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HomeMy WebLinkAbout2010-09-14-4:00PM-REGULARI/ BRAZOS COUNTY BRYAN,TEXAS NOTICE OF MEETING AND AGENDA BRAZOS COUNTY COMMISSIONERS COURT THE COMMISSIONERS COURT OF BRAZOS COUNTY WILL MEET IN REGULAR SESSION ON SEPTEMBER 14, 2010 AT 4:00 PM IN THE COMMISSIONERS COURTROOM OF THE COUNTY ADMINISTRATION BUILDING, 200 SOUTH TEXAS AVE., SUITE 106, BRYAN, TX 77803 1. Invocation and Pledge of Allegiance - Commissioner Cauley. 2. Call for Citizen input and/or concerns. 3. Presentation(s) Consider and take action on agenda items 4 - 24: 4. 5. Proclamation 10-023 recognizing 17-23 September 2010 as Constitution Week in Brazos County. 6. Reappointment of the following to the Brazos Valley Council of Governments' Board of Directors: r 91 g, Indigent Care Affiliation Agreement with St Joseph Regional Health Center for Fiscal Year 2011. Vol. I� Pg. I--- .. 10. Contract with Ikon Office Solutions for the Brazos County Auditors Office to lease anew copier throuah Buy Board Contract # 299 -08. 11. 12. 13. 14. Recommendations of the Brazos County Community Healthcare Endowment Fund (CHEF) Review Committee for FY 2011 (total amount awarded' $70 000 00) and related funding agreements: 15. 16. 17. Requisition 00030749 for Risk Management to purchase generators as a back up emergency power source for county buildings. 18. 19. Tax Refund Applications for the following: a SKF Enterprises b. J Fred Bayliss c Anthony D & Sherry Pew 20. Budget Amendments. Budget Amendments 09110 48.1 -48.2. 21. Adoption of the County Budget for fiscal year ending 30 September 2011. 22, Resolution 10 -013 levying a tax rate for Brazos County for the Tax Year 2010. 23. Personnel Change of Status. Personnel Action Forms. 24. Payment of Claims. 25. Announcement of interest items and possible future agenda topics. 26. Call for Citizen input and /or concerns. 27. Agency/ Board/ Committee reports by Court members. 28. Adjourn. VOL Imo--- Pg' PUBLIC COMMENTS Public Comment during the Commission Meeting may be for all matters, both on and off the agenda, and be limited to four minutes per person. Persons are invited to submit comments in writing on the agenda items and/or attend and make comment at the Commission meeting. Members of the public are reminded that the Brazos County Commissioners Court is a Constitutional Court, with both judicial and legislative powers, created under Article V, Section 1 and Section 18 of the Texas Constitution. As a Constitutional Court, the Brazos County Commissioners Court also possesses the power to issue a Contempt of Court Citation under Section 81.024 of the Texas Local Government Code. Accordingly, members of the public in attendance at any Regular, Special and /or Emergency meeting of the Court shall conduct themselves with proper respect and decorum in speaking to, and /or addressing the Court; in participating in public discussions before the Court; and in all actions in the presence of the Court. Those members of the public who are inappropriately attired and /or who do not conduct themselves in an orderly and appropriate manner will be ordered to leave the meeting. Refusal to abide by the Court's Order and/or continued disruption of the meeting may result in a Contempt of Court Citation. It is not the intention of the Brazos County Commissioners Court to provide a public forum for the demeaning of any individual or group. Neither is it the intention of the Court to allow a member (or members) of the public to insult the honesty and/or integrity of the Court, as a body, or any member or members of the Court, or County employees, individually or collectively. Accordingly, profane, insulting or threatening language directed toward the Court and /or any person in the Court's presence and /or racial, ethnic or gender slurs or epithets will not be tolerated. Violation of these rules may result in the following sanctions: 1. cancellation of a speaker's time; 2. removal from the Commissioners Court; 3. a Contempt Citation; and /or 4. such other and /or criminal sanctions as may be authorized under the Constitution, Statutes and Codes of the State of Texas. The County Commissioners Court can deliberate or take action only if a matter has been listed on an agenda properly posted prior to the meeting. During the public comment period, speakers may address matters not listed on the published agenda. The Open Meeting Law does not expressly prohibit responses to public comments by the Commissioners Court. However, responses from the County Judge or Commissioners to unlisted public comment topics could become deliberation on a matter without notice to the public. To ensure the public has notice of all matters the Commissioners Court will consider, the County Judge and /or Commissioners may choose not to respond to public comments, except to correct factual inaccuracies, recite existing policy in response to an inquiry or to ask that a matter be listed on a future agenda. See Texas Open Meetings Act §551.042. The Commissioners Courtroom of the County Administration Building, 200 South Texas Ave., suite 106, Bryan, TX 77803 is wheelchair accessible. Handicap parking spaces are available. Any request for sign interpretive services must be made two working days before the meeting. To make arrangements, please call (979) 361 -4102. NOPg'-_ ---- COMMISSIONERS' COURT REGULAR MEETING SEPTEMBER 14, 2010 A regular meeting of the Commissioners' Court of Brazos County, Texas was held in the Brazos County Commissioners Courtroom in the Administration Building, 200 South Texas Avenue, in Bryan, Brazos County, Texas, beginning at 4:00 p.m. on Tuesday, September 14, 2010 with the following members of the Court present: Randy Sims, County Judge, Presiding; Lloyd Wassermann, Commissioner of Precinct 1; Duane Peters, Commissioner of Precinct 2; Kenny Mallard, Commissioner of Precinct 3; Irma Cauley, Commissioner of Precinct 4; Karen McQueen, County Clerk, Absent. The attached sheets contain the names of the citizens and officials that were in attendance. Commissioner Cauley gave the invocation and then led the pledge of allegiance. There was no citizen input /and or concerns. The first matter before the Court was a presentation on the delinquent property tax collection activity for the period of July 1, 2008 through June 2010. Shelbourn veselka was not able to attend the meeting so the presention was not given. The Court proceeded to consider Order 10 -015 prohibiting Vol 1 3 g Page `f Commissioners Court meeting September 14, 2010 2 outdoor burning in Brazos County for ninety (90) days. On motion by Commissioner Wassermann, seconded by Commissioner Cauley, the Court voted unanimously to remove this item from the agenda. The next matter before the Court was to consider Proclamation #10 -023 proclaiming the week of September 17 -23 as Constitution Week. The Court urges our citizens to reaffirm the ideals which the Famers of the Constitution had in 1797 by vigilantly protecting the freedoms guaranteed to us through this guardian of our liberties, remembering that lost rights may never be regained and to express gratitude for the privilege of being an American in a republic which functions under the oldest Constitution still in active use today. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the proclamation. The County Judge presented the proclamation to Mary Elizabeth Dresser representing the Daughters of the American Revolution who thanked the Court for the proclamation. The Court next considered the reappointment of individuals to the Board of Directors of the Brazos Valley Council of Governments. On motion by Commissioner Cauley, seconded by Commissioner Mallard, the Court voted unanimously Vol 13S Page 5 Commissioners Court meeting September 14, 2010 3 to reappoint Commissioner Duane Peters and County Judge Randy Sims to serve on the Board of Directors of the Brazos Valley Council of Governments for a three (3) year term ending on September 30, 2013. The Court proceeded to consider a second amendment to Article XVII - Regulation of Brazos County, Texas for the Construction of Driveways, Culverts, Sidewalks and Mailboxes within County Easements and Rights -of -way. Commissioner Wassermann said these were small changes mostly at the request of the Road and Bridge Department personnel. On motion by Commissioner Wassermann, seconded by Commissioner Cauley, the Court voted unanimously to approve the second amendment. A copy is attached. The next matter before the Court was to consider a contract and agreement with the Hays County Juvenile Board for secure long term and short term residential service of juvenile offenders. The term of the contract is for a period of twelve (12) months from the effective date of September 1, 2010. The rates are as follows: a) $95 per day /per child for detention services b) $100 per day /per child for Boot Camp /Academy Program c) $127 per day /per child for Intensive Treatment Program and Sex Offender Residential Treatment Program On motion by Commissioner Cauley, seconded by Commissioner Wassermann, the Court voted unanimously to approve the Vol 13 $ Page Ce Commissioners Court meeting September 14, 2010 4 contract and authorized the County Judge to execute the document. A copy is attached. The next item for consideration was the Indigent Care Affiliation Agreement with St. Joseph Region Health Center for Fiscal Year 2011. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to enter into agreement with St. Joseph Regional Health Center for Fiscal Year 2011 and authorized the County Judge to execute the document. A copy is attached. The County Judge next considered item 15 of the agenda the ratification of the letter from the County Judge to the Health and Human Services Commission dated September 7, 2010 concerning contributions of the non federal share of payments to hospitals. