice requirements to CONTRACTOR, HHS shall, in the time and manner reasonably requested by CONTRACTOR, cooperate and assist with CONTRACTOR's information requests in order to make such notifications and reports. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 11 of 15 System Agency Contract No. HHS000436300009 Page 45 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 ARTICLE 5. STATEMENT OF WORK "Statement of Work" means the services and deliverables to be performed or provided by CONTRACTOR, or on behalf of CONTRACTOR by its Subcontractors or agents for HHS that are described in detail in the Base Contract. The Statement of Work, including any future amendments thereto, is incorporated by reference in this DUA as if set out word-for-word herein. ARTICLE 6. GENERAL PROVISIONS 6.01 Oversight of Confidential Information CONTRACTOR acknowledges and agrees that HHS is entitled to oversee and monitor CONTRACTOR's access to and creation, receipt, maintenance, use, disclosure of the Confidential Information to confirm that CONTRACTOR is in compliance with this DUA. 6.02 HHS Commitment and Obligations HHS will not request CONTRACTOR to create, maintain, transmit, use or disclose PHI in any manner that would not be permissible under applicable law if done by HHS. 6.03 HHS Right to Inspection At any time upon reasonable notice to CONTRACTOR, or if HHS determines that CONTRACTOR has violated this DUA, HHS, directly or through its agent, will have the right to inspect the facilities, systems, books and records of CONTRACTOR to monitor compliance with this DUA. For purposes of this subsection, HHS's agent(s) include, without limitation, the HHS Office of the Inspector General or the Office of the Attorney General of Texas, outside consultants or legal counsel or other designee. 6.04 Term; Termination of DUA; Survival This DUA will be effective on the date on which CONTRACTOR executes the DUA, and will terminate upon termination of the Base Contract and as set forth herein. If the Base Contract is extended or amended, this DUA shall be extended or amended concurrent with such extension or amendment. (A) HHS may immediately terminate this DUA and Base Contract upon a material violation of this DUA. (B) Termination or Expiration of this DUA will not relieve CONTRACTOR of its obligation to return or Destroy the Confidential Information as set forth in this DUA and to continue to safeguard the Confidential Information until such time as determined by HHS. (C) If HHS determines that CONTRACTOR has violated a material term of this DUA; HHS may in its sole discretion: HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 12 of 15 System Agency Contract No. HHS000436300009 Page 46 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 (1) Exercise any of its rights including but not limited to reports, access and inspection under this DUA and/or the Base Contract; or (2) Require CONTRACTOR to submit to a Corrective Action Plan, including a plan for monitoring and plan for reporting, as HHS may determine necessary to maintain compliance with this DUA; or (3) Provide CONTRACTOR with a reasonable period to cure the violation as determined by HHS; or (4) Terminate the DUA and Base Contract immediately, and seek relief in a court of competent jurisdiction in Texas. Before exercising any of these options, HHS will provide written notice to CONTRACTOR describing the violation, the requested corrective action CONTRACTOR may take to cure the alleged violation, and the action HHS intends to take if the alleged violated is not timely cured by CONTRACTOR. (D) If neither termination nor cure is feasible, HHS shall report the violation to the Secretary of the U.S. Department of Health and Human Services. (E) The duties of CONTRACTOR or its Subcontractor under this DUA survive the expiration or termination of this DUA until all the Confidential Information is Destroyed or returned to HHS, as required by this DUA. 6.05 Governing Law, Venue and Litigation (A) The validity, construction and performance of this DUA and the legal relations among the Parties to this DUA will be governed by and construed in accordance with the laws of the State of Texas. (B) The Parties agree that the courts of Texas, will be the exclusive venue for any litigation, special proceeding or other proceeding as between the parties that may be brought, or arise out of, or in connection with, or by reason of this DUA. 6.06 Injunctive Relief (A) CONTRACTOR acknowledges and agrees that HHS may suffer irreparable injury if CONTRACTOR or its Subcontractor fails to comply with any of the terms of this DUA with respect to the Confidential Information or a provision of HIPAA or other laws or regulations applicable to Confidential Information. (B) CONTRACTOR further agrees that monetary damages may be inadequate to compensate HHS for CONTRACTOR's or its Subcontractor's failure to comply. Accordingly, CONTRACTOR agrees that HHS will, in addition to any other remedies available to it at law or in equity, be entitled to seek injunctive relief without posting a bond and without the necessity of demonstrating actual damages, to enforce the terms of this DUA. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 13 of 15 System Agency Contract No. HHS000436300009 Page 47 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 6.07 Responsibility. To the extent permitted by the Texas Constitution, laws and rules, and without waiving any immunities or defenses available to CONTRACTOR as a governmental entity, CONTRACTOR shall be solely responsible for its own acts and omissions and the acts and omissions of its employees, directors, officers, Subcontractors and agents. HHS shall be solely responsible for its own acts and omissions. 6.08 Insurance (A) As a governmental entity, and in accordance with the limits of the Texas Tort Claims Act, Chapter 101 of the Texas Civil Practice and Remedies Code, CONTRACTOR either maintains commercial insurance or self -insures with policy limits in an amount sufficient to cover CONTRACTOR's liability arising under this DUA. CONTRACTOR will request that HHS be named as an additional insured. HHSC reserves the right to consider alternative means for CONTRACTOR to satisfy CONTRACTOR's financial responsibility under this DUA. Nothing herein shall relieve CONTRACTOR of its financial obligations set forth in this DUA if CONTRACTOR fails to maintain insurance. (B) CONTRACTOR will provide HHS with written proof that required insurance coverage is in effect, at the request of HHS. 6.08 Fees and Costs Except as otherwise specified in this DUA or the Base Contract, if any legal action or other proceeding is brought for the enforcement of this DUA, or because of an alleged dispute, contract violation, Event, Breach, default, misrepresentation, or injunctive action, in connection with any of the provisions of this DUA, each party will bear their own legal expenses and the other cost incurred in that action or proceeding. 6.09 Entirety of the Contract This DUA is incorporated by reference into the Base Contract as an amendment thereto and, together with the Base Contract, constitutes the entire agreement between the parties. No change, waiver, or discharge of obligations arising under those documents will be valid unless in writing and executed by the party against whom such change, waiver, or discharge is sought to be enforced. If any provision of the Base Contract, including any General Provisions or Uniform Terms and Conditions, conflicts with this DUA, this DUA controls. 6.10 Automatic Amendment and Interpretation If there is (i) a change in any law, regulation or rule, state or federal, applicable to HIPPA and/or Confidential Information or (ii) any change in the judicial or administrative interpretation of any such law, regulation or rule„ upon the effective date of such change, this DUA shall be deemed to have been automatically amended, interpreted and read so that the obligations imposed on HHS and/or CONTRACTOR remain in compliance with such changes. Any ambiguity in this DUA will HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 14 of 15 System Agency Contract No. HHS000436300009 Page 48 of 49 DocuSign Envelope ID: OADD7F92-EB99-45BE-B3FE-43BBC9593333 be resolved in favor of a meaning that permits HHS and CONTRACTOR to comply with HIPAA or any other law applicable to Confidential Information. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 15 of 15 System Agency Contract No. HHS000436300009 Page 49 of 49 Dace 510°1.4 SECURED Certificate Of Completion Envelope Id: 0ADD7F92EB9945BEB3FE43BBC9593333 Status: Sent Subject: New $204,855; HHS000436300009; Corpus Christi-Nueces County Public Health District; DSHS/CMS/LIDS Source Envelope: Document Pages: 56 Signatures: 0 Envelope Originator: Certificate Pages: 2 Initials: 0 Texas Health and Human Services Commission AutoNav: Enabled 1100 W. 49th St. Envelopeld Stamping: Enabled Austin, TX 78756 Time Zone: (UTC -06:00) Central Time (US & Canada) PCS_DocuSign@hhsc.state.tx.us IP Address: 167.137.1.13 Record Tracking Status: Original 3/27/2019 12:41:42 PM Holder: Texas Health and Human Services Commission PCS_DocuSign@hhsc.state.tx.us Location: DocuSign Signer Events Signature Timestamp Annette Rodriguez annetter@cctexas.com Health Director City of Corpus Christi Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Imelda Garcia imeldam.garcia@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 3/27/2019 12:46:08 PM Viewed: 3/28/2019 11:23:07 AM In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp CMU Mailbox cmucontracts@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Rebecca Delgado rebecca.delgado@hhsc.state.tx.us Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign COPIED COPIED Sent: 3/27/2019 12:46:08 PM Sent: 3/27/2019 12:46:07 PM Carbon Copy Events Status Timestamp Caeli Paradise Caeli.paradise@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Dante Gonzalez Danteg@cctexas.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign COPIED COPIED Sent: 3/27/2019 12:46:08 PM Viewed: 3/28/2019 10:15:59 AM Sent: 3/27/2019 12:46:09 PM Viewed: 3/27/2019 1:02:41 PM Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 3/27/2019 12:46:09 PM Payment Events Status Timestamps AGENDA MEMORANDUM First Reading Ordinance for the City Council Meeting June 11, 2019 Second Reading Ordinance for the City Council Meeting June 18, 2019 DATE: May 10, 2019 TO: Peter Zanoni. City Manager FROM: Annette Rodriguez, MPH., Director of Public Health Annetter(a�cctexas.com 361.826.7205 Acceptance of the Immunizations Grant Amendment and Grant Program Income in the amount of $311,637.00, and appropriation of the funds for the contract period September 1, 2019 through August 31, 2020. CAPTION: Ordinance authorizing the acceptance and appropriation of a grant for the Immunization/Locals Grant Program in the amount of $241,637.00, from the Texas Department of State Health Services to provide immunization services and appropriating related program income September 1, 2019, through August 31, 2020. PURPOSE: To be used to provide for personnel costs, supplies and other expenses to provide immunizations to eligible children, adolescents, and adults, with special emphasis on children three years of age or younger to stop vaccine preventable diseases from occurring in the population of the State of Texas. BACKGROUND AND FINDINGS: The Texas Department of State Health Services (DSHS) has awarded a grant in the amount of $241,637 to provide for personnel costs, supplies and other expenses to provide immunizations to eligible children, adolescents, and adults, with special emphasis on children three years of age or younger to stop vaccine preventable diseases from occurring in the population of the State of Texas. It is estimated that the grant will generate Immunizations program income of $70,000 during the period of September 1, 2019 through August 31, 2020. ALTERNATIVES: Refuse the grant and discontinue providing immunizations to the population of the State of Texas. OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: Council approval required for acceptance of grant and appropriation of grant funds. EMERGENCY / NON -EMERGENCY: Non -Emergency. This item requires two readings. DEPARTMENTAL CLEARANCES: Legal Department Finance - Federal Grants and Office of Management and Budget. FINANCIAL IMPACT: X Operating X Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2019-2020 Current Year Future Years TOTALS Line Item Budget This item (Imm Grant) $241,637 $241,637 This item (Est. Imm Program Income) $70,000 $70,000 BALANCE $311,637 $311,637 Comments: No fiscal impact to general fund. The grant does not require a cash or in-kind match by the City. Funding Detail: Fund: 1066 Health Grants paid by the Department of State Health Services Organization/Activity: 830120F, 830220L Mission Element: 102 Provide & Manage Medical Clinics Project # (CIP Only): Account: RECOMMENDATION: Staff recommends approval of the Ordinance. LIST OF SUPPORTING DOCUMENTS: Contract No. HHS000114000001 Amendment No. 1 Ordinance Ordinance authorizing the acceptance and appropriation of a grant forthe Immunization/Locals Grant Program in the amount of $241,637.00, from the Texas Department of State Health Services to provide immunization services and appropriating related program income September 1, 2019, through August 31, 2020. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1: The City Manager or designee is authorized to execute all documents necessary to accept and appropriate a total grant amount of $241,637.00, from the Texas Department of State Health Services in the Health Grants Fund No. 1066, for the contract period of September 1, 2019, through August 31, 2020, to provide personnel costs and other expenses to fund an immunization program for children, adolescents, and adults, with special emphasis on children three years of age or younger. Section 2: Authorizing the appropriation of an estimated $70,000, IMM/LOCALS grant program income in the No. 1066 Health Grants Fund, for a total project cost of $311,637.00. Section 3: The City Manager or designee is authorized to execute any future amendments to the grant contract which extend the contract period or increase or decrease the amount of the grant. Section 4: A copy of the executed grant shall be filed in the office of the City Secretary. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D TEXAS DEPARTMENT OF STATE HEALTH SERVICES CONTRACT No. HHS000114000001 AMENDMENT NO. 01 The Department of State Health Services ("DSHS" or "System Agency"), an administrative agency within the executive branch of the State of Texas, and Corpus Christi-Nueces County Public Health District (City) ("Grantee"), who are collectively referred to herein as the "Parties," to that certain Immunization/Locals Grant Program Contract effective September 1, 2018, and denominated DSHS Contract No. HHS000114000001 (the "Contract"), now desire to amend the Contract. Whereas, the Parties desire to allot additional funds, revise the Statement of Work, add a Guidance Document, and extend the term of the Contract to allow for successful completion of the Project; and Whereas, the Parties have chosen to exercise their option to amend the Contract in accordance with Section 9.01 of Attachment C to the Contract. Now, therefore, the Parties hereby amend and modify the Contract as follows: 1. Section HI of the Contract, Duration, is hereby amended to reflect a revised termination date of August 31, 2020, unless renewed, extended, or terminated earlier pursuant to the terms and conditions of the Contract. 2. Section IV of the Contract, Budget, is hereby amended to add funding for state fiscal year 2020 in the amount of $241,637.00, which is based on $134,125.00 state funds and $107,512.00 federal funds. The total not -to -exceed amount of this Contract is increased to $483,274.00. All expenditures under the Contract will be in accordance with Attachment B- 1, Fiscal Year 2020 Budget. 3. Attachment A of the Contract, Statement of Work, is hereby amended and replaced with Attachment A-1, Revised Statement of Work. Attachment A-1 is applicable to the period beginning on the effective date of this Amendment. 4. Attachment B of the Contract, Budget, is hereby supplemented with the addition of Attachment B-1, Fiscal Year 2020 Budget. 5. Attachment F of the Contract, Federal Funding Accountability and Transparency Act, is hereby supplemented for state fiscal year 2020 with the addition of Attachment F-1, Federal Funding Accountability and Transparency Act. 6. Attachment H, Immunization/Locals Program Guidance Document, is attached hereto and incorporated into the Contract as if fully set forth therein. 7. Grantee may not begin work or incur any expenses prior to the date on the System Agency's Notice to Proceed ("NTP"). This Notice to Proceed may include an Amended or Ratified System Agency Contract No. BHS00011400000I Page 1 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D Budget which will be incorporated into this Contract by a subsequent amendment, if amended. Any work performed prior to the date on the NTP shall be at Grantee's sole risk. 8. This Amendment No. 01 shall be effective as of September 1, 2019. 9. Except as amended and modified by this Amendment No. 01, all terms and conditions of the Contract shall remain in full force and effect. 10. Any further revisions to the Contract shall be by written agreement of the Parties. Signature Page Follows System Agency Contract No. fnfS00011400000I Page 2 of 32 DocuSign Envelope ID: 84813C221-5A7A-40E3-AF58-4907A2A6645D Signature Page for Amendment No. 01 DSHS Contract No HHS000114000001 Department of State of Health Corpus Christi-Nueces County Services Public Health District By: By: Name: Name: Title: Title: Date of Execution: Date of Execution: The following attachments are attached and incorporated as part of the Contract: Attachment A-1 Attachment B-1 Attachment F-1 Attachment H Revised Statement of Work Fiscal Year 2020 Budget Federal Funding Accountability and Transparency Act (FFATA) Immunization/Locals Program Guidance Document System Agency Contract No. MS000114000001 Page 3 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D Attachment A-1 Revised Statement of Work I. GRANTEE RESPONSIBILITIES Grantee will: A. Implement and operate an immunization program for children, adolescents, and adults, with special emphasis on accelerating interventions to improve the immunization coverage of children three (3) years of age or younger (birth to 35 months of age). Grantee shall incorporate traditional and non-traditional systematic approaches designed to eliminate barriers, expand immunization capacity, and establish uniform operating policies, as described herein. 13. Be enrolled as a provider in the Texas Vaccines for Children ("TVFC") and the Adult Safety Net (ASN) Programs by the effective date of this Contract. This includes a signed Deputization Addendum Form (EFI 1-13999). C. Comply with written policies and procedures provided by DSHS in managing vaccines supplied through the ASN and TVFC Programs, including guidelines for proper storage, handling, and safeguarding of vaccines in the event of natural disaster. D. Adhere to DSHS Immunization updated guidance according to Attachment H, Immunization/Locals Program Guidance Document. E. Maintain staffing levels to meet required activities of the Contract and ensure staff funded by this Contract attend required training. F. Report all notifiable conditions as specified in Texas Administrative Code ("TAC") Title 25, Part I §§ 97.1-97.6, as amended, and as otherwise required by law. G. Report all vaccine adverse event occurrences in accordance with the 1986 National Childhood Vaccine Injury Act ("NCVIA") 42 U.S.C. § 300aa-25 (located at http://vaers.hhs.gov/ or 1-800-822-7967), as amended. H. Sustain a network of TVFC/ASN providers to administer vaccines to program -eligible populations by conducting the following activities: 1. Ensuring New Provider Checklist is completed; 2. Conducting quality assurance reviews; 3. Ensuring annual influenza pre -book survey is completed; 4. Conducting compliance site visits; 5. Conducting unannounced storage and handling visits; and 6. Ensuring providers adhere to the vaccine borrowing procedure. I. Participate in audits and assessments through the following activities: System Agency Contract No. HHS000114000001 Page 4 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 1. Completing and submitting through Child Health Reporting System ("CHRS") all audits and assessments conducted on childcare facilities and Head Start Centers; 2. Completing audits, assessments and retrospective surveys of public and private schools; 3. Reviewing monthly reports to ensure data quality; 4. Reviewing the monthly Provider Activity Reports; 5. Reviewing the quarterly Consent Accepted Rate Evaluations; and 6. Conducting quality improvement assessments of Texas Immunization Registry organizations. J. Provide education and outreach activities regarding vaccines and vaccine -preventable diseases, Texas Immunization Registry, and TVFC and ASN Programs to the following: 1. American Indian Tribes; 2. Schools and childcare facilities; 3. Healthcare workers; and 4. Community and general public. K. Not deny vaccinations to recipients because they do not reside within Grantee's jurisdiction or because of an inability to pay an administration fee. L. Be responsible for identification and case management of all hepatitis B surface antigen ("HBsAg") -positive pregnant women. Grantee shall ensure timely newborn post- exposure prophylaxis ("PEP") with hepatitis B vaccine and hepatitis B immune globulin ("HBIG"), timely completion of doses two and three of hepatitis B vaccine, and timely completion of post -vaccination serologic testing ("PVST"). M. Be responsible for assessing and/or auditing coverage rates and/or compliance with vaccine requirements at assigned schools and childcare facilities in accordance with the Population Assessment Manual, which is distributed annually from DSHS. N. Transfer (which may include shipping) overstocked vaccines and vaccines approaching expiration to alternate providers for immediate use when instructed to do so by the DSHS Public Health Region ("PER") Immunization Program Manager to avoid vaccine waste. Grantee is responsible for covering the cost to ship overstocked vaccines and vaccines approaching expiration. 0. Receive written approval from DSHS before varying from applicable policies, procedures, protocols, and/or work plans, and must update and disseminate its implementation documentation to its staff involved in activities under this Contract within forty-eight (48) hours of making approved changes. P. Review monthly Contract funding expenditures and salary savings from any Contract - paid staff vacancies and revise spending plan to ensure that all funds will be properly expended under this Contract before the end of the Contract term. Q. Submit out-of-state travel requests to the Immunization Unit for approval when utilizing Contract funds or program income. System Agency Contract No. HHS000114000001 Page 5 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D R. Report the number of doses administered to underinsured children monthly, as directed by DSHS. S. Report the number of unduplicated underinsured clients served, as directed by DSHS. T. Complete and submit Immunization Inter -Local Agreement Quarterly Report form, utilizing the format provided by the DSHS Immunization Unit and available at https://dshs.texas.gov/immunize/lhd.shtm, by the report due date. If the due date falls on a weekend or state -approved holiday, the report is due the next business day. Report Type Reporting Period Report Due Date Programmatic 09/01/2019 to 11/30/2019 12/31/2019 Programmatic 12/01/2019 to 02/29/2020 03/31/2020 Programmatic 03/01/2020 to 05/30/2020 06/30/2020 Programmatic 06/01/2020 to 08/31/2020 10/31/2020 Submit quarterly reports electronically through Survey Gizmo following instructions provided by the DSHS Immunization Unit and according to the time frames stated above. Supplemental report documents (PEAR and AFIX reports, vacancy letters, etc.) should be sent to dshsimmunizationcontracts@a,dshs.texas.gov. II. PERFORMANCE MEASURES The System Agency will monitor the Grantee's performance of the requirements in this Attachment A-1 and compliance with the Contract's terms and conditions. III. INVOICE AND PAYMENT A. Grantee shall request monthly payments using the State of Texas Purchase Voucher (Form B-13) at http://www.dshs.texas.gov/grants/forms.shtm and submitting acceptable supporting documentation for reimbursement of the required services/deliverables. Vouchers and supporting documentation shall be submitted to System Agency no later than thirty (30) days after the last day of each month. Documentation shall be submitted in a format approved by DSHS Immunization Unit. At a minimum vouchers should include: 1. Grantee name, address, email address, vendor identification number or Social Security number, and telephone number; 2. DSHS Contract or Purchase Order number; 3. Dates services were completed and/or products were delivered; and 4. The total invoice amount. 5. Supporting documentation must include: a. Receipts with a zero balance for items such as hotel, rental car and fuel, taxi, airline or mileage as documented by a readily available online mapping service; b. Receipts for supplies, registration fees and other items ordered and paid for; System Agency Contract No. I-II-IS000114000001 Page 6 of 32 DocuSign Envelope ID: 1346BC221-5A7A-40E3-AF5B-4907A2A6645D c. A copy of the Personnel and Temporary Staff General Ledger for the period which supports the budget items requesting reimbursement; and d. Paid invoices to contractors for services received. Receipts for meals are not required. B. Voucher and supporting documentation shall be mailed or submitted by fax or electronic mail to DSHS Claims Processing Unit at the address/number below, and also sent via email to Tray Kirkpatrick, DSHS Contract Management Section, at tray.kirkpatrick tdshs.texas.gov, and to the Immunization Unit at dshsimmunizationContracts(a�dshs.texas.gov. Department of State Health Services Claims Processing Unit, MC 1940 P.O. Box 149347 Austin, Texas 78714-9347 Fax: (512) 458-7442 Email: invoices!,dshs.texas.gov and to CMSinvoices@dshs.texas.gov C. Grantee will be paid on a cost reimbursement basis and in accordance with the established state fiscal year Budget of this Contract. (Remainder of Page Intentionally Left Blank) System Agency Contract No. HHS000114000001 Page 7 of 32 DocuSign Envelope ID: 648BC221-5A7A-40E3-AF58-4907A2A6645D Attachment B-1 Fiscal Year 2020 Budget Organization Name: Corpus Christi-Nueces County Public Health District (City) Program ID: INIM/LOCALS Contract Number: HHS000114000001 Budget Categories Personnel $141,376.00 Fringe Benefits $65,033.00 Travel $9,242.00 Equipment $0.00 Supplies $17,337.00 Contractual $0.00 Other $8,649.00 Total Direct Costs $241,637.00 Indirect Costs $0.00 Total 'r $241,637.00` (Remainder of Page Intentionally Left Blank) System Agency Contract No. I-II-IS000114000001 Page 8 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D Attachment H Immunization/Locals Program Guidance Document GRANTEE RESPONSIBILITIES Instructions related to each required and suggested activity below can be found in the Immunization Program Contractor's Guide. 1. PROGRAM & CONTRACT MANAGEMENT 1.1. PROGRAM MANAGEMENT 1.1.01 Implement and operate an Immunization Program as a Standard Responsible Entity (Universal) 1.1.02 Identify at least one individual to act as the program Required contact in the following areas: Activity 1. Immunization Program Manager, 2. RE Contract Coordinators, 3. RE School Compliance Coordinators, 4. RE Perinatal Hepatitis B Case Manager, 5. RE Disease Surveillance Coordinators, 6. RE Clinical Coordinators, 7. RE Texas Immunization Registry Coordinators, 8. RE TVFC & ASN Coordinators, and 9. RE Communications Coordinators 1.1.03 Attend all required trainings for each Area of Work as Required specified in the Immunization Program Contractor's Activity Guide Ensure that the Immunization Program Manager and TVFC and ASN Coordinator attend the annual Immunization Unit mandatory in-person meeting 1.1.04 Comply with the DSHS Immunization Contractor's Guide Standard for Local Health Departments which includes all (Universal) immunization grant objectives and required activities. The Immunization Contractor's Guide is Attachment A of the ILA and will be attached to the executed contract 1.1.05 Annually complete one LHD Deputization Addendum Required Form (EF11-13999) for all Provider Identification Activity Numbers (PIN) associated with the LHD Grantee to ensure eligibility to provide immunization services to underinsured children 1.1.06 Maintain staffing levels adequate to meet the required Standard activities of this contract and to assure expenditure of all (Universal) contract funds 1.1.07 Develop and implement an employee immunization policy Required for Grantee's immunization program staff according to Activity CDC recommendations System Agency Contract No. HHS000114000001 Page 9 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 1.1.08 Maintain a record of orientation (new staff) and ongoing Required training for existing contract -funded staff involved in the Activity provision of immunization services 1.1.09 Inform DSHS (in writing) of any changes (both departures Required and arrivals) in LHD Medical Director, Immunization Activity Program Manager and all other positions listed under activity 1.1.02 within 30 days of staffing changes 1.1.10 Submit a written notification for contract -funded staff Required positions that remain vacant more than 90 days Activity Have a standard method to document all work time spent Standard performing immunization activities for staff who are (Universal) partially funded with immunization contract funds 1.1.12 Use the results of the community assessment conducted in Suggested activity 4.7.01 to review and address an immunization need Activity within the LHD jurisdiction System Agency Contract No. HHS000114000001 Page 10 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 1.2. PROGRAM COMPLIANCE 1.2.01 Comply with all applicable federal and state regulations Standard and statutes as amended, (Universal) including but not limited to: 1. Human Resources Code §42.043, VTCA; 2. Education Code §§38.001-38.002, VTCA; 3. Health and Safety Code §§12.032, 81.023, and 161.001- 161.009, VTCA; 4. TAC Title 25, Chapter 97; 5. TAC Title 25, Chapter 96; 6. TAC Title 25, Chapter 100; 7.42 USC §§247b and 300 aa -25; 8. Omnibus Budget Reconciliation Act of 1993, 26 USC §4980B 1.2.02 Ensure compliance with Health and Human Services Standard (HIIS) Deputization Guidance. Activities under this (Universal) requirement shall be conducted in accordance with the DSHS Immunization Contractor's Guide for Local Health Departments 1.3. FINANCIAL MANAGEMENT 1.3.01 Agree DSHS reserves the right, where allowed by legal Standard authority, to redirect funds in the event of financial (Universal) shortfalls 1.3.02 Submit monthly invoices with appropriate supplemental Required documentation and request monthly payments using the Activity State of Texas Purchase Voucher (Form B-13) and in accordance with the DSHS Immunization Contractor's Guide for Local Health Departments 1.3.03 Agree DSHS will pay Grantee on a cost reimbursement Standard basis (Universal) 1.3.04 Adhere to travel rates set by the State of Texas TexTravel Standard (Universal) 1.3.05 Review monthly contract funding expenditures to ensure Standard that all funds will be properly expended before the end of (Universal) the contract period 1.3.06 Lapse no more than 5 percent of total funded amount of the Required contract Activity 1.3.07 Submit requests to move more than 25% of the total Standard contract amount between direct budget categories in writing (When to the DSHS Contract Management Section (CMS) in Applicable) Austin and obtain approval before monies can be transferred 1.3.08 Expend funds consistently throughout the contract term, Suggested approximately 25% per quarter Activity System Agency Contract No. 1-MS000114000001 Page 11 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 1.4. CONTRACT MANAGEMENT 1.4.01 Initiate the purchase of approved equipment purchases in Standard the first quarter of the Contract term. Requests to purchase (When previously approved equipment after the first quarter must Applicable) be submitted to the contract manager. Changes to the approved equipment budget category must be approved by DSHS prior to the purchase of equipment. If a Grantee would like to deviate from the approved equipment budget, a written request to amend the budget is required 1.5. CONTRACT QUALITY ASSURANCE 1.5.01 Participate in remote and on-site technical assistance Required Activity 1.5.02 Participate in on-site contract evaluation visits Required Activity 1.6. CONTRACT ACCOUNTABILITY 1.6.01 Submit Corrective Action Plan (CAP) letter to Public Required Health Region Program Manager and DSHS Contract Activity Management Section (CMS) within 30 days after the date of the written notification from DSHS CMS of the on-site evaluation findings (if applicable) 1.6.02 Maintain property records for property and equipment Standard funded or property provided by grant funds (Universal) 1.7. REQUIRED REPORTING 1.7.01 Complete and submit Immunization Inter -Local Agreement Required (ILA) Quarterly Report and supplemental documents Activity according to the formats, mechanisms, and timeframes specified in the DSHS Immunization Contractor's Guide for Local Health Departments 1.7.02 Report program income (PI) generated as a result of the Required DSHS immunization contract activities on the quarterly Activity financial status report (FSR) 1.7.03 Ensure all program income (PI) generated as a result of the Standard DSHS immunization contract activities is expended in (Universal) accordance with the DSHS Immunization Contractor's Guide for Local Health Departments 1.7.04 Submit quarterly FSRs to Accounts Payable by the last Required business day of the month following the end of each quarter Activity for review and financial assessment. Submit the final FSR no later than forty-five (45) calendar days following the end of the applicable term System Agency Contract No. HHS000114000001 Page 12 or 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 2. FACILITY IMMUNIZATION ASSESSMENTS 2 1 CHILDCARE & SCHOOL COMPLIANCE 2.1.01 Assess and/or audit coverage rates and/or compliance with Standard vaccine requirements at assigned schools and childcare (Universal) facilities 2.1.02 Complete 100% of assigned childcare facility and Head Required Start center audits and assessments. By July 15 of contract Activity year, local health department staff will complete and submit into CHRS 100% of assigned childcare audits 2.1.03 Complete 100% of assigned public and private school Required audits, assessments, retrospective surveys, and validation Activity surveys in accordance with the DSHS Immunization Contractor's Guide for Local Health Departments • By January 15 of contract year, local health department staff will complete and submit to PHR 50% of assigned validation surveys • By February 15 of contract year (end of 2nd Q), local health depai intent staff will complete and submit to PHR 100% of assigned validation surveys • By June 30 of contract year, local health department staff will complete 100% of assigned school audits and submit to PHR 2.2. CHILDCARE & SCHOOL COMPLIANCE QA 2.2.01 Provide education to school and childcare facilities with Required high provisional, delinquency, and/or exemption rates at Activity time of audit or when noncompliant records are identified. Report education provided to school or childcare staff in accordance with the DSHS Immunization Contractor's Guide for Local Health Departments 2.2.02 Provide feedback to DSHS ACE Group regarding Required trends/issues for school, college, and childcare vaccine Activity requirements in accordance with the DSHS Immunization Contractor's Guide for Local Health Departments 2.2.03 Contact schools/districts to remind them to report during Required the Annual School Survey reporting period in accordance Activity with the DSHS Immunization Contractor's Guide for Local Health Departments 2.3. FIRST RESPONDER IMMUNIZATION ASSESSMENTS 2.3.01 Educate and inform first responder facilities on the use of Suggested the Texas Immunization Registry to assess first responder Activity immunization records and forecast any future immunization needs. Use the First Responder Immunization Toolkit (FRIT) to drive these activities System Agency Contract No. HHS0001I4000001 Page 13 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 3. MANAGING TVFC AND ASN PROVIDERS 3.1. PROVIDER RECRUITMENT 3.1.01 Recruit additional TVFC providers to administer vaccines Suggested to program -eligible populations. The goal is to increase Activity each local health department's provider enrollment by a minimum of 5% 3.1.02 Ensure New Provider Checklist (11-15016) is completed Required for all clinics that join the TVFC/ASN Program Activity 3.1.03 Collaborate with medical societies and/or local health Suggested provider organizations to identify providers to recruit and Activity enroll 3.2. PROVIDER RETENTION 3.2.01 Sustain a network (through re -enrollment) of TVFC Required providers to administer vaccines to program -eligible Activity populations 3.2.02 Promote TVFC and ASN Provider achievements: Suggested - Implement incentives for provider sites that reach Activity vaccination coverage rate goals - Implement incentives to recognize sites during national observances (i.e. NIIW, NIAM, and NIVW) System Agency Contract No. HHS000114000001 Page 14 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 3.3. PROVIDER EDUCATION 3.3.01 Provide a training for TVFC and ASN providers within the Suggested LI -D Grantee's jurisdiction on the policies outlined in the Activity TVFC and ASN Provider Manual and recommended procedures for implementing them. These include: - procedures for following storage and handling guidelines - procedures for vaccine management - procedures for using the DSHS vaccine management system (EVI) - procedures for vaccine borrowing - procedures for other compliance guidelines - appropriate reporting of vaccine adverse events - appropriate routine and emergency vaccine storage and handling plans - meeting the federal requirement that the most current Vaccine Information Statements (VIS) (available at (http://www.cdc.gov/vaccines/hcp/vis/index.html) must be distributed to patients prior to patient vaccination 3.3.02 Notify providers of TVFC and ASN updates and changes Standard to program policies and procedures. (Universal) Notify TVFC/ASN providers of the following: - CDC and DSHS Announcements - TVFC/ASN Trainings - Vaccine storage and handling policy updates - Vaccine ordering changes - Vaccine choice 3.3.03 Educate and assist TVFC and ASN providers on a Standard quarterly basis with Provider Choice, as necessary (Universal) 3.3.04 Inform TVFC and ASN providers of the most up-to-date, Standard DSHS-produced immunization information for their (Universal) offices 3.3.05 Identify TVFC and ASN providers experiencing high Required volumes of vaccine loss and develop process Activity improvements/trainings aimed at reducing the amount of vaccine loss (including wasted and expired) in their clinics 3.4. PROVIDER VACCINE MANAGEMENT 3.4.01 Utilize the DSHS Inventory Tracking Electronic Asset Required Management System (iTEAMS) reports and other provider Activity submitted reports to perform 100% of quality assurance reviews on the following TVFC and ASN: - monthly biological reports (doses administered and current inventory), - vaccine orders, System Agency Contract No. HHS000114000001 Page 15 o£32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D - temperature logs and - clinic hours of operation from TVFC and ASN providers in LHD Grantee's jurisdiction. Address all issues identified during review 3.4.02 Transfer vaccines that cannot be stored within provider Standard offices (ex. accidental large orders) and vaccines (Universal) approaching expiration between providers in LHD Grantee's jurisdiction for immediate use 3.4.03 Ensure provider participation in vaccine ordering and Standard inventory management using the Electronic Vaccine (Universal) Inventory (EVI) system -Educate providers regarding vaccine ordering policies -Train providers to use the EVI system for inventory and order entry 3.4.04 Assist TVFC and ASN providers in LHD Grantee's Standard jurisdiction on the maintenance of appropriate vaccine (Universal) stock levels. Activities under this requirement shall be conducted in accordance with the DSHS Immunization Contractor's Guide for Local Health Departments and the current TVFC and ASN Program Operations Manual for Responsible Entities 3.4.05 Train TVFC and ASN providers within LHD Grantee's Standard jurisdiction to ensure that expired and spoiled/wasted (Universal) vaccines are appropriately identified and entered into the Electronic Vaccine Inventory (EVI) system Train providers to complete returns to CDC's centralized distributor within six months of product expiration 3.4.06 Ensure that 100% of TVFC providers within the LHD Required Grantee's jurisdiction complete the annual influenza pre- Activity book survey 3.5. PROVIDER QUALITY ASSURANCE 3.5.01 Utilize the CDC Provider Education Assessment and Reporting Required (PEAR) system to document TVFC compliance site visits for all Activity subcontracted clinics and non-LHD Grantee's clinics (as applicable) 3.5.02 Utilize the CDC PEAR system and directly enter data into Required PEAR to document TVFC unannounced storage and handling Activity visits to a minimum of 10% of providers within the LHD Grantee's jurisdiction 3.5.03 Utilize the CDC PEAR system and directly enter data into Required PEAR to document TVFC contacts and other visits conducted at Activity TVFC provider offices 3.5.04 Complete and document 100% of the follow-up activities for Required TVFC quality assurance visits within required timeframes Activity System Agency Contract No. HHS000114000001 Page 16 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 3.5.05 Utilize the CDC assessment visit online tool and methodology to assess immunization practices and coverage rates for all subcontracted entities and non-LHD Grantee's clinics (as applicable) Required Activity 3.5.06 Review 100% of re -enrollment applications from TVFC and ASN providers in your jurisdiction by the DSHS specified deadline Required Activity 3.5.07 Ensure that expired, wasted, and unaccounted-for vaccines (excluding flu) do not exceed 5% in TVFC provider clinics within the LHD Grantee's jurisdiction Standard (Universal) 3.5.08 Review monthly reports to ensure data quality. This includes: - Identify sites that have not administered or ordered vaccine in the previous six months. Conduct a discussion and develop a plan of action - Identify sites that are suspended to ensure 90 days is not exceeded - Ensure enrollment and withdrawal forms are submitted correctly and on time to the PHR staff Required Activity 3.5.09 Review submitted reports to ensure data quality. This includes: - Quarterly, review 25% of enrolled sites to ensure contacts are listed correctly in EVI - Quarterly, review 25% of enrolled sites and provide education for the Vaccine borrowing and Vaccine transfer forms Suggested Activity 3.5.10 Review monthly data logger reports for 25% of providers in LHD Grantee's jurisdiction to validate the accuracy of provider - submitted monthly temperature reporting forms Suggested Activity 3.5.11 Review monthly data logger reports to validate the accuracy of provider -submitted monthly temperature reporting forms for all providers within LHD Grantee's jurisdiction who experience a vaccine loss as a result of temperature excursions Standard (Conditional) 3.5.12 Conduct a monthly review of 10% of randomly selected providers in LHD Grantee's jurisdiction to identify vaccine loss report forms that were completed in EVI but were not submitted Suggested Activity 3.5.13 Conduct a quarterly review of 25% of providers in LHD Grantee's jurisdiction to identify those that have adjusted more than 10% of their vaccine inventory Suggested Activity 3.5.14 Conduct a quarterly review of 25% of providers in LHD Grantee's jurisdiction to ensure the reported patient population matches the number of doses ordered Suggested Activity 3.6. PROVIDER ACCOUNTABILITY 3.6.01 Track, report and follow up on vaccine fraud and abuse cases Standard (Universal) System Agency Contract No. HHS000114000001 Page 17 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 3.6.02 Complete program evaluation activities with TVFC and ASN providers to address issues identified as noncompliance issues For all TVFC providers, document corrective action plans in the CDC PEAR system as a contact Required Activity 3.7. RE STAFF EDUCATION 3.7.01 Train LHD Grantee's staff to follow the policies and procedures outlined in the TVFC & ASN Program Operations Manual for Responsible Entities. Provide training on TVFC and ASN requirements and updates (as described in the TVFC & ASN Program Operations Manual for Responsible Entities) annually at a minimum Required Activity 3.7.02 For personnel identified by DSHS, attend and/or complete the following trainings: - CDC Immunization Trainings - TVFC/ASN Annual Trainings - Annual Responsible Entity Training - Public Health Region (PHR) Trainings Required Activity 3.7.03 Ensure that the TVFC & ASN Coordinator conducts quality assurance on 1 0% of the temperature recording logs that were reviewed by their staff each quarter Suggested Activity 3.8. RE COMPLIANCE 3.8.01 Comply with the current DSHS Immunization Standard Contractor's Guide for Local Health Departments and the (Universal) TVFC and ASN Operations Manual for Responsible Entities 3.8.02 Receive regional approval for any vaccine transfers and document those transfers in EVI within 24 hours of the transfer occurring Standard (Universal) 3.8.03 Address general inquiries by providers about the TVFC/ASN Program, and ensure timely follow-up on requests for information Standard (Universal) 3.8.04 Ensure that providers within LHD Grantee's jurisdiction are adhering to the vaccine borrowing procedures outlined in the TVFC and ASN Provider Manual Report the number of borrowing forms submitted by quarter in the Immunization Inter -Local Agreement (ILA) Quarterly Report Required Activity System Agency Contract No. HHS000114000001 Page 18 of 32 Docusign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 3.9 RE EMERGENCY RESPONSE 3.9.01 Communicate the importance of an Emergency Standard Vaccine Storage and Handling Plan to all clinics in (Universal) the LHD Grantee's jurisdiction. Provide technical assistance to support the successful activation of each clinic's Emergency Vaccine Storage and Handling Plan 3.9.02 Transfer, accept, and store TVFC and ASN vaccines Standard from clinics in the LHD Grantee's jurisdiction if there (Universal) is a failure in the clinic's Emergency Vaccine Storage and Handling Plan 3.9.03 Be prepared to pack and ship vaccine to other sites, as directed by the DSHS Immunization Unit Required Activity System Agency Contract No. HHS000114000001 Page 19 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 4. EPIDEMIOLOGY & SURVEILLANCE 4.1. PERINATAL HEPATITIS B CASE IDENTIFICATION 4.1.01 Conduct identification and case management of perinatal hepatitis B cases Required Activity 4.1.02 Determine the number of newborns that do not receive the first dose of the hepatitis B vaccine and/or HBIG and work with those facilities to ensure all at -risk infants receive the hepatitis B vaccine series and HBIG within 12 hours of birth Required Activity 4.1.03 Develop a surveillance system that includes prenatal care providers, obstetrical and gynecological care providers, family practitioners, and labor and delivery facilities to ensure all HBsAg -positive pregnant women are reported to the DSHS Immunization Unit within one week of diagnosis Suggested Activity 4.1.04 Ensure timely follow-up and reporting of case status of possible moms as reported by DSHS within 2 weeks of receipt of report Required Activity 4.2. PERINATAL HEPATITIS B CASE MANAGEMENT 4.2.01 Contact and provide case management to 100% of the number of hepatitis B surface antigen -positive pregnant women identified Required Activity 4.2.02 Ensure timely newbom post -exposure prophylaxis (PEP) with hepatitis B vaccine and hepatitis B immune globulin (HBIG) and report to DSHS within 2 weeks of identification Required Activity 4.2.03 Ensure timely completion of doses two and three of hepatitis B vaccine and report to DSHS within 2 weeks of identification after each dose Required Activity 4.2.04 Ensure timely completion of post -vaccination serologic testing (PVST) and report to DSHS within 2 weeks of identification Required Activity 4.2.05 Case manage and report all household contacts under 24 months of age in accordance with the DSHS Immunization Contractor's Guide for Local Health Depth tinents and Perinatal Hepatitis B Prevention Manual (including serologic testing and completion of the full hep B vaccination series) Required Activity 4.2.06 Refer all household contacts over 24 months of age and sexual partners of reported HBsAg -positive women for serologic testing to determine susceptibility status in accordance with the DSHS Immunization Contractor's Guide for Local Health Departments and Perinatal Hepatitis B Prevention Manual Standard (Universal) System Agency Contract No. HHS000114000001 Page 20 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 4.3. PERINATAL HEPATITIS 13 REPORTING 4.3.01 For all cases documented as 'lost -to -follow-up' on the Required Activity Perinatal Hepatitis B case management form, report the number and types of attempted activities performed in locating the mother or guardian of the infant to the DSHS Immunization Unit on the Perinatal Hepatitis B case management form 4.3.02 Report to the DSHS Immunization Unit all infants Required Activity born to HBsAg -positive women within 2 weeks of the event 4.3.03 Report to the DSHS Immunization Unit the case status Required Activity of possible exposed infants (born to women of unknown or unconfirmed HBsAg status) as reported by DSHS within 2 weeks of receipt of report 4.3.04 Ensure timely reporting of updates in case management as requested by DSHS within 2 weeks of inquiry Required Activity 4.4. PERINATAL HEPATITIS B EDUCATION 4.4.01 Require Perinatal Hepatitis B Case Manager to attend Required Activity the biannual conference 4.4.02 Conduct educational training for hospital and healthcare providers within the Grantee's jurisdiction, to increase mandatory screening and reporting of hepatitis B surface antigen (HBsAg) -positive women Required Activity 4.4.03 Educate delivery hospitals to ensure they verify Required Activity prenatal HBsAg test results of pregnant women on admission for delivery and test for HBsAg at delivery, regardless of prenatal test results, as required by law 4.4.04 Educate prenatal care providers to ensure they are Required Activity screening pregnant women for HBsAg status during each pregnancy, implementing procedures for documenting HBsAg screening results in prenatal care records, and forwarding original laboratory results to the delivery facility 4.4.05 Ensure all labor and delivery facilities develop Required Activity standing orders and policies to administer the first dose of the hepatitis B vaccine and HBIG to at -risk infants within 12 hours of birth 4.4.06 Identify labor and delivery facilities that do not have Required Activity standing orders and/or policies and educate providers to establish standing orders and policies to administer System Agency Contract No. Ht1S000114000001 Page 21 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D to at -risk infants the first dose of the hepatitis B vaccine and HBIG within 12 hours of birth 4.4.07 Promote the TVFC Program to birthing hospitals and Suggested Activity encourage TVFC program enrollment 4.4.08 Provide training on the prevention of perinatal Required Activity hepatitis B through vaccination and PVST to pediatric care providers within the Grantee's jurisdiction 4.4.09 Provide trainings to delivery hospitals on reporting Suggested Activity HBsAg -positive test results for women who have delivered at their facilities using the LHD Grantee - developed surveillance system 4.4.10 Work with partners, as appropriate, to ensure Standard coordination of activities aimed at preventing (Universal) perinatal hepatitis B transmission 4.5. DISEASE SURVEILLANCE 4.5.01 Complete investigation and document at least 90% of confirmed or probable reportable vaccine -preventable disease (VPD) cases within thirty (30) days of initial report to public health Required Activity 4.5.02 Adhere to the DSHS Emerging and Acute Infectious Standard Disease Guidelines and current Epi Case Criteria (Universal) Guide in conducting all activities 4.5.03 Ensure all new VPD surveillance staff attend Required Activity 'Introduction to NBS' training and complete the certification process in order to gain access to the NBS system 4.5.04 Complete all data entry into the Texas National Standard Electronic Disease Surveillance System (NEDSS) (Universal) Base System (NBS) following the NBS Data Entry Guidelines 4.5.05 Routinely review and follow up on all VPD Standard laboratory reports received, including electronic lab (Universal) reports (ELRs) generated through NBS in a timely fashion 4.5.06 Verify and enter complete vaccination history in NBS Required Activity on all VPD investigations with case status of confirmed or probable. Complete vaccination history can be assessed through the Texas Immunization Registry, provider offices, school records, and/or patient records 4.5.07 Initiate vaccine -based disease control activities by Standard identifying population in need of a vaccination (Universal) response and requesting vaccination services for that population by contacting the DSHS Vaccine - Preventable Disease (VPD) Surveillance Team Lead System Agency Contract No. HHS000114000001 Page 22 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 4.6. DISEASE SURVEILLANCE EDUCATION 4.6.01 Educate physicians, laboratories, hospitals, schools, Suggested child-care staff, and other health providers on VPD Activity reporting requirements 4 7 NEEDS ASSESSMENT 4.7.01 Community Assessment: Each LHD immunization Suggested Grantee will conduct a community needs assessment Activity System Agency Contract No. HHS00011400000I Page 23 of32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A66450 5. PROVIDING A VACCINE SAFETY NET 5.1. CLINIC ENROLLMENT 5.1.01 Enroll all eligible LHD clinics into the TVFC and ASN Required Programs as providers Activity 5.1.02 Provide immunization services according to national Standard standards for immunization practices for infants, (Universal) children, adolescents, adults, and healthcare workers. LHD clinics will comply with the National Childhood Vaccine Injury Act of 1986 5.2. CLINIC STAFF TRAINING 5.2.01 Train all clinic staff on the policies outlined in the TVFC Required and ASN Provider Manual and LHD procedures for Activity implementing them. These include: - procedures for following storage and handling guidelines - procedures for vaccine management - procedures for using the DSHS vaccine management system (EVI) - procedures for other compliance guidelines 5.2.02 Develop clinic staff education requirements. Ensure that Required persons who administer vaccines and staff that are Activity involved in the vaccine administration process (including those who screen immunization records and administer vaccines) to follow Advisory Committee on Immunization Practices (ACIP) standards for children and adults and are knowledgeable on immunizations and immunization practices This can be accomplished by having staff complete the most current CDC Pink Book (Epidemiology and the Prevention of Vaccine Preventable Diseases) training and appropriate Vaccine Education Online (VEO) modules 5.2.03 Develop eligibility screening and documentation policy Required for all LHD clinics. Provide training to all staff on Activity appropriate screening and documentation for TVFC eligibility to ensure TVFC vaccine is administered only to TVFC-eligible children. Implement policy and plan for routine adherence to eligibility policies 5.2.04 Develop and implement a policy on the use of the Texas Required Immunization Registry. Train LHD staff on conducting Activity client searches in the Texas Immunization Registry and how to effectively enter client demographic and immunization information 5.3. CLINIC IMMUNIZATION PRACTICES System Agency Contract No. HHS000114000001 Page 24 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 5.3.01 Comply with current applicable state and federal standards, Standard policies and guidelines for clinics (Universal) 5.3.02 Provide vaccines regardless of residency or ability to pay Standard (Universal) 5.3.03 Adhere to clinical records retention schedule Standard (Universal) 5.3.04 Explain the benefits of a "medical home" and assist the Standard parent/guardian in obtaining or identifying the child's (Universal) medical home 5.3.05 Discuss the next ACIP -recommended vaccines and refer Standard the client to a medical home to complete the vaccination (Universal) series 5.3.06 Maintain a list of current providers within the LHD's Standard jurisdiction who accept children on Medicaid or CHIP and (Universal) make this list available to clinic clients and families as needed 5.3.07 Refer uninsured clients to Medicaid or the Children's Standard Health Insurance Program (CHIP) as appropriate (Universal) 5.3.08 Ensure that all ACIP -recommended vaccines are routinely Standard available and offered to TVFC patients (Universal) 5.3.09 Ensure that all vaccines listed on the ASN vaccine Standard formulary are available and offered to eligible adult (Universal) patients 5.3.10 Establish "standing orders" for vaccination in LHD Required Grantee's clinics that are consistent with legal Activity requirements for standing orders (including, but not limited to, those found in the Texas Medical Practice Act) 5.3.11 Search for the client's immunization history at every client Standard encounter. Compare all immunization histories (Texas (Universal) Immunization Registry, TWICES or EMR system, validated patient -held records, clinic medical record) and enter into the Texas Immunization Registry all historical immunizations not in the Registry at every client encounter Review the client's record for vaccines due and overdue according to the CDC recommended schedules at: https://www.cdc.gov/vaccines/schedules/index.html 5.3.12 Offer updated Immunization History Report to the client or Standard client's parent or guardian at every client encounter (Universal) 5.3.13 Follow and explain recommended guidelines for obtaining Standard and submitting ImmTrac2 consent forms according to the (Universal) instructions found at http://www.dshstexas.gov/immunize/immtrac/forms.shtm System Agency Contract No. HHS000114000001 Page 25 of 32 Docusign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 5.3.14 Report to the Texas Immunization Registry all Standard immunizations administered to consented children (Universal) (younger than 18 years of age) and consented adults in LHD Grantee's clinics, either by entering data directly into the Registry or through electronic data exchange via TWICES or an electronic medical record (EMR) system 5.3.15 Verbally and with DSHS-produced literature, inform Standard parents at LHD Grantee's clinics about the Texas (Universal) Immunization Registry, the benefits of inclusion in the Registry, and the importance of maintaining a complete immunization history in the Registry 5.3.16 Update all demographic information, including address, Standard email, and telephone number, at every client encounter in (Universal) EMR and the Texas Immunization Registry 5.3.17 Verbally educate patients and parents/guardians about the Standard benefits and risks of vaccination and distribute DSHS (Universal) educational materials, as applicable, as part of this conversation 5.3.18 Follow only medically supportable contraindications to Standard vaccination (Universal) 5.3.19 Provide immunization services at times other than 8 am to Required 5 pm, Monday through Friday, at least once per month Activity 5.3.20 Institute infection control practices, including effective Standard hand washing and management of hazardous waste (Universal) 5.3.21 Maintain confidentiality of client information Standard (Universal) 5.3.22 Recommend the simultaneous administration of all needed Standard vaccines for the patient (Universal) 5.3.23 Implement clinic policy on screening and documentation Standard of eligibility for TVFC vaccines. The policy must be (Universal) consistent with the TVFC requirements outlined in the current TVFC and ASN Provider Manual 5.3.24 Participate in public health emergencies and exercises that Suggested may require vaccine administration to the public or first Activity responders 5.3.25 Conduct outreach activities to raise the immunization Suggested coverage levels of uninsured adults by visiting sites such as Activity homeless shelters, halfway houses, day labor sites or other locations 5.3.26 Coordinate with community vaccinators to conduct annual Suggested employee -based vaccination clinics for influenza vaccine Activity administration 5.4. CLINIC VACCINE MANAGEMENT System Agency Contract No. HHS000114000001 Page 26 of 32 DocuSign Envelope ID: 648BC221-5A7A-40E3-AF58-4907A2A6645D 5.4.01 Ensure that all expired and spoiled/wasted vaccines are appropriately identified and entered into the Electronic Vaccine Inventory (EVI) system for the LHD Grantee's clinics Required Activity 5.4.02 Submit returns for all vaccines distributed via CDC's centralized distributor back to the centralized distributor for returns processing Standard (Universal) 5.5. CLINIC QUALITY ASSURANCE 5.5.01 Ensure that appropriate routine and emergency vaccine storage and handling plans are in place at each of the LHD Grantee clinic locations Required Activity 5.5.02 Ensure that expired, wasted, and unaccounted-for vaccines (excluding flu) do not exceed 5 percent in LHD Grantee's clinics Standard (Universal) 5.5.03 Participate in all TVFC/ASN extended PEAR visits for Required quality assurance Activity 5.6. CLINIC REPORTING 5.6.01 Conduct timely reporting of monthly clinic activities by recording vaccine inventory, doses administered, temperature logs and other reportable activities by the 5th of each month as described in the TVFC/ASN Provider Manual Required Activity 5.6.02 Report all notifiable conditions as specified in the DSHS Immunization Contractor's Guide for Local Health Departments Standard (Universal) 5.6.03 Report all vaccine adverse events as specified in the DSHS Immunization Contractor's Guide for Local Health Departments Standard (Universal) 5.6.04 Report the number of unduplicated underinsured clients and the number of doses administered to underinsured children monthly as specified in the DSHS Immunization Contractor's Guide for Local Health Departments Required Activity 5.6.05 Conduct monthly reporting of doses administered to women veterans, as required in the ASN Program Required Activity System Agency Contract No. 1-MS000114000001 Page 27 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 6. INCREASING USE OF THE TEXAS IMMUNIZATION REGISTRY 6.1. TEXAS IMMUNIZATION REGISTRY OUTREACH FOR IMMUNIZATION RECORDS 6.1.01 Conduct Texas Immunization Registry outreach to Suggested organizations regarding missing vaccinations for children Activity and adults for whom consent has been granted but who do not have complete immunization records 6.2. TEXAS IMMUNIZATION REGISTRY OUTREACH FOR PATIENT CONSENTS 6.2.01 Conduct activities aimed at increasing the consent rate Suggested for all age groups, including adults and individuals Activity identified as recently moved in-state 6.2.02 Conduct at least twelve (12) outreach and educational Required activities focused on 18-year-olds in high schools and Activity colleges/universities in LHD Grantee's jurisdiction 6.3. TEXAS IMMUNIZATION REGISTRY OUTREACH TO USERS 6.3.01 Conduct outreach to existing Registry users who have Required not logged into the Registry in the last 90 days Activity 6.3.02 Provide orientation to all new Texas Immunization Suggested Registry organizations within the LHD Grantee's Activity jurisdiction at least once a year and maintain documentation of all technical assistance provided (e.g., telephone logs) Provide education and training on the effective use of the Texas Immunization Registry according to the Guidelines for Increasing the Use of the Texas Immunization Registry Identify and assist newly registered providers and new users reporting to the Texas Immunization Registry 6.4. TEXAS IMMUNIZATION REGISTRY USER EDUCATION 6.4.01 Provide education, training, and technical assistance to Suggested promote the effective use of the Texas Immunization Activity Registry by organizations 6.4.02 Identify and assist providers to establish electronic Required affirmation of consent Activity 6.5. TEXAS IMMUNIZATION REGISTRY PROMOTION System Agency Contract No. HHS000114000001 Page 28 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 6.5.01 Promote the use of the Texas Immunization Registry to Required organizations within the LHD Grantee's jurisdiction that are Activity not currently enrolled in the Registry. Identify all providers who administer vaccine in awardee's jurisdiction, including both pediatric and adult immunization providers. Educate them on their statutory requirement to report immunizations and on the enrollment process 6.5.02 Provide education and technical assistance to birth Suggested registrars on the effective use of the Texas Immunization Activity Registry 6.5.03 Collaborate with prenatal healthcare providers, birth Suggested registrars, hospital staff, pediatricians, and other entities to Activity educate parents, expectant parents, and providers about the Texas Immunization Registry and the benefits of participation. This includes the dissemination of DSHS educational materials as appropriate 6.6. TEXAS IMMUNIZATION REGISTRY PROGRAM QUALITY IMPROVEMENT 6.6.01 Review the monthly Provider Activity Report (PAR) to Required identify organizations who are inactive or not routinely Activity submitting immunization data or adding consented clients. Prioritize these organizations for outreach activities 6.6.02 Review the quarterly Consent Accepted Rate Evaluation Required (CARE) report to target organizations with largest client Activity volume and/or lowest consent acceptance rate. Prioritize these or•anizations for outreach activities 6.6.03 Conduct a minimum of 60 Texas Immunization Registry Required organization quality improvement assessments per FTE Activity each year as described in the Guidelines for Increasing the Use of the Texas Immunization Registry. (For jurisdictions with less than 60 orgs, conduct quality improvement assessment visits to 100% of your orgs) System Agency Contract No. HI-IS000114000001 Page 29 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 7. EDUCATION AND PARTNERSHIPS 7.1 PUBLIC EDUCATION 7.1.01 Inform and educate the public about vaccines and vaccine- Required preventable diseases Activity 7.1.02 Inform the general public about the TVFC and ASN Programs Required and the eligibility criteria for qualifying for the programs Activity 7.2 PROVIDER EDUCATION 7.2.01 Educate and update providers on the most current ACIP Suggested recommendations for all age groups Activity 7.2.02 Inform and highly recommend to the medical community and Suggested local providers within the LHD Grantee's jurisdiction the most Activity current Centers for Disease Control and Prevention (CDC) Epidemiology and Prevention of Vaccine -Preventable Disease (EPI -VAC) training (https://www.cdc.gov/vaccines/ed/webinar-epv/index.html). The most current "Pink Book," titled Epidemiology and Prevention of Vaccine -Preventable Diseases can be found on the CDC website at http://www.cdc.gov/vaccines/pubs/pinkbook/index.html 7.2.03 Provide information to community healthcare employers Suggested (hospitals, clinics, doctor offices, long-term care facilities) Activity about the importance of vaccination of healthcare workers 7.2.04 Provide training relating to Standards for Child and Adolescent Suggested Immunization Practices and Standards for Adult Immunization Activity Practices to all immunization providers within LHD Grantee's jurisdiction 7.2.05 Provide training opportunities and/or resources to assist Required immunization providers in communicating with patients and/or Activity parents (e.g., making a strong recommendation, addressing vaccine hesitancy, etc.) 7.3 STAFF EDUCATION 7.3.01 Work to ensure that all Immunization Program Grantee staff Standard are knowledgeable about vaccines and VPDs (Universal) 7.3.02 Develop and implement a written communications and Required customer service plan for Grantee's staff to ensure customers Activity receive consistent, correct immunization information and services in a courteous and friendly manner on a timely basis 7.3.03 Educate healthcare workers on the importance of keeping Required themselves up-to-date with the vaccine schedule Activity 7.4 COALITION BUILDING System Agency Contract No. HFIS000114000001 Page 30 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 7.4.01 Appoint an immunization coalition coordinator Suggested Activity 7.4.02 Attend and participate in required coalition trainings Suggested sponsored by DSHS Activity 7.4.03 Develop and maintain a planning group with the goal of Suggested sustaining a coalition Activity 7.4.04 Engage and recruit community groups and immunization Suggested stakeholders into a coalition Activity 7.4.05 Facilitate and host coalition meetings Suggested Activity 7.4.06 Participate in monthly calls to provide updates on coalition Suggested collaboration activities Activity 7.4.07 Provide signed letters of agreement and other documentation Suggested of commitment to participate in coalition Activity 7.4.08 Document communications, group meetings, and planning of Suggested activities that promote the best practices identified in contract Activity agreement (documents are to be accessible during site visits) 7.5 COMMUNITY PARTNERSHIP 7.5.01 Plan and implement community education activities and Required partnerships aimed at improving and sustaining Activ ity immunization coverage levels 7.5.02 Conduct outreach and collaborative activities with American Required Indian tribes, if applicable Activity 7.5.03 Participate in at least one collaborative meeting concerning Required tribal health issues, concerns, or needs with American Indian Activity tribal members, if applicable 7.5.04 Coordinate educational and other activities with local Suggested Women, Infants, and Children (WIC) programs to ensure Activity that children participating in WIC are screened and referred to their "medical home" for vaccination using a documented immunization history in accordance with the Standards for Child and Adolescent Immunization Practices 7.5.05 Offer educational opportunities to all WIC Programs in the Suggested service area, including information about online and Activity satellite -broadcast continuing education opportunities from the CDC Continuing Education website at https://www.cdc.gov/vaccines/ed/index.html 7.5.06 Engage in education and partnerships aimed at reducing or Required eliminating coverage disparities by race, ethnicity, and Activity socioeconomic status 7.5.07 Maintain a contact list of providers, hospitals, schools, child- Required care facilities, social service agencies, and community Activity groups involved in promoting immunizations and reducing vaccine -preventable diseases System Agency Contract No. HHS000114000001 Page 31 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D 7.5.08 Participate in special initiatives as directed by the DSHS Required Immunization Unit Activity 7.5.09 Implement the DSHS Immunization Ambassador Program Required throughout Grantee's jurisdiction Activity 7.6 STAKEHOLDER ENGAGEMENT 7.6.01 Attend all Texas Immunizers and Stakeholders Working Groups (TISWG) and other designated stakeholder meetings (these meetings can be attended remotely) Required Activity 7.6.02 Host at least 1 immunization stakeholder meeting per quarter (4 per contract year) Suggested Activity 7.7 MEDIA CAMPAIGNS 7.7.01 Distribute ASN information and educational materials at Required Activity venues and clinics that serve eligible adults 7.7.02 Distribute TVFC information and educational materials at Required Activity venues that parents of TVFC-eligible children might frequent 7.7.03 Participate, when directed, in statewide media campaigns Required Activity by distributing DSHS-developed and produced public service announcements and materials to local television and radio stations, newspapers, parent publications, university newspapers, high school newspapers, and neighborhood newspapers 7.7.04 Promote www.ImmunizeTexas.com, the Immunization Required Activity Unit's website; and any other Immunization Unit newsletters to providers in the LID Grantee's jurisdiction 7.7.05 Use national immunization observances as opportunities to Required Activity conduct specific education and promotional activities to give emphasis to the importance and benefits of vaccines: National Infant Immunization Week (NIIW), National Immunization Awareness Month (NIAM), and National Influenza Immunization Week (NIIW) 7.7.06 Share available federal, state, and/or local adolescent vaccination coverage and/or vaccine -uptake -related data with partner organizations, adolescent immunization providers, and other stakeholders Required Activity (Remainder of Page Intentionally Left Blank) System Agency Contract No. 1-11IS000114000001 Page 32 of 32 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF584907A2A6645D Fiscal Federal Funding Accountability and Transparency Act (FFATA) CERTIFICATION The certifications enumerated below represent material facts upon which DSHS relies when reporting information to the federal government required under federal law. If the Department later determines that the Contractor knowingly rendered an erroneous certification, DSHS may pursue all available remedies in accordance with Texas and U.S. law. Signor further agrees that it will provide immediate written notice to DSHS if at any time Signor learns that any of the certifications provided for below were erroneous when submitted or have since become erroneous by reason of changed circumstances. If the Signor cannot certify all of the statements contained in this section, Signor must provide written notice to DSHS detailing which of the below statements it cannot certify and why. Legal Name of Contractor: FFATA Contact # 1 Name, Email and Phone Number: Primary Address of Contractor: FFATA Contact #2 Name, Email and Phone Number: ZIP Code: 9 -digits Required www.usps.com DUNS Number: 9 -digits Required www.sam.gov i State of Texas Comptroller Vendor Identification Number (VIN) 14 Digits Printed Name of Authorized Representative Signature of Authorized Representative Title of Authorized Representative Date -1- Department of State Health Services Form 4734 — June 2013 DocuSign Envelope ID: B48BC221-5A7A-40E3-AF58-4907A2A6645D Fiscal Federal Funding Accountability and Transparency Act (FFATA) CERTIFICATION As the duly authorized representative (Signor) of the Contractor, I hereby certify that the statements made by me in this certification form are true, complete and correct to the best of my knowledge. Did your organization have a gross income, from all sources, of less than $300,000 in your previous tax year? Yes ❑ No If your answer is "Yes", skip questions "A", "B", and "C" and finish the certification. If your answer is "No", answer questions "A" and "B". A. Certification Regarding % of Annual Gross from Federal Awards. Did your organization receive 80% or more of its annual gross revenue from federal awards during the preceding fiscal year? Yes n No B. Certification Regarding Amount of Annual Gross from Federal Awards. Did your organization receive $25 million or more in annual gross revenues from federal awards in the preceding fiscal year? n Yes n No If your answer is "Yes" to both question "A" and "B", you must answer question "C". If your answer is "No" to either question "A" or "B", skip question "C" and finish the certification. C. Certification Regarding Public Access to Compensation Information. Does the public have access to information about the compensation of the senior executives in your business or organization (including parent organization, all branches, and all affiliates worldwide) through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986? n Yes n No If your answer is "Yes" to this question, where can this information be accessed? If your answer is "No" to this question, you must provide the names and total compensation of the top five highly compensated officers below. Provide compensation information here: -2- Department of State Health Services Form 4734 — June 2013 Certificate Of Completion Envelope Id: B48BC2215A7A40E3AF584907A2A6645D Status: Sent Subject: Amending $483,274.00; HHS000114000001; Corpus Christi-Nueces Co A-1; DSHS IMM/LOCAL Source Envelope: Document Pages: 45 Certificate Pages: 2 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -06:00) Central Time (US & Canada) Docu Signatures: 0 Initials: 0 Record Tracking Status: Original 4/24/2019 8:29:32 AM Signer Events Annette Rodriguez annetter@cctexas.com Health Director City of Corpus Christi Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Imelda Garcia ImeldaM.Garcia@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Holder: Texas Health and Human Services Commission PCS_DocuSig n@hhsc.state.tx. us Signature' In Person Signer Events Signature Editor Delivery Events Status Agent Delivery Events Status Intermediary Delivery Events Certified Delivery Events Carbon Copy Events CMU Mailbox cmucontracts@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Mary Ann Graham maniann.graham@hhsc.state.tx.us Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status Status Status COPIED COPIED Envelope Originator: Texas Health and Human Services Commission 1100 W. 49th St. Austin, D( 78756 PCS_DocuSign@hhsc.state.tx.us IP Address: 167.137.1.18 Location: DocuSign Timestamp Sent: 4/24/2019 8:38:30 AM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 4/24/2019 8:38:29 AM Sent: 4/24/2019 8:38:29 AM Viewed: 4/24/2019 8:40:33 AM Carbon Copy Events Tray Kirkpatrick tray.kirkpatrick@dshs.texas.gov Contract Manager Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jessica Hernandez jessicah2@cctexas.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Envelope Summary Events Envelope Sent Payment Events Status COPIED COPIED Signature Status Hashed/Encrypted Status Timestamp Sent: 4/24/2019 8:38:29 AM Viewed: 4/24/2019 8:44:12 AM Sent: 4/24/2019 8:38:30 AM Viewed: 4/24/2019 10:40:10 AM Timestamp Timestamps 4/24/2019 8:38:30 AM Timestamps AGENDA MEMORANDUM First Reading Ordinance for the City Council Meeting June 11, 2019 Second Reading Ordinance for the City Council Meeting June 18, 2019 DATE: May 10, 2019 TO: Peter Zanoni, City Manager FROM: Annette Rodriguez, MPH., Director of Public Health Annetter cctexas.com 361.826.7205 Acceptance of the Laboratory Response Network (LRN)—Public Health Emergency Preparedness (PHEP) Grant Amendment in the amount of $201,123.00, and appropriation of the funds for the contract period July 1, 2019 through June 30, 2020. CAPTION: Ordinance authorizing an amendment to a grant contract forthe Community Preparedness Section - Laboratory Response Network - Public Health Emergency Preparedness grant in the amount of $201,123.00 with a City match of $20,113.00 to provide continued emergency preparedness and response laboratory activities July 1, 2019 through June 30, 2020. PURPOSE: To pay for personnel costs, supplies and other expenses to provide a Public Health Emergency Preparedness Laboratory Response Program relating to maintain and support an action plan to respond to an act of bio -terrorism and biological threats in the community. BACKGROUND AND FINDINGS: The Texas Department of State Health Services (DSHS) has awarded a grant contract amendment in the amount of $201,123 to maintain the LRN laboratory activities within the Corpus Christi-Nueces County Public Health District beginning July 1, 2019 through June 30, 2020 for the purchase of supplies, equipment, travel expenses and personnel salary with fringe benefits to support the preparedness and response activities enabling expedient and appropriate response to events of public health consequences. ALTERNATIVES: Discontinue LRN laboratory response network activities and thereby cause a delay in or prevent expedient and appropriate response to public health threats. OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: Council approval required for acceptance of grant and appropriation of grant funds. EMERGENCY / NON -EMERGENCY: Non -Emergency. This item requires two readings. DEPARTMENTAL CLEARANCES: Legal Department Finance - Federal Grants and Office of Management and Budget. FINANCIAL IMPACT: X Operating X Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2019-2020 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item $201,123 $201,123 BALANCE $201,123 $201,123 Comments: No fiscal impact to general fund. Grant award of $201,123 requires a 10% ($20,112) in-kind match. Funding Detail: Fund: 1066 Health Grants paid by the Department of State Health Services Organization/Activity: 831521 F Mission Element: 103 Disease Prevention Project # (CIP Only): Account: RECOMMENDATION: Staff recommends approval of the Ordinance. LIST OF SUPPORTING DOCUMENTS: Contract No. 537-18-0147-00001 (Amendment No. 02) Ordinance Ordinance authorizing an amendment to a grant contract for the Community Preparedness Section — Laboratory Response Network — Public Health Emergency Preparedness grant in the amount of $201,123.00 with a City match of $20,113.00 to provide continued emergency preparedness and response laboratory activities July 1, 2019 through June 30, 2020. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1: The City Manager or designee and/or Director of Public Health is authorized to execute all documents necessary to accept an amendment to a grant contract for the Community Preparedness Section — Laboratory Response Network — Public Health Emergency Preparedness (CPS-LRN-PHEP) grant in the amount of $201,123.00, increasing the total amount to $402,246.00, from the Texas Department of State Health Services with a City match of $20,112.00, increasing the total match amount to $40,226.00 in the Health Grants Fund No. 1066, for the amended contract period of July 1, 2019, through June 30, 2020, to provide continued emergency preparedness and response laboratory activities. Section 2: That the increased grant amount of $201,123.00, is appropriated in the No. 1066 Health Grants Fund to continue the TB/PC-FED grant in the Health Department. Section 3: The amendment includes revisions to Section 3. Duration; Section 4. Budget; Section 6. Legal Notices; Section 7. Additional Grant Information; Section 8. Notice to Proceed; Attachment B, Budget; Attachment A.1, FY2019 Statement of Work is added. Section 4: Further the City Council ratifies acceptance of the grant to begin as of July 1, 2019. A copy of the executed grant shall be filed in the office of the City Secretary. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor DocuSign Envelope ID:23236065-3A3F-46C3-9166-7B02071A44FD From: Koke,Angela (HHSC) [Angela.Koke@hhsc.state.tx.us] To: Feeney,Patrick (HHSC) [Patrick.Feeney@hhsc.state.tx.us] Subject: PAT FEENEY - TEMPLATE APPROVAL REQUEST: FY20 CPS/LRN-PREP Renewal Boilerplate Sent: Tue 3/12/2019 8:23 AM GMT -07:00 Importance: Normal Pat, Here is a boilerplate template review approval request for you - straight up renewal, additional funding, minor changes to SOW. Attached are Am No 2 (for approval), its attachments, base contract and Am No 1. This has a 7/1 start - so somewhat on the urgent side. This template will produce 2 other contracts. Thanks, Angela Best, Angela Angela D. Koke, CPA, JD Health and Human Services Commission Office of Chief Counsel Office 1 512.462.6375 Cell 1512.954.7630 Enterprise Legal Contracting DocuSign Envelope ID: 23236065-3A3F-46C3-91BB-7B02071A44FD This e-mail communication may be confidential and/or privileged pursuant to Texas Government Code §§552.101, 552.103, 552.107 & 552.111, and should not be disclosed without the express authorization of the sender. Any dissemination, copying, or use of this email by or to anyone other than the designated and intended recipient(s) is unauthorized. If you have received this message in error, please delete it from your system immediately. DocuSign Envelope ID: 23236065-3A3F-46C3-91BB-7B02071A44FD DEPARTMENT OF STATE HEALTH SERVICES CONTRACT No. 537-18-0147-00001 AMENDMENT No. 02 RENEWAL THE DEPARTMENT OF STATE HEALTH SERVICES ("System Agency") and CORPUS CHRISTI- NUECES COUNTY PUBLIC HEALTH DISTRICT (CITY) ("Grantee"), who are collectively referred to herein as the "Parties" or singularly as the "Party," to that certain grant contract to provide funding for Level 3 chemical laboratory surge capacity activities, effective July 1, 2017, and denominated System Agency Contract No. 537-18-0147-00001 ("Contract"), as amended, now desire to further amend the Contract (Amendment No. 02). WHEREAS, System Agency has elected to extend the term of the Contract; WHEREAS, the Parties desire to revise the Budget to add funds for the Contract period beginning July 1, 2019, through June 30, 2020 ("Fiscal Year 2020" or "FY2020"); and WHEREAS, the Parties desire to add the FY2020 Statement of Work. Now, THEREFORE, the Parties hereby amend and modify the Contract as follows: 1. SECTION III of the Signature Document, DURATION, is hereby amended to reflect a revised termination date of June 30, 2020. 2. SECTION IV of the Signature Document, BUDGET, is hereby amended to add TwO HUNDRED ONE THOUSAND ONE HUNDRED TWENTY-THREE DOLLARS (5201,123.00) in federal funding with the Grantee providing a total of TWENTY THOUSAND ONE HUNDRED TWELVE DOLLARS ($20,112.00) in match funds for the Fiscal Year of 2020. The total Contract amount is not to exceed SIX HUNDRED THREE THOUSAND THREE HUNDRED SIXTY-NINE DOLLARS ($603,369.00) in federal funding and SIXTY THOUSAND THREE HUNDRED THIRTY-SIX DOLLARS (560,336.00) in match funds for a combined total of SIX HUNDRED SIXTY-THREE THOUSAND SEVEN HUNDRED FIVE DOLLARS ($663,705.00). All expenditures under the Contract will be in accordance with the revised budget set forth herein. Funds provided in support of one Contract activity may only be used for that activity and may not be comingled with other funds provided under this Contract. 3. SECTION VIII of the Signature Document, NOTICE TO PROCEED, is hereby deleted in its entirety and replaced with the following: VIII. NOTICE TO PROCEED Funding for this Contract is dependent on the award of the applicable federal grant. No FY2020 work may begin and no charges may be incurred until the System Agency issues a written notice to proceed to Grantee. This Notice to Proceed may include an amended or ratified budget which will be incorporated into this Contract by a subsequent amendment, System Agency Contract No. 537-18-0147-00001 Page 1 of 4 DocuSign Envelope ID: 23236065-3A3F-46C3-91 BB-7B02071A44FD as necessary. Notwithstanding the preceding, at the discretion of the System Agency, Grantee may be eligible to receive reimbursement for eligible expenses incurred during the period of performance as defined by 2 CFR §200.309. 4. ATTACHMENT B, BUDGET, is hereby amended by deleting the budget table in its entirety and replacing it with the following: Budget Categories FY18 Budget Summary (7/1/17 — 6/30/18) FY19 Budget Summary (7/1/18 — 6/30/19) FY20 Budget Summary (7/1/19 — 6/30/20) Total Budget Summary Personnel $96,660.00 $99,077.00 $101,568.00 $297,305.00 Fringe Benefits $39,940.00 $42,425.00 $43,491.00 $125,856.00 Travel $14,096.00 $10,427.00 $10,004.00 $34,527.00 Equipment $0.00 $0.00 $0.00 $0.00 Supplies $19,567.00 $15,514.00 $11,976.00 $47,057.00 Contractual $0.00 $0.00 $0.00 $0.00 Other $50,972.00 $53,792.00 $54,196.00 $158,960.00 Sum of Direct Costs $221,235.00 $221,235.00 $221,235.00 $663,705.00 Indirect Costs $0.00 $0.00 $0.00 $0.00 Sum of Direct Costs and Indirect Costs $221,235.00 $221,235.00 $221,235.00 $663,705.00 Required Match (Cash or In - Kind) $20,112.00 $20,112.00 $20,112.00 $60,336.00 TOTAL $221,235.00 $221,235.00 $221,235.00 $663,705.00 It is agreed that Grantee shall provide matching funds in the amount of $60,336.00 for the Contract term. 5. Attachment A.1, FY2019 Statement of Work shall be deleted in its entirety and replaced with ATTACHMENT A.2, FY2020 STATEMENT OF WORK, attached hereto and incorporated into the Contract as if fully set forth therein. 6. This Amendment No. 02 shall be effective July I, 2019. System Agency Contract No. 537-18-0147-00001 Page 2 of 4 DocuSign Envelope ID: 23236065-3A3F-46C3-9168-7802071A44FD 7. Except as amended and modified by this Amendment No. 02, all terms and conditions of the Contract, as amended, shall remain in full force and effect. 8. Any further revisions to the Contract shall be by written agreement of the Parties. 9. Undefined capitalized terms used herein shall be given the meanings ascribed to such terms in the Contract, as amended. SIGNATURE PAGE FOLLOWS System Agency Contract No. 537-18-0147-00001 Page 3 of 4 DocuSign Envelope ID: 23236065-3A3F-46C3-9188-7602071A44FD SIGNATURE PAGE FOR AMENDMENT No. 02 SYSTEM AGENCY CONTRACT No. 537-18-0147-00001 DEPARTMENT OF STATE HEALTH SERVICES CORPUS CHRISTI-NUECES COUNTY PUBLIC HEALTH DISTRICT (CITY) By: Name: Annette Rodriguez Title: Health Director Date of Execution: Date of Execution: THE FOLLOWING ATTACHMENTS ARE ATTACHED AND INCORPORATED AS PART OF THE CONTRACT: ATTACHMENT A.2 - FY2020 STATEMENT OF WORK ATTACHMENT C - FFATA System Agency Contract No. 537-18-0147-00001 Page 4 of 4 DocuSign Envelope ID: 23236065-3A3F-46C3-91BB-7B02071A44FD ATTACHMENT A.2 STATEMENT OF WORK July 1, 2019 through June 30, 2020 I. GRANTEE RESPONSIBILITIES Grantee will: A. Perform activities in support of the Public Health Emergency Preparedness Cooperative Agreement and the Office of the Assistant Secretary for Preparedness and Response (OASPR) from the Centers for Disease Control and Prevention (CDC). Activities include but are not limited to: continuing Level 3 chemical laboratory surge capacity activities; complying with new Laboratory Response Network (LRN) requirements for biological laboratories; coordinating with cross -cutting public health preparedness partners; and analyzing real-time clinical specimens. CDC's five-year Public Health Emergency Preparedness (PREP) — Hospital Preparedness Program (HPP) Cooperative Agreement seeks to align PHEP and HPP programs and advance public health and healthcare preparedness and ensure jurisdictions are capable of providing a standard battery of tests for high-priority biological threats and emerging infectious diseases. B. Perform activities in the following counties (hereinafter referred to as the "service area"): San Patricio, Nueces, Aransas, Jim Wells, Kleberg, Victoria, Bee, Calhoun, Goliad, Jackson, Live Oak, and Refugio. C. Comply with new biological laboratory requirements in accordance with the revised CDC policy for LRN-B Reference Level Laboratories. Laboratories must attain and maintain LRN-B Member Standard Level as detailed in the LRN Checklist of Laboratory Requirements. Minimum standards are required for testing capabilities, administrative activities, emerging infectious disease preparedness, and instrumentation and equipment. D. Provide matching funds for each fiscal year of this Contract of not less than ten percent (10%) of the allocation amount for each fiscal year. Cash match is defined as an expenditure of cash by the Grantee on allowable costs of this Contract that are borne by the Grantee. In-kind match is defined as the dollar value of non-cash contributions by a third party given in goods, commodities, or services that are used in activities that benefit this Contract's project and that are contributed by non-federal third parties without charge to the Grantee. The criteria for match must: 1. Be an allowable cost under the applicable federal cost principle; 2. Be necessary and reasonable for the efficient accomplishment of project or program objectives; 3. Be verifiable within the Grantee's (or subgrantee's) records; 4. Be documented, including methods and sources, in the approved budget (applies only to cost reimbursement contracts); 5. Not be included as contributions toward any other federally -assisted project or System Agency Contract No. 537-18-0147-00001 Page 1 Docusign Envelope ID: 23236065-3A3F-46C3-91BB-7B02071A44FD ATTACHMENT A.2 STATEMENT OF WORK July 1, 2019 through June 30, 2020 program (match can count only once per fiscal year); 6. Not be paid by the federal government under another award, except where authorized by federal statute to be used for cost sharing or match; 7. Conform to other provisions of governing circulars/statutes/regulations as applicable for the Contract; 8. Be adequately documented; 9. Follow procedures for generally accepted accounting practices as well as meet audit requirements; and 10. Value the in-kind contributions reported and be supported by documentation reflecting the use of goods and/or services during the Contract term. Grantee must match funds awarded for this Contract by costs or third party contributions that are not paid by the federal government under another award, except where authorized by federal statute to be used for cost sharing or matching. The non-federal contributions (match) may be provided directly or through donations from public or private entities and may be in cash or in-kind donations, fairly evaluated, including plant, equipment, or services. The costs that the Grantee incurs in fulfilling the matching or cost-sharing requirement are subject to the same requirements, including the cost principles, that are applicable to the use of federal funds, including prior approval requirements and other rules for allowable costs as described in 45 CFR 74.23 and 92.24. E. Notify System Agency in advance of Grantee's plans to participate in or conduct local exercises, in a format specified by System Agency. Grantee will participate in statewide exercises planned by System Agency as needed to assess the capacity of Grantee to respond to bioterrorism, other outbreaks of infectious disease, and other public health threats and emergencies. Grantee will prepare after -action reports, documenting and correcting any identified gaps or weaknesses in preparedness plans identified during exercise, in a form specified by System Agency. F. Cooperate with System Agency to coordinate all planning, training and exercises performed under this Contract with the Governor's Division of Emergency Management of the State of Texas, or other points of contact at the discretion of the Division for Regional and Local Health Operations, to ensure consistency and coordination of requirements at the local level and eliminate duplication of effort between the various domestic preparedness funding sources in the state. G. In the event of a public health emergency involving a portion of the state, mobilize and dispatch staff or equipment purchased with funds from previous PHEP cooperative agreements and not performing critical duties in the jurisdiction served, to the affected area System Agency Contract No. 537-18-0147-00001 Page 2 DocuSign Envelope ID: 23236065-3A3F-46C3-91 BB-7B02071A44FD ATTACHMENT A.2 STATEMENT OF WORK July 1, 2019 through June 30, 2020 of the state upon receipt of a written request from System Agency. H. Develop, implement and maintain a timekeeping system for accurately documenting staff time and salary expenditures for all staff funded through this Contract, including partial full-time employees and temporary staff. I. Maintain a confirmatory bioterrorism testing laboratory with a staff trained and proficient in CDC's LRN biothreat protocols. J. Train other Grantee laboratory staff in setting up and performing all diagnostic and reference testing for select biological agents. K. Provide test samples from identified service area for biothreat agents and toxins. Once biological agent is identified, Grantee will be prepared to test for other infectious agents and for other public health threats and emergencies. L. Test food samples for select biological agents using conventional and advanced bacteriological techniques and CDC-LRN protocols. M. Monitor and evaluate biothreat incidents, outbreaks of infectious disease and other public health threats and emergencies. N. Communicate with all other laboratories within the designated service area. O. Maintain extensive collaboration with local law enforcement, hazardous material and other emergency responders. In addition, Grantee will prepare Standard Operating Procedures and Standard Operating Guidelines (SOPs/SOGs) covering interaction with these agencies in the event of an emergency or incident. P. Maintain extensive collaboration with all hospitals located in the identified service area to plan for response activities for biological threats. LRN service regions can be found here: http://www.dshs.texas.gov/lab/eprLRN.shtm. Q. Review and approve all current preparedness SOPs/SOGs (copy of the titled, dated, and initialed/signed review sheet) for use by the respective laboratories with quarterly reports. R. Utilize System Agency's provided Public Health Laboratory Information Management System (PHLIMS), or a LIMS that has been configured to be compatible with the CDC Results Messenger (RM) reporting system, or CDC RM for reporting biothreat testing and System Agency Contract No. 537-18-0147-00001 Page 3 DocuSign Envelope ID: 23236065-3A3F-46C3-91BB-7B02071A44FD ATTACHMENT A.2 STATEMENT OF WORK July 1, 2019 through June 30, 2020 results. This reporting will include sample and laboratory data as well as the final report. S. Prepare/provide current information during an incident about status on individual samples, sample load/overload, personnel, reagent, equipment, and facilities. T. Provide to System Agency an LRN surge capability plan within a timeline designated by System Agency that details how the LRN laboratory will manage a surge in sample capacity. The plan should include: work hours, instruments and equipment, personnel and staffing, and essential lab services that must be maintained during an outbreak or emergency event. U. Present laboratory -oriented training to hospitals and reference laboratories in the identified service area on the LRN sentinel protocols to include packaging and shipping of both biological and chemical samples according to published CDC protocols. V. Maintain a system for safe specimen transport from local laboratories. W. Explore the capabilities and needs of sentinel laboratories. X. Inform System Agency of Grantee's plans, via email or telephone, to meet updated LRN- B program requirements for Standard Reference Level Laboratories as outlined in the Funding Opportunity Announcement (FOA). Y. Provide programmatic reports as directed by System Agency in a format specified by System Agency. Grantee will provide System Agency other reports, including fmancial reports, and any other reports that System Agency determines necessary to accomplish the objectives of this Contract and to monitor compliance. Z. Submit an End -of -Year Performance Report in a format specified by System Agency within an established timeframe designated by System Agency. AA. Report as requested by System Agency to satisfy information -sharing requirements set forth in Texas Government Code, Sections 421.071 and 421.072 (b) and (c), as amended. Grantee shall immediately notify System Agency in writing if Grantee is legally prohibited from providing any reports required under this Contract. BB. Initiate the purchase of all equipment approved in writing by the System Agency in the first quarter of the FY20 Contract term (July 1, 2019 — June 30, 2020), as applicable. Failure to timely initiate the purchase of equipment may result in the loss of availability of funds System Agency Contract No. 537-18-0147-00001 Page 4 DocuSign Envelope ID: 23236065-3A3F-46C3-91BB-7B02071A44FD ATTACHMENT A.2 STATEMENT OF WORK July 1, 2019 through June 30, 2020 for the purchase of equipment. Requests to purchase previously approved equipment after the first quarter in the Contract must be submitted to the assigned System Agency contract manager. CC. Controlled Assets include firearms, regardless of the acquisition cost, and the following assets with an acquisition cost of $500 or more, but less than $5,000: desktop and laptop computers (including notebooks, tablets and similar devices), non-portable printers and copiers, emergency management equipment, communication devices and systems, medical and laboratory equipment, and media equipment. Controlled Assets are considered Supplies. DD. Maintain an inventory of equipment, supplies defined as Controlled Assets, and real property and submit an annual cumulative report of the equipment and other property on HHS System Agency Grantee's Property Inventory Report to the assigned System Agency contract manager by email not later than October 15 of each year. EE Not use System Agency funds to purchase buildings or real property without prior written approval from the System Agency. Any costs related to the initial acquisition of the buildings or real property are not allowable without written pre -approval. FF. At the expiration or termination of this Contract for any reason, title to any remaining equipment and supplies purchased with funds under this Contract reverts to System Agency. Title may be transferred to any other party designated by System Agency. The System Agency may, at its option and to the extent allowed by law, transfer the reversionary interest to such property to Grantee. GG. In the event of a local, state, or federal emergency the Grantee has the authority to utilize approximately five percent (5%) of the Grantee's staff's time supporting this Contract for response efforts. System Agency will reimburse Grantee up to five percent of this Contract funded by CDC for personnel costs responding to an emergency event. Grantee will maintain records to document the time spent on response efforts for auditing purposes. Allowable activities also include participation in drills and exercises in the pre -event time period. Grantee will notify the Assigned Contract Manager in writing when this provision is implemented. HH. Comply with all applicable federal and state laws, rules, and regulations, as amended, including, but not limited to, the following: 1. Public Law 107-188, Public Health Security and Bioterrorism Preparedness and System Agency Contract No. 537-18-0147-00001 Page 5 DocoSign Envelope ID:23236065-3A3F-46C3-9188-7802071A44FD ATTACHMENT A.2 STATEMENT OF WORK July 1, 2019 through June 30, 2020 Response Act of 2002; 2. Public Law 113-05, Pandemic and All -Hazards Preparedness Reauthorization Act; and 3. Texas Health and Safety Code Chapter 81. II. Comply with the following documents and resources, as amended, which are incorporated by reference and made a part of this Contract: 1. System Agency and CDC Public Health Emergency Preparedness Cooperative Agreement; 2. Public Health Preparedness Capabilities: National Standards for State and Local Planning, March 2011: http://www.cdc.gov/phpr/capabilities/DSLR capabilities_July.pdf; 3. Presidential Policy Directive 8/PPD-8, March 30, 2011: http://www.hlswatch.com/wp- content/uploads/2011 /04/PPD-8-Preparedness.pdf; 4. Homeland Security Exercise and Evaluation Plan (HSEEP) Documents: https://www.preptoolkit.org/web/hseep-resources; 5. Ready or Not? Have a Plan; Surviving Disaster: How Texans Prepare (videos): http://www.texasprepares.org/survivingdisaster.htm; 6. Preparedness Program Guidance(s) as provided by System Agency and CDC; and 7. FY2018 Office of the Assistant Secretary for Preparedness and Response (OASPR) Hospital Preparedness Program — CFDA Number 93.074: http://www.phe.gov/preparedness/planning/hpp/pages/default.aspx. II. PERFORMANCE MEASURES A. System Agency will monitor the Grantee's compliance with the requirements in this Contract and failure to meet these requirements may result in withholding a portion of the current LRN base awards. B. Grantee must demonstrate adherence to reporting deadlines and the capability to receive, stage, store, distribute and dispense materiel during a public health emergency. The initial reporting requirement schedule for the requirements is subject to change as System Agency and CDC may modify requirements and due dates. System Agency will send a requirements schedule within thirty (30) days of the Fiscal Year 2020 start date. III INVOICE AND PAYMENT A. Grantee will request monthly payment using the Excel version of the State of Texas Purchase Voucher (Fonn B-13) and Support Document including any acceptable additional supporting documentation for reimbursement of the required services/deliverables. Additionally, the Grantee will submit the Excel version of the Financial Status Report System Agency Contract No. 537-18-0147-00001 Page 6 DocuSign Envelope ID: 23236065-3A3F-46C3-91 BB-7802071A44FD ATTACHMENT A.2 STATEMENT OF WORK July 1, 2019 through June 30, 2020 (FSR -269A). Vouchers, supporting documentation and Financial Status Reports should be mailed or emailed to the addresses below. Department of State Health Services Claims Processing Unit, MC 1940 P.O. Box 149347 Austin, TX 78714-9347 FAX: (512) 458-7442 EMAIL: invoicesnn,dshs.texas.gov & CMSInvoices(a,dshs.texas.gov B-13, B -13A, and supporting documentation should be sent to: invoices@dshs.texas.gov & CMSlnvoices ,dshs.texas.gov FSRs should be sent to: invoices@dshs.texas.gov, FSRGrants@dshs.texas.gov & CMSInvoices@dshs.texas.eov B. Grantee will be reimbursed on a monthly basis and in accordance with the Budget in Attachment B of this Contract. C. System Agency reserves the right, where allowed by legal authority, to redirect funds in the event of financial shortfalls. System Agency will monitor Grantee's expenditures on a quarterly basis. If expenditures are below that projected in Grantee's total Contract amount, Grantee's budget may be subject to a decrease for the remainder of the term of the Contract. Vacant positions existing after ninety days may result in a decrease in funds. D. Grantee may request a one-time working capital advance not to exceed 12% of the total amount of the Contract funded by System Agency. All advances must be expended by the end of the Contract term. Advances not expended by the end of the Contract term must be refunded to System Agency. Grantee will repay all or part of advance funds at any time during the Contract's term. However, if the advance has not been repaid prior to the last three months of the Contract term, the Grantee must deduct at least one-third of the remaining advance from each of the last three months' reimbursement requests. If the advance is not repaid prior to the last three months of the Contract term, System Agency will reduce the reimbursement request by one-third of the remaining balance of the advance. E. For the purposes of this Contract, the Grantee may not use funds for fundraising activities, lobbying, research, construction, major renovations and reimbursement of pre -award costs, System Agency Contract No. 537-18-0147-00001 Page 7 DocuSign Envelope ID:23236065-3A3F-46C3-9188-7802071A44FD ATTACHMENT A.2 STATEMENT OF WORK July 1, 2019 through June 30, 2020 clinical care, purchase of vehicles of any kind, funding an award to another party or provider who is ineligible, backfilling costs for staff or the purchase of incentive items. System Agency Contract No. 537-18-0147-00001 Page 8 DocuSign Envelope ID:23236065-3A3F-46C3-9166-7602071A44FD Attachment C Fiscal Federal Funding Accountability and Transparency Act (FFATA) CERTIFICATION The certifications enumerated below represent material facts upon which DSHS relies when reporting information to the federal government required under federal law. If the Department later determines that the Contractor knowingly rendered an erroneous certification, DSHS may pursue all available remedies in accordance with Texas and U.S. law. Signor further agrees that it will provide immediate written notice to DSHS if at any time Signor learns that any of the certifications provided for below were erroneous when submitted or have since become erroneous by reason of changed circumstances. If the Signor cannot certify all of the statements contained in this section, Signor must provide written notice to DSHS detailing which of the below statements it cannot certify and why. Legal Name of Contractor: FFATA Contact # 1 Name, Email and Phone Number: Primary Address of Contractor: FFATA Contact #2 Name, Email and Phone Number: ZIP Code: 9 -digits Required www.usps.com DUNS Number: 9 -digits Required www.sam.gov State of Texas Comptroller Vendor Identification Number (VIN) 14 Digits Printed Name of Authorized Representative Annette Rodriguez Signature of Authorized Representative Title of Authorized Representative Health Director Date -1- Department of State Health Services Form 4734 — June 2013 DocuSign Envelope ID: 23236065-3A3F-46C3-91BB-7B02071A44FD Attachment C Fiscal Federal Funding Accountability and Transparency Act (FFATA) CERTIFICATION As the duly authorized representative (Signor) of the Contractor, I hereby certify that the statements made by me in this certification form are true, complete and correct to the best of my knowledge. Did your organization have a gross income, from all sources, of less than $300,000 in your previous tax year? n Yes n No If your answer is "Yes", skip questions "A", "B", and "C" and finish the certification. If your answer is "No", answer questions "A" and "B". A. Certification Regarding % of Annual Gross from Federal Awards. Did your organization receive 80% or more of its annual gross revenue from federal awards during the preceding fiscal year? Yes n No B. Certification Regarding Amount of Annual Gross from Federal Awards. Did your organization receive $25 million or more in annual gross revenues from federal awards in the preceding fiscal year? n Yes No If your answer is "Yes" to both question "A" and "B", you must answer question "C". If your answer is "No" to either question "A" or "B", skip question "C" and finish the certification. C. Certification Regarding Public Access to Compensation Information. Does the public have access to information about the compensation of the senior executives in your business or organization (including parent organization, all branches, and all affiliates worldwide) through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986? n Yes ❑ No If your answer is "Yes" to this question, where can this information be accessed? If your answer is "No" to this question, you must provide the names and total compensation of the top five highly compensated officers below. For example: John BIum:500000;Mary Redd:50000;Eric Gant:400000;Todd Platt:300000; Sally Tom:300000 Provide compensation information here: -2- Department of State Health Services Form 4734 — June 2013 Certificate Of Completion Envelope Id: 232360653A3F46C3911387602071 A44FD Subject: Amending $663,705.000; 537-18-0147-00001; City of Corpus Christi A 2; CPS/LRN-PHEP Source Envelope: Document Pages: 25 Certificate Pages: 2 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -06:00) Central Time (US & Canada) Signatures: 0 Initials: 0 Record Tracking Status: Original 4/15/2019 10:06:51 AM Signer Events Annette Rodriguez annetter@cctexas.com Health Director City of Corpus Christi Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign John Hellersted john.hellerstedt@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events CMS CMUcontracts@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Aparna Aavula apama.aavula@hhsc.state.tx.us Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Holder: Texas Health and Human Services Commission PCS_DocuSign@hhsc.state.tx.us Signature Signature Status Status Status Status Status COPIED COPIED Status: Sent Envelope Originator: Texas Health and Human Services Commission 1100 W. 49th St. Austin, TX 78756 PCS_DocuSign@hhsc.state.tx.us IP Address: 167.137.1.15 Location: DocuSign Timestamp Sent: 4/15/2019 10:18:15 AM Viewed: 4/16/2019 1:54:54 PM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 4/15/2019 10:18:14 AM Sent: 4/15/2019 10:18:14 AM Viewed: 4/15/2019 10:19:41 AM Carbon Copy Events Lauren Miller Lauren.Miller@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Dina Chavez dina@cctexas.