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to ratify the letter. The Court proceeded to consider a contract with IKON Office Solutions for the Brazos County Auditors office to lease a new copier through Buy Board Contract #299 -08. The monthly cost is $339.00 per month with a 60 month rental term beginning October 1, 2010 through September 30, 2015. On motion by Commissioner Wassermann, seconded by Commissioner Peters, the Court voted unanimously to approve the contract Vol I'M Page Commissioners Court meeting September 14, 2010 5 and authorized the County Judge to execute the document. A copy is attached. The Court proceeded to consider a contract with IKON Office Solutions for the Brazos County Attorney's Office to lease a new copier through Buy Board Contract #299 -08. The monthly cost is $394.00 per month with a 60 month rental term beginning October 1, 2010 through September 30, 2015. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the contract and authorized the County Judge to execute the document. A copy is attached. The next matter before the Court was to consider a contract with IKON Office Solutions for the Brazos County District Clerk's Office to lease two (2) new copiers through the Buy Board Contract #299 -08. The monthly cost is $884.00 with a 48 month rental term beginning October 1, 2010 through September 30, 2015. On motion by Commissioner Peters, seconded by Commissioner Mallard, the Court voted unanimously to approve the contract and authorized the County Judge to execute the document. A copy is attached. The Court next considered a contract with IKON Office Solutions for the office of Justice of the Peace, Precinct 3 to lease a new copier through the Buy Board Contract #299 -08. Vol 139 Page Y Commissioners Court meeting September 14, 2010 6 The monthly cost is $161.00 with a 60 month rental term beginning October 1, 2010 through September 30, 2015. On motion by Commissioner Mallard, seconded by Commissioner Cauley, the Court voted unanimously to approve the contract and authorized the County Judge to execute the document. A copy is attached. The Court proceeded to consider the recommendations of the Brazos County Community Healthcare Endowment Fund (CHEF) Review Committee for FY 2011 follows: The recommendations are as Agency: Family Practice Foundation of the Brazos Valley Amount: $10,000 Program: Fresh Start Smoking Cessation Program and expanded TAR WARS Agency: Health For All Amount: $10,000 Program: Chronic Disease Management Smoking Cessation in Brazos County Agency: Hospice Brazos Valley Amount: $30,000 Program: Non - Funded hospice care for Brazos County tobacco related illnesses Agency: Stand Tall Against Tobacco Amount: $20,000 Program: Stand Tall Against Tobacco (STAT) Total amount funded is $70,000. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to accept the recommendations of the review committee and award the funds as noted above. Copies of the Vol 13 8 Page 9 Commissioners Court meeting September 14, 2010 7 funding agreements are attached. The next matter for consideration by the Court was a request submitted by the Metropolitan Planning Organization seeking approval for out of state travel for Director Linda LaSut to travel to St. Louis, Missouri to attend the AMPO Annual Conference October 19 through 22, 2010. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to grant the request from the Metropolitan Planning Organization and approved payment of out of state travel expense for Ms. Linda LaSut. The next matter before the Court was to consider requisition 00030749 in the amount of $14,000.00 to Texas Facilities Commission for four (4) generators for Emergency Management and to be used for temporary shelters. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the requisition. The Court next considered approval of the Final Plat of Greenhouse Bakery Subdivision Lot 1, Block 1 being 1.26 Acres in Precinct 2. Richard Vance, County Engineer, stated that he had reviewed the plat and all appeared to be in order. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the final plat of Greenhouse Bakery Subdivision Lot 1, Block 1 being Vol 13 8 Page ) b Commissioners Court meeting September 14, 2010 1.26 Acres as submitted. 8 The next matter for consideration was approval of tax refund applications from the following individuals and /or companies: a. SKF Enterprises, over payment $6.77 b. J. Fred Bayliss, over payment $137.48 c. Anthony D. & Sherry Perry; over payment $205.08 On motion by Commissioner Wassermann, seconded by Commissioner Peters, the Court voted unanimously to approve the tax refund applications. The Court next considered Budget Amendment #09/10 -48.1 through 48.2 that would reallocate funds for the Sheriff's Office -SIU (2). On motion by Commissioner Mallard, seconded by Commissioner Cauley, the Court voted unanimously to approve the budget amendment as submitted. A copy of each amendment is attached. The Court proceeded to consider adoption of the County Budget for fiscal year ending September 30, 2011. The following amendments to the proposed budget were considered: 1) Treasurer's Office -to increase funding for the Treasurer's Office by $600 for printing of laser check stock and decrease general fund contingency by $600. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment. 2) Juvenile Administration -to correct title for Class Code 2803 Position 1 Pay Code 330 for cell phone allowance. On motion by Commissioner Cauley, seconded Vol 139 Page II Commissioners Court meeting September 14, 2010 0 by Commissioner Peters, the Court voted unanimously to approve the amendment. 3) County Attorney -to correct the per pay rate only for Assistant County Attorney I, Class Code 0505, Position 1 from $2,442.40 to $2,700.00. On motion by Commissioner Cauley, seconded by Commissioner Mallard, the Court voted unanimously to approve the amendment. 4) County Attorney -to correct the per pay rate only for Assistant County Attorney I, Class Code 0505, Position 2 from $2,442.40 to $2,479.23. On motion by Commissioner Wassermann, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment. 5) County Attorney -to correct the per pay rate only for Assistant County Attorney II, Class Code 0507, Position 1 from $2,802.40 to $2,757.62. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 6) County Attorney- County Attorney -to correct the per pay rate only for Assistant County Attorney II, Class Code 0507, Position 3 from $2,802.40 to $2,645.63. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the amendment. 7) County Attorney -to correct the per pay rate only for Family violence Attorney, Class Code 0512, Position 1 from $2,998.40 to $2,849.00. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the amendment. 8) District Attorney -to correct the per pay rate only for Assistant District Attorney II, Class Code 0413, Position 1 from $2,239.20 to $706.78. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 9) District Attorney -to correct the per pay rate only for Assistant District Attorney II, Class Code 0413, Position 2 from $2,239.20 to $3,401.61. On motion by Commissioner Wassermann, seconded by Commissioner Vol 13� Page ( A Commissioners Court meeting September 14, 2010 a Peters, the Court voted unanimously to approve the amendment. 10)District Attorney -to correct the per pay rate only for Assistant District Attorney II, Class Code 0413, Position 3 from $2,239.20 to $2,796.82. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment. 11) District Attorney -to correct the per pay rate only for Assistant District Attorney II, Class Code 0413, Position 5 from $2,239.20 to $3,080.00. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the amendment. 12) District Attorney -to correct the per pay rate only for Assistant District Attorney II, Class Code 0413, Position 6 from $2,239.20 to $2,797.62. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment. 13) District Attorney -to correct the per pay rate only for Assistant District Attorney I, Class Code 0415, Position 1 from $2,406.40 to $3,142.41. On motion by the County Judge, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 14) District Attorney -to correct the per pay rate only for Assistant District Attorney I, Class Code 0415, Position 2 from $2,406.40 to $2,728.00. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment. 15) District Attorney -to correct the per pay rate only for Assistant District Attorney I, Class Code 0415, Position 3 from $2,406.40 to $2,747.20. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 16) District Attorney -to correct the per pay rate only for Assistant District Attorney I, Class Code 0415, Position 4 from $2,406.40 to $2,902.41. On motion by Commissioner Wassermann, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. Vol L3K Page )3 Commissioners Court meeting September 14, 2010 I 17) District Attorney -to correct the per pay rate only for Assistant District Attorney I, Class Code 0415 Position 5 from $2,406.40 to $2,523.22. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 18) S.O. Jail Administration -to correct the group & step and per pay rate for Lieutenant -Jail, Class Code 1503, Position 2 from 25 -8 and $2,280.00 to 25 -5 $2,116.80. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 19) S.O. Jail Administration -to correct the group & step and per pay rate for Lieutenant -Jail, Class Code 1503, Position 3 from 25 -8 and $2,280.00 to 25 -4 2,064.80. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 20) S.O. Jail Administration -to correct the group & step and per pay rate for Correction Heal Professional, Class Code 1509 Position 2 from 19 -2 and $18.27 to 19 -4 and $19.20. On motion by Commissioner Cauley, seconded by Commissioner Wassermann, the Court voted unanimously to approve the amendment. 21) S.O. Jail Administration -to correct the group & step and per pay rate for Clerk Booking, Class Code 1517, Position 1 from 12 -2 and $12.94 to 12 -4 $13.59. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment. 22) S.O. Jail Administration -to correct the group & step and per pay rate for Clerk Booking, Class Code 1517, Position 4 from 12 -2 and $12.94 to 12 -4 $13.59. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 23) S.O. Jail Administration -to correct the group & step and per pay rate for Jail Cook, Class Code 1521, Position 1 from 17 -4 and $17.39 to 17 -12 and $21.19. On motion by Commissioner Peters, seconded. by Vol 1�� Page Commissioners Court meeting September 14, 2010 12 Commissioner Wassermann, the Court voted unanimously to approve the amendment. 24) General Fund Contingency and Sheriff -Jail Administration -to increase budget by $583 for a cell allowance for Crisis Intervention Deputy, Class Code 1570 Position 2 and decrease Contingency by $583. Net effect to budget is zero. 25) Human Resources -to correct title and class code in the Longevity account from Human Resources Assistant Class Code 0118 position 1 to Human Resources Associate class code 0113 Position 1. On motion by Commissioner Wassermann, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment 26) General Fund Contingency and County Clerk-Elections- to increase Job Class 1328, Election Coordinator Group 16, Step 2 to Group 16, Step 4. Increase the County Clerk Election budget by $1,975.00 and decrease the General Fund Contingency budget by $1,975. Net effect on budget is zero. Commissioner Peters moved to approve. Commissioner Mallard seconded the motion. Commissioners Wasserman, Peters, Mallard and the County Judge voted "Aye ". Commissioner Cauley voted "No ". 27) Community Support and General Fund Contingency -to increase funding for 911 by $3,984 for Constable, Precinct MDT maintenance fees that were not included in initial funding request by 911. Decrease General Fund Contingency by $3,984. Net effect on the budget is zero. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the amendment. 28) Community Support and General Fund Contingency -to decrease the County Support for MPO by $15,000 and increase the General Fund Contingency budget by $15,000. Net effect to budget is zero. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 29) Grant Fund MPO Grant -to set up MPO Grant for FY 2011 Vol 1,5R Page 15 Commissioners Court meeting September 14, 2010 13 $495,125.00. Commissioner Mallard stated these were not county dollars but grant funds. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the amendment. 30) Grant Fund Justice Assistance Byrne Grant. To increase the grant budget by $56,356 for office equipment and other equipment. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment. 31) Grant Fund VINE Program Grant -to increase the total budget for the VINE Grant Program by $602. Grant amount increased. On motion by Commissioner Wassermann, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment. 32) General Fund Contingency and Court Annex -to create a court reporter temporary position at Group 25 -Step 12 for the CPS Court at $3,527. Decrease to General Fund Contingency $3,527. Net effect on County Budget zero. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 33) General Fund Contingency and Sheriff Administration Department- increase budget by $583 to allow for a cell phone allowance for an investigator Class code 1423, Position 1. Decrease General Fund Contingency b $583. Net effect to the budget is zero. On motion by Commissioner Cauley, seconded by Commissioner Wassermann, the Court voted unanimously to approve the amendment. 34) General Fund Contingency and Sheriff Administration department- to increase budget by $583 to allow for a cell phone allowance for an investigator Class Code 1423, Position 3. Decrease General Fund Contingency b $583. Net effect to the budget is zero. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the amendment. 35) General Fund Contingency and Sheriff Administration Vol [/33 Page Commissioners Court meeting September 14, 2010 14 department- to increase budget by $583 to allow for a cell phone allowance for an investigator Class Code 1423, Position 5. Decrease General Fund Contingency b $583. Net effect to the budget is zero. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the amendment. The County Judge announced a 5 minute recess to allow the Budget Officer to calculate the total budget to include the amendments. The County Judge stated that the total Brazos County Budget for fiscal year 2011 ending September 30, 2011 was $124,215,957.00 and asked for a motion and second to approve the budget. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the county budget for fiscal year ending September 30, 2011 in the amount of $124,215,957. All members being present', the Court proceeded to set the tax rate for the year 2010. On motion by the County Judge, seconded by Commissioner Cauley, the Court voted unanimously to set the tax rate for maintenance and operation at $0.4012 per $100 vaulation. On motion by the County Judge, seconded by Commissioner Peters the Court voted unanimously to set the tax rate for payment of principal and interest on County dept at $0.0844 per $100 valuation. On motion by the County Judge, seconded by Commissioner Cauley, the Court voted unanimously Vol OR Page 17. Commissioners Court meeting September 14, 2010 15 to set the total tax rate for the year 2010 at $0.4856 per $100 valuation and to adopt the attached resolution levying the tax rate for the tax year 2010. The Court proceeded to consider the change of status of employees as submitted on the attached Personnel Action Requests. On motion by Commissioner Wassermann, seconded by Commissioner Peters, the Court voted unanimously to approve the changes as submitted. The Court next considered the following Claims as submitted by the County Treasurer for payment: 7078583 through 7078802 On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the Claims as submitted. There were no announcements of interest items and possible future agenda topics. Under citizen input and /or concerns, the following spoke: Sheriff Chris Kirk a) There were 580 inmates in jail, 50 have electronic monitors and 47 are pending for electronic monitors. b) He said that next week will challenging with the opening of the new jail and the staff being split. His staff has done a wonderful job. Vol 199 Page I $ Commissioners Court meeting September 14, 2010 16 c) 172 inmates were booked into the new jail this week. d) All inmates were booked into the new jail by the end of this week. There were no Agency /Board /Committee reports by Court members. There being no further business to come before the Court, the meeting was adjourned. Vol 09 Page I c7 The foregoing minutes of the Commissioners Court meeting held September 14, 2010 have been examined and are approved in open Court this the caelN day of (J,t'Cbe(� , 2010, in Bryan, Lloyd Massermann Commissioner, Precinct 1 Duane Peters Kenny Mal" d Commissioner, Precinct 2 Commission , Precinct 3 Ifm--a�l-L'Y� Commissioner, Pr ci ct 4 Attest Ka n McQueen County Clerk Vol 1 3 8 Page c 6 COMMISSIONERS COURT MEETING Name Organization /Department Ze PAR -su JPi l A&/7 6- 64,4 41vo i„ IN Vol. 13 5� Pg. a COMMISSIONERS COURT MEETING Date and Time Name Ov Organ ization /Department S v 7 -)F� 1 Vol. ) Pg. �a -#- 7 ARTICLE XVII REGULATIONS OF BRAZOS COUNTY, TEXAS FOR THE CONSTRUCTION OF DRIVEWAYS, CULVERTS, SIDEWALKS, and MAILBOXES WITHIN COUNTY EASEMENTS AND RIGHTS -OF -WAY SUMMARY OF THE REGULATION DRIVEWAYS, SIDEWALKS, MAILBOXES and CULVERTS The area between a private property line and the private property line across the road is called the County Right-of-Way. Because the Right -of -Way is Brazos County property, a driveway, sidewalk, mailbox or any structure built or located within that Right -of -Way is a trespass and will require county permitting before beginning construction. Situations where permits are required: • New residential or commercial driveway and/or sidewalk construction; • New residential or commercial culvert placement; • New residential or commercial mailbox placement • Extension of existing culverts; • Widening of existing driveways; • Replacement of driveway, sidewalk, mailbox or culvert; and, • Repair of existing driveways. Brazos County requires when pursuing a driveway /culvert permit the property owner must identify an accurate site plan, legal description of the property, property owners name, and culvert location. After proper review, the permit will be issued to the requester and a copy will be filed in the Real Estate records of the Brazos County Clerk and become an official record. MAILBOXES The placement and construction of individual mailboxes will be strictly enforced because of the danger posed to citizens from the placement of mailboxes too close to the driving surface. Any proposed subdivision consisting of four or more lots of one (1) acre or less in size shall utilize a cluster box system for mail. The County shall allow brick or other masonry mailboxes only if they are placed a minimum of five feet from the driving surface. Furthermore, the County maintains the authority and discretion to remove or require to be moved any mailbox it deems to be unsafe. The Brazos County Commissioners Court has the authority to regulate subdivisions pursuant to Texas Local Government Code §232 and the obligation to protect the public health, safety and welfare of the citizens of Brazos county. Adopted May 18, 2010 & Amended July 13, 2010 1 Vol. 13 g Pg. o?3 PRIOR VIOLATORS Any concrete driveway or mailbox within five feet of the driving surface that was constructed prior to the adoption of this amendment is a violation of the Brazos County Rules and Regulations governing Subdivisions and those structures will continue to constitute a violation. However, the Brazos County Commissioners' Court has elected to allow those structures to remain in place at this time. Each structure constructed in violation will be evaluated individually to determine if it represents a danger or in any way negatively affects drainage. If the County Engineer or his designee deems any of these structures to be unsafe or a negative impact on drainage, the owner will be required to remove or move the structure at the owner's expense. In addition, the Brazos County Commissioners' Court in no way waives its right to bring civil and /or criminal action against any owner in violation of its Rules and Regulations. As a property owner the possibility of expensive litigation is a very real concern. Should someone hit an out of compliance mailbox. DEFINITIONS As used in these Regulations, the following words and phrases have the following meanings: A. "County or public easements or rights -of -way" mean any right, title or interest in land acquired, claimed or maintained by Brazos County for road and road drainage. B. "Person" means any individual, corporation, partnership, limited partnership, joint venture or other entity. C. "County Engineer" means the County Engineer or a designee of Brazos County, Texas. D. "Drainage easement" is an area intended for restricted use on property upon which an authorized government ageny shall have the right to remove and keep removed all or parts of any buildings, fences, trees, shrubs, or other improvements or growths which in any way endanger or interfere with the construction, maintenance, or operation of any of its respective drainage systems within any of these easements. An authorized government agency shall at all times have the right of unobstructed ingress and egress to and from and upon the drainage easements for the purpose of constructing, reconstructing, inspecting, patrolling, maintaining, and adding to or removing from all or part of its respective drainage systems without the necessity at any time of procuring the permission of anyone. E. "Roadway" means the portion of the improved surface of the County or public easement or right -of -way used for travel by vehicular traffic which is usually constructed of concrete, asphalt, gravel, shell or other material providing a hard surface. Adopted May 18,2010& Amended July l3, 2010 Vol. 15? ? Pg. R T F. 