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status COPIED COPIED Timestamp Sent: 4/15/2019 10:18:14 AM Sent: 4/15/2019 10:18:15 AM Notary Events Signature Timestamp Envelope Summary Events Status Timestamps', Envelope Sent Hashed/Encrypted 4/15/2019 10:18:15 AM Payment Events Status Timestamps AGENDA MEMORANDUM First Reading Ordinance for the City Council Meeting June 11, 2019 Second Reading Ordinance for the City Council Meeting June 18, 2019 DATE: May 10, 2019 TO: Peter Zanoni, City Manager FROM: Annette Rodriguez, MPH., Director of Public Health Annetter cctexas.com 361.826.7205 Acceptance of the Infectious Disease Control Unit/FLU-LAB grant in the amount of $10,000.00, and appropriation of the funds for the contract period September 1, 2019 through August 31, 2021. CAPTION: Ordinance authorizing the acceptance and appropriation of a grant contractforthe Laboratory Response Network Influenza Surveillance and Epidemiology Activities (LRN/FLU-LAB) grant in the amount of $10,000.00 from the Texas Department of State Health Services in the Health Grants Fund to provide flu testing September 1, 2019 through August 31, 2019. PURPOSE: To provide funding for the Health District to identify and recruit submitters of clinical specimens through discussions and mutual agreement with local health and medical providers and facilities in the Health Department's service area of Corpus Christi and Nueces County. BACKGROUND AND FINDINGS: Acceptance of this grant will require the Health District to test up to 200 clinical specimens meeting the Clinical Laboratory Improvement Act (CLIA'88) specifications per year in the assigned service area of the grant contract. ALTERNATIVES: Refuse the grant and not provide the influenza surveillance services in the community. OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: Council approval required for acceptance of grant and appropriation of grant funds. EMERGENCY / NON -EMERGENCY: Non -Emergency. This item requires two readings. DEPARTMENTAL CLEARANCES: Legal Department Finance - Federal Grants and Office of Management and Budget. FINANCIAL IMPACT: X Operating X Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2019-2021 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item $10,000 $10,000 BALANCE $10,000 $10,000 Comments: No fiscal impact to general fund. The grant does not require a cash or in-kind match by the City. Funding Detail: Fund: 1066 Health Grants paid by Department of State Health Services Organization/Activity: 830940S Mission Element: 103 Disease Prevention Project # (CIP Only): Account: RECOMMENDATION: Staff recommends approval of the Ordinance. LIST OF SUPPORTING DOCUMENTS: Contract No. HHS000442100001 Ordinance Ordinance authorizing the acceptance and appropriation of a grant contract for the Laboratory Response Network Influenza Surveillance and Epidemiology Activities (LRN/FLU-LAB) grant in the amount of $10,000.00 from the Texas Department of State Health Services in the Health Grants Fund to provide flu testing September 1, 2019 through August 31, 2021. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1: The City Manager or designee is authorized to execute all documents necessary to accept and appropriate a total grant amount of $10,000.00 from the Texas Department of State Health Services in the No. 1066 Health Grants Fund, for the contract period of September 1, 2019 through August 31, 2021, to provide flu testing. Section 2: The City Manager or designee is authorized to execute any future amendments to the grant contract which extend the contract period or increase or decrease the amount of the grant. Section 3: A copy of the executed grants shall be filed in the office of the City Secretary. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor SIGNATURE DOCUMENT FOR DEPARTMENT OF STATE HEALTH SERVICES CONTRACT No HHS000442100001 UNDER THE LABORATORY RESPONSE NETWORK (LRN) INFLUENZA SURVEILLANCE AND EPIDEMIOLOGY GRANT PROGRAM I. PURPOSE The DEPARTMENT OF STATE HEALTH SERVICES ("System Agency" or "DSHS"), and CORPUS CHRISTI-NUECES COUNTY PUBLIC HEALTH DISTRICT (CITY) ("Grantee") (each a "Party' and collectively the "Parties") enter into the following grant contract to provide funding for LRN influenza surveillance and epidemiology activities (the "Contract"). II. LEGAL AUTHORITY This Contract is authorized by and in compliance with the provisions of Texas Govemment Code Chapter 791, and Chapters 12, 121, and 1001 of the Texas Health and Safety Code. III. DURATION The Contract is effective on September 1, 2019 and terminates on August 31, 2021, unless renewed, extended, or terminated pursuant to the terms and conditions of the Contract. The System Agency, at its own discretion, may extend this Contract subject to terms and conditions mutually agreeable to both Parties. IV. BUDGET The total amount of this Contract will not exceed TEN THOUSAND DOLLARS ($10,000.00). All expenditures under the Contract will be in accordance with ATTACHMENT B, BUDGET. Grantee is allocated FIVE THOUSAND DOLLARS ($5,000.00) from September 1, 2019 to August 31, 2020 and FIVE THOUSAND DOLLARS ($5,000.00) from September 1, 2020 to August 31, 2021. Expenditures may not exceed the above allocated amounts within the specified time frames. V. NOTICE TO PROCEED Funding for this Contract is dependent on final legislative appropriations. No FY 2020 work may begin and no charges may be incurred until the System Agency issues a written notice to proceed to grantee. This Notice to Proceed may include an amended or ratified budget which will be incorporated into this Contract by a subsequent amendment, as necessary. Notwithstanding the preceding, at the discretion of the System Agency, Grantee may be eligible to receive reimbursement for eligible expenses incurred during the period of performance as defined by 2 CFR §200.309. VI. REPORTING REQUIREMENTS The Contract contains reporting requirements as stated in ATTACHMENT A, STATEMENT OF WORK. VII. CONTRACT REPRESENTATIVES The following will act as the Representative authorized to administer activities under this Contract on behalf of their respective Party. System Agency The Department of State Health Services Attention: Caeli Paradise 1100 West 49th Street, MC 1990 Austin, TX 78756-4204 (512) 776-3767 Caeli.paradise@dshs.texas.gov Grantee Corpus Christi-Nueces County Public Health District (City) Attention: Dante Gonzalez 1201 Leopard Street Corpus Christi, TX 78401 (361) 826-7323 danteg(%i cctexas.com VIII. LEGAL NOTICES Any legal notice required under this Contract shall be deemed delivered when deposited by the System Agency either in the United States mail, postage paid, certified, return receipt requested; or with a common carrier, ovemight, signature required, to the appropriate address below: System Agency The Department of State Health Services Attention: General Counsel 1100 West 49th Street, MC 1911 Austin, TX 78756-4204 Grantee Corpus Christi-Nueces County Public Health District (City) Attention: Annette Rodriguez 1201 Leopard Street Corpus Christi, TX 78401 t rnt;rr• Rive„ h., Grantee xx,ill he deemed effective when received by the System Agency. Either Party SIGNATURE PAGE FOLLOWS SIGNATURE PAGE FOR SYSTEM AGENCY CONTRACT No HHS000442100001 SYSTEM AGENCY Date of execution: GRANTEE Annette Rodriquez Health Director Date of execution: THE FOLLOWING ATTACHMENTS TO SYSTEM AGENCY CONTRACT No. HHS000442100001 ARE HEREBY INCORPORATED BY REFERENCE: ATTACHMENT A ATTACHMENT B ATTACHMENT C ATTACHMENT D ATTACHMENT E STATEMENT OF WORK BUDGET HHSC UNIFORM TERMS AND CONDITIONS SUPPLEMENTAL AND SPECIAL CONDITIONS DATA USE AGREEMENT ATTACHMENTS FOLLOW ATTACHMENT A STATEMENT OF WORK I. GRANTEE RESPONSIBILITIES Grantee will: A. Identify and recruit submitters of clinical specimens through discussions and an agreement with local health departments in the Grantee's service area. Grantee may contact Emerging and Acute Infectious Disease Branch (EAIDB) at FLUTEXAS@a,dshs.texas.gov for guidance on appropriate submitters; B. Receive clinical specimens Monday through Friday from designated submitters within the Grantee's service area; C. Test up to two hundred (200) clinical specimens meeting the Clinical Laboratory Improvement Act (CLIA'88) specifications from September 1, 2019 to August 31, 2020; D. Test up to two hundred (200) clinical specimens meeting the Clinical Laboratory Improvement Act (CLIA'88) specifications from September 1, 2020 to August 31, 2021; E. Perform on each specimen, the Centers for Disease Control and Prevention (CDC) Real Time (RT) Polymerase Chain Reaction Method (PCR) for typing of influenza viruses; F. Retain positive influenza specimens through the end of the Contract term; G. When directed by the Viral Isolation Team Lead and Medical Virology Group Manager within the Department of State Health Services (DSHS) Laboratory Services Section, appropriately submit the requested number of positive specimens to the Laboratory Services Section, Texas Department of State Health Services, Austin, Texas or to another public health laboratory designated by DSHS. These specimens are not intended to be diagnostic and are submitted as part of a public health surveillance program; H. Comply with DSHS EAIDB program established influenza surveillance protocol located at https://dshs.texas.gov/IDCU/disease/influenza/Texas-Influenza- Surveillance-Handbook.doc; I. Comply with Health and Safety Code Chapter §81.046 located at http://www.statutes.legis.state.tx.us/Docs/HS/htm/HS.81.htm; 1 DSHS shall ensure Grantee receives a copy of the current influenza surveillance protocol, no later than the week ending October 5, 2019 (Morbidity and Mortality Weekly Report (MMWR) week 40); K. DSHS shall ensure Grantee receives a copy of the current influenza surveillance protocol, no later than the week ending October 3, 2020 (Morbidity and Mortality Weekly Report (MMWR) week 40) for the 2nd year of the contract from September 1, 2020 to August 31, 2021; L. Ensure that at least one (1) healthcare provider, clinic, or hospital submits influenza surveillance specimens to the Grantee. Grantee to notify DSHS when a submitter is not submitting specimens routinely; M. Provide and submit a list of providers or facilities that routinely submit specimens to the Grantee on or before November 29, 2019, by electronic mail to EAIDB@dshs.texas.gov and FLUTEXAS@a dshs.texas.gov; N. Provide and submit a list of providers or facilities that routinely submit specimens to the Grantee on or before November 27, 2020, by electronic mail to EAIDB@dshs.texas.gov and FLUTEXAS@dshs.texas.gov for the 2nd year of the contract from September 1, 2020 to August 31, 2021; 0. Perform testing weekly unless no samples were received that week; P. When requested, send samples of all specimens testing positive for influenza to the Laboratory Services Section, Texas Department of State Health Services, Austin, Texas or another public health laboratory designated by DSHS within ten (10) business days of request. These specimens are not intended to be diagnostic and are submitted as part of a public health surveillance program; Q. Provide and submit written weekly reports on the RT -PCR influenza testing results from the previous week, in the format provided by DSHS, each Monday, or if a holiday, the next business day beginning September 4, 2019 and continuing through the end of the Contract term. Reports should be sent by electronic mail to EAIDB • dshs.texas.gov and FLUTEXAS@dshs.texas.gov. All reports should be titled with the Contractor Name, Contract Number, IDCU/FLU LAB and the week of the report.; and R. In order to receive payment from DSHS, ensure compliance with reporting as follows: 1. Compliant Grantees submit weekly RT -PCR influenza testing result reports according to the format specified by DSHS; and 2. Non-compliant Grantees submit less than 80% of the weekly RT -PCR influenza testing reports according to the format specified by DSHS. IL PERFORMANCE MEASURES The System Agency will monitor the Grantee's performance of the requirements in ATTACHMENT A and compliance with the Contract's terms and conditions. III. INVOICE AND PAYMENT A. Grantee will request payments using the State of Texas Purchase Voucher (Form B- 13) at http://www.dshs.state.tx.us/grants/forms.shtm. Voucher and any supporting documentation will be mailed or submitted by fax or electronic mail to the addresses/number below. Department of State Health Services Claims Processing Unit, MC 1940 1100 West 49th Street P.O. Box 149347 Austin, Texas 78714-9347 FAX: (512) 776-7442 EMAIL: invoices@u,dshs.texas.gov and CMSinvoices@dshs.texas.gov B. Grantee will be paid on a cost reimbursement basis and in accordance with the Budget in Attachment B of this Contract. C. Grantee will initiate the purchase of all Equipment approved in writing by the DSHS in the first quarter of the Contract term, as applicable. Failure to timely initiate the purchase of Equipment may result in the loss of availability of funds for the purchase of Equipment. Requests to purchase previously approved Equipment after the first quarter in the Contract must be submitted to the assigned DSHS contract manager. D. Grantee will maintain an inventory of Equipment, supplies defined as Controlled Assets, and real property and submit an annual cumulative report of the equipment and other property on DSHS Contractor' s Property Inventory Report at http://www.dshs.texas.gov/contracts/forms.shtm to the assigned DSHS contract manager by e-mail not later than October 15 of each year. E. Controlled Assets include firearms, regardless of the acquisition cost, and the following assets with an acquisition cost of $500 or more, but less than $5,000: desktop and laptop computers (including notebooks, tablets and similar devices), non-portable printers and copiers, emergency management equipment, communication devices and systems, medical and laboratory equipment, and media equipment. Controlled Assets are considered Supplies. F. DSHS funds must not be used to purchase buildings or real property without prior written approval from the DSHS. Any costs related to the initial acquisition of the buildings or real property are not allowable without written pre -approval. G. At the expiration or termination of this Contact for any reason, title to any remaining equipment and supplies purchased with funds under this Contract reverts to DSHS. Title may be transferred to any other party designated by DSHS. The DSHS may, at its option and to the extent allowed by law, transfer the reversionary interest to such property to Grantee. ATTACHMENT B BUDGET Corpus Christi-Nueces County (City) Contract No. HHS000442100001 q� ,„. I�hellll 1p,P 7,, ��II�IIiI .e,,,,I I ber' , 20197 I t9gOXICaI Ullge II Ilyllilil II II I i 1 Op p� ii, II�IIv111S•ggi v I I�L,_l iI� O1 Ug• ' 3 .77 �r II, ii''T$O 00� Te�'`80Il1e1 'I,�I� III iL,llluu�IW��ILII IIIIII 11I1I�1�6Iuu Fringe Benefits $0.00 40ffilF00 " 7110007aV0 �ill I�II III IrVi J II I lil�I IIIID11VP, ,„iiiirirrn 1,4 4 Equipment bIl�lALD "i $0.00 .t, p Sup 1 e• IIIIII 5 II01010�0 VIII 11 qll Aro. ��IVi,,,, rAtfriI Illlull hId�� lh IIS E •y� .� �ul uIIIVi�IvuIm govom� I;III �b'u dI H l @IIIV� September 11;nv202Q„ tiv August 311, otaohtract JII I,fII IIIIII III { .d II IIkIII,I I�I r .9 11 77i'v �I ,Iy1 „I II III IIIIVI1I $0.00 $0.00 Contractual ��Ilr 411IIIOthrllu Total Direct Charges -I rr IoI hip r°lour ch�I ha s 111i' I �°II6111� Total 0r0111010100 Y N�IIIer�y,;II $0.00 11-X0 )91 $10,000.00 10'OO,III iII Ir $5,000.00 VIII $10,000.00 $5,000.00 PI ATTACHMENT C HHSC UNIFORM TERMS AND CONDITIONS — GRANT HHSC Uniform Terms and Conditions Version 2.15 Published and Effective: September 1, 2017 Responsible Office: Chief Counsel TEXAS Health and Human Services Health and Human Services Commission HHSC Uniform Terms and Conditions - Grant Version 2.15 TABLE OF CONTENTS ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS 4 1.01 Definitions 4 1.02 Interpretive Provisions 5 ARTICLE II Payment Methods and Restrictions 6 2.01 Payment Methods 6 2.02 Final Billing Submission 6 2.03 Financial Status Reports (FSRs) 7 2.04 Debt to State and Corporate Status 7 2.05 Application of Payment Due 7 2.06 Use of Fluids 7 2.07 Use for Match Prohibited 7 2.08 Program Income 7 2.09 Nonsupplanting 8 ARTICLE III. STATE AND FEDERAL FUNDING 8 3.01 Funding. 8 3.02 No debt Against the State 8 3.03 Debt to State 8 3.04 Recapture of Funds 8 ARTICLE IV Allowable Costs and Audit Requirements 9 4.01 Allowable. Costs. 9 4.02 Independent Single or Program -Specific Audit 10 4.03 Submission of Audit 10 Article V AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS 10 5.01 General Affirmations 10 5.02 Federal Assurances .. . .. 10 5.03 Federal Certifications 10 ARTICLE VI OWNERSHIP AND INTELLECTUAL PROPERTY 11 6.01 Ownership 11 6.02 Intellectual Property 11 ARTICLE VII RECORDS, AUDIT, AND DISCLOSURE 11 7.01 Books and Records 11 7.02 Access to records, books, and documents 11 Grantee Uniform Terms and Conditions Page 2 of 19 v.9.1.17 7.03 Response/compliance with audit or inspection findings .. 12 7.04 SAO Audit 12 7.05 Confidentiality 12 7.06 Public Information Act 12 ARTICLE VIII CONTRACT MANAGEMENT AND EARLY TERMINATION 12 8.01 Contract Management 12 8.02 Termination for Convenience 13 8.03 Termination for Cause 13 8.04 Equitable Settlement 13 ARTICLE DC MISCELLANEOUS PROVISIONS 13 9.01 Amendment - - 13 9.02 Insurance 13 9.03 Legal Obligations ... .. .. 14 9.04 Permitting and Licensure 14 9.05 Indemnity 14 9.06 Assignments 15 9.07 Relationship of the Parties 15 9.08 Technical Guidance Letters 15 9.09 Governing Law and Venue - 16 9.11 Survivability 16 9.12 Force Majeure 16 9.13 No Waiver of Provisions 16 9.14 Publicity 16 9.15 Prohibition on Non -compete Restrictions 17 9.16 No Waiver of Sovereign Innnunity 17 9.17 Entire Contract and Modification 17 9.18 Counterparts 17 9.19 Proper Authority 17 9.20 Employment Verification 17 9.21 Civil Rights 17 Grantee Uniform Terms and Conditions Page 3 of 19 v. 9.1.17 ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS 1.01 Definitions As used in this Contract, unless the context clearly indicates otherwise, the following teens and conditions have the meanings assigned below: "Amendment" means a written agreement, signed by the parties hereto, which documents changes to the Contract other than those permitted by Work Orders or Technical Guidance Letters, as herein defined. "Attachment" means documents, temps, conditions, or additional information physically added to this Contract following the Signature Document or included by reference, as if physically, within the body of this Contract. "Contract" means the Signature Document, these Unifonn Teens and Conditions, along with any Attachments, and any Amendments, or Technical Guidance Letters that may be issued by the System Agency, to be incorporated by reference herein for all purposes if issued. "Deliverable" means the work product(s) required to be submitted to the System Agency including alt reports and project documentation. "Effective Date" means the date agreed to by the Parties as the date on which the Contract takes effect. "Federal Fiscal Year" means the period beginning October 1 and ending September 30 each year, which is the annual accounting period for the United States government. "GAAP" means Generally Accepted Accounting Principles. "GASB" means the Governmental Accounting Standards Board. "Grantee" means the Party receiving funds under this Contract, if any. May also be referred to as "Contractor" in certain attachments. "Health and Human Services. Commission" or "HHSC" means the administrative agency established under Chapter 531, Texas Government Code or its designee. "HUB" means Historically Underutilized Business, as defined by Chapter 2161 of the Texas Government Code. "Intellectual Property" means inventions and business processes, whether or not patentable; works of authorship; trade secrets; trademarks; service marks; industrial designs; and creations that are subject to potential legal protection incorporated in any Deliverable and first created or developed by Grantee, Grantee's contractor or a subcontractor in performing the Project. "Mentor. Protege" means the Comptroller of Public Accounts' leadership program found at: http://www.window.state.tx.ms/procurement/prog/hub/mentorprotege/. Grantee Uniform Terms and Conditions Page 4 of 19 v. 9.1.17 "Parties" means the System Agency and Grantee, collectively. "Party" means either the System Agency or Grantee, individually. "Program" means the statutorily authorized activities of the System Agency under which this Contract has been awarded. "Project" means specific activities of the Grantee that are supported by finds provided under this Contract. "Public hnfonnation Act" or "PIA" means Chapter 552 of the Texas Government Code. "Statement of Work" means the description of activities performed in completing the Project, as specified in the Contract and as may be amended.. "Signature Document" means the document executed by both Parties that specifically sets forth all of the documents that constitute the Contract. "Solicitation or "RFA"" means the document issued by the System Agency under which applications for Program funds were requested, which is incorporated herein by reference for all purposes in its entirety, including all Amendments and Attachments. "Solicitation Response" or "Application" means Grantee's fill and complete response to the Solicitation, which is incorporated herein by reference for all purposes in its entirety, including any Attachments and addenda. "State Fiscal Year" means the period beginning September 1 and ending August 31 each year, which is the annual accounting period for the State of Texas. "State of Texas TexfrnveP' means Texas Administrative Code, Title 34, Part 1, Chapter 5, Subchapter C, Section 5.22, relative to travel reimbursements under this Contract, if any. "System Agency" means HHSC or any of the agencies of the State of Texas that are overseen by HHSC under authority granted under State law and the officers, employees, and designees of those agencies. These agencies include: HHSC and the Department of State Health Services. "Technical Guidance. Letter" or "TGL" means an instruction, clarification, or interpretation of the requirements of the Contract, issued by the System Agency to the Grantee. 1.02 Interpretive Provisions a. The meanings of deemed terms are equally applicable to the singular and plural fonns of the defined terms. b. The words "hereof," "herein," "hereunder," and similar words refer to this Contract as a whole and not to any particular provision, section, Attachment, or schedule of this Contract runless otherwise specified. c. The term `including" is not limiting and means "including without limitation" and, unless otherwise expressly provided in this Contract, (i) references to contracts (including this Contract) and other contractual instruments shall be deemed to include all subsequent Amendments and other modifications thereto, but only to the extent that such Amendments and other modifications are not prohibited by the terms of this Contract, and (ii) references to Grantee Uniform Terms and Conditions Page of 19 v. 9.1.17 any statute or regulation are to be construed as including all statutory and regulatory provisions consolidating, amending, replacing, supplementing, or interpreting the statute or regulation.. d. Any references to "sections," "appendices," or "attachments" are references to sections, appendices, or attachments of the Contract. e. Any references to agreements, contracts, statutes, or administrative rules or regulations in the Contract are references to these documents as amended, modified, or supplemented from time to time during the term of the Contract. f. The captions and headings of this Contract are for convenience of reference only and do not affect the interpretation of this Contract. g. All Attachments within this Contract, including those incorporated by reference, and any Amendments are considered part of the terms of this Contract. h. This Contract may use several different limitations, regulations, or policies to regulate the same or similar matters. All such limitations, regulations, and policies are cumulative and each will be performed in accordance with its terms. i. Unless otherwise expressly provided, reference to any action of the System Agency or by the System Agency by way of consent, approval, or waiver will be deemed modified by the phrase "in its sole discretion." j. Time is of the essence in this Contract. ARTICLE II PAYMENT METHODS AND RESTRICTIONS 2.01 Payment Methods Except as otherwise provided by the provisions of the Contract, the payment method will be one or more of the following: a. cost reimbursement. This payment method is based on an approved budget and submission of a request for rehnbursement of expenses Grantee has incurred at the time of the request;. b. unit rate/fee-for-service. This payment method is based on a fixed price or a specified rate(s) or fee(s) for delivery of a specified unit(s) of service and acceptable submission of all required documentation, forms and/or reports; or c. advance payment. This payment method is based on disbursal of the minimum necessary funds to carry out the Program or Project where the Grantee has implemented appropriate safeguards. This payment method will only be utilized in accordance with governing law and at the sole discretion of the System Agency. Grantees shall hill the System Agency in accordance with the Contract. Unless otherwise specified in the Contract, Grantee shall submit requests for reimbursement or payment monthly by the last business day of the month following the month in which expenses were incurred or services provided. Grantee shall maintain all documentation that substantiates invoices and make the documentation available to the System Agency upon request. 2.02 Final Billing Submission Unless otherwise provided by the System Agency, Grantee shall submit a reimbursement or payment request as a final close-out invoice not later than forty-five (45) calendar days following the end of the term of the Contract. Reimbursement or payment requests received in the System Grantee Uniform Terms and Conditions Page 6 of 19 v. 9.1.17 Agency's offices more than forty-five (45) calendar days following the termination of the Contract may not be paid. 2.03 Financial. Status Reports (FSRs) Except as otherwise provided in these General Provisions or in the terms of any Program Attachment(s) that is incorporated into the Contract, for contracts with categorical budgets, Grantee shall submit quarterly FSRs to Accounts Payable by the last business day of the month following the end of each quarter of the Program Attachment term for System Agency review and fmancial assessment. Grantee shall submit the final FSR no later than forty-five (45) calendar days following the end of the applicable term. 2.04 Debt to State and Corporate Status Pursuant to Tex. Gov. Code § 403,055, the Department will not approve and the State Comptroller will not issue payment to Grantee if Grantee is indebted to the State for any reason, including a tax delinquency. Grantee, if a corporation, certifies by execution of this Contract that it is current and will remain current in its payment of franchise taxes to the State of Texas or that it is exempt from payment of franchise taxes under Texas law (Tex. Tax Code §§ 171.001 et seq.). If tax payments become delinquent during the Contract teen, all or part of the payments under this Contract may be withheld until Grantee's delinquent tax is paid in full. 2.05 Application of Payment Due Grantee agrees that any payments due under this Contract will be applied towards any debt of Grantee, including but not limited to delinquent taxes and child support that is owed to the State of Texas. 2.06 Use of Funds Grantee shall expend funds provided under this Contract only for the provision of approved services and for reasonable and allowable expenses directly related to those services. 2.07 Use for Match Prohibited Grantee shall not use funds provided under this Contract for matching purposes in securing other funding without the written approval of the System Agency. 2.08 Program Income Income directly generated from funds provided under this Contract or earned only as a result of such funds is Program Income. Unless otherwise required under the Program, Grantee shall use the addition altemative, as provided in UGMS § _.25(g)(2), for the use of Project income to further the Program, and Grantee shall spend the Program Income on the Project. Grantee shall identify and report this income in accordance with the Contract, applicable law, and any programmatic guidance. Grantee shall expend Program Income during the Contract term and may not carry Program Income forward to any succeeding term. Grantee shall refund program income to the System Agency if the Program Income is not expended in the term in which it is earned. The System Agency may base future funding levels, in part, upon Grantee's proficiency in identifying, billing, collecting, and reporting Program Income, and in using it for the purposes and under the conditions specified in this Contract. Grantee Uniform Terms and Conditions Page 7 of 19 v. 9.1.17 2.09 Nonsupplanting Grantee shall not use funds from this Contract to replace or substitute for existing funding from other but shall use fiends from this Contract to supplement existing state or local funds currently available. Grantee shall make a good faith effort to maintain its current level of support. Grantee may be required to submit documentation substantiating that a reduction in state or local funding, if any, resulted for reasons other than receipt or expected receipt of funding under this Contract. ARTICLE III. STATE AND FEDERAL FUNDING 3.01 Funding This Contract is contingent upon the availability of sufficient and adequate funds. If funds become unavailable through lack of appropriations, budget cuts, transfer of funds between programs or agencies, amendment of the Texas General Appropriations Act, agency consolidation, or any other disruptions of current funding for this Contract, the System Agency may restrict, reduce, or terminate funding under this Contract. This Contract is also subject to immediate cancellation or termination, without penalty to the System Agency, if sufficient and adequate funds are not available. Grantee will have no right of action against the System Agency if the System Agency cannot perform its obligations under this Contract as a result of lack of funding for any activities or functions contained within the scope of this Contract. In the event of cancellation or termination under this Section, the System Agency will not be required to give notice and will not be liable for any damages or losses caused or associated with such termination or cancellation. 3.02 No debt Against the State The Contract will not be construed as creating any debt by or on behalf of the State of Texas. 3.03 Debt to State If a payment law prohibits the Texas Comptroller of Public Accounts from making a payment, the Grantee acknowledges the System Agency's payments under the Contract will be applied toward eliminating the debt or delinquency. This requirement specifically applies to any debt or delinquency, regardless of when it arises. 3.04 Recapture of Funds The System Agency may withhold all or part of any payments to Grantee to offset overpayments made to the Grantee. Overpayments as used in this Section include payments (i) made by the System Agency that exceed the maximum allowable rates; (ii) that are not allowed under applicable laws, rules, or regulations; or (iii) that are otherwise inconsistent with this Contract, including any unapproved expenditures. Grantee understands and agrees that it will be liable to the System Agency for any costs disallowed pursuant to financial and compliance audit(s) of funds received under this Contract. Grantee further understands and agrees that reimbursement of such disallowed costs will be paid by Grantee from funds which were not provided or otherwise made available to Grantee under this Contract. Grantee Uniform Terns and Conditions Page 8 of 19 v. 9117 ARTICLE IV ALLOWABLE COSTS AND AUDIT REQUIREMENTS 4.01 Allowable Costs. System Agency will reimburse the allowable costs incurred in performing the Project that are sufficiently documented. Grantee must have incurred a cost prior to claiming reimbursement and within the applicable term to be eligible for reimbursement under this Contract. The System Agency will detemline whether costs submitted by Grantee are allowable and eligible for reimbursement. If the System Agency has paid funds to Grantee for unallowable or ineligible costs, the System Agency will notify Grantee in writing, and Grantee shall return the funds to the System Agency within thirty (30) calendar days of the date of this written notice. The System Agency may withhold all or part of any payments to Grantee to offset reimbursement for any unallowable or ineligible expenditure that Grantee has not refunded to the System Agency, or if fmancial status report(s) required under the Financial Status Reports section are not submitted by the due date(s). The System Agency may take repayment (recoup) from funds available under this Contract in amounts necessary to firlfill Grantee's repayment obligations. Applicable cost principles, audit requirements, and administrative requirements include - Applicable Entity Applicable Cost Principles Audit Requirements Administrative Requirements State, Local and Tribal Governments 2 CFR, Part 225 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS Educational Institutions 2 CFR, Part 220 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS Non -Profit Organizations 2 CFR, Part 230 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS For-profit Organization other than a hospital and an organization named in OMB Circular A-122 (2 CFR Part, 230) as not subject to that circular. 48 CFR Part 31, Contract Cost Principles Procedures, or uniform cost accounting standards that comply with cost principles acceptable to the federal or state awarding agency 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS Grantee Uniform Terms and Conditions Page 9 of 19 v. 9.117 OMB Circulars will be applied with the modifications prescribed by UGMS with effect given to whichever provision imposes the more stringent requirement in the event of' a conflict. 4.02 Independent Single or Program -Specific Audit If Grantee, within Grantee's fiscal year, expends a total amount of at least SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000) in federal funds awarded, Grantee shall have a single audit or program -specific audit in accordance with 2 CFR 200. The $750,000 federal threshold amount includes federal funds passed through by way of state agency awards. If Grantee, within Grantee's fiscal year, expends a total amount of at least $750,000 in state funds awarded, Grantee must have a single audit or program -specific. audit in accordance with UGMS, State of Texas Single Audit Circular. The audit must be conducted by an independent certified public accountant and in accordance with 2 CFR 200, Government Auditing Standards, and UGMS. For-profit Grantees whose expenditures meet or exceed the federal or state expenditure thresholds stated above shall follow the guidelines in 2 CFR 200 or UGMS, as applicable, for their program -specific audits. HHSC Single Audit Services will notify Grantee to complete the Single Audit Determination Fonn. If Grantee fails to complete the Single Audit Determination Form within thirty (30) calendar days after notification by HHSC Single Audit Services to do so, Grantee shall be subject to the System Agency sanctions and remedies for non-compliance with this Contract. Each Grantee that is required to obtain a single audit must competitively re - procure single audit services once every six years. Grantee shall procure audit servicesin compliance with this section, state procurement procedures, as well as with the provisions of UGMS. 4.03 Submission of Audit Due the earlier of 30 days after receipt of the independent certified public accountant's report or nine months after the end of the fiscal year, Grantee shall submit electronically, one copy of the Single Audit or Program -Specific Audit to the System Agency as directed in this Contract and another copy to: single_audit_report(ihhsc.state.tx.us ARTICLE V AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS 5.01 General Affirmations Grantee certifies that, to the extent General Affirmations are incorporated into the Contract under the Signature Document, the General Affirmations have been reviewed and that Grantee is in compliance with each of the requirements reflected therein. 5.02 Federal Assurances Grantee further certifies that, to the extent Federal Assurances are incorporated into the Contract under the Signature Document, the Federal Assurances have been reviewed and that Grantee is in compliance with each of the requirements reflected therein. 5.03 Federal Certifications Grantee further certifies, to the extent Federal Certifications are incorporated into the Contract under the Signature Document, that the Federal Certifications have been reviewed, and that Grantee is in compliance with each of the requirements reflected therein. In addition, Grantee certifies that it Is in compliance with all applicable federal laws, rules, or regulations, as they may pertain to this Contract. Grantee Uniform Terms and Conditions Page 10 of 19 v. 9.1.17 ARTICLE VI OWNERSHIP AND INTELLECTUAL PROPERTY 6.01 Ownership The System Agency will own, and Grantee hereby assigns to the System Agency, all right, title, and interest in all Deliverables. 6.02 Intellectual Property a. The System Agency and Grantee will retain ownership, all rights, title, and interest in and to, their respective pre-existing intellectual Property. A license to either Party's pre-existing Intellectual Property must be agreed to under this or another contract. b. Grantee grants to the System Agency and the State of Texas a royalty -free, paid up, worldwide, perpetual, non-exclusive, non -transferable license to use any Intellectual Property invented or created by Grantee, Grantee's contractor, or a subcontractor in the performance of the Project. Grantee will require its contractors to grant such a license under its contracts. ARTICLE VII RECORDS, AUDIT, AND DISCLOSURE 7.01 Books and Records Grantee will keep and maintain under GAAP or GASB, as applicable, full, true, and complete records necessary to fully disclose to the System Agency, the Texas State Auditor's Office, the United States Government, and their authorized representatives sufficient information to determine compliance with the terms and conditions of this Contract and all state and federal rules, regulations, and statutes. Unless otherwise specified in this Contract, Grantee will maintain legible copies of this Contract and all related documents for a minimum of seven (7) years after the termination of the contract period or seven (7) years after the completion of any litigation or dispute involving the Contract, whichever is later. 7.02 Access to records, books, and documents In addition to any right of access arising by operation of law, Grantee and any of Grantee's affiliate or subsidiary organizations, or Subcontractors will permit the System Agency or any of its duly authorized representatives, as well as duly authorized federal, state or local authorities, unrestricted access to and the right to examine any site where business is conducted or Services are performed, and all records, which includes but is not limited to financial, client and patient records, books, papers or documents related to this Contract. If the Contract includes federal finds, federal agencies that will have a right of access to records as described in this section include: the federal agency providing the funds, the Comptroller General of the United States, the General Accounting Office, the Office of the Inspector General, and any of their authorized representatives. In addition, agencies of the State of Texas that will have a right of access to records as described in this section include: the System Agency, HHSC, HHSC's contracted examiners, the State Auditor's Office, the Texas Attorney General's Office, and any successor agencies. Each of these entities may be a duly authorized authority. If deemed necessary by the System Agency or any duly authorized authority, for the purpose of investigation or hearing, Grantee will produce original documents related to this Contract. The System Agency and any duly authorized authority will have the right to audit billings both before and after payment, and all documentation that substantiates the billings. Grantee will include this provision concerning Grantee Unifomr Terms and Conditions Page 11 of 19 v.91.17 the right of access to, and examination of, sites and information related to this Contract in any Subcontract it awards. 7.03 Response/compliance with audit or inspection findings a. Grantee must act to ensure its and its Subcontractor's compliance with all corrections necessary to address any finding of noncompliance with any law, regulation, audit requirement, or generally accepted accounting principle, or any other deficiency identified in any audit, review, or inspection of the Contract and the goods or services provided hereunder. Any such correction will be at Grantee or its Subcontractor's sole expense. Whether Grantee's action corrects the noncompliance will be solely the decision of the System Agency. b. As part of the Services, Grantee must provide to HHSC upon requesta copy of those portions of Grantee's and its Subcontractors' internal audit reports relating to the Services and Deliverables provided to the State under the Contract. 7.04 SAO Audit Grantee understands that acceptance of finds directly under the Contract or indirectly through a Subcontract under the Contract acts as acceptance of the authority of the State Auditor's Office (SAO), or any successor agency, to conduct an audit or investigation in connection with those funds. Under the direction of the legislative audit committee, an entity that is the subject of an audit or investigation by the SAO must provide the SAO with access to any information the SAO considers relevant to the investigation or audit. Grantee agrees to cooperate fully with the SAO or its successor in the conduct of the audit or investigation, including providing all records requested. Grantee will ensure that this clause concerning the authority to audit funds received indirectly by Subcontractors through Grantee and the requirement to cooperate is included in any Subcontract it awards. 7.05 Confidentiality Any specific confidentiality agreement between the Parties takes precedent over the terms of this section. To the extent permitted by law, Grantee agrees to keep all information confidential, in whatever form produced, prepared, observed, or received by Grantee, The provisions of this section remain in hill force and effect following termination or cessationof the services performed under this Contract. 7.06 Public Information Act Information related to the performance of this Contract may be subject to the PIA and will be withheld from public disclosure or released only in accordance therewith. Grantee must make all information not otherwise excepted from disclosure under the PIA available in portable document file (".pdf') format or any other format agreed between the Parties. ARTICLE VIII CONTRACT MANAGEMENT AND EARLY TERMINATION 8.01 Contract Management To ensure full performance of the Contract and compliance with applicable law, the System Agency may take actions including! a Suspending all or part of the Contract; Grantee Uniform Terms and Conditions Page 12 of 19 v. 9.1.17 b. Requiring the Grantee to take specific corrective actions in order to remain in compliance with teen of the Contract; c. Recouping payments made to the Grantee found to be in error, d. Suspending, limiting, or placing conditions on the continued performance of the Project; e. Imposing any other remedies authorized under this Contract; and f. Imposing any other remedies, sanctions or penalties permitted by federal or state statute, law, regulation, or vile. 8.02 Termination for Convenience The System Agency may terminate the Contract at any time when, in its sole discretion, the System Agency determines that termination is in the best interests of the State of Texas. The termination will be effective on the date specified in HHSC's notice of termination. 8.03 Termination for Cause Except as otherwise provided by the U.S. Bankruptcy Code, or any successor law, the System Agency may terminate the Contract, in whole or in part, upon either of the following conditions: a. Material Breach The System Agency will have the right to terminate the Contract in whole or in part if the System Agency determines, at its sole discretion, that Grantee has materially breached the Contract or has failed to adhere to any laws, ordinances, rules, regulations or orders of any public authority having jurisdiction and such violation prevents or substantially impairs performance of Grantee's duties under the Contract. Grantee's misrepresentation in any aspect of Grantee's Solicitation Response, if any or Grantee's addition to the Excluded Parties List System (EPLS) will also constitute a material breach of the Contract. b. Failure to Maintain Financial Viability The System Agency may tenninate the Contract if, in its sole discretion, the System Agency has a good faith belief that Grantee no longer maintains the financial viability required to complete the Services and Deliverables, or otherwise fully perform its responsibilities under the Contract. 8.04 Equitable Settlement Any early termination under this Article will be subject to the equitable settlement of the respective interests of the Parties up to the date of termination. ARTICLE IX MISCELLANEOUS PROVISIONS 9.01 Amendment The Contract may only be amended by an Amendment executed by both Parties. 9.02 Insurance Unless otherwise specified in this Contract, Grantee will acquire and maintain, for the duration of this Contract, insurance coverage necessary to ensure proper fulfillment of this Contract and potential liabilities thereunder with financially sound and reputable insurers licensed by the Texas Department of Insurance, in the type and amount customarily carried within the industry as detemhined by the System Agency. Grantee will provide evidence of insurance as required Grantee Uniform Terms and Conditions Page 13 of 19 v.9.1.17 under this Contract, including a schedule of coverage or underwriter's schedules establishing to the satisfaction of the System Agency the nature and extent of coverage granted by each such policy, upon request by the System Agency. In the event that any policy is determined by the System Agency to be deficient to comply with the terms of this Contract, Grantee will secure such additional policies or coverage as the System Agency may reasonably request or that are required by law or regulation. If coverage expires during the teen of this Contract, Grantee must produce renewal certificates for each type of coverage. These and all other insurance requirements under the Contract apply to both Grantee and its Subcontractors, if any. Grantee is responsible for ensuring its Subcontractors' compliance with all requirements. 9.03 Legal Obligations Grantee will comply with all applicable federal, state, and local laws, ordinances, and regulations, including all federal and state accessibility laws relating to direct and indirect use of information and communication technology. Grantee will be deemed to have knowledge of all applicable laws and regulations and be deemed to understand them. In addition to any other act or omission that may constitute a material breach of the Contract, failure to comply with this Section may also be a material breach of the Contract. 9.04 Permitting and Licensure At Grantee's sole expense, Grantee will procure and maintain for the duration of this Contract any state, county, city, or federal license, authorization, insurance, waiver, permit, qualification or certification required by statute, ordinance, law, or regulation to be held by Grantee to provide the goods or Services required by this Contract Grantee will be responsible for payment of all taxes, assessments, fees, premiums, permits, and licenses required by taw. Grantee agrees to be responsible for payment of any such government obligations not paid by its contactors or subcontractors during performance of this Contract. 9.05 Indemnity To THE EXTENT ALLOWED BY LAW, GRANTEE WILL DEFEND, INDEMNIFY, AND HOLD HARMLESS THE STATE OF TEXAS AND ITS OFFICERS AND EMPLOYEES, AND THE SYSTEM AGENCY AND ITS OFFICERS AND EMPLOYEES, FROM AND AGAINST ALL CLAIMS, ACTIONS, SUITS, DEMANDS, PROCEEDINGS, COSTS, DAMAGES, AND LIABILITIES, INCLUDING ATTORNEYS' FEES AND COURT COSTS ARISING OUT OF, OR CONNECTED WITH, OR RESULTING FROM: a. GRANTEE'S PERFORMANCE OF THE CONTRACT, INCLUDING ANY NEGLIGENT ACTS OR OMISSIONS OF GRANTEE, OR ANY AGENT, EMPLOYEE, SUBCONTRACTOR, OR SUPPLIER OF GRANTEE, OR ANY THIRD PARTY UNDER THE CONTROL OR SUPERVISION OF GRANTEE, IN THE EXECUTION OR PERFORMANCE OF THIS CONTRACT; OR b. ANY BREACH OR VIOLATION OF A STATUTE, ORDINANCE, GOVERNMENTAL REGULATION, STANDARD, RULE, OR BREACH OF CONTRACT BY GRANTEE, ANY AGENT, EMPLOYEE, SUBCONTRACTOR, OR SUPPLIER OF GRANTEE, OR ANY THIRD PARTY UNDER THE CONTROL OR SUPERVISION OF GRANTEE, IN THE EXECUTION OR PERFORMANCE OF THIS CONTRACT; OR C. EMPLOYMENT OR ALLEGED EMPLOYMENT, INCLUDING CLAIMS OF DISCRIMINATION AGAINST GRANTEE, ITS OFFICERS, OR ITS AGENTS; OR Grantee Uniform Terms and Conditions Page 14 of 19 v. 9.1.17 d. WORK UNDER THIS CONTRACT THAT INFRINGES OR MISAPPROPRIATES ANY RIGHT OF MW THIRD PERSON OR ENTITY BASED ON COPYRIGHT, PATENT, TRADE SECRET, OR OTHER INTELLECTUAL PROPERTY RIGHTS. GRANTEE WILL COORDINATE ITS DEFENSE WITH THE SYSTEM AGENCY AND ITS COUNSEL. THIS PARAGRAPH IS NOT INTENDED TO AND WILL NOT BE CONSTRUED TO REQUIRE GRANTEE TO INDEMNIFY OR HOLD HARMLESS THE STATE OR THE SYSTEM AGENCY FOR ANY CLAIMS OR LIABILITIES RESULTING SOLELY FROM THE GROSS NEGLIGENCE OF THE SYSTEM AGENCY OR ITS EMPLOYEES. THE PROVISIONS OF THIS SECTION WILL SURVIVE TERMINATION OF THIS CONTRACT. 9.06 Assignments Grantee may not assign all or any portion of its rights under, interests in, or duties required under this Contract without prior written consent of the System Agency, which may be withheld or granted at the sole discretion of the System Agency. Except where otherwise agreed in writing by the System. Agency, assignment will not release Grantee from its obligations under the Contract. Grantee understands and agrees the System Agency may in one or more transactions assign, pledge, or transfer the Contract. This assignment will only be made to another State agency or a non -state agency that is contracted to perform agency support. 