'Driveway" means an improved surface used for vehicular access from the edge of a County roadway to the right- of-way or easement line. G. "Culvert" means a hollow structure of material consisting of concrete, metal, steel, or corrugated HDPE (High Density Polyethylene) which provides waterway openings to conduct water for drainage purposes. H. "Sidewalk" means an improved surface used for pedestrian traffic along the County right -of -way or easement. I. "Start of Construction" means the commencement of any grading, excavation, removal of concrete curb, or setting of culvert pipe on County or public easements or rights -of -way. "Easement: is a right given by the owner of a parcel of land to another person, public agency, or private corporation for the specific and limited use of that parcel. A privilege or right of use or enjoyment granted on, above, or across a particular tract of land by one owner to another. GENERAL PROVISIONS A. Construction of driveways sidewalks culverts, or the replacement of existing driveways sidewalks or culverts on County Property without first securing a permit is prohibited. B. For driveways that currently connect to existing county roads Applications for pen-nits for the construction of driveways, sidewalks and culverts on County or public easements or rights -of -way, other than state highways and roadways, shall be made to the County Engineer. Upon approval, the County will install the culvert, with the exception of culverts being covered by concrete, in accordance with these rules and the attached fee schedule. Applicant will be responsible for the purchase and delivery of the properly sized and approved culvert to the site of installation C. For driveways that do not currently connect to existing county roads Applications for permits for the construction of driveways, sidewalks and culverts in platted subdivisions that will request acceptance of the roads within that subdivision into the County road system shall be made to the County Engineer. Upon permit approval, the Applicant, at their expense, shall install the culvert in accordance with these rules. Upon the acceptance of the road to the county road system, future culvert replacement shall be in accordance with B above D. For concrete driveways The construction of concrete driveways currently joining or anticipated to join county roads is discouraged. Applicants wishing to construct concrete driveways assume all responsibility for construction. Applicants wishing to complete a concrete driveway upon a county right of way shall: Adopted May 18, 2010 & Amended July 13, 2010 Vol. 13 � Pg.. �? 5 Purchase and install the properly sized and approved pipe 2. Driveways within the right -of -way may be constructed of concrete pavement, brick or stone pavers, or other rigid pavement material only if the following conditions are met and agreed to by the property owner: a. Metal or steel culvert pipes cannot be used with concrete pavement driveways, only concrete or corrugated HDPE (High Density Polyethylene) pipe is allowed for concrete driveways. b. if removal of a portion of a concrete driveway is required by Brazos County in order to replace the culvert, rehabilitate the county road, design drainage, or for any other reason, Brazos County will not remove or replace the concrete pavement. The Owner assumes all responsibility for the costs of removal and replacement of the driveway and will do so at the request of the Brazos County Road and Bridge. Failure of the owner to do so may result in legal action and remedial measures, including the County's destruction of the driveway. C. Expansion or keyway construction joints shall be constructed in the concrete pavement parallel to the culvert approximately 2' from either side of the culvert to allow for the future replacement of the culvert pipe. d. The builder will be responsible for installing an expansion or keyway construction joint approximately three (3) feet from the edge of the roadway driving surface. This procedure is necessary so when the road surface requires rebuilding it will not be necessary to saw off the edge of the concrete. e. Applications for permits for the construction of concrete driveways, sidewalks and culverts on County or public easements or rights -of -way, other than state highways and roadways or in platted subdivisions that will request acceptance of the roads within that subdivision into the County road system shall be made to the County Engineer. Upon permit approval, the Applicant, at their expense, shall install the culvert in accordance with these construction rules. E. Permit Requirements When an application for a driveway with culvert or sidewalk is filed, the applicant will provide the County Engineer with the data needed to determine the following: The location of the driveway, sidewalk and/or culvert within the County or public easement and right -of -way. Adopted May 18, 2010 & Amended July 13, 2010 V0 1. 13? Pg. :) (P 2. The location of all physical objects such as drainage inlets or catch basins within the portion of the driveway or sidewalk which is within the County or public easement or right -of- -way that might conflict with the construction of the driveway. The applicant must provide the location of all man-made objects within the portion of the driveway or sidewalk which is within the County or public easement or right -of way. 3. That a driveway constructed over a roadside ditch culvert conforms to at least the geometric requirements of the drawings. 4. That the maximum width of a driveway serving a single family dwelling or an agricultural property and connected to a County street or road with roadside ditches shall not exceed forty (40) feet. That the maximum width of a commercial driveway over a roadside ditch shall not exceed sixty (60) feet. 6. That an island proposed within a commercial driveway or residential street is prohibited. That driveways proposed to be located on a comer lot is not shown to be located within any portion of public street curb radii. 8. Whether a special design is required whenever the driveway may be proposed in a location hazardous to traffic safety. 9. The proposed culvert conforms with these Regulations. 10. That driveways located on the same property shall be separated by a minimum of ten (10) feet. 11. The location of the culvert by staking the beginning and the end of the proposed culvert on the ground and showing the distance from the nearest property comer or intersecting street or road. 12. Whether the culvert will provide ultimate access to a single family dwelling or whether it will serve another type of land use. 13. Any culvert installed by contractors other than Brazos County Road & Bridge personnel must make sure the inside of the culvert is even (parallel) with the ground on the upstream end and there is at least a slight downward slope to the culvert. 14. Some mailboxes may fall into the ditch line in order to be five (5) feet from the road surface. In that case a short culvert pipe may be required to have a level area for the mailbox. That culvert size must be the same as the driveway culvert. Adopted May 18, 2010 & Amended July 13, 2010 Vol. 13 —Pg. oq 7 F. The County Engineer shall review the application and supporting information and determine the following: The size of culvert. [The minimum culvert diameter shall be fifteen (15) inches] 2. Whether the proposed culvert conforms to all other requirements of these regulations. G. Construction pursuant to the permit should be commenced within sixty (60) days and be completed within ninety (90) days from the date of issuance of the permit if installation is to be accomplished by anyone other than Brazos County Road & Bridge Dept. H. Permits for the installation of driveways, sidewalks or culverts must be obtained from the County Engineer prior to the start of construction. All permits issued by the County Engineer for the construction of driveways, sidewalks or culverts on a County or public easement or right -of -way shall require conformance with these Regulations including Brazos County Engineering Department Drawings and any subsequent amendments or revisions thereto as published by the County Engineer. J. The County Engineer shall publish forms to be used in the administration of these Regulations. CONSTRUCTION and INSPECTION Proposed concrete or hard surfaced driveways will be inspected by the County one (1) time, and it becomes the responsibility of the property owner to notify the County when the construction phase has reached that point. Any failure to follow procedures in the construction of a concrete driveway, or a change in drainage characteristics of the area may result in the County demanding the removal of the driveway lying upon Brazos County right -of -way. If the owner refuses to comply with county regulations, the County may seek all means to enforce its right. A. Driveways connecting to concrete curb and gutter roadways shall be inspected after the placement of reinforcing steel and prior to the placing of concrete, and again after the concrete placement for conformance with County standards. B. Driveways connecting to asphalt roadways without curbs and gutters will be inspected after the placement of materials for conformance with the geometric requirements of these Regulations. Adopted May 18, 2010 & Amended July 13, 2010 vol. 133 Pg. 'Q 9 C. The installation of culverts shall be governed by the following procedures: Culverts shall not be set until placement stakes are provided by the property owner. D. All driveways requiring special geometric design shall be inspected for conformance with drawings. E. Additional Requirements Application or permit on concrete or hard surfaced driveways being constructed by property owner will expire sixty (60) days from date filed. 2. Applicant will be responsible for the purchase and delivery of county approved culvert to site. 3. Applicant will contact office at (979)822 -2127 when culvert is on site. 4. Regular installation of a culvert/driveway and cover material by Brazos County Road & Bridge personnel, on a non hard surface (County maintained subdivisions and roads only) will be accomplished when weather and work schedule permit. NO HEADWALLS or other vertical concrete structures will be constructed on driveway culverts in the county right-of-way. 6. ALL PERMANENTLY CONSTRUCTED MAILBOXES MUST HAVE THEIR FACE AT LEAST 5 FEET FROM THE DRIVING SURFACE. 7. The Applicant shall hold harmless the County of Brazos and its duly appointed agents and employees against any action for personal injury or property damage sustained by reason of the exercise of this permit. 8. The Applicant shall not erect any sign on or extending over any portion of the county road right -of -way. 9. Brazos County reserves the right to require the land/property owner to make any changes, maintenance or repairs as may be necessary to provide protection of life of property on or adjacent to the roadway. Changes in design will be made only with approval of the County Engineer /designee of Brazos County, Texas. 10. Brazos County reserves the right to remove any improvements or obstructions in county rights -of -way should the applicant fail to comply with all the aforementioned requirements. 11. Culverts will be placed a minimum of ten (10) feet from the property line. Adopted May 18, 2010 & Amended July 13, 2010 vol. 133 Pg. c2`1 12. Brazos County recommends the installation of only one (1) culvert/driveway per designated landowners property. Property owners can request Brazos County Road & Bridge to install the culvert with charges attached as per the Installation Fee Schedule. No additional driveway(s) will be constructed by Brazos County for properties with pre- existing accesses /entrances; these requests will be (size only) as required by county specifications for roads intended for future county maintenance acceptance and installation charges will be the responsibility of the property owner. Should the owner request additional culvert/driveways they will be installed at a price agreed upon between the owner and the County Engineer. These prices vary according to the culvert size, ditch depth and width, location and any utilities which must be relocated. All county culverts include a gravel surface course. If the owner desires an asphalt or concrete surface it will be installed by others. 13. Multiple accesses will be. installed at the property owners expense, per #12 and #13 above, with a minimum of ten (10) feet between culverts. ENFORCEMENT The County Engineer shall be charged with the enforcement of these Regulations. If any person violates any provision of these Regulations the County Engineer will attempt to obtain compliance with these Regulations. In the event the County Engineer is unable to obtain compliance within a reasonable time the County Engineer may so report to the Commissioners' Court and the following remedies may be pursued: A. If any person engages in the construction or repair of a driveway, sidewalk or culvert crossing a County easement or right -of -way without a permit, the Commissioners' Court may direct the County Attorney to file suit to enjoin the violation of these Regulations. B. If any person engages in the construction or repair of a driveway, sidewalk or culvert in any manner except as specified in the permit issued by the County Engineer, the Commissioners' Court may direct the County Attorney to file suit to enjoin the violation of these Regulations. C. If any person engages in the construction of a driveway, sidewalk or culvert crossing a County easement or right -of -way without a permit, or if any person engages in the construction or repair of a driveway or culvert in any manner except as specified in the permit issued therefore by the County Engineer, the Commissioners' Court may order the landowner to remove or repair the driveway or culvert at the landowner's expense. [Texas Local Government Code §81.022 and 81.023, provides that the Commissioners' Court may punish contempt by fine not to exceed twenty -five dollars ($25.00), or by imprisonment not to exceed Adopted May 18, 2010 & Amended July 13, 2010 8 Vol. 13 3 Pg. 30 twenty -four (24) hours and in case of fine, the party may be held in custody until the fine is paid.] D. Any person securing a permit under these Regulations must certify to Commissioners' Court that the terms, provisions and conditions of the permit will be complied with. Violation of this certification constitutes contempt of Commissioners' Court. E. If the Commissioners' Court finds a person to be guilty of contempt, it may enter such orders consistent with general law as it deems appropriate to punish the person guilty of contempt, and may enter such order and further orders enforceable by civil and criminal contempt, and consistent with its authority under general law, as Commissioners' Court deems necessary to enforce and protect its jurisdiction over the matter and to uphold the integrity of these Regulations. The procedure for contempt proceedings before Commissioners' Court will be consistent with procedures in actions before other courts in this state for enforcement of court orders, and for the protection of the jurisdiction of courts by process of contempt. Provided, however, that the person shall be given ten (10) days notice of said contempt proceeding by certified or registered mail, return receipt requested. EXCEPTIONS An appeal for exception to these Regulations will be considered on the following basis and only after good and sufficient cause has been demonstrated by the applicant for an exception: A. Upon denial of permit, the applicant may appeal the County Engineer's decision by stating and submitting his reasons in writing to the County Engineer and within ten (10) days of the denial of said permit. B. The County Engineer shall review the appeal and within fifteen (15) days of receipt of the said appeal, shall reduce his findings to writing and submit his findings and recommendation to Commissioners' Court. The applicant shall be provided with a copy of the County Engineer's recommendations and may appear before Commissioners' Court to support his appeal. RECORDING All applications and file copies of permits issued pursuant to these Regulations shall be maintained by the County Engineer as part of the permanent records of his office. In addition, the completed permit for construction shall be filed among the real estate records of Brazos County and become a part of the official records. Adopted May 18, 2010 & Amended July 13, 2010 Vol. i 3 9 pg.. C2 I EFFECTIVE DATE These revised Regulations shall become effective upon adoption by Commissioners' Court. SEVERABILITY The provisions of these Regulations are severable. If any word, phrase, clause, sentence, section, provision, or part of these Regulations should be held invalid or unconstitutional, it shall not affect the validity of the remaining provisions, and it is hereby declared to be the intent of the Commissioners' Court that these Regulations would have been adopted as to the remaining portions, regardless of the invalidity of any part. FEES The Installation Fee charged if Brazos County Road & Bridge personnel install the culvert for the permit applicant is shown on the Culvert Permit. (See attached fee schedule on Culvert Permit Form) Page 12. APPROVED (pages 1 -14): Adopted May 18, 2010 & Amended July 13, 2010 vol. 139 Pg. 34R County Judge date 10 CULVERT LOCATION NTS Minimum W from property line to end of culvert Minimum 10' between culverts with multiple assesses Brazos County will Install one It} access point NO CONCRETE IN COUNTY R.O.W. Min Property Line ® R.O. W, to' Mln- Flow Ilse of dhch �,i Stake for Installation Edge of Roadway �— PLAN VIES NTS Proposed Driveway THAN THE EDGE OF THE ROAD \ GRADE DITCH FLOW LINE TO Edge of Roadway DRUM FAM AMO \Il Property LMeI FLOW. . ODWNSTPESTRE AM) m $ Mln.longl Is24' Top of cult' Flew tlne of dhch shall bea — _ CROSS SECTION DETAIL SHEET minimum of 6' Canlerline m olad FF Edgeof Roadway FILLOVERCULVERT SHALL BE NO HIGHER THAN THE EDGE OF THE ROAD \ e Edge of Roadway \Il m $ Top of cult' STAN ARD shall bea — _ CROSS SECTION DETAIL SHEET minimum of 6' NTS below edge of DRIVEWAY road. F911 shell COUNTY DRAINAGE DEPT WILL SIZECDLVERT CULVERT not be humped Culvert & backflll material will be approved by INSTALLATION loachleve County Engineer. BRAZOS COUNTY minimum cover. Minimum diameter of Culvert is 16" 08/05106 Minimum length of culvert is 24' GLA NO CONCRETE IN COUNTY R.O.W. EXCEPT WHEN CONDITIONS MENTIONED ON PAGE 3 & 4 (1 &2) (A THRU E) ARE MET AND AGREED UPON BY THE PROPERTY OWNERS. Adopted May 18, 2010 & Amended July 13, 2010 11 Vol. l 3 8 pg. 33 BRAZOS COUNTY DRIVEWAY SIDEWALK AND CULVERT PERMIT Brazos County Road & Bridge - 2617 Highway 21 West Bryan, Texas 77803 • Fax 979- 775 -0453 - Phone 979 - 822 -2127 The area between a private property line and the private property line across the road is called the County Right -of -Way. Because the Right -of -Way is Brazos County property, a driveway, sidewalk, mailbox or any structure built or located within that Right -of -Way is a trespass and will require County permitting before beginning construction. *To be completed by Applicant— please print: *APPLICANT /OWNER: *COUNTY *(Current) MAILING ADDRESS: County will contact applicant with culvert size. CULVERT SIZE: *PHONE NO: County will assist as follows: SIZE AND INSTALL: *PROPERTY OWNER: SIZE ONLY: (Note: In subdivisions and on roads