9M7 Relationship of the Parties Grantee is, and will be, an independent contractor and, subject only to the terms of this Contract, will have the sole right to supervise, manage, operate, control, and direct performance of the details incident to its duties under this Contract. Nothing contained in this Contract will be deemed or construed to create a partnership or joint venture, to create relationships of an employer-employee or principal -agent, or to otherwise create for the System Agency any liability whatsoever with respect to the indebtedness, liabilities, and obligations of Grantee or any other Party. Grantee will be solely responsible for, and the System Agency will have no obligation with respect to: a. Payment of Grantee's employees for all. Services performed; b. Ensuring each of its employees, agents, or Subcontractors who provide Services or Deliverables under the Contract are properly licensed, certified, or have proper pemnits to perform any activity related to the Work; c. Withholding of income taxes, FICA, or any other taxes or fees; d. Industrial or workers' compensation insurance coverage; e. Participation in any group insurance plans available to employees of the State of Texas; f. Participation or contributions by the State to the State Employees Retirement System; g. Accumulation of vacation leave or sick leave; or h. Unemployment compensation coverage provided by the State. 9.08 Technical Guidance Letters In the sole discretion of the System Agency, and in conformance with federal and state law, the System Agency may issue instructions, clarifications, or interpretations as may be required during Work performance in the form of a Technical Guidance Letter. A TGL must be in Grantee Uniform Terms and Conditions Page 15 of 19 v. 9.1.17 writing. and may be delivered by regular mail,electronic mail. or facsimile transmission. Any TGL issued by the System Agency will be incorporated into the Contract by reference herein for all purposes when it is issued. 9.09 Governing Law and Venue This Contract and the rights and obligations of the Parties hereto will be governed by, and construed according to, the laws of the State of Texas, exclusive of conflicts of law provisions. Venue of any suit brought under this Contract will be in a court of competent jurisdiction in Travis County, Texas unless otherwise elected by the System Agency. Grantee irrevocably waives any objection, including any objection to personal jurisdiction or the laying of venue or based on the grounds of forum non conveniens, which it may now or hereafter have to the bringing of any action or proceeding in such jurisdiction in respect of this Contract or any document related hereto. 9.10 Severability If any provision contained in this Contract is held to be unenforceable by a court of law or equity, this Contract will be construed as if such provision did not exist and the non - enforceability of such provision will not be held to render any other provision or provisions of this Contract unenforceable. 9.11 Survivability Termination or expiration of this Contract or a Contract for any reason will not release either party from any liabilities or obligations in this Contract that the parties have expressly agreed will survive any such termination or expiration, remain to be performed, or by their nature would be intended to be applicable following any such termination or expiration, including maintaining confidentiality of information and records retention. 9.12 Force Majeure Except with respect to the obligation of payments under this Contract, if either of the Parties, after a good faith effort, is prevented from complying with any express or implied covenant of this Contract by reason of war; terrorism; rebellion; riots; strikes; acts of God; any valid order, rule, or regulation of governmental authority; or similar events that are beyond The control of the affected Party (collectively referred to as a "Force Majeure"), then, while so prevented, the affected Party's obligation to comply with such covenant will be suspended, and the affected Party will not be liable for damages for failure to comply with such covenant. In any such event, the Party claiming Force Majeure will promptly notify the other Party of the Force Majeure event in writing and, if possible, such notice will set forth the extent and duration thereof. 9.13 No Waiver of Provisions Neither failure to enforce any provision of this Contract nor payment for services provided under it constitute waiver of any provision of the Contract. 9.14 Publicity Except as provided in the paragraph below, Grantee must not use the name of, or directly or indirectly refer to, the System Agency, the State of Texas, or any other State agency in any media release, public announcement, or public disclosure relating to the Contract or its subject Grantee Uniform Terms and Conditions Page 16 of 19 v. 9.1.17 matter, including in any promotional or marketing materials, customer lists, or business presentations. Grantee may publish, at its sole expense, results of Grantee performance under the Contract with the System Agency's prior review and approval, which the System Agency may exercise at its sole discretion. Any publication (written, visual, or sound) will acknowledge the support received from the System Agency and any Federal agency, as appropriate. 9.15 Prohibition on Non -compete Restrictions Grantee will not require any employees or Subcontractors to agree to any conditions, such as non -compete clauses or other contractual arrangements that would limit or restrict such persons or entities from employment or contracting with the State of Texas. 9.16 No Waiver of Sovereign Immunity Nothing in the Contract will be construed as a waiver of sovereign immunity by the System Agency. 9.17 Entire Contract and Modification The Contract constitutes the entire agreement of the Parties and is intended as a complete and exclusive statement of the promises, representations, negotiations, discussions, and other agreements that may have been made in connection with the subject matter hereof'. Any additional or conflicting terms in any future document incorporated into the Contract will be harmonized with this Contract to the extent possible by the System Agency. 9.18 Counterparts This Contract may be executed in any number of counterparts, each of which will be an original, and all such counterparts will together constitute but one and the same Contract. 9.19 Proper Autirmity Each Party hereto represents and warrants that the person executing this Contract on its behalf has full power and authority to enter into this Contract. Any Services or Work performed by Grantee before this Contract is effective or after it ceases to be effective are performed at the sole risk of Grantee with respect to compensation. 9.20 Employment Verification Grantee will confirm the eligibility of all persons employed during the contract teen to perform duties within Texas and all persons, including subcontractors, assigned by the contractor to perform work pursuant to the Contract. 9.21 Civil Rights a. Grantee agrees to comply with state and federal antidiscrimination laws, including: 1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.); 2. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. §794); 3. Americans with Disabilities Act of 1990 (42 U.S.C. §12101 et seq.); 4. Age Discrimination Act of 1975 (42 U.S.C. §§6101-6107); 5. Title IX of the Education Amendments of 1972 (20 U.S.C. §§1681-1688); 6. Food and Nutrition Act of 2008 (7 U. S.C. §2011 et seq.); and Grantee Uniform Terms end Conditions Page l 7 of 19 v.9.1.11 7. The System Agency's administrative rules, as set forth in the Texas Administrative Code, to the extent applicable to this Agreement. Grantee agrees to comply with all amendments to the above -referenced laws, and all requirements imposed by the regulations issued pursuant to these laws. These laws provide in part that no persons in the United States may, on the grounds of race, color, national origin, sex, age, disability, political beliefs, or religion, be excluded from participation in or denied any aid, care, service or other benefits provided by Federal or State funding, or otherwise be subjected to discrimination. b. Grantee agrees to comply with Title VI of the Civil Rights Act of 1964, and its implementing regulations at 45 C.F.R. Part 80 or 7 C.F.R. Part 15, prohibiting a contractor from adopting and implementing policies and procedures that exclude or have the effect of excluding or limiting the participation of clients in its programs, benefits, or activities on the basis of national origin. State and federal civil rights laws require contractors to provide alternative methods for ensuring access to services for applicants and recipients who cannot express themselves fluently in English. Grantee agrees to take reasonable steps to provide services and information, both orally and in writing, in appropriate languages other than English, in order to ensure that persons with limited English proficiency are effectively informed and can have meaningful access to programs, benefits, and activities. c. Grantee agrees to post applicable civil rights posters in areas open to the public informing clients of their civil rights and including contact information for the HHS Civil Rights Office. The posters are available on the 11115 website at: httn://hhscx.hhsc.texas.uov/system-support- services/civil-rights/publications d. Grantee agrees to comply with Executive Order 13279, and its implementing regulations at 45 C.F.R. Part 87 or 7 C.F.R. Part 16. These provide in part that any organization that participates in programs funded by direct financial assistance from the United States Department of Agriculture or the United States Department of Health and Human Services shall not discriminate against a program beneficiary or prospective program beneficiary on the basis of religion or religious belief. e. Upon request, Grantee will provide HHSC Civil Rights Office with copies of all of the Grantee's civil rights policies and procedures. f. Grantee trust notify HHSC's Civil Rights Office of any civil rights complaints received relating to its performance under this Agreement. This notice must be delivered no more than ten (10) calendar days after receipt of a complaint. Notice provided pursuant to this section must be directed to: HHSC Civil Rights Office 701 W. 51a Street, Mail Code W206 Austin, Texas 78751 Phone Toll Free: (888) 388-6332 Phone: (512) 438-4313 Grantee Uniform Terms and Conditions Page 18 of 19 v. 9.1.17 TTY Toll Free: (877) 432-7232 Fax: (512) 438-5885. Grantee Uniform Terms and Conditions Page 19 of 19 v.9.1.17 ATTACHMENT D SUPPLEMENTAL AND SPECIAL CONDITIONS SUPPLEMENTAL CONDITIONS There are no Supplemental Conditions for this Contract that modifies this Contract's HHS Uniform Terms and Conditions. SPECIAL CONDITIONS SECTION 10.01 NOTICE OF CONTRACT ACTION Grantee shall notify their assigned contract manager if Grantee has had any contract suspended or terminated for cause by any local, state or federal department or agency or nonprofit entity within five days of becoming aware of the action and include the following: a. Reason for such action b. Name and contact information of the local, state or federal department or agency or entity; c. Date of the contract; d. Date of suspension or termination; and e. Contract or case reference number. SECTION 10.02 NOTICE OF BANKRUPTCY Grantee shall notify in writing its assigned contract manager of its plan to seek bankruptcy protection within five days of such action by Grantee. SECTION 10.03 NOTICE OF CRIMINAL ACTIVITY AND DISCIPLINARY ACTIONS a. Grantee shall immediately report in writing to their contract manager when Grantee has knowledge or any reason to believe that they or any person with ownership or controlling interest in the organization/business, or their agent, employee, contractor or volunteer that is providing services under this Contract has: 1. Engaged in any activity that could constitute a criminal offense equal to or greater than a Class A misdemeanor or grounds for disciplinary action by a state or federal regulatory authority; or 2. Been placed on community supervision, received deferred adjudication, or been indicted for or convicted of a criminal offense relating to involvement in any financial matter, federal or state program or felony sex crime. b. Grantee shall not permit any person who engaged, or was alleged to have engaged, in any activity subject to reporting under this section to perform direct client services or have direct contact with clients, unless otherwise directed in writing by the System Agency. Section 10.04 Grantee's Notification of Change of Contact Person or Kev Personnel The Grantee shall notify in writing their contract manager assigned within ten days of any change to the Grantee's Contact Person or Key Personnel. terrorist, and/or bioterrorism events, declared as a state disaster by the Govemor, or a federal disaster by the appropriate federal official, Grantee may be called upon to assist the System Agency in providing the following services: a. Community evacuation; b. Health and medical assistance; c. Assessment of health and medical needs; d. Health surveillance; e. Medical care personnel; f. Health and medical equipment and supplies; g. Patient evacuation; h. In-hospital care and hospital facility status; i. Food, drug and medical device safety; j. Worker health and safety; k. Mental health and substance abuse; 1. Public health information; m. Vector control and veterinary services; and n. Victim identification and mortuary services. SECTION 10.06 SERVICES AND INFORMATION FOR PERSONS WITH LIMITED ENGLISH PROFICIENCY a. Grantee shall take reasonable steps to provide services and information both orally and in writing, in appropriate languages other than English, to ensure that persons with limited English proficiency are effectively informed and can have meaningful access to programs, benefits and activities. b. Grantee shall identify and document on the client records the primary language/dialect of a client who has limited English proficiency and the need for translation or interpretation services and shall not require a client to provide or pay for the services of a translator or interpreter. c. Grantee shall make every effort to avoid use of any persons under the age of 18 or any family member or friend of the client as an interpreter for essential communications with a client with limited English proficiency, unless the client has requested that person and using the person would not compromise the effectiveness of services or violate the client's confidentiality and the client is advised that a free interpreter is available. SECTION 10.07 INTERIM EXTENSION AMENDMENT a. Prior to or on the expiration date of this Contract, the Parties agree that this Contract can be extended as provided under this Section. b. The System Agency shall provide written notice of interim extension amendment to the Grantee under one of the following circumstances: 1. Continue provision of services in response to a disaster declared by the governor; or 2. To ensure that services are provided to clients without interruption. c. The System Agency will provide written notice of the interim extension amendment that specifies the reason for it and period of time for the extension. .,.,too .,,;u nrn-whis and invniee fnr cervices in the same manner that is stated in the e. An interim extension under Section (b)(1) above shall extend the term of the contract not longer than 30 days after governor's disaster declaration is declared unless the Parties agree to a shorter period of time. f. An interim extension under Section (b)(2) above shall be a one-time extension for a period of time determined by the System Agency. SECTION 10.08 GRANTEE'S CERTIFICATION OF MEETING OR EXCEEDING TOBACCO -FREE WORKPLACE POLICY MINIMUM STANDARDS. Grantee certifies that it has adopted and enforces a Tobacco -Free Workplace Policy that meets or exceeds all of the following minimum standards of: a. Prohibiting the use of all forms of tobacco products, including but not limited to cigarettes, cigars, pipes, water pipes (hookah), bidis, kreteks, electronic cigarettes, smokeless tobacco, snuff and chewing tobacco; b. Designating the property to which this Policy applies as a "designated area," which must at least comprise all buildings and structures where activities funded under this Contract are taking place, as well as Grantee owned, leased, or controlled sidewalks, parking lots, walkways, and attached parking structures immediately adjacent to this designated area; c. Applying to all employees and visitors in this designated area; and d. Providing for or referring its employees to tobacco use cessation services. If Grantee cannot meet these minimum standards, it must obtain a waiver from the System Agency. HHS DATA USE AGREEMENT This Data Use Agreement ("DUA"), effective as of the date the Base Contract into which it is incorporated is signed ("Effective Date"), is entered into by and between a Texas Health and Human Services Enterprise agency ("HHS"), and the Contractor identified in the Base Contract, a political subdivision of the State of Texas ("CONTRACTOR. ARTICLE 1. PURPOSE; APPLICABILITY; ORDER OF PRECEDENCE The purpose of this DUA is to facilitate creation, receipt, maintenance, use, disclosure or access to Confidential Information with CONTRACTOR, and describe CONTRACTOR'srights and obligations with respect to the Confidential Information. 45 CFR 164. 504(e)(1)-(3). This DUA also describes HHS's remedies in the event of CONTRACTOR's noncompliance with its obligations under this DUA This DUA applies to both Business Associates and contractors who are not Business Associates who create, receive, maintain, use, disclose or have access to Confidential Information on behalf of' 11118, its programs or clients as described in the Base Contract. As of the Effective Date of this DUA, if any provision of the Base Contract, including any General Provisions orUnifonn Terms and Conditions, conflicts with this DUA, this DUA controls. ARTICLE 2. DEFINITIONS For the purposes of this DUA, capitalized, underlined terms have the meanings set forth in the following: Health Insurance Portability and Accountability Act of 1996, Public Law 104-191 (42 U.S.C. §1320d, et seq.) and regulations thereunder in 45 CFR Parts 160 and 164, including all amendments, regulations and guidance issued thereafter, The Social Security Act, including Section 1137 (42 U.S.C. §§ 1320b-7), Title XVI of the Act; The Privacy Act of 1974, as amended by the Computer Matching and Privacy Protection Act of 1988, 5 U.S.C. § 552a and regulations and guidance thereunder; Internal Revenue Code, Title 26 of the United States Code and regulations and publications adopted under that code, including IRS Publication 1075; OMB Memorandum 07-18; Texas Business and Commerce Code Ch. 521; Texas Government Code, Ch. 552, and Texas Government Code §2054.1125. In addition, the following terms in this DUA are defined as follows: "Authorized Purpose" means the specific purpose or purposes described in the Statement of Work of the Base Contract for CONTRACTOR to fulfill its obligations under the Base Contract, or any other purpose expressly authorized by HHS in writing in advance. "Authorized User" means a Person: (1) Who is authorized to create, receive, maintain, have access to, process, view, handle, examine, interpret, or analyze Confidential Information pursuant to this DUA; HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 1 of 15 (2) For whom CONTRACTOR warrants and represents has a demonstrable need to create, receive, maintain, use, disclose or have access to the Confidential Information' and (3) Who has agreed in writing to be bound by the disclosure and use limitations pertaining to the Confidential Information as required by this DUA. "Confidential Information" means any communication or record (whether oral, written, electronically stored or transmitted, or in any other form) provided to or made available to CONTRACTOR, or that CONTRACTOR may, for an AuthorizedPurpose create, receive, maintain, use, disclose or have access to, that consists of or includes any or all of the following: (1) Client Information (2) Protected Health Information in any form including without limitation, Electronic Protected Health Information or Unsecured Protected Health Information (herein "PHP"); (3) Ch. 521; (4) Federal Tax Information' (5) Individuallv Identifiable Health Information as related to HIPAA, Texas HIPAA and Personal Identifying Information under the Texas Identity Theft Enforcement and Protection Act; Sensitive Personal Information defined by Texas Business and Commerce Code (6) Social Security Administration Data including, without limitation, Medicaid information; (7) All privileged work product; (8) All information designated as confidential under the constitution and laws of the State of Texas and of the United States, including the Texas Health & Safety Code and the Texas Public Information Act, Texas Goverment Code, Chapter 552. "Legally Authorized Representative" of the Individual, as defined by Texas law, including as provided in 45 CFR 435.923 (Medicaid); 45 CFR 164.502(g)(1) (HIPAA); Tex. Occ. Code § 151.002(6); Tex. H. & S. Code §166.164; and Estates Code Ch. 752. ARTICLE 3. CONTRACTOR'S DUTIES REGARDING CONFIDENTIAL INFORMATION 3.01 Obligations of CONTRACTOR CONTRACTOR agrees that: (A) CONTRACTOR will exercise reasonable care and no less than the same degree of care CONTRACTOR uses to protect its own confidential, proprietary and trade secret infonnation to prevent any portion of the Confidential Information from being used in HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 2 of 15 a manner that is not expressly an Authorized Puroose under this DUA or as Required by Law. 45 CFR 164.502(0)(1); 45 CFR 164.514(4 (B) Except as Required by Law CONTRACTOR will not disclose or allow access to any portion of the Confidential Information to any Person or other entity, other than Authorized User's Workforce or Subcontractors (as defined in 45 CFR 160.103) of CONTRACTOR who have completed training in confidentiality, privacy, security and the importance of promptly reporting any Event or Breach to CONTRACTOR'S management, to carry out CONTRACTOR's obligations in connection with the Authorized Purpose. HHS, at its election, may assist CONTRACTOR in training and education on specific or lutique HHS processes, systems and/or requirements. CONTRACTOR will produce evidence of completed training to HHS upon request. 45 C.F.R. 164.308(a)(5)O; Texas Health & Safety Code §181.101 (C) CONTRACTOR will establish, implement and maintain appropriate sanctions against any member of its Workforce or Subcontractor who fails to comply with this DUA, the Base Contract or applicable law. CONTRACTOR will maintain evidence of sanctions and produce it to HHS upon request45 C.F.R. 164.308(a)(1)(ii)(C); 164.530(e); 164.410(b); 164.530(6)(1) (D) CONTRACTOR will not, except as otherwise pemvtted by this DUA, disclose or provide access to any Confidential Information on the basis that such act is Required by Law without notifying either HHS or CONTRACTOR's own legal counsel to determine whether CONTRACTOR should object to the disclosure or access and seek appropriate relief. CONTRACTOR will maintain an accounting of all such requests for disclosure and responses and provide such accounting to HHS within 48 hours of HHS' request. 45 CFR 164.504(e)(2)(ii)(A) (E) CONTRACTOR will not attempt to re-identify or fiuther. identify Confidential lnformation or De-identified Information, or attempt to contact any Individuals whose records are contained in the Confidential Information, except for an Authorized Purpose without express written authorization firm HHS or as expressly permitted by the Base Contract. 45 CFR 164.502(d)(2)(i) and (i) CONTRACTOR will not engage in prohibited marketing or sale of Confidential Information. 45 CFR 164.501, 164.508(a)(3) and (4); Texas Health & Safety Code Ch. 181.002 (F) CONTRACTOR will not pennit, or enter into any agreement with a Subcontractor to, create, receive, maintain, use, disclose, have access to or transmit Confidential Information to carry out CONTRACTOR's obligations in connection with the Authorized Purpose on behalf of CONTRACTOR, unless Subcontractor agrees to comply with all applicable laws, rules and regulations. 45 CFR 164.501(e)(1)(ti); 164.504(e)(1)(i) and (2). (G) CONTRACTOR is directly responsible for compliance with, and enforcement of, all conditions for creation, maintenance, use, disclosure, transmission and Destruction of HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 3 of 15 Confidential Information and the acts or omissions of Subcontractors as may be reasonably necessary to prevent unauthorized use. 45 CFR 164.504(e)(5); 42 CFR 431.300, et seq. (H) If CONTRACTOR maintains PHI in a Designated Record Set which is Confidential Information and subject to this Agreement, CONTRACTOR will make PHI available to HHS in a Designated Record Set upon request. CONTRACTOR will provide PHI to an Individual, or Legally Authorized Representative of the Individual who is requesting PHI in compliance with the requirements of the HIPAA Privacy Regulations. CONTRACTOR will release PHI in accordance with the HIPAA Privacy Regulations upon receipt of a valid written authorization. CONTRACTOR will make other Confidential Information in CONTRACTOR's possession available pursuant to the requirements of HIPAA or other applicable law upon a determination of a Breach of Unsecured PHI as defined in HIPAA. CONTRACTOR will maintain an accounting of all such disclosures and provide it to HHS within 48 hours of HHS' request. 45 CFR 164.524and 164.504(e)(2)(ii)(E). (I) If PHI is subject to this Agreement, CONTRACTOR will make PHI as required by HIPAA available to 11118 for review subsequent to CONTRACTOR's incorporation of any amendments requested pursuant to HIPAA. 45 CFR 164.504(e)(2)(ti)(E) and (F). (J) If PHI is subject to this Agreement, CONTRACTOR will document and make available to 11115 the PHI required to provide access, an accounting of disclosures or amendment in compliance with the requirements ofthe HIPAA Privacy Regulations. 45 CFR 164.504(e)(2)(ii)(G) and 164.528. (K) If CONTRACTOR receives a request for access, amendment or accounting of PHI from an individual with a right of access to information subject to this DUA, it will respond to such request in compliance with the HIPAA Privacy Regulations. CONTRACTOR will maintain an accounting of all responses to requests for access to or amendment of PHI and provide it to HHS within 48 hours of 11118' request. 45 CFR. 164.504(e)(2). (L) CONTRACTOR will provide, and will cause its Subcontractors and agents to provide, to HHS periodic written certifications of compliance with controls and provisions relating to information privacy, security and breach notification, including without limitation information related to data transfers and the handling and disposal of Confidential Information. 45 CFR 164.308; 164.530(c); 1 TAC 202. (M) Except as otherwise limited by this DUA, the Base Contract, or law applicable to the Confidential Information CONTRACTOR. may use PHI for the proper management and administration of CONTRACTOR or to carry out CONTRACTOR's legal responsibilities. Except as otherwise limited by this DUA, the Base Contract, or law applicable to the Confidential Information CONTRACTOR may disclose PHI for the proper management and administration of CONTRACTOR, or to carry out CONTRACTOR's legal responsibilities, if: 45 CFR 164.504(e)(4)(A). 11113 Data Use Agreement 07101513IPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 4 of 15 (1) Disclosure is Required by Law provided that CONTRACTOR complies with Section 3.01(D); or (2) CONTRACTOR obtains reasonable assurances from the person or entity to which the information is disclosed that the person or entity will: (a)Maintain the confidentiality of the Confidential Information in accordance with this DUA; (b) Use or further disclose the information only as Required by Law or for the Authorized Purpose for which it was disclosed to the Person; and (c)Notify CONTRACTOR in accordance with Section 4.01 of any Event or Breach of Confidential Information of which the Person discovers or should have discovered with the exercise of reasonable diligence. 45 CFR 164. 504(e) (4) (+i) (B). (N) Except as otherwise limited by this DUA, CONTRACTOR will, if required by law and requested by HHS, use commercially reasonable efforts to use PHI to provide data aggregation services to HHS, as that term is defined in the HIPAA, 45 C.F.R. §164.501 and permitted by HIPAA. 45 CFR 164.504(e)(2)(i)(B) (0) CONTRACTOR will, on the termination or expiration of this DUA or the Base Contract, at its expense, send to HHS or Destroy, at HHS's election and to the extent reasonably feasible and permissible by law, all Confidential Information received from HHS or created or maintained by CONTRACTOR or any of CONTRACTOR's agents or Subcontractors on HHS's behalf if that data contains Confidential Information. CONTRACTOR will certify in writing to HITS that all the Confidential Information that has been created, received, maintained, used by or disclosed to CONTRACTOR, has been Destroyed or sent to HHS, and that CONTRACTOR and its agents and Subcontractors have retained no copies thereof. Notwithstanding the foregoing, HHS acknowledges and agrees that CONTRACTOR is not obligated to send to HHSC and/or Destroy any Confidential Information if federal law, state law, the Texas State Library and Archives Conunission records retention schedule, and/or a litigation hold notice prohibit such delivery or Destruction. If such delivery or Destruction is not reasonably feasible, or is impermissible by law, CONTRACTOR will immediately notify HHS of the reasons such delivery or Destruction is not feasible, and agree to extend indefinitely the protections of this DUAto the Confidential Information and limit its further uses and disclosures to the purposes that make the return delivery or Destruction of the Confidential Information not feasible for as long as CONTRACTOR maintains such Confidential Information. 45 CFR 164.504(e)(2)(ii)(J) (P) CONTRACTOR will create, maintain, use, disclose, transmit or Destroy Confidential Information in a secure fashion that protects against any reasonably anticipated threats or hazards to the security or integrity of such information or unauthorized uses. 45 CFR 164.306; 164.530(c) 11113 Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 5 of 15 (Q) If CONTRACTOR accesses, transmits, stores, and/or maintains Confidential Information CONTRACTOR will complete and retum to HHS at infosecurity@hhsc.state.tx.us the HHS information security and privacy initial inquiry (SPI) at Attachment 1 . The SPI identifies basic privacy and security controls with which CONTRACTOR must comply to protect HHS Confidential Information. CONTRACTOR will comply with periodic security controls compliance assessment and monitoring by HHS as required by state and federal law, based on the type of Confidential Information CONTRACTOR creates, receives, maintains, uses, discloses or has access to and the Authorized Purpose and level of risk CONTRACTOR's security controls will be based on the National Institute of Standards and Technology (NIST) Special Publication 800-53. CONTRACTOR will update its security controls assessment whenever there are significant changes in security controls for HHS Confidential Information and will provide the updated document to HHS. HHS also reserves the right to request updates as needed to satisfy state and federal monitoring requirements. 45 CFR 164.306. (R) CONTRACTOR will establish, implement and maintain reasonable procedural, administrative, physical and technical safeguards to preserve and maintain the confidentiality, integrity, and availability of the Confidential Information and with respect to PHL as described in the HIPAA Privacy and Security Regulations or other applicable laws or regulations relating to Confidential Information to prevent any unauthorized use or disclosure of Confidential Information as long as CONTRACTOR has such Confidential Information in its actual or constructive possession. 45 CFR 164.308 (administrative safeguards); 164.310 (physical safeguards); 164.312 (technical safeguards); 164.530(c)(privacy safeguards). (S) CONTRACTOR will designate and identify, a Person or Persons, as Privacy Official 45 CFR 164.530(a)(1) and Information Security Official each of whom is authorized to act on behalf of CONTRACTOR and is responsible for the development and implementation of the privacy and security requirements in this DUA. CONTRACTOR will provide name and current address, phone number and e-mail address for such designated officials to HHS upon execution of this DUA and prior to any change. If such persons fail to develop and implement the requirements of the DUA, CONTRACTOR will replace them upon 111-15 request. 45 CFR 164.308(0(2). (T) CONTRACTOR represents and warrants that its Authorized Users each have a demonstrated need to know and have access to Confidential Information solely to the minimum extent necessary to accomplish the Authorized Purpose pursuant to this DUA and the Base Contract, and further, that each has agreed in writing to be bound by the disclosure and use limitations pertaining to the Confidential Information contained in this DUA. 45 CFR 164.502; 164.514(d). (U) CONTRACTOR and its Subcontractors will maintain an updated, complete, accurate and numbered list of Authorized Users their signatures, titles and time date they agreed to be bound by the terms of this DUA, at all times and supply it to HHS, as directed, upon request. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 6 of 15 (V) CONTRACTOR will implement, update as necessary, and document reasonable and appropriate policies and procedures for privacy, security and Breach of Confidential Information and an incident response plan for an Event or Breach, to comply with the privacy, security and breach notice requirements of this DUA prior to conducting work under the Statement of Work 45 CFR 164.308; 164.316; 164.514(4); 164.5300(1). (W) CONTRACTOR will produce copies of its information security and privacy policies and procedures and records relating to the use or disclosure of Confidential Information received from, created by, or received, used or disclosed by CONTRACTOR for an Authorized Purpose for HHS's review and approval within 30 days of execution of this DUA and upon request by HHS the following business day or other agreed upon time frame. 45 CFR 164.308; 164.514(4). (Z) CONTRACTOR will make available to HHS any information HHS requires to fulfill HHS's obligations to provide access to, or copies of, PHI in accordance with HIPAA and other applicable laws and regulations relating to Confidential Information. CONTRACTOR will provide such information in atime and manner reasonably agreed upon or as designated by the Secretary of the U.S. Department of Health and Human Services, or other federal or state law. 45 CFR 164.504(e)(4((I). (Y) CONTRACTOR will only conduct secure transmissions of Confidential Information whether in paper, oral or electronic form, in accordance with applicable rules, regulations and laws. A secure transmission of electronic Confidential Information in molten includes, but is not limited to, Secure File Transfer Protocol (SFTP) or Encryption at an appropriate level. If required by rule, regulation or law, 11115 Confidential Information at rest requires Encryption unless there is other adequate administrative, technical, and physical security. All electronic data transfer and communications of Confidential Information will be through secure systems. Proof of system, media or device security and/or Encryption must be produced to HHS no later than 48 hours after HHS's written request in response to a compliance investigation, audit or the Discovery of an Event or Breach. Otherwise, requested production of such proof will be made as agreed upon by the parties. De -identification of HHS Confidential Information is a means of security. With respect to de -identification of PI "secure" means de -identified according to HIPAA Privacy standards and regulatory guidance. 45 CFR 164.312; 164.530(4). (Z) For each type of Confidential Information CONTRACTOR creates, receives, maintains, uses, discloses, has access to or transmits in the performance of the Statement of Work, CONTRACTOR will comply with the following laws riles and regulations, only to the extent applicable and required by law: • Title 1, Part 10, Chapter 202, Subchapter B, Texas Administrative Code; The Privacy Act of 1974; OMB Memorandum 07-16; HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 7 of 15 • The Federal Information Security Management Act of 2002 (FISMA); • The Health Insurance Portability and Accountability Act of 1996 (HIPAA) as defined in the DUA; • Internal Revenue Publication 1075 — Tax Inforation Security Guidelines for Federal, State and Local Agencies; • National Institute of Standards and Technology (NIST) Special Publication 800-66 Revision 1— An Introductory Resource Guide for Implementing the Health Insurance Portability and Accountability Act (HIPAA) Security Rule; • NIST Special Publications 800-53 and 800-53A —Recommended Security Controls for Federal Information Systems and Organizations, as currently revised; NIST Special Publication 800-47 — Security Guide for Interconnecting Information Technology Systems; NIST Special Publication 800-88, Guidelines for Media Sanitization; NIST Special Publication 800-111, Guide to Storage of Encryption Technologies for End User Devices containing PHI; and Any other State or Federal law, regulation, or administrative rule relating to the specific HHS program area that CONTRACTOR supports on behalf of HHS. (AA) Notwithstanding anything to the contrary herein, CONTRACTOR will treat any Personal Identifying Information it creates, receives, maintains, uses, transmits, destroys and/or discloses in accordance with Texas Business and Commerce Code, Chapter 521 and other applicable regulatory standards identified in Section 3,01(Z) and Individually Identifiable Health hmfmmation CONTRACTOR creates, receives, maintains, uses, transmits, destroys and/or discloses in accordance with HIPAA and other applicable regulatory standards identified in Section 3.01(Z). ARTICLE 4. BREACH NOTICE, REPORTING AND CORRECTION REQUIREMENTS 4.01 Breach or Event Notification to HHS. 45 CFR 164.400-414. (A) CONTRACTOR will cooperate fully with HHS in investigating, mitigating to the extent practicable and issuing notifications directed by HHS, for any Event or Breach of Confidential Information to the extent and in the manner determined by HHS. 11115 Data Use Agreement 071015IIIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 8 of 15 (B) CONTRACTOR'S obligation begins at the Discovery of an Event or Breach and continues as long as related activity continues, until all effects of the Event are mitigated to HHS's reasonable satisfaction (the "incident response period"). 45 CFR 161.404. (C) Breach Notice: (1) Initial Notice. (a) For federal information, including without limitation, Federal Tax Infommation, Social Security Administration Data, and Medicaid Client Information, within the first, consecutive clock hour of Discovery and for all other types of Confidential Information not more than 24 hours after Discovery or in atimeframe otherwise approved by HHS in writing, initially report to HHS's Privacy and Seeurity Officers via email at: privacy@HHSC.state.tx.us and to the HHS division responsible for this DUA; and IRS Publication 1075; Privacy Act of 1974, as amended by the Computer Matching and Privacy Protection Act of 1988, 5 U.S.C. § 552a; OMB Memorandum 07-16 as cited in HHSC-CMS Contractsfor information exchange. (b) Report all information reasonably available to CONTRACTOR about the Event or Breach of the privacy or security of Confidential Information. 45 CFR 164.410. (c) Name, and provide contact information to HHS for; CONTRACTOR's single point of contact who will conununicate with HHS both on and off business hours during the incident response period. (2) Formal Notice. No later than two business days after the Initial Notice above, provide formal notification to privacy@HHSC.state.tx.us and to the HHS division responsible for this DUA, including all reasonably available information about the Event or Breach, and CONTRACTOR's investigation, including without limitation and to the extent available: For (a) - (m) below: 45 CFR 164.400-414. (a) The date the Event or Breach occurred; (b) The date of CONTRACTOR's and, if applicable, Subcontractor's Discovery' (c) A brief description of the Event or Breach; including how it occurred and who is responsible (or hypotheses, if not yet determined); (d) A brief description of CONTRACTOR's investigation and the status of the investigation; (e) A description of the types and amommt of Confidential Information involved; HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 9 of 15 (f) Identification of and number of all Individuals reasonably believed to be affected, including first and last name of the Individual and if applicable the, Legally Authorized Representative last known address, age, telephone number, and email address if itis a preferred contact method, to the extent known or can be reasonably detemrined by CONTRACTOR at that time; (g) CONTRACTOR's initial risk assessment of the Event or Breach demonstrating whether individual or other notices are required by applicable law or this DUA for HITS approval, including an analysis of whether there is a low probability of compromise of the Confidential Information or whether any legal exceptions to notification apply; (h) CONTRACTOR's recommendation for HHS 's approval as to the steps Individuals and/or CONTRACTOR on behalf of Individuals should take to protect the Individuals from potential harm, including without limitation CONTRACTOR's provision of notifications, credit protection, claims monitoring, and any specific protections for a Legally Authorized Representative to take on behalf of an Individual with special capacity or circumstances; (i) The steps CONTRACTOR has taken to mitigate the harm or potential hann caused (including without limitation the provision of sufficient resources to mitigate); (j) The steps CONTRACTOR has taken, or will take, to prevent or reduce the likelihood of recurrence of a similar Event or Breach (k) Identify, describe or estimate the Persons, Workforce Subcontractor or Individuals and any law enforcement that may be involved in the Event or Breach; (1) Areasonable schedule for CONTRACTOR to provide regular updates during normal business hours to the foregoing in the future for response to the Event or Breach, but no less than every three (3) business days or as otherwise directed by HHS, including information about risk estimations, reporting, notification, if any, mitigation, corrective action, root cause analysis and when such activities are expected to be completed; and (m) Any reasonably available, pertinent information, documents or reports related to an Event or Breach that HHS requests following Discovery. 4.02 Investigation, Response and Mitigation. 45 CFR 164.308, 310 and 312; 164.530 (A) CONTRACTOR will immediately conduct a full and complete investigation, respond to the Event or Breach, commit necessary and appropriate staff and resources to 11115 Data Use Agreement 07I015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 10 of 15 expeditiously respond, and report as required to and by HHS for incident response purposes and for purposes of HHS 's compliance with report and notification requirements, to the reasonable satisfaction of HHS. (B) CONTRACTOR will complete or participate in a risk assessment as directed by HHS following an Event or Breach and provide the fmal assessment, corrective actions and mitigations to HHS for review and approval. (C) CONTRACTOR will fully cooperate with 11115 to respond to inquiries and/or proceedings by state and federal authorities, Persons and/or Individuals about the Event or Breach. (D) CONTRACTOR will fully cooperate with HHS's efforts to seek appropriate injunctive relief or otherwise prevent or curtail such Event or Breach or to recover or protect any Confidential Information, including complying with reasonable corrective action or measures, as specified by HHS in a Corrective Action Plan if directed by HHS under the Base Contract. 4.03 Breach Notification to Individuals and Reporting to Authorities. Tex. Bus. & Comm. Code §521.053; 45 CFR 164.404 (Individuals), 164.406 (Media); 164.408 (Authorities) (A) HHS may direct CONTRACTOR to provide Breach notification to Individuals, regulators orthird-parties, as specified by 11115 following a Breach. (B) CONTRACTOR shall give 11115 an opportunity to review and provide feedback to CONTRACTOR and to confimi that CONTRACTOR's notice meets all regulatory requirements regarding the time, manner and content of any notification to Individuals regulators or third -parties, or any notice required by other state or federal authorities. HHS shall have ten (10) business days to provide said feedback to CONTRACTOR Notice letters will be in CONTRACTOR's name and on CONTRACTOR's letterhead, unless otherwise directed by HHS, and will contain contact information, including the name and title of CONTRACTOR's representative, an email address and a toll-free telephone number, if required by applicable law, rule, or regulation, forthe Individual to obtain additional information. (C) CONTRACTOR will provide 11115 with copies of distributed and approved communications. (D) CONTRACTOR will have the burden of demonstrating to the reasonable satisfaction of HHS that any notification required by HHS was timely made. If there are delays outside of CONTRACTOR's control, CONTRACTOR will provide written documentation of the reasons for the delay. (E) If 11118 delegates notice requirements to CONTRACTOR, 111-18 shall, in the time and manner reasonably requested by CONTRACTOR, cooperate and assist with CONTRACTOR's infommation requests in order to make such notifications and reports. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 11 of 15 ARTICLE 5. STATEMENT OF WORK "Statement of Work" means the services and deliverables to be perfonned or provided by CONTRACTOR, or on behalf of CONTRACTOR by its Subcontractors or agents for HHS that are described in detail in the Base Contract. The Statement of Work, including any future amendments thereto, is incorporated by reference in this DUA as if set out word-for-word herein. ARTICLE 6. GENERAL PROVISIONS 6.01 Oversight of Confidential Information CONTRACTOR acknowledges and agrees that HHS is entitled to oversee and monitor CONTRACTOR's access to and creation, receipt, maintenance, use, disclosure of the Confidential Information to confirm that CONTRACTOR is in compliance with this DUA. 6.02 HHS Commitment and Obligations HHS will not request CONTRACTOR to create, maintain, transmit, use or disclose PHI in any manner that would not be permissible under applicable law if done by HHS. 6.03 HHS Right to Inspection At any time upon reasonable notice to CONTRACTOR, or if HHS detennines that CONTRACTOR has violated this DUA, HHS, directly or through its agent, will have the right to inspect the facilities, systems, books and records of CONTRACTOR to monitor compliance with this DUA. For purposes of this subsection, 11115's agent(s) include, without limitation, the THIS Office of the Inspector General or the Office of the Attorney General of Texas, outside consultants or legal counsel or other designee. 6.04 Term; Termination of DUA; Survival This DUA will be effective on the date on which CONTRACTOR executes the DUA, and will terminate upon termination of the Base Contract and as set forth herein. If the Base Contract is extended or amended, this DUA shall be extended or amended concurrent with such extension or amendment. (A) 11115 may immediately terminate this DUA and Base Contract upon a material violation of this DUA. (B) Termination or Expiration ofthis DUAwill not relieve CONTRACTOR of its obligation to return or Destroy the Confidential Information as set forth in this DUA and to continue to safeguard the Confidential Information until such time as determined by HHS. (C) If HHS determines that CONTRACTOR has violated a material temp of this DUA; HHS may in its sole discretion: HHS Data Use Agreement 071015111PAA Omnibus Compliant October, 2015 TACCHO VERSION Page 12 of 15 (1) Exercise any of its rights including but not limited to reports, access and inspection under this DUA and/or the Base Contract; or (2) Require CONTRACTOR to submit to a Corrective Action Plan, including a plan for monitoring and plan for reporting, as HHS may determine necessary to maintain compliance with this DUA; or (3) Provide CONTRACTOR with a reasonable period to cure the violation as determined by HHS; or (4) Terminate the DUA and Base Contract immediately, and seek relief in a court of competent jurisdiction in Texas. Before exercising any of these options, HHS will provide written notice to CONTRACTOR describing the violation, the requested corrective action CONTRACTOR may take to cure the alleged violation, and the action 11115 intends totake if the alleged violated is not timely cured by CONTRACTOR. (D) Ifneither termination nor cure is feasible, HHS shall report the violation to the Secretary of the U.S. Department of Health and Human Services. (E) The duties of CONTRACTOR or its Subcontractor under this DUA survive the expiration or termination of this DUA until all the Confidential Information is Destroyed or returned to HHS, as required by this DUA. 6.05 Governing Law, Venue and Litigation (A) The validity, construction and performance of this DUA and the legal relations among the Parties to this DUA will be governed by and construed in accordance with the laws of the State of Texas. (B) The Parties agree that the courts of Texas, will be the exclusive venae for any litigation, special proceeding or other proceeding as between the parties that may be brought, or arise out of, or in connection with, or by reason of this DUA 6.06 Injunctive Relief (A) CONTRACTOR acknowledges and agrees that 11118 may suffer irreparable injury if CONTRACTOR or its Subcontractor fails to comply with any of the terms of this DUA with respect to the Confidential Information or a provision of HIPAA or other laws or regulations applicable to Confidential Information. (B) CONTRACTOR further agrees that monetary damages may be inadequate to compensate HHS for CONTRACTOR's or its Subcontractor's failure to comply. Accordingly, CONTRACTOR agrees that 11115 will, in addition to any other remedies available to it at law or in equity, be entitled to seek injunctive relief without posting a bond and without the necessity of demonstrating actual damages, to enforce the terms of this DUA. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 13 of 15 6.07 Responsibility. To the extent permitted by the Texas Constitution, laws and rules, and without waiving any immunities or defenses available to CONTRACTOR as a govenunental entity, CONTRACTOR shall be solely responsible for its own acts and omissions and the acts and omissions of its employees, directors, officers Subcontractors and agents. HHS shall be solely responsible for its own acts and omissions. 6.08 Insurance (A) As a governmental entity, and in accordance with the limits of the Texas Tort Claims Act, Chapter 101 of the Texas Civil Practice and Remedies Code, CONTRACTOR either maintains commercial insurance or self -insures with policy limits in an amount sufficient to cover CONTRACTOR's liability arising under this DUA. CONTRACTOR will request that HHS be named as an additional insured. HHSC reserves the right to consider alternative means for CONTRACTOR to satisfy CONTRACTOR's financial responsibility under this DUA Nothing herein shall relieve CONTRACTOR of its financial obligations set forth in this DUA if CONTRACTOR fails to maintain insurance. (B) CONTRACTOR will provide HHS with written proof at required insurance coverage is in effect, at the request of HHS. 6.08 Fees and Costs Except as otherwise specified in this DUA or the Base Contract, if any legal action or other proceeding is brought for the enforcement of this DUA, or because of an alleged dispute, contract violation, Event, Breach, default, misrepresentation, or injunctive action, in connection with any of the provisions of this DUA, eachparty will bear their own legal expenses and the other cost incurred in that action or proceeding. 6.09 Entirety of the Contract This DUA is incorporated by reference into the Base Contract as an amendment thereto and, together with the Base Contract, constitutes the entire agreement between the parties. No change, waiver, or discharge of obligations arising under those documents will be valid unless in writing and executed by the party against whom such change, waiver, or discharge is sought to be enforced. If any provision of the Base Contract, including any General Provisions or Uniform Terns and Conditions, conflicts with this DUA, this DUA controls. 6.10 Automatic Amendment and Interpretation If there is (i) a change in any law, regulation or rule, state or federal, applicable to HIPPA and/or Confidential hiformation or (ii) any change in the judicial or administrative interpretation of any such law, regulation or rule„ upon the effective date of such change, this DUA shall be deemed to have been automatically amended, interpreted and read so that the obligations imposed on HHS and/or CONTRACTOR remain in compliance with such changes. Any ambiguity in this DUA will HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 14 of 15 be resolved in favor of a meaning that permits HHS and CONTRACTOR to comply with HIPAA or any other law applicable to Confidential Information. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 15 of 15 Certificate Of Completion Envelope Id: 5A718596854A4519A6CA3991153AC1F1 Status: Sent Subject: New $10,000; HHS000442100001; Corpus Christi-Nueces County Public Health District; DSHS/CMS/LIDS Source Envelope: Document Pages: 53 Certificate Pages: 2 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -06:00) Central Time (US & Canada) Signatures: 0 Initials: 0 Record Tracking Status: Original 4/4/2019 10:50:58 AM Signer Events Annette Rodriquez annetter@cctexas.com Health Director City of Corpus Christi Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Imelda Garcia imeldam.garcia@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Holder: Texas Health and Human Services Commission PCS_DocuSig n@h hsc.state.tx. us Signature In Person Signer Events Signature Editor Delivery Events Status Agent Delivery Events Status Intermediary Delivery Events " Status £K44K£P Envelope Originator: Texas Health and Human Services Commission 1100 W. 49th St. Austin, TX 78756 PCS_DocuSign@hhsc.state.tx.us IP Address: 167.137.1.16 Location: DocuSign Timestamp Sent: 4/4/2019 10:55 33 AM Viewed: 4/8/2019 2:22:12 PM Timestamp Timestamp Timestamp' Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events CMU Mailbox cmucontracts@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Rebecca Delgado rohorra rlolnnrinrnlhher efafo hr pie Status COPIED COPIED 1 Timestamp, Sent: 4/4/2019 10:55:32 AM Sent: 4/4/2019 10:55:32 AM Caeli Paradise Caellparadise@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Dante Gonzalez Danteg@cctexas.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events COPIED COPIED Signature Envelope Summary Events Status Envelope Sent Payment Events Hashed/Encrypted Status Sent: 4/4/2019 10:55:32 AM Viewed: 4/4/2019 10:57:23 AM Sent: 4/4/2019 10:55:33 AM Timestamp Timestamps 4/4/2019 10:55:33 AM Timestamps` AGENDA MEMORANDUM First Reading Ordinance for the City Council Meeting June 11, 2019 Second Reading Ordinance for the City Council Meeting June 18, 2019 DATE: May 10, 2019 TO: Peter Zanoni, City Manager FROM: Annette Rodriguez, M.P.H., Director of Public Health Annetter(a�cctexas.com 361.826.7205 Acceptance of the Tuberculosis Prevention and Control -State (TB/PC-STATE) grant in the amount of $61,645.00 with a grant match of $12,329.00, and appropriation of the funds for the contract period September 1, 2019 through August 31, 2020. CAPTION: Ordinance authorizing the acceptance and appropriation of a grant contractfortheTuberculosis Prevention and Control -State (TB/PC-STATE) grant in the amount of $61,645.00, from the Texas Department of State Health Services in the Health Grants Fund with a City match of $12,329.00, to provide tuberculosis prevention and control services September 1, 2019 through August 31, 2021. PURPOSE: To be used to provide for personnel costs, supplies and other expenses to offer services and associated activities to prevent and control tuberculosis within the jurisdiction of the Corpus Christi-Nueces County Public Health District (CCNCPHD). BACKGROUND AND FINDINGS: The Texas Department of State Health Services (DSHS) has awarded a grant contract amendment in the amount of $61,645.00 to provide for personnel costs, supplies and other expenses to offer services and associated activities to prevent and control tuberculosis within the jurisdiction of the CCNCPHD. Acceptance of the grant requires that the City of Corpus Christi contribute a cash match of 20% ($12,329.00) of the grant amount of $61,645.00. DSHS is allowing the CCNCPHD to use 20% of the annual salary of a CCNCPHD (County) Public Health Nurse working in the TB Clinic who is paid by the Nueces County General Fund to satisfy the 20% grant match requirement. ALTERNATIVES: Refuse the grant and discontinue offering services to prevent and control tuberculosis in the community. OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: Council approval required for acceptance of grant and appropriation of grant funds. EMERGENCY / NON -EMERGENCY: Non -Emergency. This item requires two readings DEPARTMENTAL CLEARANCES: Legal Department Finance - Federal Grants and Office of Management and Budget FINANCIAL IMPACT: X Operating X Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2018-2019 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item $61,645 $61,645 BALANCE $61,645 $61,645 Comments: Acceptance of the grant requires that the City of Corpus Christi contribute a cash match of 20% ($12,329) of the grant amount of $61,645. The City match has been included in various accounts for FY 2020. Funding Detail: Fund: 1066 Health Grants paid by Department of State Health Services Organization/Activity: 830420S Mission Element: 102 Provide & Manage Medical Clinics Project # (CIP Only): Account: RECOMMENDATION: Staff recommends approval of the Ordinance. LIST OF SUPPORTING DOCUMENTS: Contract No. HHS000461700001 Ordinance Ordinance authorizing the acceptance and appropriation of a grant contract for the Tuberculosis Prevention and Control -State (TB/PC-STATE) grantintheamount of $61,645.00, from the Texas Department of State Health Services in the Health Grants Fund with a City match of $12,329.00, to provide tuberculosis prevention and control services September 1, 2019 through August 31, 2021. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1: The City Manager or designee is authorized to execute all documents necessary to accept and appropriate a grant from the Texas Department of State Health Services in the amount of $61,645.00, for the contract period of September 1, 2019, through August 31, 2021, to provide tuberculosis prevention and control services with a City match of $12,329.00 Section 2: That the grant in the amount of $61,645.00, is appropriated in the No. 1066 Health Grants Fund to continue the TB/PC-STATE grant in the Health Department. Section 3: The City Manager or designee is authorized to execute any future amendments to the grant contract which extend the contract period or increase or decrease the amount of the grant Section 4: A copy of the executed grants shall be filed in the office of the City Secretary. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D SIGNATURE DOCUMENT FOR TEXAS DEPARTMENT OF STATE HEALTH SERVICES CONTRACT No. HHS000461700001 UNDER THE TUBERCULOSIS PREVENTION AND CONTROL - STATE GRANT PROGRAM I. PURPOSE The Department of State Health Services ("DS115" or "System Agency") and Corpus Christi- Nueces County Public Health District ("Grantee"), each a "Party" and collectively the "Parties", enter into the following grant contract to provide funding for Tuberculosis Prevention and Control - State Grant Program (the "Contract"). II. LEGAL AUTHORITY This Contract is authorized by and in compliance with the provisions of Texas Government Code Chapter 791, and Texas Health and Safety Code Chapters 12 and 1001. III. STATEMENT OF SERVICES TO BE PROVIDED Grantee shall perform services related to the Tuberculosis Prevention and Control - State ("TB/PC-State") Program in accordance with the Statement of Work, and Payment for Services Provided, attached and incorporated as Attachments A and B, respectively. IV. DURATION The Contract is effective on September 1, 2019, and terminates on August 31, 2020, unless renewed, extended, or terminated pursuant to the terms and conditions of the Contract. DSHS, at its sole discretion, may extend this Contract for any period(s) of time, provided the Contract term, including all extensions or renewals, does not exceed two years. V. PAYMENT FOR SERVICES PERFORMED The total amount of this Contract will not exceed $61,645.00 in state funding with the Grantee providing a total of $12,329.00 in matching funds, for a combined total of $73,974.00. Grantee will provide a cash match of no less than 20% of DSHS' share of actual expenditures up to the budgeted match amount. All expenditures under the Contract will be in accordance with Attachment B, Payment for Services Provided. VI. CONTRACT REPRESENTATIVES The following will act as the designated representative authorized to administer activities, communications, and non -legal notices under this Contract on behalf of their respective Party. DSHS Grantee Ebony White, CTCM Corpus Christi-Nueces County Public Health 1100 West 49th Street, MC 1990 District Austin, Texas 78756 1702 Horne Rd. (512) 776-2152 Corpus Christi, Texas 78416 Page 1 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D ebony.white(a,dshs.texas.gov (361) 826-7205 annetter(acctexas.com Either Party may change its designated Contract Representative by providing written notice to the other Party. VII. LEGAL NOTICES Any legal notice required under this Contract shall be deemed delivered when deposited by DSHS either in the United States mail, postage paid, certified, return receipt requested; or with a common carrier, ovemight, signature required, to the appropriate address below: DSHS Department of State Health Services Attention: Office of the General Counsel 1100 West 49th Street, MC 1911 Austin, Texas 78756 Grantee Corpus Christi-Nueces County Public Health District Attention- Annette Rodriguez 1702 Horne Rd. Corpus Christi, Texas 78416 Notice given by Grantee will be deemed effective when received by the System Agency. Either Party may change its address for notice by written notice to the other Party. VIII. REPORTING REQUIREMENTS Grantee shall satisfy all reporting requirements as set forth within Section IV of Attachment A, Statement of Work. IX. PRIVACY, SECURITY, AND BREACH NOTIFICATION Grantee certifies it is, and shall remain for the term of this Contract, in compliance with all applicable state and federal laws and regulations with respect to privacy, security, and breach notification in accordance with the Data Use Agreement attached and incorporated into this Contract by reference. SIGNATURE PAGE FOLLOWS Page 2 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-OB012CD82E4D SIGNATURE PAGE FOR DSHS CONTRACT No HHS000461700001 Department of State Health Services City of Corpus Christi By: By: Name: Annette Rodriguez Date of Execution: Title: Health Director Date of Execution: The following Attachments to this DSHS Contract are hereby incorporated by reference: Attachment A — Attachment B — Attachment C — Attachment D — Attachment E — Attachment F — Statement of Work Payment for Services Provided HHSC Uniform Terms and Conditions - Grant (Version 2.16) HHSC TB/PC Supplemental and Special Conditions (Version 1.0) TX HHS Data Use Agreement (Version 8.4 March 15, 2018) Non -Exclusive List of Applicable Laws ATTACHMENTS FOLLOW Page 3 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-8513E-0B012CD82E4D Attachment A Statement of Work I. Grantee Responsibilities Grantee will: A. Establish parameters in which local health departments ("LHDs") receiving state funds will deliver services to maintain an effective infrastructure that promotes consistent public health practices for the health and well-being of Texans. B. Comply with all applicable federal and state statutes and regulations, policies and guidelines as revised. C. Comply with the most current version of the DSHS Tuberculosis Work Plan that is currently available online and can be accessed at: http://www.dshs.texas.gov/idcu/ disease/tb/policies/. D. Provide matching funds of no less than 20% of the total budget reflected in the Contract. E. Provide match at the required percentage or DSHS may withhold payments, use administrative offsets, or request a refund from Grantee until such time as the required match ratio is met. No federal or other grant funds can be used as part of meeting the match requirement. F. Ensure no DSHS funds or matching funds are used for: 1. Entertainment, or 2. Sectarian worship, instruction, or proselytization. Food and incentives are allowed using DSHS funds, but are not allowed for matching funds. G. Not lapse more than 1% of the total funded amount of the Contract. During the term of this Contract, DSHS reserves the right to decrease funding amounts as a result of the Grantee's budgetary shortfalls and/or due to the Grantee lapsing more than 1% of total funds. H. Maintain and adjust spending plan throughout the Contract term to avoid lapsing funds. I. Maintain staffing levels to meet required activities of the Contract and to ensure all funds in the personnel category are expended. J. Agree to read the Texas Health and Human Services Commission Grant Technical Assistance Guide ("GTAG"), and work with DSHS staff regarding the management of funds received under this Contract that is currently available online and can be accessed at: https://www.dshs.texas.gov/contracts/gtag.aspx. Page 4 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D K. Enter all collected TB information into the DSHS-designated state TB information system, including all data fields on the Report of Verified Case of Tuberculosis, TB340, any laboratory results received locally and any additional clinical information, according to documented timelines and specifications. Data entered into DSHS data systems will be considered submitted to DSHS. II. Performance Measures DSHS will monitor the Grantee's performance of the requirements set forth within the Statement of Work (Attachment A) and compliance with the Contract's terms and conditions. If Grantee fails to meet any of the performance measures, Grantee will respond to any finding in a written narrative explaining the barriers and the plan to address those barriers. This requirement does not excuse any violation of this Contract, nor does it limit DSHS as to any options available under the Contract regarding breach. III.Invoice And Payment A. Grantee will request payments using the State of Texas Purchase Voucher (Form B-13) at http://www.dshs.texas.gov/grants/forms/b13form.doc. Voucher and any supporting documentation will be mailed or submitted by fax or electronic mail to the address/number below. Department of State Health Services Claims Processing Unit, MC 1940 1100 West 49th Street P.O. Box 149347 Austin, TX 78714-9347 FAX: (512) 458-7442 EMAIL: invoicesna,dshs.texas.gov B. Grantee will be paid on a cost reimbursement basis and in accordance with the Payment for Services Provided in Attachment B of this Contract. C. Grantee must submit final Financial Status Report ("FSR") and final reimbursement or payment request no later than forty-five (45) calendar days following the end of the Contract term. IV. Programmatic Reporting Requirements Report Name Frequency Period Begin Period End Due Date FY20 Narrative Report Annually Sept. 1, 2019 August 31, 2020 March 25, 2020 FSR & Match Reimbursement/Certification Form ("Form B -13A") Quarterly Sept. 1, 2019 Nov. 30, 2019 Dec. 31, 2019 FSR & Form B -13A Quarterly Dec. I, 2019 Feb. 29, 2020 March 31, 2020 FSR & Form B -13A Quarterly March 1, 2020 May 31, 2020 June 30, 2020 FSR & Form B -13A Quarterly June 1, 2020 August 31, 2020 October 17, 2020 Page 5 of 54 DocuSign Envelope ID:07755730-EDFD-4F64-85BE-0B012CD82E4D Submission Instructions: Annual Report: Submit program reports to the TB Reporting Mailbox: TBContractReporting@dshs.texas.gov Financial Status Reports: Department of State Health Services Claims Processing Unit, MC 1940 1100 West 49th Street P.O. Box 149347 Austin, Texas 78714-9347 Fax: (512) 458-7442 Email: invoices@dshs.texas.gov and CMSinvoices@dshs.texas.gov (Remainder of Page Intentionally Left Blank) Page 6 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-OB012CD82E4D Attachment B Payment for Services Provided Organization Name: Corpus Christi-Nueces County Public Health District Program ID: TB/PC-State Contract Number: HHS000461700001 • Budget Categories' Personnel DSIISFunds Cash Match' Category TotalS $26,804.00 $12,329.00 $39,133.00 Fringe Benefits $12,330.00 $0.00 $12,330.00 Travel $3,187.00 $0.00 $3,187.00 Equipment $0.00 $0.00 $0.00 Supplies $0.00 $0.00 $0.00 Contractual $19,324.00 $0.00 $19,324.00 Other $0.00 $0.00 $0.00 Total Direct Costs $61,645.00 $12,329.00 $73,974.00 Indirect Costs $0.00 $0.00 $0.00 Totals: $61,645.00 12,329.00 $73,974.00 (Remainder of Page Intentionally Left Blank) Page 7 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D Attachment C HHSC uniform Terms and Conditions Version 216 Published and Effective: February 1, 2019 Responsible office: Chief Counsel TEXAS Health and Human Services Health and Human Services Commission HHSC Uniform Terms and Conditions - Grant Version 2.16 Page 8 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-08012CD82E4D TABLE OF CONTENTS ARTICLE L DEFINITIONS AND INTERPRETIVE PROVISIONS 4 1.1 Defmitions 4 1.2 Interpretive Provisions 6 ARTICLE IL PAYMENT METHODS AND RESTRICTIONS 6 2.1 Payment Methods 6 2.2 Final Billing Submission 7 2.3 Financial Status Reports (FSRs) 7 2.4 Use of Funds 7 2.5 Use for Match Prohibited 7 2.6 Program Income 7 2.7 Nonsupplanting 8 2.8 Allowable Costs - 8 2.9 Indirect Cost Rates 8 ARTICLE III. STATE AND FEDERAL FUNDING 8 3.1 Funding 8 3.2 No Debt Against the State 8 3.3 Debt and Delinquencies 8 3.4 Recapture of Funds 8 ARTICLE IV. ALLOWABLE COSTS AND AUDIT REQUIREMENTS 9 4.1 Allowable Costs. 9 4.2 Audits and Financial Statements 10 4.3 Submission of Audits and Financial Statements 11 ARTICLE V. AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS 11 5.1 General Affirmations 11 5.2 Federal Assurances 11 5.3 Federal Certifications 11 ARTICLE VI. INTELLECTUAL PROPERTY 11 6.1 Ownership of Work Product 11 6.2 Grantees Pre-existing Works 12 6.3 Agreements with Employees and Subcontractors 12 6.4 Delivery Upon Termination or Expiration 12 6.5 Survival 12 H HSC Grantee Uniform Terms and Conditions Page 2 of20 v. 2.16 Effective 02/01/2019 Page 9 of 54 DocuSign Envelope ID:07755730-EDFD-4F64-85BE-0B012CD82E4D ARTICLE VII. RECORDS, AUDIT, AND DISCLOSURE 13 7.1 Books and Records 13 7.2 Access to Records, Books, and Documents 13 7.3 Response/Compliance with Audit or Inspection Findings 13 7.4 SAO Audit 14 7.5 Confidentiality 14 ARTICLE VIIL CONTRACT MANAGEMENT AND EARLY TERMINATION 14 8.1 Contract Remedies 14 8.2 Termination for Convenience 14 8.3 Termination for Cause 14 ARTICLE IX. MISCELLANEOUS PROVISIONS 15 9.1 Amendment 15 9.2 Insurance 15 9.3 Legal Obligations 15 9.4 Permitting and Licensure 16 9.5 Indemnity 16 9.6 Assignments 16 9.7 Independent Contractor 17 9.8 Technical Guidance Letters 17 9.9 Dispute Resolution 17 9.10 Governing Law and Venue 17 9.11 Severability 17 9.12 Survivability 18 9.13 Force Majeure 18 9.14 No Waiver of Provisions 18 9.15 Publicity 18 9.16 Prohibition on Non -compete Restrictions 18 9.17 No Waiver of Sovereign Immunity 18 9.18 Entire Contract and Modification 19 9.19 Counterparts 19 9.20 Proper Authority 19 9.21 E -Verify Program.. . . . . 19 9.22 Civil Rights 19 HHSC Grantee Uniform Tums and Conditions Page 3 of20 v. 2.16 fiffeclive 02/01/2019 Page 10 of 54 DocuSign Envelope ID:07755730-EDFD-4F64-85BE-0B012CDB2E4D ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS 1.1 DEFINITIONS As used in this Contract, unless the context clearly indicates otherwise, the following terms and conditions have the meanings assigned below: "Amendment" means a written agreement, signed by the Parties, which documents changes to the Contract other than those permitted by Work Orders or Technical Guidance Letters. "Attachment" means documents, tenns, conditions, or information added to This Contract following the Signature Document or included by reference, and made a part of this Contract. "Contract" means the Signature Document, these Uniform Terms and Conditions, along with any Attachments, and any Amendments, or Technical Guidance Letters That may be issued by the System Agency, to be incorporated by reference for all purposes. "Deliverable" means the work product(s), including all reports and project documentation, required to be submitted by Grantee to the System Agency. "Effective Date" means the date agreed to by the Parties as the date on which the Contract takes effect. "Federal Fiscal Year" means the period beginning October 1 and ending September 30 each year, which is the annual accounting period for the United States government. "GAAP" means Generally Accepted Accounting Principles. "GASB" means the Governmental Accounting Standards. Board. "Grantee" means the Party receiving funds under this Contract. May also be referred to as "Contractor" in certain. attachments. "Health and Human Services Commission" or "HHSC" means the administrative agency established under Chapter 531, Texas Government Code, or its designee. "HUB" means Historically Underutilized Business, as defined by Chapter 2161 of the Texas Government Code. "Intellectual Property Rights" means the worldwide proprietary rights or interests, including patent, copyright, trade secret, and trademark rights, as such right may be evidenced by or embodied in: i. any idea, design, concept, personality right, method, process, technique, apparatus, invention, discovery, or improvement; ii. any work of authorship, including any compilation, computer code, website or web page design, literary work, pictorial work, or graphic work; iii. any trademark, service mark, trade dress, trade name, branding, or other indicia of source or origin; iv. domain naive registrations; and v. any other proprietary or similar rights. The Intellectual Property Rights of a Party include all worldwide proprietary rights or interests that the Party may have acquired by assignment, by exclusive license, or by license with the right to grant sublicenses. HHSC Grantee Uniform Terms and Condition Page 4 of20 v. 2.16 EBecive 02/01/2019 Page 11 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-OB012CD82E4D "Mentor Protege" means the Comptroller of Public Accounts' leadership program found at: http://www.window.state.tx.us/procurement/progIlmb/mentorprotege/. "Parties" means the System Agency and Grantee, collectively. "Party" means either the System Agency or Grantee, individually. "Program" means the statutorily authorized activities of the System Agency under which this Contract has been awarded. "Project" means specific activities of the Grantee that are supported by finds provided under this Contract. "Public Information Act" or "PGA" means Chapter 552 of the Texas Govenunent Code. "Signature Document" means the document executed by both Parties that specifically sets forth all of the documents that constitute the Contract. "Solicitation" or 'Request for Applications (RFA)" means the document (including all amendments and attachments) issued by the System Agency under which applications for Program finds were requested, which is incorporated by reference for all purposes in its entirety. "Solicitation Response" or "Application" means Grantee's full and complete response (including any attachments and addenda) to the Solicitation, which is incorporated by reference for all purposes in its entirety. "State Fiscal Year" means the period beginning September 1 and ending August 31 each year, which is the annual accounting period for the State of Texas. "State of Texas Textravel" means Texas Administrative Code, Title 34, Part 1, Chapter 5, Subchapter C, Section 5.22, relative to travel reimbursements under this Contract, if any. "Statement of Work" means the description of activities performed in completing the Project, as specified in the Contract and as may be amended. "System Agency" means HHSC or any of the agencies of the State of Texas that are overseen by HHSC under authority granted under State law and the officers, employees, authorized representatives and designees of those agencies. These agencies include: HHSC and the Department of State Health Services. "Technical Guidance Letter" or "TGL" means an instruction, clarification, or interpretation of the requirements of the Contract, issued by the System Agency to the Grantee. "Work Product" means any and all works, including work papers, notes, materials, approaches, designs, specifications, systems, innovations, improvements, inventions, software, programs, source code, documentation, training materials, audio or audiovisual recordings, methodologies, concepts, studies, reports, whether finished or unfinished, and whether or not included in the deliverables, that are developed, produced, generated or provided by Grantee in connection with Grantee's perfonnance of its duties under the Contract or through use of any funding provided under this Contract. "Uniform Grant Management Standards" or "UGMS" means unifonn grant and contract administration procedures, developed under the authority of Chapter 783 of the Texas HFISC Grantee Uniform Terms and Conditions Page 5 of 20 v. 2.16 Effective 02/01/2019 Page 12 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CDS2E4D Government Code, to promote the efficient use of public fiends in local government and in programs requiring cooperation among local, state, and federal agencies. 1.2 INTERPRETIVE PROVISIONS A. The meanings of defined terms include the singular and plural fonns. B. The words "hereof," "herein," "hereunder," and similar words refer to this Contract as a whole and not to any particular provision, section, Attachment, or schedule of this Contract unless otherwise specified. C. The tenn `including" is not limiting and means "including without limitation" and, unless otherwise expressly provided in this Contract, (i) references to contracts (including this Contract) and other contractual instruments shall be deemed to include all subsequent Amendments and other modifications, but only to the extent that such Amendments and other modifications are not prohibited by the terms of this Contract, and (ii) references to any statute or regulation are to be construed as including all statutory and regulatory provisions consolidating, amending, replacing, supplementing, or interpreting the statute or regulation. D. Any references to "sections," "appendices," or "attachments" are references to sections, appendices, or attachments of the Contract. E. Any references to agreements, contracts, statutes, or administrative rules or regulations in the Contract are references to these documents as amended, modified, or supplemented from time to time during the tenn of the Contract. F. The captions and headings of this Contract are for convenience of reference only and do not affect the interpretation of this Contract. G. All Attachments, including those incorporated by reference, and any Amendments are considered part of the terms of this Contract. H. This Contract may use several different limitations, regulations, or policies to regulate the same or similar matters. All such limitations, regulations, and policies are cumulative and each will be performed in accordance with its terms. I. Unless otherwise expressly provided, reference to any action of the System Agency or by the System Agency by way of consent, approval, or waiver will be deemed modified by the phrase "in its sole discretion." J. Time is of the essence in this Contract. ARTICLE II. PAYMENT METHODS AND RESTRICTIONS 2.1 PAYMENT METHODS A. Except as otherwise provided by this Contract, the payment method will be one or more of the following: i. Cost Reimbursement. This payment method is based on an approved budget and submission of a request for reimbursement of expenses Grantee has incurred at the timeof the request; u. Unit rate/fee-for-service. This payment method is based on a fixed price or a specified rate(s) or fee(s) for delivery of a specified unit(s) of service and acceptable submission of all required documentation, forms and/or reports; or iu. Advance payment. This payment method is based on disbursal of the minimum necessary fiends to carry out the Program or Project where the Grantee has HHSC Grantee Uniform Terms and Conditions Page 6 of 20 v. 2.16 Effective 02/01/2019 Page 13 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D implemented appropriate safeguards. This payment method will only be utilized in accordance with governing law, state and federal regulations, and at the sole discretion of the System Agency. B. Grantee shall bill the System Agency in accordance with the Contract. Unless otherwise specified in the Contract, Grantee shall submit requests for reimbursement or payment monthly by the last business day of the month following the month in which expenses were incurred or services provided. Grantee shall maintain all documentation that substantiates invoices and make the documentation available to the System Agency upon request. 2.2 FINAL BILLING SUBMISSION Unless otherwise provided by the System Agency, Grantee shall submit a reimbursement or payment request as a final close-out invoice not later than forty-five (45) calendar days following the end of the term of the Contract. Rehnbursement orpayment requests received after the deadline may not be paid. 2.3 FINANCIAL STATUS REPORTS (FSRS) Except as otherwise provided, for contracts with categorical budgets, Grantee shall submit quarterly FSRs to System Agency by the last business day of the month following the end of each quarter for System Agency review and fmancial assessment. Grantee shall submit the fmal FSR no later than forty-five (45) calendar days following the end of the applicable term. 2.4 USE OF FUNDS Grantee shall expend funds under this Contract only for approved services and for reasonable and allowable expenses directly related to those services. 2.5 USE FOR MATCH PROHIBITED Granteeshall not use funds provided under this Contract for matching purposes in securing other funding without the written approval of the System. Agency. 2.6 PROGRAM INCOME Income directly generated from funds provided under this Contract or earned only as aresult of such funds is Program Income. Unless otherwise required under the Program, Grantee shall use Program Income, as provided in UGMS Section III, Subpart C, .25(g)(2), to further the Program, and. Grantee shall spend the Program Income on the Project. Grantee shall identify and report Program Income in accordance with the Contract, applicable law, and any programmatic guidance. Grantee shall expend Program Income during the Contract temr, when earned, and may not carry Program Income forward to any succeeding term. Grantee shall refund Program Income to the System Agency if the Program Income is not expended in the term in which it is earned. The System Agency may base future funding levels, in part, upon Grantee's proficiency in identifying, billing, collecting, and reporting Program Income, and in using Program Income for the purposes and under the conditions specified in this Contract. HHSC Grantee Uniform Terms and Conditions Page 7 of20 v. 2.16 Effective 01/01/2019 Page 14 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-B5BE-0B012CDS2E4D 2.7 NONSUPPLANTING Grant fiords may be used to supplement existing, new or corresponding programming and related activities. Gram fimds may not be used to supplant (replace) existing fimds in place to support current programs and related activities. 2.8 ALLOWABLE COSTS Allowable Costs are restricted to costs that comply with the Texas Uniform Grant Management Standards (UGMS) and applicable state and federal rules and law. The Parties agreethat all the requirements of the UGMS apply to this Contract, including the criteria for Allowable Costs. Additional federal requirements apply if this Contract is funded, in whole or in part, with federal funds. 2.9 INDIRECT COST RATES The System Agency may acknowledge an indirect cost rate for Grantees that is utilized for all applicable contracts. Grantee will provide the necessary financial documents to determine the indirect cost rate in accordance with the Uniform Grant Guidance (UGG) and Uniform Grant Management Standards (UGMS). ARTICLE IIL STATE AND FEDERAL FUNDING 3.1 FUNDING This Contract is subject to termination or cancellation, without penalty to System Agency, either in whole or in part, subject to the availability of state funds. System Agency is a state agency whose authority and appropriations are subject to actions of the Texas Legislature. If System Agency becomes subject to a legislative change, revocation of statutory authority, or lack of appropriated funds that would render either System Agency's or Grantee's delivery or performance under the Contract impossible or unnecessary, the Contract will be terminated or cancelled and be deemed null and void. In the event of a termination or cancellation under this Section, System Agency will not be liable to Grantee for any damages, that are caused or associated with such termination, or cancellation, and System Agency will not be required to give prior notice. 3.2 NO DEBT AGAINST THE STATE This Contract will not be construed as creating any debt by or on behalf of the State of Texas. 3.3 DEBT AND DELINQUENCIES Grantee agrees that any payments due under the Contract shall be directly applied towards eliminating any debt or delinquency it has to the State of Texas including, but not limited to, delinquent taxes, delinquent student loan payments, and delinquent child support. 3.4 RECAPTURE OF FUNDS A. At its sole discretion, the System Agency may 1) withhold all or part of any payments to Grantee to offset overpayments, unallowable or ineligible costs made to the Grantee, or if any required financial status report(s) is not submitted by the due date(s), or ii) require Grantee to promptly refund or credit - within thirty (30) calendar days of written notice - HHSC Grantee Uniform Terms and Conditions Page 8 of 20 v. 2.16 Effective 02/01/2019 Page 15 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-013012CD82E4D any funds enoneously paid by System Agency which are not expressly authorized under the Contract. B. "Overpayments" as used in this Section include payments (1) made by the System Agency that exceed the maximum allowable rates; (ii) that are not allowed under applicable laws, rules, or regulations; or (iii) that are otherwise inconsistent with this Contract, including any unapproved expenditures. Grantee understands and agrees that it will be liable to the System Agency for any costs disallowed pursuant to financial and compliance audit(s) of funds received under this Contract. Grantee further understands and agrees that reimbursement of such disallowed costs shall be paid by Grantee from funds which were not provided or otherwise made available to Grantee under this Contract. ARTICLE IV. ALLOWABLE COSTS AND AUDIT REQUIREMENTS 4.1 ALLOWABLE COSTS A. System Agency will reimburse the allowable costs incurred in performing the Project that are sufficiently documented. Grantee must have incurred a cost prior to claiming reimbursement and within the applicable tenn to be eligible for reimbursement under this Contract. At its sole discretion, the System Agency will determine whether costs submitted by Grantee are allowable and eligible for reimbursement. The System Agency may take repayment (recoup) from funds available under this Contract in amounts necessary to fulfill Grantee's repayment obligations. Applicable cost principles, audit requiretnents, and administrative requirements include, but are not limited to: Applicable Entity Applicable Cost Principles Audit Requirements Administrative Requirements State, Local, and Tribal Governments 2 CFR Part 200 and UGMS 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS Educational Institutions 2 CFR Part 200 and UGMS 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS Non -Profit Organi>ations 2 CFR Part 200 and UGMS 2 CFR Part 200, Subpart F and UGMS 2 CFR Part 200 and UGMS HHSC Grantee Uniform Terms and Conditions Pare 9 of20 v. 216 Effective 02/01/2019 Page 16 of 54 DocuSign Envelope ID:07755730-EDFD-4F64-85BE-0B012CD82E4D For-profit 48 CFR Part 31, 2 CFR Part 200, 2 CFR Part 200 and Organization Contract Cost Subpart F and UGMS other than a hospital and an organization named in OMB Circular A-122 (2 CFR Part, 230) as not subject to that circular. Principles and Procedures, or Unifonn cost accounting standards that comply with cost principles acceptable to the federal or state awarding agency UGMS B. OMB Circulars will be applied with the modifications prescribed by UGMS with effect given to whichever provision imposes the more stringent requirement in the event of a conflict. 4.2 AUDITS AND FINANCIAL STATEMENTS A. Audits i. HHS Single Audit Unit will notify Grantee to complete the Single Audit Determination Form. If Grantee fails to complete the form within thirty (30) calendar days after receipt of notice, Grantee will be subject to the sanctions and remedies for non-compliance With this Contract. ii. If Grantee, within Grantee's fiscal year, expends at least SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000) in federal finds awarded, Grantee shall have a single audit or program -specific audit in accordance with 2 CFR 200. The federal threshold amount includes federal funds passed through by way of' state agency awards. iii. If Grantee, within Grantee's fiscal year, expends at least SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000) in state funds awarded, Grantee shall have a single audit or program -specific audit in accordance with UGMS, State of Texas Single Audit Circular. The audit must be conducted by an independent certified public accountant and in accordance with 2 CFR 200, Government Auditing Standards, and UGMS. iv. For-profit Grantees whose expenditures meet or exceed the federal or state expenditure thresholds stated above shall follow the guidelines in 2 CFR 200 or UGMS, as applicable, for their program -specific audits. v. Each Grantee that is required to obtain a single audit must competitively re -procure single audit services once every six years. Grantee shall procure audit services in compliance with this section, state procurement procedures, as well as with the provisions of UGMS. B. Financial Statements Each Grantee that does not meet the expenditure threshold for a single audit or program - specific audit, must provide financial statements. HHSC Grantee Uniform Terms and Conditions Page 10 of20 v. 2.16 Effective 02/01/2019 Page 17 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D 4.3 SUBMISSION OF AUDITS AND FINANCIAL STATEMENTS A. Audits Due the earlier of 30 days after receipt of the independent certified public accountant's report or nine months after the end of the fiscal year, Grantee shall submit electronically one copy of the single audit or program -specific audit to the System Agency via: i. HHS portal at: or, https://hhsnortal.hhs.state.tx.us/heattwebextrMhscSau ii. Email to: single_audit_reportQhhsc.state.tx.Bs. 13. Financial Statements Due no later than nine months after the Grantee's fiscal year end, Grantees which are not required to submit an audit, shall submit electronically financial statements via: i. HHS portal at: httvs://kdisoortal.hhs.state.tx.us/heartwebextr/hhscSau; or, ii. Email to: single_audit report@hhsc.state.tx.us. ARTICLE V. AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS 5.1 GENERAL AFFIRMATIONS Grantee certifies that, to the extent General Affirmations are incorporated into the Contract under the Signature Doctunent, the Grantee has reviewed the General Affirmations and that Granteeis in compliance with all requirements. 5.2 FEDERAL ASSURANCES Grantee further certifies that, to The extent Federal Assurances are incorporated into the Contract under the Signature Document, the Grantee has reviewed the Federal Assurances and that Grantee is in compliance with all requirements. 5.3 FEDERAL CERTIFICATIONS Grantee further certifies that, to the extent Federal Certifications are incorporated into the Contract under the Signature Document, the Grantee has reviewed the Federal Certifications and that Grantee is in compliance with all requirements. In addition, Grantee certifies that it is in compliance with all applicable federal laws, rules, and regulations, as they may pertain to this Contract. ARTICLE VI. INTELLECTUAL PROPERTY 6.1 OWNERSHIP OF WORK PRODUCT All right, title, and interest in the Work Product, including all Intellectual Property Rights therein, is exclusively owned by System Agency. Grantee and Grantee's employees will have no rights in or ownership of the Work Product or any other property of System Agency. Any and all Work Product that is copyrightable under United States copyright law is deemed to be "work made for hire" owned by System Agency, as provided by Title 17 of the United States Code. To the extent that Work Product does not qualify as a "work made for hire" under applicable federal law, Grantee hereby irrevocably assigns and transfers to System Agency, its successors and assigns, the entire right, title, and interest in and to the Work Product, including any and all Intellectual Property Rights embodied therein or associated HHSC Grantee Uniform Terms and Conditions Page 11 of20 v. 2.I6 Effective 02/01/2019 Page 18 of 54 DocuSign Envelope ID:07755730-EDFD-4F64-85BE-0B012CD82E4D therewith, and in and to all works based upon, derived from, or incorporating the Work Product, and in and to all income, royalties, damages, claims and payments now or hereafter due or payable with respect thereto, and in and to all causes of action, either in law or in equity for past, present or future infringement based on the copyrights, and in and to all rights corresponding to the foregoing. Grantee agrees to execute all papers and to perform such other property rights as System Agency may deem necessary to secure for System Agency or its designee the rights herein assigned. In the event that Grantee has any rights in and to the Work Product that cannot be assigned to System Agency, Grantee hereby grants to System Agency an exclusive, worldwide, royalty -free, transferable, irrevocable, and perpetual license, with the right to sublicense, to reproduce, distribute, modify, create derivative works of, publicly perform and publicly display, make, have made, use, sell and offer for sale the Work Product and any products developed by practicing such rights. 6.2 GRANTEE'S PRE-EXISTING WORKS To the extent that Grantee incorporates into the Work Product any works of Grantee that were created by Grantee or that Grantee acquired rights in prior to the Effective Date of this Contract ("Incorporated Pre-existing Works"), Grantee retains ownership of such Incorporated Pre-existing Works, and Grantee hereby grants to System Agency an irrevocable, perpetual, non-exclusive, royalty -free, transferable, worldwide right and license, with the right to sublicense, to use, modify, copy, create derivative works of, publish, publicly perforin and display, sell, offer to sell, make and have made, the Incorporated Pre- existing Works, in any medium, with or without the associated Work Product. Grantee represents, warrants, and covenants to System Agency that Grantee has all necessary right and authority to grant the foregoing license in the Incorporated Pre-existing Works to System Agency. 6.3 AGREEMENTS WITH EMPLOYEES AND SUBCONTRACTORS Grantee shall have written, binding agreements with its employees and subcontractors that include provisions sufficient to give effect to and enable Grantee's compliance with Grantee's obligations under this Article VI. 6.4 DELIVERY UPON TERMINATION OR EXPIRATION No later than the first calendar day after the termination orexpiration of the Contract or upon System Agency's request, Grantee shall deliver to System Agency all completed, or partially completed, Work Product, including any Incorporated Pre-existing Works, and any and all versions thereof. Grantee's failure to timely deliver such Work Product is a material breach of the Contract. Grantee will not retain any copies of the Work Product or any documentation or other products or results of Grantee's activities underthe Contract without the prior written consent of System Agency. 6.5 SURVIVAL The provisions and obligations of this Article VI survive any termination or expiration of the Contract. HHSC Grantee Uniform Tern's and Conditions Page 12 of 20 v. 2.16 Effective 02/01/2019 Page 19 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CDS2E4D ARTICLE VII. RECORDS, AUDIT, AND DISCLOSURE 7.1 BOOKS AND RECORDS Grantee shall keep and maintain under GAAP or GASB, as applicable, fill, true, and complete records necessary to fully disclose to the System Agency, the Texas State Auditor's Office, the United States Government, and their authorized representatives sufficient information to determine compliance with the terms and conditions ofthis Contract and all state and federal notes, regulations, and statutes. Unless otherwise specified in this Contract, Grantee shall maintain legible copies of this Contract and all related documents for a minimum of seven (7) years after the termination of the Contract period or seven (7) years after the completion of any litigation or dispute involving the Contract, whichever is later. 7.2 ACCESS TO RECORDS, BOOKS, AND DOCUMENTS In addition to any right of access arising by operation of law, Grantee and any of Grantee's affiliate or subsidiary organizations, or Subcontractors shall permit the System Agency or any of its duly authorized representatives, as well as duly authorized federal, state or local authorities, unrestricted access to and the right to examine any site where business is conducted or services are performed, and all records, which includes but is not limited to financial, client and patient records, books, papers or documents related to this Contract. If the Contract includes federal funds, federal agencies that shall have a right of access to records as described in this section include: the federal agency providing the funds, the Comptroller General of the United States, the General Accounting Office, the Office of the Inspector General, and any of their authorized representatives. In addition, agencies of the State of Texas that shall have a right of access to records as described in this section include: the System Agency, HHSC, HHSC's contracted examiners, the State Auditor's Office, the Office of the Texas Attorney General, and any successor agencies. Each oft hese entities may be a duly authorized authority. If deemed necessary by the System Agency or any duly authorized authority, for the purpose of investigation or hearing, Grantee shall produce original documents related to this Contract. The System Agency and any duly authorized authority shall have the right to audit billings both before and after payment, and all documentation that substantiates the billings. Grantee shall include this provision concerning the right of access to, and examination of, sites and information related to this Contract in any Subcontract it awards. 7.3 RESPONSE/COMPLIANCE WITH AUDIT OR INSPECTION FINDINGS A. Grantee must act to ensure its and its Subcontractors' compliance with all corrections necessary to address any finding of noncompliance with any law, regulation, audit requirement, or generally accepted accounting principle, or any other deficiency identified in any audit, review, or inspection of the Contract and the services and Deliverables provided. Any such correction will be at Grantee's or its Subcontractor's sole expense. Whether Grantee's action corrects the noncompliance shall be solely the decision of the System Agency. B. As part of the services, Grantee must provide to HHSC upon request a copy of those portions of Grantee's and its Subcontractors' internal audit reports relating to the services and Deliverables provided to the State under the Contract. HHSC Grantee Uniform Terms and Conditions Page 13 of 20 v. 2.16 Effective 02/01/2019 Page 20 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D 7.4 SAO Alan A. The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under the Contract or indirectly through a subcontract under the Contract. The acceptance of funds directly under the Contract or indirectly through a subcontract under the Contract acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. Under the direction of the legislative audit committee, an entity that is the subject of an audit or investigation by the state auditor must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. B. Grantee shall comply with any rules and procedures of the state auditor in the implementation and enforcement of Section 2262.154 of the Texas Government Code. 7.5 CONFIDENTIALITY Grantee shall maintain as confidential, and shall not disclose to third parties without System Agency's prior written consent, any System Agency infonnation including but not limited to System Agency's business activities, practices, systems, conditions and services. This section will survive termination or expiration of this Contract. ARTICLE VIII. CONTRACT REMEDIES AND EARLY TERMINATION 8.1 CONTRACT REMEDIES To ensure Grantee's full perfonnance of the Contract and compliance with applicable law, the System Agency reserves the right to hold Grantee accountable for breach of contract or substandard performance and may take remedial or corrective actions, including, but not limited to: i. suspending all or part of the Contract; ii. requiring the Grantee to take specific actions in order to remain in compliance with the Contract; iii. recouping payments made by the System Agency to the Grantee found to be in error; iv. suspending, limiting, or placing conditions on the Grantee's continued performance of the Project; v. imposing any other remedies, sanctions or penalties authorized under this Contract or permitted by federal or state statute, law, regulation or rule. 8.2 TERMINATION FOR CONVENIENCE The System Agency may terminate the Contract at any time when, in its sole discretion, the System Agency detennines that termination is in the best interests of the State of Texas. The termination will be effective on the date specified in HHSC's notice of termination. The System Agency's right to terminate the Contract for convenience is cumulative of all rights and remedies which exist now or in the future. 8.3 TERMINATION FOR CAUSE Except as otherwise provided by the U.S. Bankruptcy Code, or any successor law, the System Agency may terminate the Contract, in whole or in part, upon either of the following conditions: HHSC Grantee Uniform Terms and Conditions Page 14 of 20 v. 2.16 Effective 02/01/2019 Page 21 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D i. Material Breach The System Agency will have the right to terminate the Contract in whole or in part if the System Agency determines, in its sole discretion, that Grantee has materially breached the Contract or has failed to adhere to any laws, ordinances, rules, regulations or orders of any public authority having jurisdiction and such violation prevents or substantially impairs performance of Grantee's duties under the Contract. Grantee's misrepresentation in any aspect of Grantee's Solicitation Response, if any, or Grantee's addition to the Excluded Parties List System (EPLS) will also constitute a material breach of the Contract. ii. Failure to Maintain Financial Viability The System Agency may terminate the Contract if, in its sole discretion, the System Agency has a good faith belief that Grantee no longer maintains the financial viability required to complete the services and Deliverables, or otherwise fully perform its responsibilities under the Contract. ARTICLE IX. MISCELLANEOUS PROVISIONS 9.1 AMENDMENT The Contract may only be amended by an Amendment executed by both Parties. 9.2 INSURANCE A. Unless otherwise specified in this Contract, Grantee shall acquire and maintain, for the duration of this Contract, insurance coverage necessary to ensure proper fulfillment of this Contract and potential liabilities thereunder with financially sound and reputable insurers licensed by the Texas Depmhuent of Insurance, in the type and amount customarily carried within the industry as determined by the System Agency. Grantee shall provide evidence of insurance as required under this Contract, including a schedule of coverage or underwriter's schedules establishing to the satisfaction of the System Agency the nature and extent of coverage granted by each such policy, upon request by the System Agency. In the event that any policy is determined by the System Agency to be deficient to comply with the temps of this Contract, Grantee shall secure such additional policies or coverage as the System Agency may reasonably request or that are required by law or regulation. If coverage expires during the term of this Contract, Grantee must produce renewal certificates for each type of coverage. B. These and all other insurance requirements under the Contract apply to both Grantee and its Subcontractors, if any. Grantee is responsible for ensuring its Subcontractors' compliance with all requirements. 9.3 LEGAL OBLIGATIONS Grantee shall comply with all applicable federal, state, and local laws, ordinances, and regulations, including all federal and state accessibility laws relating to direct and indirect use of information and communication technology. Grantee shall be deemed to have knowledge of all applicable laws and regulations and be deemed to understand them. HMSO Grantee uniform Terms and Conditions Page 15 of 20 v. 2.16 Effective 02/01/2019 Page 22 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-06012CD82E4D 9.4 PERMITTING AND LICENSURE At Grantee's sole expense, Grantee shall procure and maintain for the duration of this Contract any state, county, city, or federal license, authorization, insurance, waiver, permit, qualification or certification required by statute, ordinance, law, or regulation to be held by Grantee to provide the goods or services required by this Contract. Grantee shall be responsible for payment of all taxes, assessments, fees, premiums, permits, and licenses required by law. Grantee shall be responsible for payment of any such government obligations not paid by its Subcontractors during performance of this Contract. 9.5 INDEMNITY A. GRANTEE SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY GRANTEE WITH. THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM. B. THIS PARAGRAPH IS NOT INTENDED TO AND SHALL NOT BE CONSTRUED TO REQUIRE GRANTEE TO INDEMNIFY OR HOLD HARMLESS THE STATE OR THE SYSTEM AGENCY FOR ANY CLAIMS OR LIABILITIES RESULTING FROM THE NEGLEGENT ACTS. OR OMISSIONS OF THE SYSTEM AGENCY OR ITS EMPLOYEES. C. For the avoidance of doubt, System Agency shall not indenudfy Grantee or any other entity under the Contract. 