not maintained COMMISSIONER PRECINCT: by Brazos County, the County will only size culvert; the Owner will be responsible for installation) *CULVERT LOCATION (if the property is located in a subdivision, please provide the lot and block number; if not in a subdivision, provide approximate distance from the nearest intersecting road and whether the entrance is on the left or right side of the roadway): Legal description of property Ire uired : Culvert/driveway location must be staked with T -posts or wooden posts at least 3 feet long with flagging at top of stakes and placed approximately 25 feet apart COUNTY WILL DETERMINE SIZE OF CULVERT (min. diameter is 15 inches, min. length is 24 feet). INSTALLATION FEE: $150.00 minimum standard installation fee for culverts up to 36 inches in diameter, $200.00 for culverts greater than 24 feet in length, consisting of $10.00 per foot. (Price on request for culverts larger than 36 inches in diameter). The Commissioners Court of Brazos County, Texas, hereby authorizes you (Applicant) to (re) construct facilities on the County right -of -way for development of access to your property abutting located provided you agree to and comply with the aforementioned responsibilities and requirements. Commissioners Court of Brazos County, Texas By: County Engineer/ Designee Adopted May 18, 2010 & Amended July 13, 2010 12 vol. _ Ljj_ pg. Acknowledgment STATE OF TEXAS COUNTY OF BRAZOS This instrument was acknowledged before me on by Notary Public Printed Name: My Commission Expires This pennit shall not be valid until applicant signs the statement in which he /she agrees to comply with the conditions herein. 1, the undersigned, hereby agree to accept and comply with the terms set out in this permit for construction of access driveway facilities on road right -of -way. Should the applicant/property owner elect to install a driveway improvement within the right -of -way constructed of concrete pavement, brick or stone pavers, or other rigid material the applicant/owner shalt become solely responsible for the structure. Should removal of a portion or entire driveway or mailbox become necessary for any reason deemed by Brazos County, the cost of removal, and the cost for replacement, shall be the sole responsibility of the property owner. I certify that I have read the Brazos County regulations (adopted May 18, 2010) and (amended July 13, 2010) and agree to abide by them I further acknowledge and agree that the obligations and duties contained herein shall be binding on Applicants, heirs, successors, and assigns. Signature: STATE OF TEXAS COUNTY OF BRAZOS Printed Acknowledgment This instrument was acknowledged before me on (date) by (name or names of person or persons acknowledging). Printed Name: My Commission Expires: Notary Public APPLICANT'S COPY Adopted May 18, 2010 & Amended July 13, 2010 Vol. 13F Pg. 3 S 13 Acknowledgment STATE OF TEXAS COUNTY OF BRAZOS This instrument was acknowledged before me on Public Printed Name: by My Commission Expires: This permit shall not be valid until applicant signs the statement in which he /she agrees to comply with the conditions herein. I, the undersigned, hereby agree to accept and comply with the terms set out in this permit for construction of access driveway facilities on road right -of -way. Should the applicant/property owner elect to install a driveway improvement within the right -of -way constructed of concrete pavement, brick or stone pavers, or other rigid material the applicantlowner shall become solely responsible for the structure. Should removal of a portion or entire driveway or mailbox become necessary for any reason deemed by Brazos County, the cost of removal, and the cost for replacement, shall be the sole responsibility of the property owner. I certify that I have read the Brazos County regulations (adopted May 18, 2010) and (amended July 13, 2010) and agree to abide by them I further acknowledge and agree that the obligations and duties contained herein shall be binding on Applicants, heirs, successors, and assigns. Signature:. STATE OF TEXAS COUNTY OF BRAZOS Printed Acknowledgment This instrument was acknowledged before me on by or persons acknowledging). Public (date) (name or names of person Printed Name: My Commission Expires: OFFICE COPY Adopted May 18, 2010 & Amended July 13, 2010 14 vol. j 3 F' pg. 3 :Itg STATE OF TEXAS COUNTY OF HAYS CONTRACT AND AGREEMENT FOR SECURE LONG -TERM AND SHORT -TERM RESIDENTIAL SERVICE OF JUVENILE OFFENDERS This Contract and Agreement is made and entered into by and between HAYS COUNTY JUVENILE BOARD and the County of BRAZOS hereinafter referred to as the placing County, acting by and through its duly authorized representative, as indicated by their signatures below, to be effective from and after the Ise day of September, 2010, through the 31" day of August, 2011 pursuant to its provisions. WITNESSETH: Whereas, Hays County Juvenile Center has been duly inspected and certified as being suitable for the treatment and detention of children: and, Whereas, the placing County, in order to carry out and conduct its juvenile program in accordance with the Texas Juvenile Court Act (Texas Family Code) has need of the use of detention facilities to house and maintain children of juvenile age, referred for an act of delinquency or an act indicating a need for supervision, during pre -trial and pre- dispositional status or in the post - dispositional treatment prescribed by the Court; and Whereas, HAYS COUNTY JUVENILE BOARD desires to make the facility available to the placing County for such use and purposes and Hays County desires to contract for the use of said facility; NOW, THEREFORE, the parties agree as follows: 1. TERMINATION The term of this contract shall be for a period of twelve (12) months from the effective date; however if either party hereto feels in its judgment that the contract cannot be successfully continued, and desires to terminate the contract, then the party so desiring to terminate may do so by notifying the other party in writing, by certified mail or personal delivery to its principal office, of its intention to terminate the contract thirty (30) calendar days from the date of Notice of Termination is received by the other party. At 12:00 o'clock midnight thirty (30) calendar days thereafter, this contract shall terminate, become null and void and be of no further force of effort. Such termination shall not affect or diminish the placing County's responsibility for payment of any amounts due and owing at Vol. 138 Pg. 3-7 the time of termination of the contract. After receipt of notice of termination, the placing County shall remove all children placed in the facility on or before the termination date. II. COMPENSATION, BILLING, AND PAYMENT The placing County agrees to pay HAYS COUNTY JUVENILE BOARD the sum of $95.00 per day for each space utilized in Detention services. The placing County agrees to pay HAYS COUNTY JUVENILE BOARD the sum of $100.00 per day for each space utilized in the Boot Camp (BC) /Academy program. The placing County agrees to pay HAYS COUNTY JUVENILE BOARD the sum of $127.00 per day for each space utilized in the Juvenile Intensive Treatment Program (JITP) and the Sex Offender Residential Treatment program (SORT). The daily cost being based on the projected actual cost of care for children in the facility. Payment shall be made monthly in accordance with Texas Government Code, Chapter 2251, Payment for Goods and Services. The HAYS COUNTY JUVENILE BOARD may at its discretion, or upon recommendation of the Hays County Auditor's Office, impose interest on payments that become overdue in accordance with §2251.025, Texas Government Code. In addition to the rates agreed upon between the two parties, the placing County shall reimburse the Service Provider for expenditures made for medical care and dental care for children placed if. (1) the medical care or dental care is not covered by Medicaid or the funding source, and (2) the expenditures are approved by the placing County in writing prior to the expenditures being made. If emergency examination, treatment and /or hospitalization outside the facility is required for a child placed in the facility, the Administrator of the facility is authorized to secure such examination, treatment or hospitalization at the expense of the County. The County agrees to indemnify and hold harmless HAYS COUNTY JUVENILE BOARD, their representatives, agents and employees from any and all liability for charges for reasonable and necessary medical treatment, examination, and /or hospitalization. The Administrator, or designee, shall notify the appropriate County and parent/guardian of such an emergency within twenty-four (24) hours of its occurrence. III. PLACEMENT OBJECTIVE HAYS COUNTY JUVENILE BOARD agrees to provide a space, if available, at the time that the placing County requests the space. HAYS COUNTY JUVENILE BOARD will provide a copy of the visitation/phone contact schedule with this contract and the placing County shall provide a copy to a resident's parent/guardian/legal custodian. HAYS COUNTY JUVENILE BOARD will provide room and board; twenty -four hour per day, seven day a week supervision; routine medical examination and treatment within the facility (emergency examination, treatment, or hospitalization outside the facility with prior written approval of the placing County, if feasible); TEA approved educational programming; recreation facilities; and counseling 'to each child placed within the facility. The objective of the placement with the -2- vol. 13 F Pg. 39- Service Provider is to protect the well -being of the child, and in the long -term to enhance the child's functional abilities in a residential care setting and achieve the goals of the child's Individual Treatment Plan and Child /Family Case Plan. IV. ADMISSION AND DISCHARGE Prior to transporting a child to the facility for short term - placement, the official authorizing the placement shall call the facility to insure that space is available. Placement of children from any County may be denied if space limitations require. Children referred for long -term placement shall complete the referral process for acceptance prior to placement. Each child placed in the facility shall be placed therein under proper order of the Juvenile Court, and the Administrator shall be furnished a copy of said order and will arrive with appropriate pre- and post- adjudication paperwork as stipulated by Texas Juvenile Probation Commission Standards. Each child placed therein shall be required to follow the rules and regulations of conduct as fixed and determined by the Administrator and staff of the facility. If a child is accepted by the facility from any County and such child thereafter is found to be, in the sole judgment of the .Administrator, mentally unfit, dangerous, or unmanageable or whose mental or physical condition would or might endanger the other occupants of the facility, then the Administrator shall notify the Juvenile Board and placing County of such conditions. Such child shall be immediately removed from the facility. It will be the responsibility of the placing County to provide for the transportation for the removal of the child. The Service Provider must provide at least ten (10) calendar days notice before discharging a child except when the child is a danger to self or others. HAYS COUNTY JUVENILE BOARD agrees that the facility will accept any child qualified hereunder, without regard to such child's religion, race, creed, color, sex, or national origin. It is further understood and agreed by the parties hereto that children placed in the facility may be granted furloughs with parents, guardian, custodian, or other responsible adults only with prior written approval of the placing County or appropriate Juvenile Court. It is further understood and agreed by the parties hereto that children placed in the care of the facility shall not be discharged therefrom without: (a) Receipt of the Order signed by the Judge having juvenile jurisdiction of the placing County, duly certified by the clerk of said Court, or -3- Vol. ):3Y pg. 39 (b) Prior written authorization of the Juvenile Probation Department who originally detained the child. It is further understood and agreed by the parties hereto that children placed in pre - adjudication care in the facility shall be removed therefrom by the appropriate authorities from the placing County, or its agents, servants or employees at the expiration of the period authorized by the Court Order issued by the Judge of the appropriate Juvenile Court unless a new Order has been issued authorizing the continued detention, and a copy of such Order has been delivered to the detention facility, or unless a waiver of a detention hearing has been executed and a signed copy of the waiver delivered to the facility. It is further understood and agreed by the parties hereto that nothing in this contract shall be construed to pen-nit the placing County, its agents, servants, or employees in any way to manage, control, direct or instruct HAYS COUNTY JUVENILE BOARD, its servants or employees in any manner respecting of their work, duties or function pertaining to the maintenance and operation of the facility. However, it is also understood that the Juvenile Court of the placing County shall control the conditions and terms of detention supervision as to a particular child pursuant to Texas Family Code Section 51.12. V. SERVICES TO BE PROVIDED The Service Provider shall provide the following services to each child placed by the placing County to the extent that such services are permitted within the Service Provider's standards and consistent with the child's Individual Treatment Plan: • Basic residential child care services, including food and snacks, room, clothing, personal hygiene items, haircuts, local transportation & school supplies. • Educational and vocational activities. Y Recreational activities. • Special treatment services, including behavior management, diagnostic services, psychological counseling, and psychiatric consultation. • Medically necessary health services. • Other services described in this Contract. The Service Provider shall provide all services in a manner which safeguards the health, welfare, and safety of the children to the maximum extent possible, and in the least restrictive setting possible. Residential care shall be provided by professional staff that possesses the required qualifications for performing designated job functions. The Service Provider shall verify and disclose, or cause its employees and volunteers to verify and disclose, criminal history and any current criminal indictment for an offense against the person, an offense against the family, an -4- Vol. 13 � pg. �O offense involving public indecency under the Texas Penal Code as amended, or an offense under the Texas Controlled Substances Act, Chapter 481 of the Texas Health and Safety Code or comparable provisions in another state. This verification and disclosure shall be required for all staff having direct contact with the placing County children. VI. INDIVIDUAL TREATMENT PLAN Each child placed in long -term shall have a written Individualized Treatment Plan (ITP) developed in concert with the child and mutually agreed upon by the Service Provider staff, any psychologist and/or psychiatrist working with the child, and /or appropriate placing County personnel within thirty (30) days of placement. The ITP shall complement the Child/Family Case Plan supplied by the placing County. The ITP shall be reviewed jointly by all parties at intervals specified by Texas Juvenile Probation Commission standards, to assess the child's progress with modifications of the ITP being made when indicated. Either the Service Provider or the placing County may request a review at any time. The ITP shall contain the reasons why the placement will benefit the child; shall specify behavioral goals and objectives being sought for the child; shall state how the goals and objectives are to be achieved during the child's placement with the Service Provider; and shall state how the parent(s), guardian(s), and where possible, grandparents(s) or other extended family members will be involved in the ITP to assist in preventing or controlling the child's alleged delinquent behavior or alleged conduct indicating a need for supervision as defined in the Texas Family Code. The Service Provider shall provide the placing County with a written report of the child's progress toward or achievement of goal's objectives contained in the ITP on a monthly basis. Goals These reports are to include, but not be limited to, the following information: (a) Behavior in program. (b) Progress in treatment. (c) Progress in school. (d) Peer and staff relationships. (e) Family relationships. (f) Aftercare goals. VII. PERFORMANCE MEASURES -5- Vol. l a g Pg. q I The Individual Treatment Plan for each child shall contain specific behavior goals and services that are appropriate to the child and that enable the child to develop to his /her fullest potential. This development will be through provision of a safe, drug -free environment in which counseling services are utilized as tools for educational, emotional and behavioral catharsis. Outputs The Service Provider shall provide the placing County, within ten (10) working days, information which outlines the services provided to clients. These output measures may include, but are not limited to: • Average length of stay of children in each program. • Average daily population of children in each program. • Average number of counseling hours provided each child daily, weekly or monthly. • Average number of educational hours provided each child daily, weekly or monthly. • Specific types of milieu implemented by the Service Provider. Measurable Outcomes The Service Provider agrees to furnish the placing County the annual indicators which express the effectiveness of the Service Provider in providing public benefit. Evaluation of the contract by the placing County will be performed by using the following outcome measures: • 80% of youth successfully completing their program. • 80% of youth report improved family communication/functioning while in placement. • 80% of youth will demonstrate progress in a majority of goals outlined in the ITP and encompassing the nine domains of the Child/Family Case Plan. • 85% of youth will earn at least %z educational credits in core subject(s). Sanctions If the Service Provider fails to achieve the defined goals, outputs, and outcomes, set out by the placing County or if the Service Provider fails to comply with the terms of this contract, the placing County may, at its discretion, take any one or more of the following sanctions: • Cease placement of children at the facility. • Remove children previously placed by the County. • Require the Service Provider to take specific corrective actions in order to comply with the terms and conditions of the contract. • Suspend the contract in part or in whole until such time as the Service Provider is in compliance with all of the terms of the contract. M vol. 13 F' pg. � 9, Terminate the contract. Exercise any other rights or remedies which may be available to the County, at law or in equity. VIII. RECORDS AND RECORDS RETENTION HAYS COUNTY JUVENILE BOARD will keep a record of all services provided to the placing County under this agreement and provide all information, records, papers, reports, and other documents regarding any aspect of the services furnished as may be requested by the placing County. HAYS COUNTY JUVENILE BOARD will make these records and all other materials which relate in any way to the services provided, available for inspection, audit, and examination by the County, the Comptroller General of the United State, the U.S. Department of Justice, the Texas Juvenile Probation Commission, and the State of Texas and /or their duly authorized representatives. HAYS COUNTY JUVENILE BOARD will maintain the records (as referenced above) for three (3) years after the final payment or until any audit or the program has been made and all questions arising therefrom have been resolved, whichever is later. This Agreement shall be construed under and in accordance with the laws of the State of Texas. HAYS COUNTY JUVENILE BOARD will provide certification of eligibility to receive State funds as required by Texas Family Code Section 231.006. HAYS COUNTY JUVENILE BOARD shall adhere to all applicable state and federal laws and regulations pertinent to the Service