9.6 ASSIGNMENTS A. Grantee may not assign all or any portion of its rights under, interests in, or duties required under this Contract without prior written consent of the System Agency, which may be withheld or granted at the sole discretion of the System Agency. Except where otherwise agreed in writing by the System Agency, assignment will not release Grantee from its obligations under the Contract. B. Grantee understands and agrees the System Agency may in one or more transactions assign, pledge, or transfer the Contract. This assignment will only be made to another State agency or a non -state agency that is contracted to perform agency support. HHSC Grantee Uniform Turns and Conditions Page 16 of 20 v. 2.16 Effective 02/01/2019 Page 23 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-856E-0B012CD82E4D 9.7 INDEPENDENT CONTRACTOR Grantee and Grantee's employees, representatives, agents, Subcontractors, suppliers, and third -party service providers shall serve as independent contractors in providing the services tinder the Contract. Neither Grantee nor System Agency is an agent of the other and neither may make any commitments on the other party's behalf. Should Grantee subcontract any of the services required in the Contract, Grantee expressly understands and acknowledges that in entering such subcontract(s), System Agency is in no manner liable to any Subcontractor(s) of' Grantee. In no event shall this provision relieve Grantee of the responsibility for ensuring that the services performed under all subcontracts are rendered in compliance with the Contract. Grantee shall have no claim against System Agency for vacation pay, sick leave, retirement benefits, social security, worker's compensation, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind. The Contract shall not create any joint venture, partnership, agency, or employment relationship between Grantee and System Agency. 9.8 TECHNICAL GUIDANCE LETTERS hl the sole discretion of the System Agency, and in conformance with federal and state law, the System Agency may issue instructions, clarifications, or interpretations as may be required during work performance in the form of a Technical Guidance Letter (TGL). A TGL must be in writing, and may be delivered by regular mail, electronic mail, or facsimile transmission. Any TGL issued by the System Agency will be incorporated into the Contract by reference for all purposes when it is issued. 9.9 DISPUTE RESOLUTION A. The dispute resolution process provided for in Chapter 2260 of the Texas Government Code must be used to attempt to resolve any dispute arising under the Contract. B. If a contract dispute arises that cannot be resolved to the satisfaction of the Parties, either Party may notify the other Party in writing of the dispute. If the Parties are unable to satisfactorily resolve the dispute within fourteen (14) days of the written notification, the Parties must use the dispute resolution process provided for in Chapter 2260 of the Texas Government Code to attempt to resolve the dispute. This provision will not apply to any matter with respect to which either Party may make a decision within its respective sole discretion. 9.10 GOVERNING LAW AND VENUE The Contract shall be governed by and construed in accordance with the laws of the State of Texas, without regard to the conflicts of law provisions. The venue of any suit arising under the Contract is fixed in any court of competent jurisdiction of Travis County, Texas, unless the specific venue is otherwise identified in a statute which directly names or otherwise identifies its applicability to the System Agency. 9.11 SEVERABILITY If any provision contained in this Contract is held to be unenforceable by a court of law or equity, this Contract shall be construed as if such provision did not exist and the non- HHSC Grantee Uniform Terms and Conditions Page 17 of 20 v. 2.16 Effective 02/01/1019 Page 24 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D enforceability of such provision shall not be held to render any other provision or provisions of this Contract unenforceable. 9.12 SURVIVABILITY Expiration or termination of the Contract for any reason does not release Grantee from any liability or obligation set forth in the Contract that is expressly stated to survive any such expiration or termination, that by its nature would be intended to be applicable following any such expiration or termination, or that is necessary to fulfill the essential purpose of the Contract, including without limitation the provisions regarding warranty, indemnification, confidentiality, and rights and remedies upon termination. 9.13 FORCE MAJEURE Neither Grantee nor System Agency shall be liable to the other for any delay in, or failure of performance, of any requirement included in the Contract caused by force majeure. The existence of such causes of delay or failure shall extend the period of performance until after the causes of delay or failure have been removed provided the non-performing party exercises all reasonable due diligence to perfomm. Force majeure is defined as acts of God, war, fires, explosions, hurricanes, floods, failure of transportation, or other causes that are beyond the reasonable control of either party and that by exercise of due foresight such party could not reasonably have been expected to avoid, and which, by the exercise of all reasonable due diligence, such party is unable to overcome. 9.14 No WAIVER OF PROVISIONS The failure of the System Agency to object to or to take affirmative action with respect to any conduct of the Grantee which is in violation or breach of the terns of the Contract shall not be construed as a waiver of the violation or breach, or of any future violation or breach. 9.15 PUBLICITY A. Except as provided in the paragraph below, Grantee must not use the name of, or directly or indirectly refer to, the System Agency, the State of Texas, or any other State agency in any media release, public announcement, or public disclosure relating to the Contract or its subject matter, including in any promotional or marketing materials, customer lists, or business presentations. B. Grantee may publish, at its sole expense, results of Grantee performance under the Contract with the System Agency's prior review and approval, which the System Agency may exercise at its sole discretion. Any publication (written, visual, or sound) will acknowledge the support received from the System Agency and any Federal agency, as appropriate. 9.16 PROHIBITION ON NON -COMPETE RESTRICTIONS Grantee shall not require any employees or Subcontractors to agree to any conditions, such as non -compete clauses or other contractual arrangements that would limit or restrict such persons or entities from employment or contracting with the State of Texas. 9.17 No WAIVER OF SOVEREIGN IMMUNITY Nothing in the Contract will be construed as a waiver of the System Agency's or the State's sovereign immunity. This Contract shall not constitute or be construed as a waiver of HI-ISC Grantee Uniform Terms and Conditions Page 18 of 20 v. 2.16 Effective 02/01/2019 Page 25 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CDS2E4D any of the privileges, rights, defenses, remedies, or immunities available to the System Agency or the State of Texas. The failure to enforce, or any delay in the enforcement, of any privileges, rights, defenses, remedies, or immunities available to the System Agency or the State of Texas under the Contract or under applicable law shall not constitute a waiver of such privileges, rights, defenses, remedies, or immunities or be considered as a basis for estoppel. System Agency does not waive any privileges, rights, defenses, or immunities available to System Agency by entering into the Contract or by its conduct prior to or subsequent to entering into the Contract. 9.18 ENTIRE CONTRACT AND MODIFICATION The Contract constitutes the entire agreement of the Parties and is intended as a complete and exclusive statement of the promises, representations, negotiations, discussions, and other agreements that may have been made in connection with the subject matter hereof. Any additional or conflicting terms in any future document incorporated into the Contract will be harmonized with this Contract to the extent possible. 9.19 COUNTERPARTS This Contract may be executed in any number of counterparts, each of which will be an original, and all such counterparts will together constitute but one and the same Contract. 9.20 PROPER AUTHORITY Each Party represents and warrants that the person executing this Contract on its behalf has full power and authority to enter into this Contract. 9.21 E -VERIFY PROGRAM Grantee certifies that it utilizes and will continue to utilize the U.S. Department. of Homeland Security's E -Verify system to determine the eligibility of: i. all persons employed to perform duties within Texas during the term of the Contract; and ii. all persons, (including subcontractors) assigned by the Grantee to perform work pursuant to the Contract within the United States of America. 9.22 CIVIL RIGHTS A. Grantee agrees to comply with state and federal anti -discrimination laws, including: i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.); ii. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. §794); iii. Americans with Disabilities Act of 1990 (42 U.S.C. §12101 et seg.); iv. Age Discrimination Act of 1975 (42 U.S.C. §§6101-6107); v. Title PC of the Education Amendments of 1972 (20 U.S.C. §§1681-1688); vi. Food and Nutrition Act of 2008 (7 U. S.C. §2011 et seg.); and vii. The System Agency's administrative rules, as set forth in the Texas Administrative Code, to the extent applicable to this Contract. B. Grantee agrees to comply with all amendments to the above -referenced laws, and all requirements imposed by the regulations issued pursuant to these laws. These laws provide in part that no persons in the United States may, on the grounds of race, color, national origin, sex, age, disability, political beliefs, or religion, be excluded from HHSC Grantee Uniform Terms and Conditions Page 19 of 20 v.2.16 Effective 02/01/2019 Page 26 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D participation in or denied any aid, care, service or other benefits provided by Federal or State funding, or otherwise be subjected to discrimination. C. Grantee agrees to comply with Title VI of the Civil Rights Act of 1964, and its implementing regulations at 45 C.F.R. Part 80 or 7 C.F.R. Part 15, prohibiting a contractor from adopting and implementing policies and procedures that exclude or have the effect of excluding or limiting the participation of clients in its programs, benefits, or activities on the basis of national origin. State and federal civil rights laws require contractors to provide alternative methods for ensuring access to services for applicants and recipients who cannot express themselves fluently in English. Grantee agrees to take reasonable steps to provide services and information, both orally and in writing, in appropriate languages other than English, in order to ensure that persons with limited English proficiency are effectively informed and can have meaningfiil access to programs, benefits, and activities. D. Grantee agrees to post applicable civil rights posters in areas open to the public informing clients of their civil rights and including contact information for the HHS Civil Rights Office. The posters are available on the HHS website at: http://lihsox.hhsc.texas.aov/system-support- services/civil-rights/publications E. Grantee agrees to comply with Executive Order 13279, and its implementing regulations at 45 C.F.R. Part 87 or 7 C.F.R. Part 16. These provide in part that any organization that participates in programs funded by direct financial assistance from the United States Department of Agriculture or the United States Department of Health and Human Services shall not discriminate against a program beneficiary or prospective program beneficiary on the basis of religion or religious belief. F. Upon request, Grantee shall provide HHSC's Civil Rights Office with copies of the Grantee's civil rights policies and procedures. G. Grantee must notify HHSC's Civil Rights Office of any civil rights complaints received relating to its performance under this Contract. This notice must be delivered no more than ten (10) calendar days after receipt of a complaint. Notice provided pursuant to this section must be directed to: HHSC Civil Rights Office 701 W. 51' Street, Mail Code W206 Austin, Texas 78751 Phone Toll Free: (888) 388-6332 Phone: (512) 438-4313 TTY Toll Free: (877) 432-7232 Fax: (512) 438-5885. v. 2.16 Effective 02101/2019 HHSC Grantee Uniform Terms and Conditions Page 20 of20 (Remainder of Page Intentionally Left Blank) Page 27 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D Attachment D HHSC TB/PC Supplemental and Special Conditions Supplemental Conditions Attachment C (the "HIISC Uniform Terms and Conditions - Grants"), is hereby revised as follows: 1. Section 9.17, No Waiver of Sovereign Immunity, is deleted in its entirety and replaced with the following: Nothing in the Contract will be construed as a waiver of sovereign immunity by the System Agency. Similarly, nothing in the Contract will be construed as a waiver of any rights or affirmative defenses available to Grantee. Special Conditions The terms and conditions of these Special Conditions are incorporated into and made a part of the Contract. Capitalized items used in these Special Conditions and not otherwise defined have the meanings assigned to them in HHSC Uniform Terms and Conditions — Grants (Version 2.16). Section 1.01 Notice of Contract Action Grantee shall notify their assigned contract manager if Grantee has had any contract suspended or terminated for cause by any local, state or federal department or agency or nonprofit entity within five days of becoming aware of the action and include the following: a. Reason for such action; b. Name and contact information of the local, state or federal department or agency or entity; c. Date of the contract; d. Date of suspension or termination; and e. Contract or case reference number. Section 1.02 Notice of Bankruptcy Grantee shall notify in writing its assigned contract manager of its plan to seek bankruptcy protection within five days of such action by Grantee. Section 1.03 Notice of Criminal Activity and Disciplinary Actions a. Grantee shall immediately report in writing to their contract manager when Grantee has knowledge or any reason to believe that they or any person with ownership or controlling interest in the organization/business, or their agent, employee, contractor or volunteer that is providing services under this Contract has: 1. Engaged in any activity that could constitute a criminal offense equal to or greater Page 28 of 54 DocuSign Envelope ID: 07755730-EDFD-4F04-85BE-OB012CDS2E4D than a Class A misdemeanor or grounds for disciplinary action by a state or federal regulatory authority; or 2. Been placed on community supervision, received deferred adjudication, or been indicted for or convicted of a criminal offense relating to involvement in any financial matter, federal or state program or felony sex crime. b. Grantee shall not permit any person who engaged, or was alleged to have engaged, in any activity subject to reporting under this section to perform direct client services or have direct contact with clients, unless otherwise directed in writing by the System Agency. Section 1.04 Grantee's Notification of Change of Contact Person or Key Personnel The Grantee shall notify in writing their contract manager assigned within ten days of any change to the Grantee's Contact Person or Key Personnel. Section 1.05 Disaster Services In the event of a local, state, or federal emergency, including natural, man- made, criminal, terrorist, and/or bioterrorism events, declared as a state disaster by the Governor, or a federal disaster by the appropriate federal official, Grantee may be called upon to assist the System Agency in providing the following services: a. Community evacuation; b. Health and medical assistance; c. Assessment of health and medical needs; d. Health surveillance; e. Medical care personnel; f. Health and medical equipment and supplies; g. Patient evacuation; h. In-hospital care and hospital facility status; i. Food, drug and medical device safety; j. Worker health and safety; k. Mental health and substance abuse; 1. Public health information; m. Vector control and veterinary services; and n. Victim identification and mortuary services. Section 1.06 Consent by Non -Parent or Other State Law to Medical Care of a Minor Unless a federal law applies, before a Grantee or its contractor can provide medical, dental, psychological or surgical treatment to a minor without parental consent, informed consent must be obtained as required by Texas Family Code Chapter 32. Section 1.07 Telemedicine/Telepsychiatry Medical Services If Grantee or its Contractor uses telemedicine/telepsychiatry, these services shall be in accordance with the Grantee's written procedures. Grantee must use a protocol approved by Grantee's medical director and equipment that complies with the System Agency equipment Page 29 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D standards, if applicable. Grantee's procedures for providing telemedicine service must include the following requirements: a. Clinical oversight by Grantee's medical director or designated physician responsible for medical leadership; b. Contraindication considerations for telemedicine use; c. Qualified staff members to ensure the safety of the individual being served by telemedicine at the remote site; d. Safeguards to ensure confidentiality and privacy in accordance with state and federal laws; e. Use by credentialed licensed providers providing clinical care within the scope of their licenses; f. Demonstrated competency in the operations of the system by all staff members who are involved in the operation of the system and provision of the services prior to initiating the protocol; g. Priority in scheduling the system for clinical care of individuals; h. Quality oversight and monitoring of satisfaction of the individuals served; and i. Management of information and documentation for telemedicine services that ensures timely access to accurate information between the two sites. Telemedicine Medical Services does not include chemical dependency treatment services provided by electronic means under 25 Texas Administrative Code Rule § 448.911. Section 1.08 Services and Information for Persons with Limited English Proficiency a. Grantee shall take reasonable steps to provide services and information both orally and in writing, in appropriate languages other than English, to ensure that persons with limited English proficiency are effectively informed and can have meaningful access to programs, benefits and activities. b. Grantee shall identify and document on the client records the primary language/dialect of a client who has limited English proficiency and the need for translation or interpretation services and shall not require a client to provide or pay for the services of a translator or interpreter. c. Grantee shall make every effort to avoid use of any persons under the age of 18 or any family member or friend of the client as an interpreter for essential communications with a client with limited English proficiency, unless the client has requested that person and using the person would not compromise the effectiveness of services or violate the client's confidentiality and the client is advised that a free interpreter is available. Section 1.09 Third Party Payors Except as provided in this Contract, Grantee shall screen all clients and may not bill the System Agency for services eligible for reimbursement from third party payors, who are any person or entity who has the legal responsibility for paying for all or part of the services provided, including commercial health or liability insurance carriers, Medicaid, or other federal, state, local and private funding sources. As applicable, the Grantee shall: a. Enroll as a provider in Children's Health Insurance Program and Medicaid if providing Page 30 of 54 DocuSign Envelope ID:07755730-EDFD-4F64-85BE-0B012CD82E4D approved services authorized under this Contract that may be covered by those programs and bill those programs for the covered services; b. Provide assistance to individuals to enroll in such programs when the screening process indicates possible eligibility for such programs, c. Allow clients that are otherwise eligible for System Agency services, but cannot pay a deductible required by a third party payor, to receive services up to the amount of the deductible and to bill the System Agency for the deductible; d. Not bill the System Agency for any services eligible for third party reimbursement until all appeals to third party payors have been exhausted; e. Maintain appropriate documentation from the third party payor reflecting attempts to obtain reimbursement; f. Bill all third party payors for services provided under this Contract before submitting any request for reimbursement to System Agency; and g. Provide third party billing functions at no cost to the client. Section 1.10 HIV/AIDS Model Workplace Guidelines Grantee shall implement System Agency's policies based on the Human Immunodeficiency Virus/Acquired Immunodeficiency Syndrome ("HIV/AIDS"), AIDS Model Workplace Guidelines for Businesses at http://www.dshs.state.tx.us/hivstd/policy/policies.shtm, State Agencies and State Grantees Policy No. 090.021. Grantee shall also educate employees and clients concerning HIV and its related conditions, including AIDS, in accordance with the Texas Health and Safety Code §§ 85.112-114. Section 1.11 Medical Records Retention Grantee shall retain medical records in accordance with 22 TAC §165.1(b) or other applicable statutes, rules and regulations governing medical information. Section 1.12 Notice of a License Action Grantee shall notify their contract manager of any action impacting its license to provide services under this Contract within five days of becoming aware of the action and include the following: a. Reason for such action; b. Name and contact information of the local, state or federal department or agency or entity; c. Date of the license action; and d. License or case reference number. Section 1.13 Interim Extension Amendment a. Prior to or on the expiration date of this Contract, the Parties agree that this Contract can be extended as provided under this Section. b. The System Agency shall provide written notice of interim extension amendment to the Grantee under one of the following circumstances: 1. Continue provision of services in response to a disaster declared by the governor; or Page 31 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-853E-0B012CD82E4D 2. To ensure that services are provided to clients without interruption. c. The System Agency will provide written notice of the interim extension amendment that specifies the reason for it and period of time for the extension. d. Grantee will provide and invoice for services in the same manner that is stated in the Contract. e. An interim extension under Section (b)(1) above shall extend the term of the contract not longer than 30 days after governor's disaster declaration is declared unless the Parties agree to a shorter period of time. f. An interim extension under Section (b)(2) above shall be a one-time extension for a period of time determined by the System Agency. Section 1.14 Electronic and Information Resources Accessibility and Security Standards a. Applicability: The following Electronic and Information Resources ("EIR") requirements apply to the Contract because the Grantee performs services that include EIR that the System Agency's employees are required or permitted to access or members of the public are required or permitted to access. This Section does not apply to incidental uses of EIR in the performance of the Agreement, unless the Parties agree that the EIR will become property of the State of Texas or will be used by HHSC' s clients or recipients after completion of the Agreement. Nothing in this section is intended to prescribe the use of particular designs or technologies or to prevent the use of alternative technologies, provided they result in substantially equivalent or greater access to and use of a Product. b. Definitions: "Accessibility Standards" means accessibility standards and specifications for Texas agency and institution of higher education websites and EIR set forth in 1 TAC Chapter 206 and/or Chapter 213. "Electronic and Information Resources" means information resources, including information resources technologies, and any equipment or interconnected system of equipment that is used in the creation, conversion, duplication, or delivery of data or information. The term includes telephones and other telecommunications products, information kiosks, transaction machines, Internet websites, multimedia resources, and office equipment, including copy machines and fax machines. "Electronic and Information Resources Accessibility Standards" means the accessibility standards for electronic and information resources contained in 1 Texas Administrative Code Chapter 213. "Product" means information resources technology that is, or is related to EIR. "Web Site Accessibility Standards/ Specifications" means standards contained in Volume 1 Tex. Admin. Code Chapter 206(c) Accessibility Requirements. Page 32 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-OB012CD82E4D Under Tex. Gov't Code Chapter 2054, Subchapter M, and implementing rules of the Texas Department of Information Resources, the System Agency must procure Products and services that comply with the Accessibility Standards when those Products are available in the commercial marketplace or when those Products are developed in response to a procurement solicitation. Accordingly, Grantee must provide electronic and information resources and associated Product documentation and technical support that comply with the Accessibility Standards. c. Evaluation, Testing, and Monitoring 1. The System Agency may review, test, evaluate and monitor Grantee's Products and services, as well as associated documentation and technical support for compliance with the Accessibility Standards. Review, testing, evaluation and monitoring may be conducted before and after the award of a contract. Testing and monitoring may include user acceptance testing. Neither the review, testing (including acceptance testing), evaluation or monitoring of any Product or service, nor the absence of review, testing, evaluation or monitoring, will result in a waiver of the State's right to contest the Grantee's assertion of compliance with the Accessibility Standards. 2. Grantee agrees to cooperate fully and provide the System Agency and its representatives timely access to Products, records, and other items and information needed to conduct such review, evaluation, testing, and monitoring. d. Representations and Warranties 1. Grantee represents and warrants that: As of the Effective Date of the Contract, the Products and associated documentation and technical support comply with the Accessibility Standards as they exist at the time of entering the Agreement, unless and to the extent the Parties otherwise expressly agree in writing; and ii. If the Products will be in the custody of the state or a System Agency's client or recipient after the Contract expiration or termination, the Products will continue to comply with Accessibility Standards after the expiration or termination of the Contract Term, unless the System Agency or its clients or recipients, as applicable, use the Products in a manner that renders it noncompliant. 2. In the event Grantee becomes aware, or is notified that the Product or service and associated documentation and technical support do not comply with the Accessibility Standards, Grantee represents and warrants that it will, in a timely manner and at no cost to the System Agency, perform all necessary steps to satisfy the Accessibility Standards, including remediation, replacement, and upgrading of the Product or service, or providing a suitable substitute. 3. Grantee acknowledges and agrees that these representations and warranties are essential inducements on which the System Agency relies in awarding this Contract. Page 33 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CDS2E4D 4. Grantee's representations and warranties under this subsection will survive the termination or expiration of the Contract and will remain in full force and effect throughout the useful life of the Product. e. Remedies 1. Under Tex. Gov't Code § 2054.465, neither the Grantee nor any other person has cause of action against the System Agency for a claim of a failure to comply with Tex. Gov't Code Chapter 2054, Subchapter M, and rules of the Department of Information Resources. 2. In the event of a breach of Grantee's representations and warranties, Grantee will be liable for direct, consequential, indirect, special, or liquidated damages and any other remedies to which the System Agency may be entitled under this Contract and other applicable law. This remedy is cumulative of any other remedies to which the System Agency may be entitled under this Contract and other applicable law. Section 1.15 Child Abuse Reporting Requirement a. Grantees shall comply with child abuse and neglect reporting requirements in Texas Family Code Chapter 261. This section is in addition to and does not supersede any other legal obligation of the Grantee to report child abuse. b. Grantee shall develop, implement and enforce a written policy that includes at a minimum the System Agency's Child Abuse Screening, Documenting, and Reporting Policy for Grantees/Providers and train all staff on reporting requirements. c. Grantee shall use the System Agency's Child Abuse Reporting Form located at www.System Agency.state.tx.us/childabusereporting as required by the System Agency. Grantee shall retain reporting documentation on site and make it available for inspection by the System Agency. Section 1.16 Grantee's Certification of Meeting or Exceeding Tobacco -Free Workplace Policy Minimum Standards. Grantee certifies that it has adopted and enforces a Tobacco -Free Workplace Policy that meets or exceeds all of the following minimum standards of: a) Prohibiting the use of all forms of tobacco products, including but not limited to cigarettes, cigars, pipes, water pipes (hookah), bidis, kreteks, electronic cigarettes, smokeless tobacco, snuff and chewing tobacco; b) Designating the property to which this Policy applies as a "designated area," which must at least comprise all buildings and structures where activities funded under this Contract are taking place, as well as Grantee owned, leased, or controlled sidewalks, parking lots, walkways, and attached parking structures immediately adjacent to this designated area; c) Applying to all employees and visitors in this designated area; and d) Providing for or referring its employees to tobacco use cessation services. If Grantee cannot meet these minimum standards, it must obtain a waiver from the System Agency. Page 34 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D Section 1.17 Contractor's Property Inventory Report. Grantee shall maintain an inventory of equipment, supplies defined as Controlled Assets, and real property and submit an annual cumulative report of the equipment and other property on HHS System Agency's Contractor's Property Inventory Report to the assigned DSHS Contract Manager and DSHS Contract Oversight and Support (email address. COSequip@dshs.texas.gov) by electronic mail no later than October 15 of each year. The Grantee's Property Inventory Report may be found at: http://www.dshs.texas.gov/contracts/forms.shtm. (Remainder of Page Intentionally Left Blank) Page 35 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D Attachment E HHS. DATA USE AGREEMENT This Data Use Agreement ("DUA"), effective as of the date the Base Contract into which it is incorporated is signed ("Effective Date"), is entered into by and between a Texas Health and Human Services Enterprise agency ("HHS'), and the Contractor identified in the Base Contract, a political subdivision of the State of Texas ("CONTRACTOR. ARTICLE 1. PURPOSE; APPLICABILITY; ORDER OF PRECEDENCE The purpose of this DUA is to facilitate creation, receipt, maintenance, use, disclosure or access to Confidential Information with CONTRACTOR, and describe CONTRACTOR's rights and obligations with respect to the Confidential Information. 45 CFR 164.504(e)(1)-(3). This DUA also describes HHS's remedies in the event of CONTRACTOR's noncompliance with its obligations under this DUA. This DUA applies to both Business Associates and contractors who are not Business Associates who create, receive, maintain, use, disclose or have access to Confidential Information on behalf of HITS, its programs or clients as described in the Base Contract. As of the Effective Date of this DUA, if any provision of the Base Contract, including any General Provisions or Uniform Tenors and Conditions, conflicts with this DUA, this DUA controls. ARTICLE 2. DEFINITIONS For the purposes of this DUA, capitalized, underlined terns have the meanings set forth in the following: Health Insurance Portability and Accountability Act of 1996, Public Law 104-191 (42 U.S.C. §1320d, et seq.) and regulations thereunder in 45 CFR Parts 160 and 164, including all amendments, regulations and guidance issued thereafter, The Social Security Act, including Section 1137 (42 U.S.C. §§ 13206-7), Title XVI of the Act; The Privacy Act of 1974, as amended by the Computer Matching and Privacy Protection Act of 1988, 5 U.S.C. § 552a and regulations and guidance thereunder; Internal Revenue Code, Title 26 of the United States Code and regulations and publications adopted under that code, including IRS Publication 1075; OMB Memorandum 07-18; Texas Business and Commerce Code Ch. 521; Texas Government Code, Ch. 552, and Texas Government Code §2054.1125. In addition, the following teens in this DUA are defined as follows: "Authorized Purpose" means the specific purpose or proposes described in the Statement of Work of the Base Contract for CONTRACTOR to fulfill its obligations under the Base Contract, or any other purpose expressly authorized by HHS in writing in advance. "Authorized User" means a Person: (1) Who is authorized to create, receive, maintain, have access to, process, view, handle, examine, interpret, or analyze Confidential Information pursuant to this DUA; HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 1 of 15 Page 36 of 54 DocuSign Envelope ID:07755730-EDFD-4F64-85BE-0B012CD62E4D (2) For whom CONTRACTOR warrants and represents has a demonstrable need to create, receive, maintain, use, disclose or have access to the Confidential Information; and (3) Who has agreed in writing to be bound by the disclosure and use limitations pertaining to the Confidential Information as required by this DUA. "Confidential Information" means any communication or record (whether oral, written, electronically stored or transmitted, or in any other fonn) provided to or made available to CONTRACTOR, or that CONTRACTOR may, for an Authorized Purpose create, receive, maintain, use, disclose or have access to, that consists of or includes any or all of the following: (1) Client Information (2) Protected Health Information in any fonn including without limitation, Electronic Protected Health Information or Unsecured Protected Health Information (herein "PHI"); (3) Ch. 521; Sensitive Personal Information defined by Texas Business and Commerce Code (4) Federal Tax Information. (5) Individually Identifiable Health Information as related to HIPAA, Texas HIPAA and Personal Identifying Information under the Texas Identity Theft Enforcement and Protection Act; (6) Social Security Administration Data including, without limitation, Medicaid information; (7) All privileged work product; (8) All information designated as confidential under the constitution and laws of the State of Texas and of the United States, including the Texas Health & Safety Code and the Texas Public Information Act, Texas Government Code, Chapter 552. "Legally Authorized Representative" of the Individual, as defined by Texas law, including as provided in 45 CFR 435.923 (Medicaid); 45 CFR 164.502(g)(1) (HIPAA); Tex. Occ. Code § 151.002(6); Tex. H. & S. Code §166.164; and Estates Code Ch. 752. ARTICLE 3. CONTRACTOR'S DUTIES REGARDING CONFIDENTIAL INFORMATION 3.01 Obligations of CONTRACTOR CONTRACTOR agrees that: (A) CONTRACTOR will exercise reasonable care and no less than the same degree of care CONTRACTOR uses to protect its own confidential, proprietary and trade secret information to prevent any portion of the Confidential Information from being used in HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 2 of 15 Page 37 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D a manner that is not expressly an Authorized Purpose under this DUA or as Required by Law. 45 CFR 164.502(6)(1); 45 CFR 164.514(4) (B) Except as Required by Law CONTRACTOR will not disclose or allow access to any portion of the Confidential Information to any Person or other entity, other than Authorized User's Workforce or Subcontractors (as defined in 45 C.F.R. 160.103) of CONTRACTOR who have completed training in confidentiality, privacy, security and the importance of promptly reporting any Event or Breach to CONTRACTOR's management, to carry out CONTRACTOR's obligations in connection with the Authorized Purpose. HHS, at its election, may assist CONTRACTOR in training and education on specific or unique HHS processes, systems and/or requirements. CONTRACTOR will produce evidence of completed training to HHS upon request. 45 C.F.R. 164.308(a)(5)6); Texas Health & Safety Code §181.101 (C) CONTRACTOR will establish, implement and maintain appropriate sanctions against any member of its Workforce or Subcontractor who fails to comply with fin s DUA, the Base Contract or applicable law. CONTRACTOR will maintain evidence of sanctions and produce it to HHS upon request.45 C.FR 164.308(a)(1)64(C); 164.530(4; 164.410(6); 164.530(0)(1) (D) CONTRACTOR will not, except as otherwise permitted by this DUA, disclose or provide access to any Confidential Information on the basis that such act is Required by Law without notifying either HHS or CONTRACTOR's own legal counsel to determine whether CONTRACTOR should object to the disclosure or access and seek appropriate relief. CONTRACTOR will maintain an accounting of all such requests for disclosure and responses and provide such accounting to HHS within 48 hours of HHS' request. 45 CFR 164.504(e)(2)(n)(A) (E) CONTRACTOR will not attempt to re -identify or further identify Confidential Information or De -identified Information, or attempt to contact any Individuals whose records are contained in the Confidential Information except for an Authorized Purpose without express writtenauthorization from HHS or as expressly permitted by the Base Contract. 45 CFR 164.502(4)(2)(i) and (u) CONTRACTOR will not engage in prohibited marketing or sale of Confidential Information. 45 CFR 164.501, 164.508(4(3) and (4); Texas Health & Safety Code Ch. 181.002 (F) CONTRACTOR will not permit, or enter into any agreement with a Subcontractor to create, receive, maintain, use, disclose, have access to or transmit Confidential Information to carry out CONTRACTOR's obligations in connection with the Authorized Purpose on behalf of CONTRACTOR, unless Subcontractor agrees to comply with all applicable laws, rules and regulations. 45 CFR 164.502(4(1)(a); 164.504(4(1)6) and (2). (0) CONTRACTOR is directly responsible for compliance with, and enforcement of, all conditions for creation, maintenance, use, disclosure, transmission and Destruction of HISS Data Use Agreement 071015I3IPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 3 of 15 Page 38 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D Confidential Information and the acts or omissions of Subcontractors as may be reasonably necessary to prevent unauthorized use. 45 CFR 164.504(¢)(5); 42 CFR 431.300, et seq. (H) If CONTRACTOR maintains PHI in a Designated Record Set which is Confidential Information and subject to this Agreement, CONTRACTOR will make PHI available to HHS in a Designated Record Set upon request. CONTRACTOR will provide PHI to an Individual or Legally Authorized Representative of the Individual who is requesting PHI in compliance with the requirements of the HIPAA Privacy Regulations. CONTRACTOR will release PHI in accordance with the HIPAA Privacy Regulations upon receipt of a valid written authorization. CONTRACTOR will make other Confidential Information in CONTRACTOR's possession available pursuant to the requirements of HIPAA or other applicable law upon a determination of a Breach of Unsecured PHI as defined in HIPAA. CONTRACTOR will maintain an accounting of all such disclosures and provide it to HHS within 48 hours of HHS' request. 45 CFR 164.524and 164.504(0(2)(i)(E). (I) If PHI is subject to this Agreement, CONTRACTOR will make PHI as required by HIPAA available to 11115 for review subsequent to CONTRACTOR's incorporation of any amendments requested pursuant to HIPAA. 45 CFR 164.504(e)(2)(i)(E) and (F). (J) If PHI is subject to this Agreement, CONTRACTOR will document and snake available to HHS the PHI required to provide access, an accounting of disclosures or amendment in compliance with the requirements of the HIPAAPrivacy Regulations. 45 CFR 164.504(e)(2)(6)(G) and 164.528. (K) If CONTRACTOR receives a request for access, amendment or accounting of PHI from an individual with a right of access to information subject to this DUA, it will respond to such request in compliance with the HIPAA Privacy Regulations. CONTRACTOR will maintain an accounting of all responses to requests for access to or amendment of PHI and provide it to HHS within 48 hours of HHS' request. 45 CFR 164.504(¢)(2). (L) CONTRACTOR will provide, and will cause its Subcontractors and agents to provide, to HHS periodic written certifications of compliance with controls and provisions relating to information privacy, security and breach notification, including without limitation information related to data transfers and the handling and disposal of Confidential Information. 45 CFR 164.308; 164.530(c); 1 TAC202. (M) Except as otherwise limited by this DUA, the Base Contract, or law applicable to the Confidential Information, CONTRACTOR may use PHI for the proper management and administration of CONTRACTOR or to carry out CONTRACTOR's legal responsibilities. Except as otherwise limited by this DUA, the Base Contract, or law applicable to the Confidential Information CONTRACTOR may disclose PHI for the proper management and administration of CONTRACTOR, or to carry out CONTRACTOR's legal responsibilities, if: 45 CFR 164.504(e)(4)(A), HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 4 of 15 Page 39 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D (1) Disclosure is Required by Law, provided that CONTRACTOR complies with Section 3.01(D); or (2) CONTRACTOR obtains reasonable assurances from the person or entity to which the information is disclosed that the person or entity will: (a)Maintain the confidentiality of the Confidential Information in accordance with this DUA; (b) Use or further disclose the information only as Required by Law or for the Authorized Purpose for which it was disclosed to the Person- and (e)Notify CONTRACTOR in accordance with Section 4.01 of any Event or Breach of Confidential Information of which the Person discovers or should have discovered with the exercise of reasonable diligence. 45 CFR 164.504(e)(4)(i)(B)• (N) Except as otherwise limited by this DUA, CONTRACTOR will, if required by law and requested by HHS, use commercially reasonable efforts to use PHI to provide data aggregation services to HHS, as that term is defined in the HIPAA, 45 C.F.R. §164.501 and permitted by HIPAA. 45 CFR 164.504(e)(2)(i)(B) (0) CONTRACTOR will, on the termination or expiration of this DUA or the Base Contract, at its expense, send to HHS or Destroy. at HHS s election and to the extent reasonably feasible and permissible by law, all Confidential Information received from HHS or created or maintained by CONTRACTOR or any of CONTRACTOR's agents or Subcontractors on HHS's behalf if that data contains Confidential Information. CONTRACTOR will certify in writing to HHS that all the Confidential Information that has been created, received, maintained, used by or disclosed to CONTRACTOR, has been Destroyed or sent to HHS, and that CONTRACTOR and its agents and Subcontractors have retained no copies thereof. Notwithstanding the foregoing, HHS acknowledges and agrees that CONTRACTOR is not obligated to send to HHSC and/or Destroy any Confidential Infomuation if federal law, state law, the Texas State Library and Archives Commission records retention schedule, and/or a litigation hold notice prohibit such delivery or Destruction. If such delivery or Destruction is not reasonably feasible, or is impermissible by law, CONTRACTOR will immediately notify HHS of the reasons such delivery or Destruction is not feasible, and agree to extend indefinitely the protections of this DUAto the Confidential Information and limit its further uses and disclosures to the purposes that make the return delivery or Destruction of the Confidential Information not feasible for as long as CONTRACTOR maintains such Confidential Information. 45 CFR 164.504(e)(2)0(J) (P) CONTRACTOR will create, maintain, use, disclose, transmit or Destroy Confidential Information in a secure fashion that protects against any reasonably anticipated threats or hazards to the security or integrity of such information or unauthorized uses. 45 CFR 164.306; 164.530(c) HHS Data Use Agreement 0710151EPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 5 of 15 Page 40 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D (tJ If CONTRACTOR accesses, transmits, stores, and/or maintains Confidential Information, CONTRACTOR will complete and return to HHS at hnfosecurity@hhsc.state.tx.us the 11118 information security and privacy initial inquiry (SPI) at Attachment 1 . The SPI identifies basic privacy and security controls with which CONTRACTOR must comply to protect HHS Confidential Information. CONTRACTOR will comply with periodic security controls compliance assessment and monitoring by I -IHS as required by state and federal law, based on the type of Confidential Information CONTRACTOR creates, receives, maintains, uses, discloses or has access to and the Authorized Purpose and level of risk CONTRACTOR's security controls will be based on the National Institute of Standards and Technology (NIST) Special Publication 800-53. CONTRACTOR will update its security controls assessment whenever there are significant changes in security controls for HHS Confidential Information and will provide the updated document to HHS. HHS also reserves the right to request updates as needed to satisfy state and federal monitoring requirements 45 CFR 164.306. (R) CONTRACTOR will establish, implement and maintain reasonable procedural, administrative, physical and technical safeguards to preserve and maintain the confidentiality, integrity, and availability of the Confidential Information and with respect to PHI, as described in the HIPAA Privacy and Security Regulations or other applicable laws or regulations relating to Confidential Infonnation to prevent any unauthorized use or disclosure of Confidential Information as long as CONTRACTOR has such Confidential Information in its actual or constnictive possession. 45 CFR 164.308 (administrative safeguards); 164.310 (physical safeguards); 164.312 (technical safeguards); 164.530(c)(privacy safeguards). (S) CONTRACTOR will designate and identify, a Person or Persons as Privacy Official 45 CFR 164.530(a)(1) and Information Security Official each of whom is authorized to acton behalf of CONTRACTOR and is responsible for the development and implementation of the privacy and security requirements in this DUA. CONTRACTOR will provide name and current address, phone number and e-mail address for such designated officials to HHS upon execution of this DUA and prior to any change. If such persons fail to develop and implement the requirements of the DUA, CONTRACTOR will replace them upon HHS request. 45 CFR 164.308(a)(2). (1) CONTRACTOR represents and warrants that its Authorized Users each have a demonstrated need to know and have access to Confidential Information solely to the minimum extent necessary to accomplish the Authorized Purpose pursuant to this DUA and the Base Contract, and further, that each has agreed in writing to be bound by the disclosure and use limitations pertaining to the Confidential Information contained in this DUA. 45 CFR 164.502; 164.514(d). (U) CONTRACTOR and its Subcontractors will maintain an updated, complete, accurate and numbered list of Authorized Users their signatures, titles and the date they agreed to be bound by the terms of this DUA, at all times and supply it to 11118, as directed, upon request. HIES Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 6 of 15 Page 41 of 54 DocuSign Envelope ID:07755730-EDFD-4F64-85BE-0B012CD82E4D (V) CONTRACTOR will implement, update as necessary, and document reasonable and appropriate policies and procedures for privacy, security and Breach of Confidential Infommtion and an incident response plan for an Event or Breach, to comply with the privacy, security and breach notice requirements of this DUA prior to conducting work under the Statement of Work. 45 CFR 164.308; 164.316;164.514(4); 164.5300(1). (W) CONTRACTOR will produce copies of its information security and privacy policies and procedures and records relating to the use or disclosure of Confidential Information received from, created by, or received, used or disclosed by CONTRACTOR for an Authorized Purpose for HHS's review and approval within 30 days of execution of this DUA and upon request by HHS the following business day or other agreed upon time frame. 45 CFR 164.308; 164.51400. (X) CONTRACTOR will make available to HHS any information HHS requires to fiulfill HHS's obligations to provide access to, or copies of, PAI in accordance with HIPAA and other applicable laws and regulations relating to Confidential Information. CONTRACTOR will provide such information in atime and manner reasonably agreed upon or as designated by the Secretary of the U.S. Department of Health and Hmnan Services, or other federal or state law. 45 CFR 164.504(e)(2)(r)(I). (Y) CONTRACTOR will only conduct secure transmissions of Confidential Information whether in paper, oral or electronic form, in accordance with applicable rules, regulations and laws. A secure transmission of electronic Confidential Information in motion includes, but is not limited to, Secure File Transfer Protocol (SFTP) or Encryption at an appropriate level. If required by rule, regulation or law, 11118 Confidential Information at rest requires Encryption unless there is other adequate administrative, technical, and physical security. All electronic data transfer and communications of Confidential Information will be tbroughsecure systems. Proof of system, media or device security and/or Encryption must be produced to HHS no later than 48 hours after HHS's written request in response to a compliance investigation, audit or the Discovery of an Event or Breach. Otherwise, requested production of such proof will be made as agreed upon by the parties. De -identification of HHS Confidential Information is a means of security. With respect to de -identification of P111, "secure" means de -identified according to HIPAAPrivacv standards and regulatory guidance. 45 CFR 164.312; 164.530(4). (Z) For each type of Confidential Infomnation CONTRACTOR creates, receives, maintains, uses, discloses, has access to or transmits in the performance of the Statement of Work, CONTRACTOR will comply with the following laws rules and regulations, only to the extent applicable and required by law: Title 1, Part 10, Chapter 202, Subchapter B, Texas Administrative Code; The Privacy Act of 1974; • OMB Memorandum 07-16; HIES Data Use Agreement 071015IEPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 7 of 15 Page 42 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D • The Federal Information Security Management Act of 2002 (FISMA); • The Health Insurance Portability and Accountability Act of 1996 (HIPAA) as defined in the DUA; • Internal Revenue Publication 1075 — Tax Information Security Guidelines for Federal, State and Local Agencies; • National Institute of Standards and Technology (NIST) Special Publication 800-66 Revision 1 — An Introductory Resource Guide for Implementing the Health Insurance Portability and Accountability Act (HIPAA) Security Rule; • NIST Special Publications 800-53 and 800-53A —Recommended Security Controls for Federal Information Systems and Organizations, as currently revised; • NIST Special Publication 800-47 — Security Guide for Interconnecting Information Technology Systems; NIST Special Publication 800-88, Guidelines for Media Sanitization; NIST Special Publication 800-111, Guide to Storage of Encryption Technologies for End User Devices containing PHI; and Any other State or Federal law, regulation, or administrative rule relating to the specific IBIS program area that CONTRACTOR supports on behalf of HHS. (AA) Notwithstanding anything to the contrary herein, CONTRACTOR will treat any Personal Identifying Information it creates, receives, maintains, uses, transmits, destroys and/or discloses in accordance with Texas Business and Commerce Code, Chapter 521 and other applicable regulatory standards identified. in Section 3.01(Z), and Individually Identsable Health Information CONTRACTOR creates, receives, maintains, uses, transmits, destroys and/or discloses in accordance with HIPAA and other applicable regulatory standards identified in Section 3.01(Z). ARTICLE 4. BREACH NOTICE, REPORTING AND CORRECTION REQUIREMENTS 4.01 Breach or Event Notification to HHS. 45 CFR 164.400-414. (A) CONTRACTOR will cooperate fully with HHS in investigating, mitigating to the extent practicable and issuing notifications directed by HHS, for any Event or Breach of Confidential. Information to the extent and in the manner determined by HITS. HHS Data Use Agreement 0710151IIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 8 of 15 Page 43 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D (B) CONTRACTOR'S obligation begins at the Discovery of an Event or Breach and continues as long as related activity continues, until all effects of the Event are mitigated to HHS's reasonable satisfaction (the "incident response period"). 45 CFR 164.404. (C) Breach Notice: (1) Initial Notice. (a) For federal information, including without limitation, Federal Tax hrforrnation, Social Security Administration Data and Medicaid Client Information, within the first, consecutive clock hour of Discovery and for all other types of Confidential Information not more than 24 hours after Discovery or in atimeframe otherwise approved by HHS in writing, initially report to HHS's Privacy and Security Officers via email at: privacy@HHSC.state.tx.us and to the HHS division responsible for this DUA; and IRS Publication 1075; Privacy Act of 1974, as amended by the Computer Matching and Privacy Protection Act of 1988, 5 U.S.C. § 552a; OMB Memorandum 07-16 as cited in HHSC-CMS Contracts for information exchange. (b) Report all information reasonably available to CONTRACTOR about the Event or Breach of the privacy or security of Confidential Information. 45 CFR 164.410. (c) Name, and provide contact information to HHS for, CONTRACTOR's single point of contact who will communicate with HHS both on and off business hours during the incident response period. (2) Formal Notice. No later than two business days after the Initial Notice above; provide formal notification to privacy@HHSC.state.tx.us and to the HHS division responsible for this DUA, including all reasonably available information about the Event or Breach, and CONTRACTOR's investigation, including without limitation and to the extent available: For (a) - (m) below: 45 CFR 164.400414. (a) The date the Event or Breach occurred; (b) The date of CONTRACTOR'S and, if applicable, Subcontractor's Discovers:. (c) A brief description of the Event or Breach. including how it occurred and who is responsible (or hypotheses, if not yet determined); (d) Abrief description of CONTRACTOR's investigation and the status of the investigation; (e) A description of the types and amount of Confidential Information involved; 1IHS Data Use Agreement 07I0I5HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 9 of 15 Page 44 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-858E-0B012CD82E4D (0 Identscation of and number of all Individuals reasonably believed to be affected, including first and last name of the Individual and if applicable the, Legally Authorized Representative last known address, age, telephone number, and email address if it is a preferred contact method, to the extent known or can be reasonably determined by CONTRACTOR at that time; (g) CONTRACTOR's initial risk assessment of the Event or Breach demonstrating whether individual or other notices are required by applicable law or this DUA for HHS approval, including an analysis of whether there is a low probability of compromise of the Confidential Information or whether any legal exceptions to notification apply; (h) CONTRACTOR's recommendation for HHS's approval as to the steps Individuals and/or CONTRACTOR on behalf of Individuals should take to protect the Individuals from potential ham., including without limitation CONTRACTOR's provision of notifications, credit protection, claims monitoring, and any specific protections for a Legally Authorized Representative to take on behalf of an Individual with special capacity or circumstances; (i) The steps CONTRACTOR has taken to mitigate the harm or potential harm caused (including without limitation the provision of sufficient resources to mitigate); (j) The steps CONTRACTOR has taken, or will take, to prevent or reduce the likelihood of recurrence of a similar Event or Breach. (k) Identify, describe or estimate the Persons Workforce Subcontractor or Individuals and any law enforcement that maybe involved in the Event or Breach. (1) Areasonable schedule for CONTRACTOR to provide regular updates during normal business hours to the foregoing in the future for response to the Event or Breach, but no less than every three (3) business days or as otherwise directed by HHS, including information about risk estimations, reporting, notification, if any, mitigation, corrective action, root cause analysis and when such activities are expected to be completed; and (m) Any reasonably available, pertinent information, documents or reports related to an Event or Breach that HHS requests following Discovery. 4.02 Investigation, Response and Mitigation. 45 CFR 164.308, 310 and 312; 164.530 (A) CONTRACTOR will immediately conduct a full and complete investigation, respond to the Event or Breach, commit necessary and appropriate staff and resources to HIIS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 10 of 15 Page 45 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D expeditiously respond, and report as required to and by 1-1118 for incident response purposes and for purposes of HHS 's compliance with report and notification requirements, to the reasonable satisfaction of HHS. (B) CONTRACTOR will complete or participate in a risk assessment as directed by 11118 following an Event or Breach, and provide the final assessment, corrective actions and mitigations to HHS for review and approval. (C) CONTRACTOR will fully cooperate with HHS to respond to inquiries and/or proceedings by state and federal authorities Persons and/or Individuals about the Event or Breach. (D) CONTRACTOR will filly cooperate with HHS's efforts to seek appropriate injunctive relief or otherwise prevent or curtail such Event or Breach or to recover or protect any Confidential Information, including complying with reasonable corrective action or measures, as specified by 111-18 in a Corrective Action Plan if directed by HHS under the Base Contract. 4.03 Breach Notification to Individuals and Reporting to Authorities. Tex. Bus. & Comm. Code §521.053; 45 CFR 164.404 (Individuals), 164.406 (Media); 164.408 (Authorities) (A) 11118 may direct CONTRACTOR to provide Breach notification to Individuals, regulators or third -parties, as specified by 11118 following a Breach. (B) CONTRACTOR shall give HIS an opportunity to review and provide feedback to CONTRACTOR and to confirm that CONTRACTOR's notice meets all regulatory requirements regarding the time, manner and content of any notification to Individuals regulators or third -parties, or any notice required by other state or federal authorities. 111-18 shall have ten (10) business days to provide said feedback to CONTRACTOR Notice letters will be in CONTRACTOR's name and on CONTRACTOR's letterhead, unless otherwise directed by HHS, and will contain contact information, including the name and title of CONTRACTOR's representative, an email address and a toll-free telephone number, ifrequired by applicable law, rule, or regulation, forthe Individual to obtain additional information. (C) CONTRACTOR will provide HHS with copies of distributed and approved communications. (D) CONTRACTOR will have the burden of demonstrating to the reasonable satisfaction of HHS that any notification required by HHS was timely made. If there are delays outside of CONTRACTOR's control, CONTRACTOR will provide written documentation of the reasons for the delay. (E) If HHS delegates notice requirements to CONTRACTOR, 11118 shall, in the time and manner reasonably requested by CONTRACTOR, cooperate and assist with CONTRACTOR's information requests in order to make such notifications and reports. HHS Data Use Agreement 071015IIIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 11 of 15 Page 46 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D ARTICLE 5. STATEMENT OF WORK "Statement of Work" means the services and deliverables to be performed or provided by CONTRACTOR, or on behalf of CONTRACTOR by its Subcontractors or agents for HHS that are described in detail in the Base Contract. The Statement of Work, including any future amendments thereto, is incorporated by reference in this DUA as if set out word-for-word herein. ARTICLE 6. GENERAL PROVISIONS 6.01 Oversight of Confidential Information CONTRACTOR acknowledges and agrees that HHS is entitled to oversee and monitor CONTRACTOR's access to and creation, receipt, maintenance, use, disclosure of the Confidential Information to confirm that CONTRACTOR is in compliance with this DUA. 6.02 H1IS Commitment and Obligations HHS will not request CONTRACTOR to create, maintain, transmit, use or disclose PHI in any manner that would not be permissible under applicable law if done by HHS. 6.03 11115 Right to Inspection At any time upon reasonable notice to CONTRACTOR, or if HHS determines that CONTRACTOR has violated this DUA, HHS, directly or through its agent, will have the right to inspect the facilities, systems, books and records of CONTRACTOR to monitor compliance with this DUA. For purposes of this subsection, HHS's agent(s) include, without limitation, the HHS Office of the Inspector General or the Office of the Attorney General of Texas, outside consultants or legal counsel or other designee. 6.04 Tenn; Termination of DUA; Survival This DUA will be effective on the date on which CONTRACTOR executes the DUA, and will terminate upon termination of the Base Contract and as set forth herein. If the Base Contract is extended or amended, this DUA shall be extended or amended concurrent with such extension or amendment. (A) HHS may immediatelyterminate this DUA and Base Contract upon a material violation of this DUA. (B) Termination or Expiration of this DUA will not relieve CONTRACTOR of its obligation to return or Destroy the Confidential Information as set forth in this DUA and to continue to safeguard the Confidential hiformation until such time as determined by HHS. (C) If HHS determines that CONTRACTOR has violated a material tern of this DUA; HHS may in its sole discretion: HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 12 of 15 Page 47 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D (1) Exercise any of its rights including but not limited to reports, access and inspection under this DUA and/or the Base Contract; or (2) Require CONTRACTOR to submit to a Corrective Action Plan, including a plan for monitoring and plan for reporting, as HHS may determine necessary to maintain compliance with this DUA; or (3) Provide CONTRACTOR with a reasonable period to cure the violation as determined by HHS; or (4) Terminate the DUA and Base Contract innnediately, and seek relief in a court of competent jurisdiction in Texas. Before exercising any of these options, HHS will provide written notice to CONTRACTOR describing the violation, the requested corrective action CONTRACTOR may take to cure the alleged violation, and the action HHS intends to take if the alleged violated is not timely cured by CONTRACTOR. (D) If neither termination nor cure is feasible, HHS shall report the violation to the Secretary of the U.S. Department of Health and Human Services. (E) The duties of CONTRACTOR or its Subcontractor under this DUA survive the expiration or tennination of this DUA until all the Confidential Information is Destroyed or returned to HHS, as required by this DUA 6.05 Governing Law, Venue and Litigation (A) The validity, construction and performance of this DUA and the legal relations among the Parties to this DUA will be governed by and construed in accordance withthe laws of the State of Texas. (B) The Parties agree that the courts of Texas, will be the exclusive venue for any litigation, special proceeding or other proceeding as between the parties that may be brought, or arise out of, or in connection with, or by reason of this. DUA. 6.06 Injunctive Relief (A) CONTRACTOR acknowledges and agrees that HHS may suffer irreparable injury if CONTRACTOR or its Subcontractor fails to comply with any of the terms of this DUA with respect to the Confidential Information or a provision of HIPAA or other laws or regulations applicable to Confidential Information. (B) CONTRACTOR further agrees that monetary damages may be inadequate to compensate HHS for CONTRACTOR'S or its Subcontractor's failure to comply Accordingly, CONTRACTOR agrees that HHS will, in addition to any other remedies available to it at law or in equity, be entitled to seek injunctive relief without posting a bond and without the necessity of demonstrating actual damages, to enforce the terms of this DUA. HHS Data Use Agreement 071015I- AA Omnibus Compliant October, 2015 TACCHO VERSION Page 13 of 15 Page 48 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D 6.07 Responsibility. To the extent permitted by the Texas Constitution, laws and rules, and without waiving any immunities or defenses available to CONTRACTOR as a governmental entity, CONTRACTOR shall be solely responsible for its own acts and omissions and the acts and omissions of its employees, directors, officers, Subcontractors and agents. HHS shall be solely responsible for its own acts and omissions. 6.08 insurance (A) As a governmental entity, and in accordance withthe limits of the Texas Tort Claims Act, Chapter 101 of the Texas Civil Practice and Remedies Code, CONTRACTOR either maintains commercial insurance or self -insures with policy limits in an amount sufficient to cover CONTRACTOR s liability arising under this DUA. CONTRACTOR will request that HHS be named as an additional insured. HHSC reserves the right to consider alternative means for CONTRACTOR to satisfy CONTRACTOR's financial responsibility under this DUA. Nothing herein shall relieve CONTRACTOR of its financial obligations set forth in this DUA if CONTRACTOR fails to maintain insurance. (B) CONTRACTOR will provide HHS with written proof that required insurance coverage is in effect, at the request of HHS. 6,08 Fees and Costs Except as otherwise specified in this DUA or the Base Contract, if any legal action or other proceeding is brought for the enforcement of this DUA, or because of an alleged dispute, contract violation, Event, Breach. default, misrepresentation, or injunctive action, in connection with any of the provisions of this DUA, each party will bear their own legal expenses and the other cost incurred in that action or proceeding. 6.09 Entirety of the Contract This DUA is incorporated by reference into the Base Contract as an amendment thereto and, together with the Base Contract, constitutes the entire agreement between the parties. No change, waiver, or discharge of obligations arising under those documents will be valid unless in writing and executed by the party against whom such change, waiver, or discharge is sought to be enforced. If any provision of the Base Contract, including any General Provisions or Unifonn Terms and Conditions, conflicts with this DUA, this DUA controls. 6.10 Automatic Amendment and Interpretation If there is (i) a change in any law, regulation or rule, state or federal, applicable to HIPPA and/or Confidential Information or (ii) any change in the judicial or administrative interpretation of any such law, regulation or rule„ upon the effective date of such change, this DUA shall be deemed to have been automatically amended, interpreted and read so that the obligations imposed on HHS and/or CONTRACTOR remain in compliance with such changes. Any ambiguity in this DUA will HHS Data Use Agreement 071015H PAA Omnibus Compliant October, 2015 TACCHO VERSION Page 14 of 15 Page 49 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-858E-OB012CD82E4D be resolved in favor of a meaning that permits HHS and CONTRACTOR to comply with HIPAA or any other law applicable to Confidential Information. HHS Data Use Agreement 071015HIPAA Omnibus Compliant October, 2015 TACCHO VERSION Page 15 of 15 Page 50 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D DUA Attachment 1 -- Security and Privacy Initial Inquiry HHS Security and Privacy Initial Inquiry Form (haps://hhs.texas.gov/laws-regulations/forms/miscellaneous/hhs-information-security-nrivacv-initial-ina uirv-sni) (Remainder of Page Intentionally Left Blank) Page 51 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-OB012CD82E4D Attachment F Non -Exclusive List of Applicable Laws Grantee is responsible for reviewing and complying with any applicable statutes, rules, regulations, executive orders and policies. To the extent applicable to Grantee, Grantee shall comply with the following: 1. Statutes, rules, regulations, and DSHS policy (and any of their subsequent amendments) that collectively prohibit discrimination, exclusion from or limitation of participation in programs, benefits or activities or denial of any aid, care, service or other benefit on the basis of race, color, national origin, limited English proficiency, sex, sexual orientation (where applicable), disabilities, age, substance abuse, political belief or religion: a) Title VI of the Civil Rights Act of 1964, 42 USC §§ 2000d et seq.; b) Title DC of the Education Amendments of 1972, 20 USC §§ 1681-1683, and 1685-1686; c) Section 504 of the Rehabilitation Act of 1973, 29 USC § 794(a); d) Americans with Disabilities Act of 1990, 42 USC §§ 12101 et seq.; e) Age Discrimination Act of 1975, 42 USC §§ 6101-6107; f) Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970, 42 USC § 290dd (b)(1); 7) 45 CFR Parts 80, 84, 86 and 91; g) U.S. Department of Labor, Equal Employment Opportunity E.O. 11246; h) Tex. Labor Code Chapter 21; i) Food Stamp Act of 1977 (7 USC §§ 2011 et seq.); j) Executive Order 13279, 45 CFR Part 87 or 7 CFR Part 16 regarding equal treatment and opportunity for religious organizations; k) Drug Abuse Office and Treatment Act of 1972, 21 USC §§ 1101 et seq., relating to drug abuse; 1) Public Health Service Act of 1912, §§ 523 and 527, 42 USC § 290dd-2, and 42 CFR pt. 2, relating to confidentiality of alcohol and drug abuse patient records; m)Title VIII of the Civil Rights Act of 1968, 42 USC §§ 3601 et seq., relating to nondiscrimination in housing; and n) DSHS Policy AA -5018, Non-discrimination Policy for DSHS Programs; 2. Immigration Reform and Control Act of 1986, 8 USC § 1324a, and Immigration Act of 1990, 8 USC 1101 et seq., as amended by Public Law113-4 (March 7, 2013), regarding employment verification; and Illegal Immigration Reform and Immigrant Responsibility Act of 1996; 3. Pro -Children Act of 1994, 20 USC §§ 6081-6084, and the Pro -Children Act of 2001, 20 USC § 7183, regarding the non-use of all tobacco products; 4. National Research Service Award Act of 1971, 42 USC §§ 289a-1 et seq., and 6601 (P.L. 93- 348 and P.L. 103-43), regarding human subjects involved in research; 5. Hatch Political Activity Act, 5 USC §§ 1501-1508 and 7324-26, which limits the political activity of employees whose employment is funded with federal funds; 6. Fair Labor Standards Act, 29 USC §§ 201 et seq., and the Intergovernmental Personnel Act of 1970, 42 USC §§ 4701 et seq., as applicable, concerning minimum wage and maximum hours; 7. Texas Government Code Chapter 469 pertaining to eliminating architectural barriers for persons with disabilities; Page 52 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D 8. Texas Workers' Compensation Act, Texas Labor Code Chapters 401-406, and 28 Texas Administrative Code (TAC) pt. 2, regarding compensation for employees' injuries; 9. The Clinical Laboratory Improvement Amendments of 1988, 42 USC § 263a, regarding the regulation and certification of clinical laboratories; 10. The Occupational Safety and Health Administration Regulations on Blood Bome Pathogens, 29 CFR § 1910.1030, or Title 25 Tex. Admin Code Chapter 96 regarding safety standards for handling blood borne pathogens; 11. Laboratory Animal Welfare Act of 1966, 7 USC §§ 2131 et seq., pertaining to the treatment of laboratory animals; 12. Environmental standards pursuant to the following: a) Institution of environmental quality control measures under the National Environmental Policy Act of 1969, 42 USC §§ 4321-4347 and Executive Order 11514 (35 Fed. Reg. 4247), "Protection and Enhancement of Environmental Quality;" b) Notification of violating facilities pursuant to Executive Order 11738 (40 CFR Part 32), "Providing for Administration of the Clean Air Act and the Federal Water Pollution Control Act with respect to Federal Contracts, Grants, or Loans;" c) Protection of wetlands pursuant to Executive Order 11990, 42 Fed. Reg. 26961; d) Evaluation of flood hazards in floodplains in accordance with Executive Order 11988, 42 Fed. Reg. e) 26951 and, if applicable, flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973 (P.L. 93-234); f) Assurance of project consistency with the approved State Management program developed under the Coastal Zone Management Act of 1972, 16 USC §§ 1451 et seq.; g) Federal Water Pollution Control Act, 33 USC §§ 1251 et seq.; h) Protection of underground sources of drinking water under the Safe Drinking Water Act of 1974, 42 USC §§ 300f -300j; i) Protection of endangered species under the Endangered Species Act of 1973, 16 USC §§ 1531 et seq.; j) Conformity of federal actions to state clean air implementation plans under the Clean Air Act of 1955, 42 USC §§ 7401 et seq.; k) Wild and Scenic Rivers Act of 1968, 16 USC §§ 1271 et seq., related to protecting certain river systems; and 13. Lead -Based Paint Poisoning Prevention Act, 42 USC §§ 4821 et seq., prohibiting the use of lead-based paint in residential construction or rehabilitation; 14. Intergovernmental Personnel Act of 1970, 42 USC §§ 4278-4763, regarding personnel merit systems for programs specified in Appendix A of the federal Office of Program Management's Standards for a Merit System of Personnel Administration, 5 CFR Part1200 et seq; 15. Titles II and III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of, 42 USC §§4601 et seq (PL 91-646), relating to fair treatment of persons displaced or whose property is acquired as a result of Federal or federally -assisted programs; 16. Davis -Bacon Act, 40 USC §§ 3141-3148; 17. Copeland Act, 40 USC §§ 276c and 18 USC § 874; 18. Contract Work Hours and Safety Standards Act, 40 USC § 3702 et seq., regarding labor standards for federally -assisted construction subagreements; 19. National Historic Preservation Act of 1966, § 106, 16 USC § 470; Executive Order 11593; and the Archaeological and Historic Preservation Act of 1974 (16 USC §§ 469a-1 et seq.) regarding historic property to the extent necessary to assist DSHS in complying with the Acts; Page 53 of 54 DocuSign Envelope ID: 07755730-EDFD-4F64-85BE-0B012CD82E4D 20. Trafficking Victims Protection Act of 2000, Section 106(g) (22 USC § 7104); 21. Executive Order 13513 (Oct. 1, 2009), Federal Leadership on Reducing Text Messaging While Driving, October 1, 2009, if required by a federal funding source of this Contract; 22. Whistleblower Protection Enhancement Act (5 U.S.C. 2302(b)(8)) and Texas Whistleblower Act (Tex.Gov. Code Chapter 554); and 23. Requirements of any other applicable state and federal statutes, executive orders, regulations, rules and policies. (Remainder of Page Intentionally Left Blank Page 54 of 54 CertificateOf Completion Envelope Id: 07755730EDFD4F6485BE0B012CD82E4D Status: Sent Subject: New $147,948; HHS000461700001; Corpus Christi-Nueces County Public Health District; DSHS/LIDS Source Envelope: Document Pages: 66 Certificate Pages: 2 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -06:00) Central Time (US & Canada) Signatures: 0 Initials: 0 Record Tracking Status: Original 4/23/2019 1:40:02 PM Holder: Texas Health and Human Services Commission PCS_DocuSign@hhsc.state.tx.us Signer Events Signature Annette Rodriguez annetter@cctexas.com Health Director City of Corpus Christi Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Imelda Garcia imeldam.garcia@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Docu Envelope Originator: Texas Health and Human Services Commission 1100 W. 49th St. Austin, TX 78756 PCS_DocuSign@hhsc.state.tx.us IP Address: 167.137.1.16 Location: DocuSign Timestamp Sent: 4/23/2019 1:48:44 PM Viewed: 4/24/2019 8:21:09 AM In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Intermediary Delivery Events Status Status Certified' Delivery Events Status Carbon Copy Events CMU Mailbox cmucontracts@dshs texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Amanda Fay amanda.fay@hhsc.state.tx.us Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status COPIED COPIED Timestamp Timestamp Timestamp Timestamp Sent: 4/23/2019 1:48:44 PM Sent: 4/23/2019 1:48:43 PM Carbon Copy Events Ebony White Ebony.White@dshs.texas.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Rocky Barrera rockyb@cctexas.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Envelope Summary Events Envelope Sent Payment Events Status COPIED COPIED Signature Status Hashed/Encrypted Status Timestamp Sent: 4/23/2019 1:48:43 PM Viewed: 4/23/2019 2:14:08 PM Sent: 4/23/2019 1:48:44 PM Timestamp Timestamps 4/23/2019 1:48:44 PM Timestamps AGENDA MEMORANDUM First Reading Ordinance for the City Council Meeting of June 11, 2019 Second Reading Ordinance for City Council Meeting of June 18, 2019 DATE: April 4, 2019 TO: Peter Zanoni, City Manager FROM: Jermel Stevenson, Director, Parks and Recreation Department JermelS@cctexas.com 361-826-3460 License Agreement with Nueces County for Youth Sports Programs at LyondellBasell Park CAPTION: Ordinance authorizing License Agreements with Nueces County for Arlington Height Christian School and South Texas Futbol Club use of LyondellBasell Park on Haven Drive for youth sports programs, with two-year terms, with option to extend for up to two additional years. PURPOSE: To approve the license agreement with Nueces County for Arlington Height Christian School and South Texas Futbol Club use of LyondellBasell Park on Haven Drive. BACKGROUND AND FINDINGS: Oxy Petrochemicals Inc. donated property that included 31 acres to the City of Corpus Christi and Nueces County as tenants in common on April 28, 1997. Once known as Oxy Chem Park this property is now known as LyondellBasell/Equistar Park and is located near the intersection of McKinzie Road and Haven Drive. The deed requires that this property be used as a youth sports facility. The Nueces County Parks Department (NCPD) has enhanced the Park, with funding assistance from the City of Corpus Christi, and the adjacent property to improve the recreation and athletic facilities available to residents in Northwest Corpus Christi. The NCPD maintains the parks and manages all youth sports league leases on behalf of both entities. ALTERNATIVES: Not approve OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: City Council must approve all leases of city property EMERGENCY / NON -EMERGENCY: Non -emergency DEPARTMENTAL CLEARANCES: Legal FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2018-2019 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered/ Expended Amount This item BALANCE Fund(s): Comments: RECOMMENDATION: Staff recommends approval of this agenda item. LIST OF SUPPORTING DOCUMENTS: Ordinance License Agreements Ordinance authorizing License Agreements with Nueces County for Arlington Height Christian School and South Texas Futbol Club use of LyondellBasell Park on Haven Drive for youth sports programs, with two-year terms, with option to extend for up to two additional years. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1. The City Manager, or City Manager's designee, is authorized to execute a License Agreement with Nueces County for Arlington Height Christian School use of LyondellBasell Park on Haven Drive for youth football program with a two-year term with option to extend for up to two additional years. A copy of the agreement is shall be filed in the Office of the City Secretary. Section 2. The City Manager, or City Manager's designee, is authorized to execute a License Agreement with Nueces County for South Texas Futbol Club for use of LyondellBasell Park on Haven Drive for youth soccer program with a two-year term with option to extend for up to two additional years. A copy of the agreement is shall be filed in the Office of the City Secretary That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez That the foregoing ordinance was read for the second time and passed finally on this the day of 2019, by the following vote: Joe McComb Michael Hunter Roland Barrera Ben Molina Rudy Garza Everett Roy Paulette M. Guajardo Greg Smith Gil Hernandez PASSED AND APPROVED on this the day of , 2019. ATTEST: Rebecca Huerta City Secretary Joe McComb Mayor LICENSE AGREEMENT This license agreement (hereinafter referred to as "Agreement") is entered by and between Nueces County ("County"), acting through its duly authorized agent whose business address is 901 Leopard, Room 303, Corpus Christi, TX 78401 and City of Corpus Christi ("City"), a Texas Home Rule Municipal Corporation, acting through its duly authorized City Manager or designee whose business address is 1201 Leopard, Corpus Christi, TX 78401 (hereinafter City and County is referred to as "Licensor"), and Arlington Height Christian School acting through its authorized agent Danny Isom, Athletic Director, whose business address is 9550 Leopard, Corpus Christi, Texas 78410 ("Licensee"). For and in consideration of the mutual covenants and agreements contained herein, the receipt and sufficiency of which is hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows: PURPOSE AND TERM Article 1. Licensor hereby grants to Licensee the privilege and license to use a specified area of Licensor co -owned property located at LyondellBasell Park, Haven Drive in Northwest Corpus Christi (the "Venue") located in Nueces County, Texas during the Term of this Agreement for the purpose of operation of a youth sports program, specifically football program and for no other purpose. Venue is identified by diagram (Attachment "A"). The "Term" of this Agreement shall be for a two (2) year term beginning on the date of the last signature execution herein with extensions of two (2) year increments unless this License Agreement is terminated as defined in Article 26. For an Extension, Licensee shall provide thirty (30) days written notice of its intent to extend the term prior to the expiration of the Term. Said notice is to be provided pursuant to Article 22. Licensee's "Times of Occupancy" of Venue during Term shall be limited as detailed herein. It is agreed that Licensee's occupancy of Venue shall be commensurate with the Term and any extension unless terminated as defined in Article 26. Licensor and Licensee shall use the Venue pursuant to Article 4. Licensor shall reserve the right to allow the public's use of Venue during Times of Occupancy when Licensee is not using the Venue pursuant to Article 4. CONTACT PERSON/ADMINISTRATOR OF LICENSE AGREEMENT Article 2. For this License Agreement, the contact person and License Administrator for the Licensor (County and City) is the Nueces County Director of Inland Parks or his designee ("Director"). Page I 1 LICENSE FEE/CONSIDERATION Article 3. As consideration for the grant of the license herein and for the use of the Venue as identified herein Licensee agrees as follows. Licensee agrees to use the Venue for its youth sports program, specifically football and for no other purpose. Licensee agrees to maintain the Venue and any improvements in a year round basis in accordance with all maintenance rules prescribed by Licensor and any rules promulgated in the future, specifically set out in Article 13 of this Agreement. Failure to maintain the Venue and all improvements in accordance with these rules constitutes grounds for termination of this Agreement. JOINT USE Article 4. Licensor retains joint use of the Venue and improvements during the term of this Agreement, subject to Licensee's right to the Venue during its Times for Occupancy for youth sports program purposes. Licensee must not deny access to or use of the Venue to the general public for unorganized activities when the Venue is not being used by Licensee during Times of Occupancy. Licensor reserves the right to schedule organized activities at Venue. Requests for scheduled organized activities by other organizations or public use will be reviewed for approval or denial by the Director. Licensor shall provide Director with notice of all Licensee scheduled activities. REPRESENTATIONS, WARRANTIES & COVENANTS Article 5. Licensor hereby represents and warrants to Licensee that Licensor can enter into this Agreement and/or operates the Venue and has full power and authority to enter into this Agreement and to engage in the transaction contemplated hereby. Licensor agrees that this Agreement is a valid obligation of Licensor and is binding upon Licensor in accordance with the terms hereof. Licensee hereby represents and warrants to Licensor that it has full power and authority to enter into this Agreement and to engage in the transaction contemplated hereby. Licensee agrees that this Agreement is a valid obligation of Licensee and is binding upon Licensee in accordance with the terms hereof. Licensee shall keep the Venue in an orderly condition while in use. Page 1 2 COMPLIANCE WITH LAWS Article 6. During the Term, Licensee shall obey and comply with all laws, ordinances, and regulations of all federal, state, county, or municipal authorities and with all notices, reasonable requirements and reasonable recommendations of any insurance organizations, associations, or companies with respect to Venue. THE LICENSEE HEREBY AGREES TO INDEMNIFY LICENSOR FROM ALL LOSS OR DAMAGE WHATSOEVER, INCLUDING REASONABLE ATTORNEYS' FEES, FROM LICENSEE'S FAILURE TO ABIDE BY ANY SUCH LAW, ORDINANCES, NOTICES, REQUIREMENTS, ORDERS AND REGULATIONS OF ALL FEDERAL, STATE, LICENSOR, OR MUNICIPAL AUTHORITIES. INDEMNIFICATION Article 7. LICENSEE SHALL INDEMNIFY AND HOLD HARMLESS LICENSOR AND THEIR RESPECTIVE EMPLOYEES, FROM AND AGAINST ANY AND ALL SUITS, ACTIONS, LOSSES, DAMAGES, CLAIMS OR LIABILITY OF ANY CHARACTER, TYPE OR DESCRIPTION WHETHER FIXED OR CONTINGENT, LIQUATED OR UNLIQUIDATED, ARISING IN TORT OR PURSUANT TO STATUTE, AND WHETHER ARISING UNDER COMMON LAW, OR UNDER ANY STATE, FEDERAL, OR LOCAL RULE OR REGULATIONS FOR ALL DAMAGES BOTH ACTUAL AND EXEMPLARY, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR ANY INJURY OR DEATH TO ANY PERSON OR PERSONS OR PROPERTY, ARISING OUT OF, OR OCCASIONED BY, DIRECTLY OR INDIRECTLY, THE ACTS, WHETHER NEGLIGENT OR INTENTIONAL OF LICENSEE OR ITS AGENTS OR EMPLOYEES UNDER THIS AGREEMENT, INCLUDING CLAIMS AND DAMAGES ARISING IN PART FROM THE NEGLIGENCE OF LICENSOR AND NUECES COUNTY, TEXAS AND THEIR RESPECTIVE EMPLOYEES. IT I5 THE EXPRESSED INTENT OF THE PARTIES TO THIS AGREEMENT THAT THE INDEMNITY PROVIDED FOR IN THIS SECTION I5 AN INDEMNITY EXTENDED BY LICENSEE TO INDEMNIFY AND PROTECT LICENSOR AND THEIR RESPECTIVE EMPLOYEES FROM THE CONSEQUENCES OF LICENSOR'S AND THEIR RESPECTIVE EMPLOYEES' AND CONTRACTORS OWN NEGLIGENCE, PROVIDED, HOWEVER, THAT THE INDEMNITY AND DEFENSE PROVIDED HEREIN SHALL NOT EXTEND TO THE SOLE NEGLIGENCE OF WILLFUL MISCONDUCT OF LICENSOR, OR THEIR RESPECTIVE EMPLOYEES OR CONTRACTORS. THE INDEMNIFICATION PROVISIONS CONTAINED THROUGHOUT THIS AGREEMENT SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT. Page 1 3 INSURANCE REQUIREMENTS Article 8. Licensee shall maintain and pay all premium costs and deductibles, if any, for the following insurance coverages in amounts not less than specified through the duration of the Term as required by Attachment "B" entitled "INSURANCE REQUIREMENTS". INTEGRATION CLAUSE Article 9. This contract supersedes any and all other agreements, either oral or in writing, between the parties with respect to the subject matter of this agreement, and contains all of the covenants and agreements between Licensor and Licensee with respect to the subject matter. Both Licensor and Licensee acknowledge that no representations, inducements, promises, or agreements, either orally or otherwise, have been made by any party, or anyone acting on behalf of any party that are not set forth in this Agreement, and that no agreement, statement, or promise not contained this Agreement shall be valid or binding. FORCE MAJEURE Article 10. The failure of any party hereto to comply with the terms and conditions hereof because of a "Force Majeure Occurrence" shall not be deemed a breach of this Agreement. "Force Majeure Occurrence" shall be defined to include, without limitation, Act of God, strike, labor disputes, war, fire, earthquake, actions of public enemies, acts of terrorism, epidemic, action of federal, state, or local governmental authorities or an event or reason beyond the reasonable control of a party. ORDINANCES, LAWS AND REGULATIONS Article 11. The Licensee shall comply with all federal, state, and local ordinances, laws and regulations pertaining to the operation of any events contemplated herein. It shall be the obligation of the Licensee to apply for, pay for, and obtain all permits and licenses as required by the various agencies of federal, state, and local governments and agencies. Page 14 UTILITIES Article 12. County shall pay utilities costs, including electricity, and sewage pursuant to budgetary appropriations. If no appropriation, Licensee acknowledges and agrees to pay all utility costs, including electricity, and sewer, associated with Venue. County will provide thirty (30) days written notice to Licensee of its utility budgetary non -appropriation beginning September 1 of every year. Licensee must adhere to applicable water conservation standards. In an effort to ensure that fields are maintained in accordance with Licensor standards, the City shall not charge Licensee for water used by Licensee to maintain the fields at the Venue, up to maximum number of gallons set by City Director of Parks and Recreation each calendar year. County will be responsible to arrange and pay for trash removal service. MAINTENANCE/REPAIRS Article 13. At a minimum, maintenance includes: (A) Licensee shall pickup and properly dispose of litter on a daily basis whenever the Venue is being used and weekly during the rest of the year. Licensor will provide the receptacles. (B) Licensee shall keep fully operational and in good repair any improvements at the Venue, including but not limited to the fields and bleachers, which are located on the Venue. Unless otherwise agreed to, Licensor has no responsibility for maintenance or repair to the Venue or any improvements at the Venue. (C) Licensee must immediately report any vandalism to the Director, or his designee, and the Corpus Christi Police Department, Nueces County, Texas. However, unless otherwise agreed to, Licensors have no responsibility to repair or replace any damages to Venue or improvements at the Venue caused by vandalism or caused by any other reason. (D) Licensee must keep safe and in good repair the bleachers, if any. Licensee must repair the bleachers immediately upon discovery of damages. (E) Licensee shall maintain the sports fields within the Venue boundary lines. Grass on the sports fields must not exceed three (3) inches. Licensee must mow the sports fields within one (1) week after the grass reaches three (3) inches in height. At least one month prior to the start of any season or preseason practice, the fields must be gradually cut shorter and brought into playing condition. Licensee shall be responsible, at their sole cost, for winterizing, weeding and feeding, and providing iron on the practice and playing fields in accordance with the industry standards as Page 1 5 required to properly bring the fields back to playing condition. Failure to keep the grass on the sports fields at or below three(3) inches in height or to properly bring the field back to playing condition will be grounds for termination of the Agreement. (F) Licensee will provide normal scheduled mowing of the Venue. Licensee will be responsible for maintaining the sports fields as set out herein. Furthermore, Licensee will be responsible for maintaining the grass in the adjacent viewing/access areas at a safe height not to exceed six (6) inches. (G) If restroom facilities are not available, Licensee must provide portable toilets for public use whenever Venue is being used for league activity. The portable toilets must be serviced and sanitized at least once a week or as often as the circumstances required as determined by the Director or his designee. (H) Licensee shall ensure that no parking is allowed on grass area of any playing or practice field. (I) If Licensee uses goal posts on the Venue, Licensee shall maintain a secure anchoring system on all goal posts used on the fields at the Venue. Licensee must repair any deficiency found in the anchoring system that impairs the safe use within forty-eight (48) hours after the need for repair is or should have been discovered. Licensee shall not allow use of the Venue until the anchoring system is repaired. (J) Licensee is responsible for proper installation and use of all equipment and improvements at the Premises. (K) Licenses must maintain a First Aid kit at the Venue. (L) Licensee must complete and submit the attached Attachment C, Standard of Maintenance Sports Field Checklist, to the Director no later than March 1 and August 1 of each year. During the months of May and December, County employees will perform inspections to confirm compliance with standards of maintenance. Inspection of Venue. Licensor has the right to inspect the Venue and/or improvements at any time during the term of this Agreement. Specifically, prior to and at the conclusion of each year, under the Term of the Agreement, a walk- through of the Venue will be conducted by Licensor and Licensee to note the condition of Venue. If an inspection reveals that maintenance is not being properly carried out, Director may provide written notice to Licensee demanding compliance. If Licensee has not complied within five (5) days after receipt of the demand, the County may undertake the work and Licensee shall pay the County's cost plus ten (10) percent overhead within thirty (30) days of receipt of the Director's invoice. Failure to pay the County's maintenance within thirty (30) days of receipt of the invoice constitutes grounds for termination of this License. Alternatively, the Licensor may elect to terminate this Agreement after (10) days written notice to Licensee. Page 16 Repairs. Licensee shall be responsible for repairing any portion of Venue damaged by Licensee, participants, event attendees, or invitees of Licensee. ALTERATIONS TO VENUE Article 14. Licensee agrees that it will not make any permanent alteration or physical additions ("Improvements") to Venue with Licensor's prior written consent. No alterations or improvement to the Venue are required for Licensee's use. All approved Improvements will be property of Licensor at the expiration of Termination of the Agreement. AUDIT OF LICENSEE Article 15. Licensor shall be allowed access to Licensee's financial books and records for auditing purposes. Licensee shall maintain and cause any contractors and subcontractors, relating to Improvements, to maintain satisfactory financial accounting documents and records and shall make them available for examination and audit by the Licensor on a quarterly basis and upon request. Licensor reserves the right to audit any of the Licensee's accounts related to this Agreement. Licensee will permit Licensor (and its agents) to inspect any and all pertinent records, file, information, and other written materials pertaining to this Agreement. Records shall be available upon Licensor's request. RELATIONSHIP OF THE PARTIES Article 16. Nothing contained in this Agreement will be deemed to constitute Licensor and Licensee as partners or joint ventures with each other. Each party acknowledges and agrees that it neither has nor will give the appearance or impression of having any legal authority to bind or commit the other party in any way. Licensee agrees that it will be solely responsible for the payment of all costs as specified in this Agreement. Licensee shall have no right, authority, or power to bind Licensor under this License for any claim for labor or material or for any other charge or expense incurred by neither Licensee nor subject Licensor to any lien or right of lien for any labor or material or other charge or expense. If any involuntary liens for labor and materials supplied or claimed to have been supplied to the Venue shall be filed, Licensee shall promptly pay or bond such liens to Licensor's reasonable satisfaction or otherwise obtain the release or discharge thereof. Page 17 ASSIGNMENT Article 17. Neither this Agreement nor any part hereof shall be transferred, conveyed or assigned by Licensee without prior written consent of Licensor, such as professional or sanctioned tournaments. Any activity or tournament allowed to take place at the Venue shall be the responsibility of Licensee to indemnify and insure in accordance with this Agreement. APPLICABLE LAW Article 18. The validity of this Agreement, the terms, provisions, or articles, and the rights and duties of the parties hereto, shall be interpreted and construed pursuant to, and in accordance with, the laws of the State of Texas. MODIFICATION Article 19. No prior or contemporaneous oral or written promises or representation will be binding on the parties hereto. This Agreement will not be amended or changed except by written agreement signed by both parties thereto. NO WAIVER OF RIGHTS Article 20. If either party fails to enforce any of the provisions of this Agreement or any rights or fails to exercise any election provided in the Agreement, it will not be considered to be a waiver of those provisions, rights or elections or in any way affect the validity of this Agreement. The failure of either party to exercise any of these provisions, rights or elections will not preclude or prejudice such party from later enforcing or exercising the same or any other provision, right or election which it may have under this Agreement. SEVERABILITY Article 21. If any term, provision, covenant or condition of the Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of this Agreement will remain in full force and effect and will in no way be affected, impaired, or invalidated. Page 8 NOTICES Article 22. All notices given hereunder shall be in writing and shall be deemed to have been duly given if delivered personally with receipt acknowledged or sent by registered or certified mail or equivalent, if available, return receipt requested (which shall be confirmed by a writing sent by registered or certified mail or equivalent on the same day that such notification is sent), or by nationally recognized overnight courier for next day delivery, addressed or sent to the parties at the addresses set forth: for Licensee - Danny Isom, Athletic Director, at 9550 Leopard, Corpus Christi, Texas 78410; for Lessor - Nueces County, County Judge, 901 Leopard Room 303, Corpus Christi, TX 78401; and City of Corpus Christi, at Corpus Christi City Hall, 1201 Leopard Street, Attn: Director of Parks and Recreation, Corpus Christi, Texas 78401. SURRENDER OF VENUE AT END OF TERM/HOLDOVER Article 23. Upon the expiration or termination of Term of this Agreement, Licensee shall vacate and surrender to Licensor, the Venue, and Licensee shall at Licensee's sole expense, remove all property of Licensee, other than Improvements, and pay for all damages to the Venue including all damages cause by removal of Licensee's property, and restore the Venue to the condition in which it was prior to the Agreement. Any property remaining at the Venue shall be deemed abandoned by Licensee and may be retained or disposed of by Licensor in any manner that Licensor may see fit, without prejudice to Licensor's rights against Licensee for failure to remove such property, and Licensor shall not be required to pay or account to Licensee for the value of proceeds derived from any sale of such property remaining at the conclusion of the Term. In the case of any holding over or possession by Licensee after expiration of Term or earlier termination of this License, Licensee shall pay Licensor a monthly fee to be determined by the County. Further, in the event Licensee shall hold over beyond any date for surrender of Venue set forth in Licensor's written demand for possession thereof, Licensee shall reimburse Licensor for all actual expenses and losses incurred by Licensor by reason Licensor's inability to deliver possession of Venue to another, together with interest on such expenses at maximum interest rate allowed by law from the date such expenses are incurred until reimbursed by Licensee, together with Licensee's reasonable attorney's fees, charges and costs. The acceptance of the monthly payment by the Licensor, as provided in this paragraph, shall not constitute an extension of the Term of this License or afford Licensee any right to possession of the Venue beyond any date through which such rent has been paid by Licensee and accepted by the Licensor. Such monthly fee shall be due to the Licensor for the period of such holding over, whether or not the Licensor is seeking to evict Licensee; and, unless the Licensor otherwise agrees in writing, such holding over shall be, and shall be deemed and construed to Page 1 9 be, without the consent of the Licensor, whether or not the Licensor has accepted any sum due pursuant to this paragraph. TITLES FOR CONVENIENCE ONLY Article 24. The titles appearing in connection with the various Articles of this Agreement are for convenience only. They are not intended to indicate all of the subject matter in the text and they are not to be used in interpreting this Agreement or for any other purpose in the event of any controversy. SECURITY, STAFFING AND OTHER ITEMS Article 25. Licensee expressly agrees to provide security, for Licensee sponsored, approved, or facilitated events, herein "Events," at Venue during Times of Occupancy during Term and any and all staffing for Events. Licensee shall provide at its sole cost adequate qualified personnel for Event day traffic control. Licensee is responsible for providing its own coaches, assistant coaches, trainers, referees or other necessary officials for the Events, timekeepers, game clock operators, public address announcers, and any medical personnel for the players. This is not an exhaustive list. Licensor is not responsible for any payment due to these staffers and parties expressly acknowledge that these are not Licensor's employees. In addition, Licensee, in connection with each Event to which this License applies shall furnish or arrange to furnish at its own expense: 1. Equipment and uniforms for players 2. All applicable licenses, if applicable for the Event. TERMINATION WITHOUT FAULT/TERMINATION FOR DEFAULT Article 26. Termination without fault. Licensor and Licensee have the right to terminate this Agreement without fault by providing thirty (30) days written notice to the other party. Termination for default. If Licensee defaults in the performance of this Agreement or materially breaches any of its provisions and does not cure such default or material breach within fifteen (15) days, Licensor shall have the right to terminate this Agreement by written notification of termination. Page 10 Licensor may terminate Licensee's right to possession to the Venue, the enjoyment of the issues and profits there from reenter and take possession of the Venue and remove all persons and property there from with or without process of law, without being deemed guilty of any manner of trespass and without prejudice to any remedies for arrears in payment or costs incurred due hereunder or existing breaches hereof. Licensor does not waive its rights to pursue all applicable legal remedies, including but not limited to breach of contract claims based upon non-performance by Licensee. NO WAIVER OF GOVERNMENTAL FUNCTION Article 27. No provision or covenant of this License shall constitute a limitation or waiver of the right of the Licensor to perform its governmental functions and the performance of such functions shall not constitute a default hereunder. AMENDMENT/WAIVER Article 28. No alteration, amendment or modification hereof (including this Section) shall be valid unless executed by an instrument in writing by the Licensor and Licensee with the same formality as this License. Without limiting the generality of the preceding sentence, no course of conduct among the parties shall constitute an alteration, amendment or modification of this License. The failure of the Licensor or the Licensee to insist in any one or more instances upon the strict performance of any of the covenants, agreements, terms, provisions or conditions of this License or to exercise any covenant, agreement, term, provision, condition, election or option, but the same shall continue and remain in full force and effect. No waiver by the Licensor or Licensee of any covenant, agreement, term, provision or condition of this License shall be deemed to have been made unless expressed in writing and signed by an appropriate official on behalf of the Licensor or the Licensee. CHOICE OF LAW Article 29. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. Page 1 11 CHOICE OF FORUM Article 30. Any disputes between the parties to this Agreement concerning the subject matter of this Agreement shall be submitted for resolution to a court of competent jurisdiction in Nueces County, Texas. CONSTRUCTION Article 31. The language used in this License will be deemed to be the language chosen by the parties to express their mutual intent, and no rule of strict construction will be applied against any party. This License will not be construed against drafter. BACKGROUND CHECKS Article 32. Licensee shall require satisfactory criminal background checks on each of its Board members and coaches associated with its sports program. SPORTSMANSHIP PROGRAM Article 33. Licensee shall require that all of its coaches and board members complete a state or nationally recognized, or Director approved, sportsmanship program. Licensee shall encourage parents and/or legal guardians of the youth participants to attend the sportsmanship program. This must include course outline, and dates of the meetings. Licensee must also provide a list of all coaches board members, and parents/legal guardian signatures of attendance at the sportsmanship program. COMPLAINT NOTICE AND OTHER REQUIRED SIGNS Article 33. Licensee must post and maintain a sign with sportsmanship policies and possible consequences for non-compliance with policies. Licensee must post and maintain signs to indicate restricted parking areas and also that no parking ono grass is permitted. Licensee must post health permits at the concession areas. Licensee must store food handler cards ono file at the Premises. Licensee must promptly replace or repair any damaged or missing signage. LIST OF CURRENT OFFICERS AND BOARD OF DIRECTORS; BYLAWS Article 34. Licensee must submit its current List of Officers and Board of Directors (List) to the Director as defined in Article 2 of this Agreement by each January 31 of each year of this Agreement. The List must contain each person's title, name, address, home phone, and office Page 112 or fax phone, and email address. Licensee must notify Director in writing immediately if there are any changes in the Officers or Board of Directors. Licensee must provide Director with coy of the current Bylaws, and immediately provide Director with any amendments to the Bylaws. REPORTING Article 35. All reports must be submitted to the Director within two weeks after the start of Licensee's season. Licensee must provide Director with schedules of each division prior to each session. Licensee must provide Director with list of league tournaments scheduled at the Venue. Any tournaments no on schedule for league purposes must be approved in advance by Director. Licensee is responsible to ensure that each tournament at the Venue is covered by the same insurance as required for Licensee's activities under this Agreement. SIGNATURES: EXECUTED ON 2019, Nueces County, Texas. LICENSORS: NUECES COUNTY CITY OF CORPUS CHRISTI BY: By: Barbara Canales Nueces County Judge City Manager ATTESTED: By: Kara Sands, County Clerk Page 113 LICENSEE: EXECUTED ON 2019, Nueces County, Texas BY: Danny Isom Arlington Height C ristian School Page I 14 EXHIBIT B INSURANCE REQUIREMENTS I. LICENSEE'S LIABILITY INSURANCE A. Licensee must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Licensee must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. B. Licensee must furnish to the City's Risk Manager or designee, 2 copies of Certificates of Insurance, showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City of Corpus Christi and Nueces County must be named as additional insured on the General liability policy TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day written notice of cancellation, material change, non -renewal is required on all certificates Bodily Injury and Property Damage Per occurrence aggregate Commercial General Liability including: 1. Commercial Form 2. Premises — Operations 3. Products/Completed Operations Hazard 4. Contractual Liability 5. Broad Form Property Damage 6. Independent Contractors 7. Personal Injury — Advertising Injury $1,000,000 Combined Single Limit C. In the event of accidents of any kind, Licensee must furnish the City's Risk Manager with copies of all reports of any accidents within 10 days of accident. II. ADDITIONAL REQUIREMENTS A. Licensee's financial integrity is of interest to the City and County; therefore, subject to Licensee's right to maintain reasonable deductibles in such amounts as are approved by the City, Licensee shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Licensee's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A -(VII). B. The City shall be entitled, upon request and without expense, to receive copies of the policies, declarations page and all endorsements thereto as they apply to the limits required by the City, and may require the deletion, revision, or modification of particular policy terms, conditions, limitations or exclusions (except where policy provisions are established by law or regulation binding upon either of the parties hereto or the underwriter of any such policies). Licensee shall be required to comply with any such requests and shall submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested EXHIBIT C STANDARD OF MAINTENANCE SPORT FIELD CHECKLIST Due each March 1 and August 1 each year of the Agreement :SITE: INSPECTOR: ADDRESS: Date of Inspection League President Signature Print Ali Leagues will be expected to complete this self -inspection checklist form semi annually. Due date (March 1 and August 1) each year of the Lease. The City of Corpus Christi will do an inspection during the months of May and December. Each league is responsible for their self inspection. If the inspection is not submitted to the City of Corpus Christi Parks and Recreation Department,: 1201 Leopard, Corpus Christi, Texas 78401 by the deadline of (March 1 & August 1) each year of Leases the League will be assessed a fee of 6250.00 per site Check "NO" If repairs are not necessary; "YES" if repairs are necessary. A comment is required for any "YES" answer. PLAYING SURFACE Yes No 11 [ 1 1, The soil Is too loose to provide good running traction. 1111 2. The soil Is too compacted to provide good drainage. [ 1 [ 1 3. The playing area has low spots, holes, or is not level and should be dragged/re-graded. [ ] [ 1 4. There Is a: hazardous soil buildup (Ilp) between the playing area and the turf. [) [) 5. The playing area has unsafe wet spots and/or puddles. [] .( 1 6, Maintenance equipment such as rakes, hoses, etc. have been left on the field. [ 1 [ 1 7. Litter and unsafe debris is scattered around the playing area and player/spectator areas. [ 111 8. The supply and location of waste cans is Inadequate. [ ] [ 1 9. If available at Venue, sprinkler heads, drainage grates, valve boxes, etc. in the field are above grade or have sharp edges or unsafe protrusions. [ ] [ ] 10. There have been recurring accidents from players running into surrounding objects such as fencing; light posts, bleachers, etc. [) [ 1 11. Are there any protrusions or potential hazards along fence lines, posts, bleachers, parking lot, or restrooms. [] [ ] 12 There are unsafe bare spots in turf with a hard soil surface exposed. [] [1 13. The surface is uneven because of soil grade. [ 1 ( 1 14. Soil Is too wet or drains poorly making an unsafe running surface. 1] [ ] 15. Turf is not uniform In texture, density, or height making an unsafe playing surface. [111 16. Turf irrigation comes on during games. [ ] [ 1 17. Turf Is not stable and "blow -outs" frequently occur. [][J 18,Weeds are present with thorns, bristles, or burrs. (1(1 19 Moles, gophers or other animals have caused mounds or holes. [11] 20, Hazardous ruts occur on the field from mowing equipment or trenching. COMMENTS FENCING Of available at Venue) Yes No [ ] [ 1 1, Fence posts are loose or improperly set In the ground. [) [ ] 2. Fence posts are on the inside of the playing area fence. [ ] [ ] 3. Concrete footings are exposed above ground. 4. Fencing is not securely attached to the fence posts with loose or broken ties. 5, There are unsafe gaps under fencing. 6. There is no bottom tension wire or railing to secure the bottom of the fence. 7. There is not top railing tosecure fence at the top. S. Wire ends of chain link fencing are exposed along the top. [ 1 [] 9. There are dal aged,portions of fencing that are loose, sharp, protruding, or unsafe. [ 1 [ 1 10. Gates are left open during games. COMMENTS SIGNS Yes No [ ] [ 1 1. Signs are In good condition, [1(1 2. Sign with Parks and Recreation phone number for complaints or concerns. [ ] [ 1 3. No parking in grass . [ ] [1 4. Sportsmanship signs with league rules, guidelines, and possible consequences. 1] ] 1 5, ADA Handicapparking spots. [ 1 1 ] 6. Adequate traffic markings. 1] [1 7. Maintenance area "keep out". COMMENTS CONCESSION STAND / RESTROOMS (if available at Venue) Yes No. [ 1 [] 1, Health permits posted. [ 1 [ 1 2. Food handlers cards on file. [ j [ 1 3. Appropriate signs for doorways. [] [) 4. Cleanliness of restrooms.and concession area. [ 1 [] 5, Condition of buildings. COMMENTS LIGHTING (if available at Venue) Yes No [ 1 [ 1 1. The lighting was not designed, installed, or inspected by properly trained engineers or technicians. [ ] [] 2. There are burned out lights. [ 1 [ 1 3. The beam direction of the lights are. out of adjustment. [ ] [ ] 4. The lighting grid pattern on the field is uneven or irregular. [ 1 [ ] 5. 'The lighting foot-candles do not meet industry recommended specifications. COMMENTS BLEACHERS Yes No [ 1 [ ] 1. The nuts and bolts on the bleachers are loose, missing, or protruding. [ j [..1 2. The guard rails are loose or missing. [] [ 1 3. The plank or railing end caps are loose or missing. [ 1 [ 1 4. Wooden planks are worn out or splintered. [ 1 [ 1 S. There are hazardous protrusions or sharp edges. COMMENTS GENERAL SAFETY CONSIDERATIONS Yes No [ ] [ ] 1. The chalking material used is irritating to the eyes. [ ] [ I 2. There are no warning signs posted informing players dr spectators of use rules or hazardous conditions. [ ] [ ] 3. There are no public telephones available for emergency situations, [ ] [ 1 4. Areas that are hazardous or under repair have not been blocked off or identified. [ j [ J 5. There Is currently no communication between the maintenance staff and the facility users COMMENTS LICENSE AGREEMENT This license agreement (hereinafter referred to as "Agreement") is entered by and between Nueces County ("County"), acting through its duly authorized agent whose business address is 901 Leopard, Room 303, Corpus Christi, TX 78401 and City of Corpus Christi ("City"), a Texas Home Rule Municipal Corporation, acting through its duly authorized City Manager or designee whose business address is 1201 Leopard, Corpus Christi, TX 78401 (hereinafter City and County is referred to as "Licensor"), and South Texas Futbol Club acting through its authorized agent, Godfrey Vela II, whose business address is P.O. Box 60043, Corpus Christi, Texas 78466, Corpus Christi, Texas ("Licensee"). For and in consideration of the mutual covenants and agreements contained herein, the receipt and sufficiency of which is hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows: PURPOSE AND TERM Article 1. Licensor hereby grants to Licensee the privilege and license to use a specified area of Licensor co -owned property located at LyondellBasell Park, Haven Drive in Northwest Corpus Christi (the "Venue") located in Nueces County, Texas during the Term of this Agreement for the purpose of operation of a youth sports program, specifically soccer program and for no other purpose. Venue is identified by diagram (Attachment "A"). The "Term" of this Agreement shall be for a two (2) year term beginning on the date of the last signature execution herein with extensions of two (2) year increments unless this License Agreement is terminated as defined in Article 26. For an Extension, Licensee shall provide thirty (30) days written notice of its intent to extend the term prior to the expiration of the Term. Said notice is to be provided pursuant to Article 22. Licensee's "Times of Occupancy" of Venue during Term shall be limited as detailed herein. It is agreed that Licensee's occupancy of Venue shall be commensurate with the Term and any extension unless terminated as defined in Article 26. Licensor and Licensee shall use the Venue pursuant to Article 4. Licensor shall reserve the right to allow the public's use of Venue during Times of Occupancy when Licensee is not using the Venue pursuant to Article 4. CONTACT PERSON/ADMINISTRATOR OF LICENSE AGREEMENT Article 2. For this License Agreement, the contact person and License Administrator for the Licensor (County and City) is the Nueces County Director of Inland Parks or his designee ("Director"). Page 11 LICENSE FEE/CONSIDERATION Article 3. As consideration for the grant of the license herein and for the use of the Venue as identified herein Licensee agrees as follows. Licensee agrees to use the Venue for its youth sports program, specifically football and for no other purpose. Licensee agrees to maintain the Venue and any improvements in a year round basis in accordance with all maintenance rules prescribed by Licensor and any rules promulgated in the future, specifically set out in Article 13 of this Agreement. Failure to maintain the Venue and all improvements in accordance with these rules constitutes grounds for termination of this Agreement. JOINT USE Article 4. Licensor retains joint use of the Venue and improvements during the term of this Agreement, subject to Licensee's right to the Venue during its Times for Occupancy for youth sports program purposes. Licensee must not deny access to or use of the Venue to the general public for unorganized activities when the Venue is not being used by Licensee during Times of Occupancy. Licensor reserves the right to schedule organized activities at Venue. Requests for scheduled organized activities by other organizations or public use will be reviewed for approval or denial by the Director. Licensor shall provide Director with notice of all Licensee scheduled activities. REPRESENTATIONS, WARRANTIES & COVENANTS Article 5. Licensor hereby represents and warrants to Licensee that Licensor can enter into this Agreement and/or operates the Venue and has full power and authority to enter into this Agreement and to engage in the transaction contemplated hereby. Licensor agrees that this Agreement is a valid obligation of Licensor and is binding upon Licensor in accordance with the terms hereof. Licensee hereby represents and warrants to Licensor thatit has full power and authority to enter into this Agreement and to engage in the transaction contemplated hereby. Licensee agrees that this Agreement is a valid obligation of Licensee and is binding upon Licensee in accordance with the terms hereof. Licensee shall keep the Venue in an orderly condition while in use. Page 1 2 COMPLIANCE WITH LAWS Article 6. During the Term, Licensee shall obey and comply with all laws, ordinances, and regulations of all federal, state, county, or municipal authorities and with all notices, reasonable requirements and reasonable recommendations of any insurance organizations, associations, or companies with respect to Venue. THE LICENSEE HEREBY AGREES TO INDEMNIFY LICENSOR FROM ALL LOSS OR DAMAGE WHATSOEVER, INCLUDING REASONABLE ATTORNEYS' FEES, FROM LICENSEE'S FAILURE TO ABIDE BY ANY SUCH LAW, ORDINANCES, NOTICES, REQUIREMENTS, ORDERS AND REGULATIONS OF ALL FEDERAL, STATE, LICENSOR, OR MUNICIPAL AUTHORITIES. INDEMNIFICATION Article 7. LICENSEE SHALL INDEMNIFY AND HOLD HARMLESS LICENSOR AND THEIR RESPECTIVE EMPLOYEES, FROM AND AGAINST ANY AND ALL SUITS, ACTIONS, LOSSES, DAMAGES, CLAIMS OR LIABILITY OF ANY CHARACTER, TYPE OR DESCRIPTION WHETHER FIXED OR CONTINGENT, LIQUATED OR UNLIQUIDATED, ARISING IN TORT OR PURSUANT TO STATUTE, AND WHETHER ARISING UNDER COMMON LAW, OR UNDER ANY STATE, FEDERAL, OR LOCAL RULE OR REGULATIONS FOR ALL DAMAGES BOTH ACTUAL AND EXEMPLARY, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR ANY INJURY OR DEATH TO ANY PERSON OR PERSONS OR PROPERTY, ARISING OUT OF, OR OCCASIONED BY, DIRECTLY OR INDIRECTLY, THE ACTS, WHETHER NEGLIGENT OR INTENTIONAL OF LICENSEE OR ITS AGENTS OR EMPLOYEES UNDER THIS AGREEMENT, INCLUDING CLAIMS AND DAMAGES ARISING IN PART FROM THE NEGLIGENCE OF LICENSOR AND NUECES COUNTY, TEXAS AND THEIR RESPECTIVE EMPLOYEES. IT IS THE EXPRESSED INTENT OF THE PARTIES TO THIS AGREEMENT THAT THE INDEMNITY PROVIDED FOR IN THIS SECTION IS AN INDEMNITY EXTENDED BY LICENSEE TO INDEMNIFY AND PROTECT LICENSOR AND THEIR RESPECTIVE EMPLOYEES FROM THE CONSEQUENCES OF LICENSOR'S AND THEIR RESPECTIVE EMPLOYEES' AND CONTRACTORS OWN NEGLIGENCE, PROVIDED, HOWEVER, THAT THE INDEMNITY AND DEFENSE PROVIDED HEREIN SHALL NOT EXTEND TO THE SOLE NEGLIGENCE OF WILLFUL MISCONDUCT OF LICENSOR, OR THEIR RESPECTIVE EMPLOYEES OR CONTRACTORS. THE INDEMNIFICATION PROVISIONS CONTAINED THROUGHOUT THIS AGREEMENT SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT. Page I 3 INSURANCE REQUIREMENTS Article 8. Licensee shall maintain and pay all premium costs and deductibles, if any, for the following insurance coverages in amounts not less than specified through the duration of the Term as required by Attachment "B" entitled"INSURANCE REQUIREMENTS". INTEGRATION CLAUSE Article 9. This contract supersedes any and all other agreements, either oral or in writing, between the parties with respect to the subject matter of this agreement, and contains all of the covenants and agreements between Licensor and Licensee with respect to the subject matter. Both Licensor and Licensee acknowledge that no representations, inducements, promises, or agreements, either orally or otherwise, have been made by any party, or anyone acting on behalf of any party that are not set forth in this Agreement, and that no agreement, statement, or promise not contained this Agreement shall be valid or binding. FORCE MAJEURE Article 10. The failure of any party hereto to comply with the terms and conditions hereof because of a "Force Majeure Occurrence" shall not be deemed a breach of this Agreement. "Force Majeure Occurrence" shall be defined to include, without limitation, Act of God, strike, labor disputes, war, fire, earthquake, actions of public enemies, acts of terrorism, epidemic, action of federal, state, or local governmental authorities or an event or reason beyond the reasonable control of a party. ORDINANCES, LAWS AND REGULATIONS Article 11. The Licensee shall comply with all federal, state, and local ordinances, laws and regulations pertaining to the operation of any events contemplated herein. It shall be the obligation of the Licensee to apply for, pay for, and obtain all permits and licenses as required by the various agencies of federal, state, and local governments and agencies. Page 14 UTILITIES Article 12. Licensee must pay for all utilities used by it or for any activity sponsored by Licensee on the Venue prior to the due date for payment. Failure to pay any utility bill on or before the due date is grounds for termination of this Agreement. Licensee must adhere to applicable water conservation standards. In an effort to ensure that fields are maintained in accordance with Licensor standards, the City shall not charge Licensee for water used by Licensee to maintain the fields at the Venue, up to maximum number of gallons set by City Director of Parks and Recreation each calendar year. Licensee will be responsible to arrange and pay for trash removal service. MAINTENANCE/REPAIRS Article 13. At a minimum, maintenance includes: (A) Licensee shall pickup and properly dispose of litter on a daily basis whenever the Venue is being used and weekly during the rest of the year. Licensor will provide the receptacles. (B) Licensee shall keep fully operational and in good repair any improvements at the Venue, including but not limited to the fields and bleachers, which are located on the Venue. Unless otherwise agreed to, Licensor has no responsibility for maintenance or repair to the Venue or any improvements at the Venue. (C) Licensee must immediately report any vandalism to the Director, or his designee, and the Corpus Christi Police Department, Nueces County, Texas. However, unless otherwise agreed to, Licensors have no responsibility to repair or replace any damages to Venue or improvements at the Venue caused by vandalism or caused by any other reason. (D) Licensee must keep safe and in good repair the bleachers, if any. Licensee must repair the bleachers immediately upon discovery of damages. (E) Licensee shall maintain the sports fields within the Venue boundary lines. Grass on the sports fields must not exceed three (3) inches. Licensee must mow the sports fields within one (1) week after the grass reaches three (3) inches in height. At least one month prior to the start of any season or preseason practice, the fields must be gradually cut shorter and brought into playing condition. Licensee shall be responsible, at their sole cost, for winterizing, weeding and feeding, and providing iron on the practice and playing fields in accordance with the industry standards as Page 1 5 required to properly bring the fields back to playing condition. Failure to keep the grass on the sports fields at or below three(3) inches in height or to properly bring the field back to playing condition will be grounds for termination of the Agreement. (F) Licensee will provide normal scheduled mowing of the Venue. Licensee will be responsible for maintaining the sports fields as set out herein. Furthermore, Licensee will be responsible for maintaining the grass in the adjacent viewing/access areas at a safe height not to exceed six (6) inches. (G) If restroom facilities are not available, Licensee must provide portable toilets for public use whenever Venue is being used for league activity. The portable toilets must be serviced and sanitized at least once a week or as often as the circumstances required as determined by the Director or his designee. (H) Licensee shall ensure that no parking is allowed on grass area of any playing or practice field. (I) If Licensee uses goal posts on the Venue, Licensee shall maintain a secure anchoring system on all goal posts used on the fields at the Venue. Licensee must repair any deficiency found in the anchoring system that impairs the safe use within forty-eight (48) hours after the need for repair is or should have been discovered. Licensee shall not allow use of the Venue until the anchoring system is repaired. (J) Licensee is responsible for proper installation and use of all equipment and improvements at the Premises. (K) Licenses must maintain a First Aid kit at the Venue. (L) Licensee must complete and submit the attached Attachment C, Standard of Maintenance Sports Field Checklist, to the Director no later than March 1 and August 1 of each year. During the months of May and December, County employees will perform inspections to confirm compliance with standards of maintenance. Inspection of Venue. Licensor has the right to inspect the Venue and/or improvements at any time during the term of this Agreement. Specifically, prior to and at the conclusion of each year, under the Term of the Agreement, a walk- through of the Venue will be conducted by Licensor and Licensee to note the condition of Venue. If an inspection reveals that maintenance is not being properly carried out, Director may provide written notice to Licensee demanding compliance. If Licensee has not complied within five (5) days after receipt of the demand, the County may undertake the work and Licensee shall pay the County's cost plus ten (10) percent overhead within thirty (30) days of receipt of the Director's invoice. Failure to pay the County's maintenance within thirty (30) days of receipt of the invoice constitutes grounds for termination of this License. Alternatively, the Licensor may elect to terminate this Agreement after (10) days written notice to Licensee. Page 16 Repairs. Licensee shall be responsible for repairing any portion of Venue damaged by Licensee, participants, event attendees, or invitees of Licensee. ALTERATIONS TO VENUE Article 14. Licensee agrees that it will not make any permanent alteration or physical additions ("Improvements") to Venue with Licensor's prior written consent. No alterations or improvement to the Venue are required for Licensee's use. All approved Improvements will be property of Licensor at the expiration of Termination of the Agreement. AUDIT OF LICENSEE Article 15. Licensor shall be allowed access to Licensee's financial books and records for auditing purposes. Licensee shall maintain and cause any contractors and subcontractors, relating to Improvements, to maintain satisfactory financial accounting documents and records and shall make them available for examination and audit by the Licensor on a quarterly basis and upon request. Licensor reserves the right to audit any of the Licensee's accounts related to this Agreement. Licensee will permit Licensor (and its agents) to inspect any and all pertinent records, file, information, and other written materials pertaining to this Agreement. Records shall be available upon Licensor's request. RELATIONSHIP OF THE PARTIES Article 16. Nothing contained in this Agreement will be deemed to constitute Licensor and Licensee as partners or joint ventures with each other. Each party acknowledges and agrees that it neither has nor will give the appearance or impression of having any legal authority to bind or commit the other party in any way. Licensee agrees that it will be solely responsible for the payment of all costs as specified in this Agreement. Licensee shall have no right, authority, or power to bind Licensor under this License for any claim for labor or material or for any other charge or expense incurred by neither Licensee nor subject Licensor to any lien or right of lien for any labor or material or other charge or expense. If any involuntary liens for labor and materials supplied or claimed to have been supplied to the Venue shall be filed, Licensee shall promptly pay or bond such liens to Licensor's reasonable satisfaction or otherwise obtain the release or discharge thereof. Page 17 ASSIGNMENT Article 17. Neither this Agreement nor any part hereof shall be transferred, conveyed or assigned by Licensee without prior written consent of Licensor, such as professional or sanctioned tournaments. Any activity or tournament allowed to take place at the Venue shall be the responsibility of Licensee to indemnify and insure in accordance with this Agreement. APPLICABLE LAW Article 18. The validity of this Agreement, the terms, provisions, or articles, and the rights and duties of the parties hereto, shall be interpreted and construed pursuant to, and in accordance with, the laws of the State of Texas.. MODIFICATION Article 19. No prior or contemporaneous oral or written promises or representation will be binding on the parties hereto. This Agreement will not be amended or changed except by written agreement signed by both parties thereto. NO WAIVER OF RIGHTS Article 20. If either party fails to enforce any of the provisions of this Agreement or any rights or fails to exercise any election provided in the Agreement, it will not be considered to be a waiver of those provisions, rights or elections or in any way affect the validity of this Agreement. The failure of either party to exercise any of these provisions, rights or elections will not preclude or prejudice such party from later enforcing or exercising the same or any other provision, right or election which it may have under this Agreement. SEVERABILITY Article 21. If any term, provision, covenant or condition of the Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of this Agreement will remain in full force and effect and will in no way be affected, impaired, or invalidated. NOTICES Article 22. All notices given hereunder shall be in writing and shall be deemed to have been duly given if delivered personally with receipt acknowledged or sent by registered or certified Page I8 mail or equivalent, if available, return receipt requested (which shall be confirmed by a writing sent by registered or certified mail or equivalent on the same day that such notification is sent), or by nationally recognized overnight courier for next day delivery, addressed or sent to the parties at the addresses set forth: Godfrey Vela II, President of South Texas Futbol Club, P.O. Box 60043, Corpus Christi, Texas 78466, Corpus Christi, Texas; Nueces County, CountyJudge, 901 Leopard Room 303, Corpus Christi, TX 78401; and City of Corpus Christi, at Corpus Christi City Hall, 1201 Leopard Street, Attn: Director of Parks and Recreation, Corpus Christi, Texas 78401. SURRENDER OF VENUE AT END OF TERM/HOLDOVER Article 23. Upon the expiration or termination of Term of this Agreement, Licensee shall vacate and surrender to Licensor, the Venue, and Licensee shall at Licensee's sole expense, remove all property of Licensee, other than Improvements, and pay for all damages to the Venue including all damages cause by removal of Licensee's property, and restore the Venue to the condition in which it was prior to the Agreement. Any property remaining at the Venue shall be deemed abandoned by Licensee and may be retained or disposed of by Licensor in any manner that Licensor may see fit, without prejudice to Licensor's rights against Licensee for failure to remove such property, and Licensor shall not be required to pay or account to Licensee for the value of proceeds derived from any sale of such property remaining at the conclusion of the Term. In the case of any holding over or possession by Licensee after expiration of Term or earlier termination of this License, Licensee shall pay Licensor a monthly fee to be determined by the County. Further, in the event Licensee shall hold over beyond any date for surrender of Venue set forth in Licensor's written demand for possession thereof, Licensee shall reimburse Licensor for all actual expenses and losses incurred by Licensor by reason Licensor's inability to deliver possession of Venue to another, together with interest on such expenses at maximum interest rate allowed by law from the date such expenses are incurred until reimbursed by Licensee, together with Licensee's reasonable attorney's fees, charges and costs. The acceptance of the monthly payment by the Licensor, as provided in this paragraph, shall not constitute an extension of the Term of this License or afford Licensee any right to possession of the Venue beyond any date through which such rent has been paid by Licensee and accepted by the Licensor. Such monthly fee shall be due to the Licensor for the period of such holding over, whether or not the Licensor is seeking to evict Licensee; and, unless the Licensor otherwise agrees in writing, such holding over shall be, and shall be deemed and construed to be, without the consent of the Licensor, whether or not the Licensor has accepted any sum due pursuant to this paragraph. Page 19 TITLES FOR CONVENIENCE ONLY Article 24. The titles appearing in connection with the various Articles of this Agreement are for convenience only. They are not intended to indicate all of the subject matter in the text and they are not to be used in interpreting this Agreement or for any other purpose in the event of any controversy. SECURITY, STAFFING AND OTHER ITEMS Article 25. Licensee expressly agrees to provide security, for Licensee sponsored, approved, or facilitated events, herein "Events," at Venue during Times of Occupancy during Term and any and all staffing for Events. Licensee shall provide at its sole cost adequate qualified personnel for Event day traffic control. Licensee is responsible for providing its own coaches, assistant coaches, trainers, referees or other necessary officials for the Events, timekeepers, game clock operators, public address announcers, and any medical personnel for the players. This is not an exhaustive list. Licensor is not responsible for any payment due to these staffers and parties expressly acknowledge that these are not Licensor's employees. In addition, Licensee, in connection with each Event to which this License applies shall furnish or arrange to furnish at its own expense: 1. Equipment and uniforms for players 2. All applicable licenses, if applicable for the Event. TERMINATION WITHOUT FAULT/TERMINATION FOR DEFAULT Article 26. Termination without fault. Licensor and Licensee have the right to terminate this Agreement without fault by providing thirty (30) days written notice to the other party. Termination for default. If Licensee defaults in the performance of this Agreement or materially breaches any of its provisions and does not cure such default or material breach within fifteen (15) days, Licensor shall have the right to terminate this Agreement by written notification of termination. Licensor may terminate Licensee's right to possession to the Venue, the enjoyment of the issues and profits there from reenter and take possession of the Venue and remove all persons Page 1 10 and property there from with or without process of law, without being deemed guilty of any manner of trespass and without prejudice to any remedies for arrears in payment or costs incurred due hereunder or existing breaches hereof. Licensor does not waive its rights to pursue all applicable legal remedies, including but not limited to breach of contract claims based upon non-performance by Licensee. NO WAIVER OF GOVERNMENTAL FUNCTION Article 27. No provision or covenant of this License shall constitute a limitation or waiver of the right of the Licensor to perform its governmental functions and the performance of such functions shall not constitute a default hereunder. AMENDMENT/WAIVER Article 28. No alteration, amendment or modification hereof (including this Section) shall be valid unless executed by an instrument in writing by the Licensor and Licensee with the same formality as this License. Without limiting the generality of the preceding sentence, no course of conduct among the parties shall constitute an alteration, amendment or modification of this License. The failure of the Licensor or the Licensee to insist in any one or more instances upon the strict performance of any of the covenants, agreements, terms, provisions or conditions of this License or to exercise any covenant, agreement, term, provision, condition, election or option, but the same shall continue and remain in full force and effect. No waiver by the Licensor or Licensee of any covenant, agreement, term, provision or condition of this License shall be deemed to have been made unless expressed in writing and signed by an appropriate official on behalf of the Licensor or the Licensee. CHOICE OF LAW Article 29. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. Page 1 11 CHOICE OF FORUM Article 30. Any disputes between the parties to this Agreement concerning the subject matter of this Agreement shall be submitted for resolution to a court of competent jurisdiction in Nueces County, Texas. CONSTRUCTION Article 31. The language used in this License will be deemed to be the language chosen by the parties to express their mutual intent, and no rule of strict construction will be applied against any party. This License will not be construed against drafter. BACKGROUND CHECKS Article 32. Licensee shall require satisfactory criminal background checks on each of its Board members and coaches associated with its sports program. SPORTSMANSHIP PROGRAM Article 33. Licensee shall require that all of its coaches and board members complete a state or nationally recognized, or Director approved, sportsmanship program. Licensee shall encourage parents and/or legal guardians of the youth participants to attend the sportsmanship program. This must include course outline, and dates of the meetings. Licensee must also provide a list of all coaches board members, and parents/legal guardian signatures of attendance at the sportsmanship program. COMPLAINT NOTICE AND OTHER REQUIRED SIGNS Article 33. Licensee must post and maintain a sign with sportsmanship policies and possible consequences for non-compliance with policies. Licensee must post and maintain signs to indicate restricted parking areas and also that no parking ono grass is permitted. Licensee must post health permits at the concession areas. Licensee must store food handler cards ono file at the Premises. Licensee must promptly replace or repair any damaged or missing signage. LIST OF CURRENT OFFICERS AND BOARD OF DIRECTORS; BYLAWS Article 34. Licensee must submit its current List of Officers and Board of Directors (List) to the Director as defined in Article 2 of this Agreement by each January 31 of each year of this Agreement. The List must contain each person's title, name, address, home phone, and office Page 1 12 or fax phone, and email address. Licensee must notify Director in writing immediately if there are any changes in the Officers or Board of Directors. Licensee must provide Director with coy of the current Bylaws, and immediately provide Director with any amendments to the Bylaws. REPORTING Article 35. All reports must be submitted to the Director within two weeks after the start of Licensee's season. Licensee must provide Director with schedules of each division prior to each session. Licensee must provide Director with list of league tournaments scheduled at the Venue. Any tournaments no on schedule for league purposes must be approved in advance by Director. Licensee is responsible to ensure that each tournament at the Venue is covered by the same insurance as required for Licensee's activities under this Agreement. SIGNATURES: EXECUTED ON 2019, Nueces County, Texas. LICENSORS: NUECES COUNTY CITY OF CORPUS CHRISTI BY: By: Barbara Canales Nueces CountyJudge City Manager ATTESTED: By: Kara Sands, County Clerk LICENSEE: EXECUTED ON 1151 3 2019, Nueces County, Texas BY: Godfrey Vela II, President South Texas Futbol Club Page 1 13 EXHIBIT C STANDARD OF MAINTENANCE SPORT FIELD CHECKLIST Due each March 1 and August 1 each year of the Agreement SITE: INSPECTOR: ADDRESS: Date of Inspection: League President Signature Print All Leagues will be expected to completethis self -Inspection checklist form semi annually. Due date (March 1 and August 1) each year of the Lease. The City of Corpus Christi will do an inspection during the months of May and December. Each league Is responsible for their self Inspection. If the inspection Is not submitted to the City of Corpus Christi Parks and Recreation Department,1201 Leopard, Corpus Christi, Texas 78401 by the deadline of (March 1 & August 1) each year of Leases the League will be assessed a fee -of.5250.00 per site Check "NO" If repairs are not necessary; "VES" if repairs are necessary. A.comment Is required for any "YES" answer. PLAYING SURFACE Yes No [ 1 (] 1. The soli is too loose to provide good running traction. 1111 2. The soil is too compacted to provide good drainage. [111 3. The playing area has low spots, holes, or is not level and should be dragged/re-graded. [1! ] 4. There is a hazardous soil buildup (lip) between the playing area and the turf. [] [] 5. The playing area has unsafe wet spots and/or puddles. [ ] [ ] 6. Maintenance equipment such as rakes, hoses, etc. have been left on the field. d 1 [ 1 7. titter and unsafe debris k scattered around the playing area and player/spectator areas. [ 1 [ 1 8. The supply and location of waste cans is Inadequate. [ 1 [] 9, If available at Venue, sprinkler heads, drainage rates, valve boxes, etc. in the field are above grade or have sharp edges. or unsafe protrusions, • [ 1 [ ] 10. There have been recurring acddents from players running Into surrounding objects such as fencing; light posts, bleachers, etc. [] [ J 11. Are there any protrusions or potential hazards along fence lines, posts, bleachers, parking lot, or restrooms. { ] [ 1 12 There are unsafe bare spots in turf with a hard soil surface exposed. [ 1 [.] 13. The surfaceis uneven because of soil grade. [ 111 14. Soil Is too wet or drains poorly making an unsafe running surface. [1 [ 1 15. Turf is not uniform In texture, density, or height making an unsafe playing surface. [11] 16. Turf irrigation comes on during games. [ 111 17. Turf is not stable and "blow -outs" frequently occur. [ 1 [) 18.Weeds are present with thorns, bristles, or burrs. (1 [ 1 19 Moles, gophers or other animals have caused mounds or holes. 1] [ 1 20. Hazardous ruts occur on the field from mowing equipment or trenching. COMMENTS FENCING (If available at Venue) Yes No [ 1 [ ] 1. Fence posts are loose or improperly set In the ground. 1] { ] 2. Fence posts are on the inside of the playing area fence. [ ] [] 3. Concrete footings are exposed above ground.. [] (] 4. Fencing is not securely attached to the fence posts with loose or broken ties. [] (] 5, There are unsafe gaps under fencing. [] [ ] 6. There is no bottom tension wire or railing to secure the bottom of the fence. [] [] 7. There is not top railing tosecure fens at the top. [] [ ] 8. Wire ends of chain link fendng are exposed along the top. [] [] 9. There are damaged portions of fencing that are loose, sharp, protruding, or unsafe. [ ] [] 10. Gates are left open during games. COMMENTS SIGNS Yes No [ ] [ ] 1. Signs are in good condition, [] [] 2. Sign with Parks and Recreation phone number for complaints or concerns. [] [] 3. No parking in grass . [] [ ] 4. Sportsmanship signs with league rules, guidelines, and possible consequences. [] [ 3 5. ADA Handicapparking spots. [ ] [ ] 6. Adequate traffic markings. [ ] [ ] 7. Maintenance area "keep out". COMMENTS CONCESSION STAND / RESTROOMS (if available at Venue} Yes No [] [] 1, Health permits posted. [ 1 [ 1 2. Food handlers cards on file. [111 3. Appropriate signs for doorways. [ ] [ ] 4. Cleanliness of restrooms.and concession area. [ ] [ ] 5. Condition of buildings. COMMENTS LIGHTING (if available at Venue) Yes No [ 1 [ ] 1.. The lighting was not designed, installed, or inspected by properly trained engineers or technicians, [ ] [ 1 2. There are burned out tights. [ ] [ 1 3. The beam direction of the lights are, out of adjustment: 1] [ 1 4. The lightirig grid pattern on the field is uneven or irregular. 1 ] [ ] S.The lighting foot-candles do not meet industry recommended specifications; COMMENTS BLEACHERS Yes No [ 1 [ 1 1. The nuts and.bolts on the bleachers are loose, missing, or protruding. [] [.3 2. The guard rails are loose or missing. [ ] [ ] 3. The plank or.railing end caps are loose or missing. [ ] [ ] 4. Wooden planks are worn out or splintered. [ J [] 5. There are hazardous protrusions or sharp edges, COMMENTS GENERAL SAFETY CONSIDERATIONS Yes No [] [] 1, The chalking material used is irritating to the eyes. [] [.J 2. There are no warning signs posted informing players or spectators of use rules or hazardous conditions. [] [] 3. There are no public telephones available for emergency situations. [ ] [ ] 4. Areas that are hazardous or under repair have not been blocked off or identified. (I[] users. 5. There is currently no communipatlon between the maintenance staff and the facility COMMENTS EXHIBIT B INSURANCE REQUIREMENTS I. LICENSEE'S LIABILITY INSURANCE A. Licensee must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Licensee must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. B. Licensee must furnish to the City's Risk Manager or designee, 2 copies of Certificates of Insurance, showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City of Corpus Christi and Nueces County must be named as additional insured on the General liability policy. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day written notice of cancellation, material change, non -renewal is required on all certificates Bodily Injury and Property Damage Per occurrence aggregate Commercial General Liability including: 1. Commercial Form 2. Premises — Operations 3. Products/Completed Operations Hazard 4. Contractual Liability 5. Broad Form Property Damage 6. Independent Contractors 7. Personal Injury — Advertising Injury $1,000,000 Combined Single Limit C. In the event of accidents of any kind, Licensee must furnish the City's Risk Manager with copies of all reports of any accidents within 10 days of accident. II. ADDITIONAL REQUIREMENTS A. Licensee's financial integrity is of interest to the City and County; therefore, subject to Licensee's right to maintain reasonable deductibles in such amounts as are approved by the City, Licensee shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Licensee's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A -(VII). B. The City shall be entitled, upon request and without expense, to receive copies of the policies, declarations page and all endorsements thereto as they apply to the limits required by the City, and may require the deletion, revision, or modification of particular policy terms, conditions, limitations or exclusions (except where policy provisions are established by law or regulation binding upon either of the parties hereto or the underwriter of any such policies). Licensee shall be required to comply with any such requests and shall submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Licensee shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Management P.O. Box 9277 Corpus Christi, TX 78469-9277 (361) 826-4555 —Fax # C. Licensee agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • Name the City of Corpus Christi and Nueces County and their officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement, as respects operations and activities of, or on behalf of, the named insured performed under contract with the City and the County, • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi and Nueces County where the City and the County are additional insureds' shown on the policy; • Provide thirty (30) calendar days advance written notice directly to City of Corpus Christi and Nueces County of any suspension, cancellation, non -renewal or material change in coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. D. Within five (5) calendar days of a suspension, cancellation, or non -renewal of coverage, Licensee shall provide a replacement Certificate of Insurance and applicable endorsements to City and County. City and County shall have the option to suspend Licensee's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contact. E. In addition to any other remedies the City and County may have upon Licensee's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City and County shall have the right to order Licensee to stop work hereunder, and/or withhold any payment(s) which become due to Licensee hereunder until Licensee demonstrates compliance with the requirements hereof. F. Nothing herein contained shall be construed as limiting in any way the extent to which Licensee may be held responsible for payments of damages to persons or property resulting from Licensee's or its subcontractors' performance of the work covered under this agreement. G. It is agreed that Licensee's insurance shall be deemed primary and non-contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi and Nueces County for liability arising out of operations under this contract. IL It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 1000 ft© 2018 Google © 2018 Google © 2018 Google DATE:May 24, 2019 TO:Peter Zanoni, City Manager FROM:Iain Vasey, President/CEO ivasey@ccredc.com (361) 882-7448 OUTSIDE PRESENTER(S): Name Title/Position Organization 1. Iain Vasey President/CEO CCREDC BACKGROUND: The CCREDC provides quarterly updates to The Council. In accordance with this practice, the CCREDC will update the Council on its activities and the status of the local economy. LIST OF SUPPORTING DOCUMENTS: PowerPoint – CCREDC Corpus Christi Regional Economic Development Corporation (CCREDC) Quarterly Update to City Council (Q1 2019) AGENDA MEMORANDUM City Council Meeting of June 11, 2019 Corpus Christi REGIONAL ECONOMIC DEVELOPMENT CORPORATION Iain Vasey CEcD President/CEO Corpus Christi REGIONAL ECONOMIC DEVELOPMENT CORPORATION MISSION STATEMENT The mission of the Corpus Christi Regional Economic Development Corporation is to expand and enhance the region's economic base by developing and/ or supporting projects that create primary jobs to improve the diversity and size of the local economy. Employment by Sector for selected Month/Corpus Christi MSA Match 2019I1 Yearly Change Mar 2019 Feb 2019 Mar 2018 Mar 201 1 Mar 2016 Mar 2015 Total Nonagricultural Mining, Logging, & Construction Manufacturing Trade, Transportation, and Utilities Information Financial Activities Professional and Business Services Education and Health Services Leisure and Hospitality Other Services Government Source: www.Tenslmi.com 900 194,300 194,300 193,400 192,300 191,900 193,100 -1700 24,300 24,700 26,000 26,500 24,200 26,000 400 8,500 8,700 8,100 8,300 9,100 9,400 -200 32,900 32,900 33,100 33,200 34,300 34,800 0 1,600 1,600 1,600 1,800 1,900 1,900 200 8,300 8,300 8,100 7,700 7,800 8,300 600 19,000 19,600 18,400 16,600 17,200 16,900 900 32,300 32,300 31,400 31,400 30,600 29,500 400 25,900 25,000 25,500 24,900 25,000 24,700 100 6,300 6,200 6,200 6,600 6,900 7,100 200 35,200 35,000 35,000 35,300 34,900 34,500 Project Pipeline: ✓ YTD: 3 "Wins" (Permico Energia, EPIC, ICE Engineering: $751M) • 5 Class B Projects (in competitive negotiations) — 2,245 jobs ✓ 7 Class C Projects (early in process/low probability) — 610 jobs ✓ 12 Total projects representing a potential of $17.4B CapEx • Project Wins: • Permico- 52 jobs, $550M investment • ICE Engineering — 25 jobs, $1.4M investment • EPIC Y Grade — 10 jobs, $200M investment Business Attraction & Recruitment Currently, there are 12 active attraction projects for a total of 3,425 jobs and $19.6 billion in capital investment. Staff hosted 3 prospect visits in April including Dahlia, Dynamo, and Falcon. Steel Dynamics announced preferred site near Sinton in February Planned Travel Austin - On-going meetings with state legislators on projects Association for Iron and Steel-May 6-9 in Pittsburgh Upcoming Travel: Global Plastics Summit-June 4-5, Houston Downstream 2019-June 11-12, Houston (Petrochem) Business Retention Expansion • Completed 26 visit YTD • Upcoming BRE visits 5 • Held PACE/Opportunity Zones workshop in partnership with the City of Corpus Christi, Downtown Management District, and Texas PACE Authority in April • Launched CorpusChristiOpportunities.com website to promote Opportunity Zones in Corpus Christi • TX -PACE — met with San Patricio County Judge and San Patricio EDC to allow PACE programs in San Patricio county • Ongoing monthly meeting with Corpus Christi Development Services on projects • Working on Projects Dynamo and Falcon • Opportunity Zones to attract projects. Including building website and getting shovel ready projects to market to Opportunity Zone Fund managers • Buildout "Sense of Place" website; coordinate with other stakeholders (City, DMD, Chambers, Port) how to make our community more attractive • Update 2018 community survey on attitudes towards Economic Development Growth • Helping government agencies with policy decisions by providing fact based data for use in determining needs and direction • Working with existing industries to bring their suppliers and/or customers to our region Corpus Christi Housing Affordability Home Price Appreciation • Despite strong wage growth in recent years. household incomes in Corpus Christi have Failed to keep pace with rising home prices. • between 201 1 and 2018, the value of a typical home in the metro area appreciated 42 percent (from $137,500 to $195,161), while the income level of a typical household gained slightly less than 20 percent (from $43,470 to $51.986} _ $60,000 $55,000 $50,000 $45,000 $40, 000 $35,000 $30,000 Corpus Christi Housing Affordability Measures J • \ —Median Household Income (left scale) —Median Home Price {right scale} 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Source: Real Estate Center at Texas A&M University. $200,000 $160,000 $160,000 $140,000 $120,000 $100,000 $80,000 $60,000 Corpus Christi Cumulative Impact Potential Housing Shortages • Over the 5 -year period between 2019 and 2023, ongoing capital development activities are expected to generate housing shortages equal to a cumulative total of 947 units. • Should the housing supply fail to satisfy the projected increases in housing needs, upward pressures on local home prices would continue to increase. 30,000 25,000 20,000 15,000 10,000 5,000 Cumulative Impact on Housing Needs Housing Needs Housing Supply Job Impact -Population Change 0 2019 Source: Author's cal( uations. 2020 2021 2022 2023 Cumulative Impacts Job Impact Population Change Housing Needs Housing Supply Cumulative Potential Shortage 2019 8,.225 10,558 4,327 2.004 2,322 2020 11,908 16,585 6,797 4,009 2,788 2021 13,099 20,133 8,251 6,013 2,238 2022 14,022 23,425 9,600 8,018 1.583 2023 14,982 26.766 10,970 10,022 947 Questions?Iain Vasey CEcD President/CEO Corpus Christi Regional Economic Development Corporation 800 North Shoreline Blvd. Suite 1300 South Corpus Christi, Texas 78401 Office 361-882-7448 ivasey@ccredc.com www.ccredc.com AGENDA MEMORANDUM for the City Council Meeting of June 11, 2019 DATE:May 7, 2019 TO:Peter Zanoni, City Manager FROM:Dan Grimsbo, Executive Director of Water Utilities DanG@cctexas.com 361-826-1689 Alternative Water Supplies Request for Information -Update STAFF PRESENTER(S): Name Title/Position Department 1. Mark Van Vleck Assistant City Manager 2. Dan Grimsbo Executive Director of Water Utilities Water Utilities 3. Steve Ramos Water Resource Manager Water Utilities OUTSIDE PRESENTER(S): Frank Brogan –Consultant BACKGROUND: This presentation will provide an update to the activities regarding the Alternative Water Supplies Request for Information. LIST OF SUPPORTING DOCUMENTS: PowerPoint Presentation Council Presentation June 11, 2019 City of Corpus Christi Alternative Water Supplies Request for Information (RFI) Summary Report 1 2 Alternative Water Supplies Request for Information Background • Recommendation made to City Council, continue to diversify our water supply • Plan for future growth • Pursue Desalination and other alternatives July 24, 2018 • City issued a Request for Information (RFI) • Purpose to find new sources • Open to all sources August 15,2018 3 Alternative Water Supplies Request for Information (RFI) •RFI Process – •Ten (10) Responses Received –Two (2) Groundwater –Two (2) Water Reuse –Six (6) Seawater Desalination –None on Aquifer Storage and Recovery RFI Issued - August 15, 2018 Pre-submittal Meeting - August 30, 2018 Questions and Answer Period – September 7- 14, 2018 Deadline for Submittals – October 12, 2018 4 Alternative Water Supplies Request for Information Process •RFI Submittals Evaluation Team RFI Eval Port Industries Corpus Christi Economic Development Corporation San Patricio Municipal Water District City Staff and Consultant 5 Alternative Water Supplies Groundwater Responses (RFI) 1. Coastal Water Regional Supply Company, LLC. 2. Evangeline/ Laguna, LP. 6 Alternative Water Supplies Water Reuse Responses (RFI) 1. Poseidon Water - Suez 2. Veolia Water North America, Central, LLC 7 Alternative Water Supplies Seawater Desalination Responses (RFI) 1. Corpus Christi Civic Leadership Group 2. Poseidon Water, LLC 3. IDE Americas, Inc. and Kiewit Company 4. Acciona Aqua 5. Consolidated Water Co. LTD 6. Seven Seas Water Corporation 8 Alternative Water Supplies Next Steps Groundwater: •Retain services of appropriate legal advisors •Have detailed discussions with groundwater providers •Determine best approach (Option, Lease or Purchase) •Prepare and Issue formal Request for Proposals •Evaluate and Award Contract 9 Alternative Water Supplies Next Steps Water Reuse: •Identify Major Issues to be addressed –Source and Distribution Alternatives –Consumers –Salinity Concerns –Treatment & Distribution Costs •Prepare future plan for development •Incorporate these plans into future capital programs 10 Alternative Water Supplies Next Steps Seawater Desalination Plant: •Continue with Permitting and Site Evaluation Process •Acquire Recommended Sites (Inner Harbor and LaQuinta) •Determine best approach (i.e. Public, Private or combination) •Prepare and Issue a formal Request for Proposals •Evaluate and Award Contract 11 Seawater Desalination Inner Harbor/LaQuinta Potential Siting Areas LaQuinta Channel Inner Harbor 12 Alternative Water Supplies Next Steps Aquifer Storage and Recovery: •Complete studies on feasibility of development •Determine benefits and cost •Prepare future plan for development •Incorporate these plans into future capital programs 13 Water Supply Goal - “Plenty of Water for Future Growth” Have Multiple Sources of New Water: –Short Term and Long Term Sources –Development Plans in place for each source –Permits, Site Locations and Costs