Provider's provision of services to the placing County. IX. EXAMINATION AND ACCESS TO FACILITY The placing County reserves the right to perform periodic on -site monitoring of the Service Provider's compliance with the terms of this Contract, and the adequacy and timeliness of the Service Provider's performance under this Contract. The Service Provider shall establish a method to ensure the confidentiality of records and other information relating to the child according to applicable federal and state law, rules and regulations, and applicable professional ethical standards. This provision shall not limit the placing County's right of access to the child's case records or other information relating to children served under this Contract. X. INDEMNITY, HOLD HARMLESS, AND CLAIMS -7- vol. The Service Provider shall indemnify, save and hold harmless the placing County, its officers, agents, and employees from all suits, actions, losses, damages, claims, or liability of any character, type, or description, including without limiting the generality of the foregoing all expenses of litigation, court costs, and attorney's fees for injury or of the foregoing all expenses of litigation, court costs, and attorney's fees for injury or death to any person, or injury to property, received or sustained by any person or persons or property, arising out of, or occasioned by, directly or indirectly, the acts of omissions of the Service Provider, its agents, servants, employees, consultants, or invitees, in the execution or performance of this Contract. In the event that any claim, suit, or other action is made or brought by any person, firm, corporation, or other entity against the Service Provider or County, the Service Provider shall give written notice to the placing County of any such claim, demand, suit or other action within three (3) working days after being notified of such claim, demand, suit or other action of the threat thereof. XI. INSURANCE The Service Provider shall have, and shall require all subcontractors providing services under this Contract to have insurance throughout the term of this agreement covering, among other matters that the placing County shall desire, any and all damages and /or claims that might arise out of the placement of county children. Such insurance shall include, but not limited to, breach of confidentiality. XII. COMPLIANCE WITH LAWS, REGULATIONS AND STANDARDS The Service Provider shall comply with all federal, state, county, and city laws, rules, ordinances, regulations and standards applicable to the provision of services described herein and the performance of all obligations undertaken pursuant to this Contract. The Service Provider shall not discriminate against any employee or applicant for employment based on race, color, religion, sex (gender), national origin, age or handicapping condition. The Service Provider will take affirmative action to ensure that applicants are employed, and that the employees are treated during employment without regard to their race, religion, color, sex, national origin, age or handicapping condition. The Service Provider shall comply with minimum standards as put forth by the Texas Juvenile Probation Commission at all times. The Service Provider shall ensure that suspected or alleged cases of child abuse, neglect or exploitation are immediately reported to the placing County and to the appropriate authorities as required by law and in conformity with the procedures detailed in Chapter 261 of the Texas Family Code. The Service Provider shall ensure that its employees are properly trained in the reporting requirements and procedures of Chapter 261 of the Texas Family Code. 12 vol. I &? pg. i XIII. ACKNOWLEDGEMENTS AND ASSURANCES The Service Provider acknowledges and agrees that the placing County is under no obligation to place any child or children with the Service Provider and this Contract shall not be so construed. The Service Provider acknowledges and agrees that the placing County may, at its discretion, remove any child placed pursuant to this Contract, at any time. The placing County will notify Service Provider in a timely manner prior to the removal of a child except in instances where in the placing County's judgment such notification may result in risk to the child's health, safety or welfare. The parties acknowledge and agree that the Service Provider is under no obligation to accept a child who is deemed by Service Provider to be inappropriate for placement with the Service Provider. Under Section 231.006 of the Texas Family Code, the Service Provider certifies that they are eligible to receive state funds and acknowledges that this contract may be terminated and payment may be withheld if this certification is inaccurate. The Service Provider agrees to account separately for the receipt and expenditures of state funds received from the placing County. The Service Provider shall adopt specified accounting, reporting, and auditing requirements applicable to any state funds paid to the Service Provider under this contract. XIV. LAW AND VENUE In any legal action arising under this contract, the laws of Texas shall apply and venue shall be in Hays County. XV. MISCELLANEOUS PROVISIONS Fee Assessment Clients or their families shall not be assessed fees for services by the Service Provider unless arrangements are specified by the Court. This does not preclude reasonable attempts to seek voluntary contribution from families of the placing Counties clients for donations of clothing, personal articles, and funds to assist in supporting a youth's rehabilitation. Officials Not To Benefit No officer, member or employee of Hays County and no member of its governing body, 0 Vol. 138 PS 45 and no other public officials of the governing body of the locality or localities in which the project is situated or being carried out who exercise any functions or responsibilities in the review or approval of the undertaking or carrying out of the project, shall participate in any personal or pecuniary interest, direct or indirect, in this contract or the proceeds thereof, THIS CONTRACT AND AGREEMENT is made by and between the parties hereof, it being the declared intention of the parties hereto that the above and foregoing contract is a contract providing for the care of children who have allegedly committed an act of delinquency or an act indicating a need for supervision and payment for such care by the placing County for such children placed in the facility by the Judge of the placing County having juvenile jurisdiction. This Contract is in lieu of all previous contracts or agreements by and between HAYS COUNTY JUVENILE BOARD and the placing County for these purposes. Said previous contract to terminate, become null and void, and be of no further force or effect of the date this contract becomes effective. Executed this the day of _ ��, e rh�.r' _, 20L,eachwpyhereof shall be considered an original copy for all purposes. 02 &A Z� -- Linda Ro nguez Official Author' ed to Sign Hays County Juvenile Board Hays County Justice Center, Room 177 San Marcos, Texas 78666 __S %sue Brett Littlejohn Administrator, Hays ounty Juvenile Center 2250 Clovis Barker Rd. San Marcos, Texas 78666 10- Vol. 139 Printed Name �C Title; \ l�`�rL. lel- '1i `�1tltiS Printed Na ne Title:IAr� li r > 5 COUNTY pg. 40 INDIGENT CARE AFFILIATION AGREEMENT This Indigent Care Affiliation Agreement (the "Agreement ") is entered into as of l�� Abin to be effective as of October 1, 2010 ( "Effective Date "), by and between Brazos County ( "the County ") and St. Joseph Regional Health Center (the "Affiliated Hospital ") whose address is listed at the end of this document. RECITALS A. The Affiliated Hospital and the County collectively provide a significant amount of uncompensated care to the indigent annually in the communities they serve. B. Reductions in Medicaid spending and a growing Medicaid and uninsured population have created a gap between the costs Hospitals incur for treating Medicaid and indigent patients and the reimbursement they actually receive. C. The County and the Affiliated Hospital recognizes that the State will continue to under -fund the Texas Medicaid Program, that the indigent numbers in Brazos County will continue to grow, and that the burden for providing health care to indigent patients will continue to shift to the Affiliated Hospital, the County, and communities across the region. D. The County and the Affiliated Hospital desires to ensure that the indigent have access to and receive health care services. E. The County and the Affiliated Hospital recognizes that they need to collaborate to ensure their ability to deliver health services to indigent patients in Brazos County and to ensure the continued viability of the County's Medicaid providers. F. The County and the Affiliated Hospital intends this Agreement to satisfy the legal and administrative requirements for participation in the Medicaid supplemental program authorized under Medicaid State Plan Amendment TX -05 -011 including but not limited to 1 Tex. Admin. Code § 355.8063 (t)(4) and the Prospective Conditions of Participation in the Texas Private Hospital Upper Payment Limit Supplemental Reimbursement Program promulgated by the Texas Health and Human Commission effective for all payments made after April 1, 2008, 42 USC § 1396(b)(w), 42 CFR § 433.52 and 433.54. G. There is no agreement between the County and the Affiliated Hospital that conditions any amounts transferred by the County to fund supplemental Medicaid payments nor the amount of Medicaid supplemental payments received by the Affiliated Hospital on the amount of indigent care the Affiliated Hospital has provided or will provide. 7378090_ZDOC Vol. Be Pg. 4 H. There is no agreement between the County and the Affiliated Hospital that conditions the amount of the Affiliated Hospitals' indigent care obligation on the amount transferred by the County to fund supplemental Medicaid payments or on the amount of the supplemental payment the Affiliated Hospital might receive. I. No escrow, trust, or other funding mechanism exists, the amount of which is conditioned on or contingent on the amount of indigent care services provided or to be provided by the Affiliated Hospital, and any escrow, trust, or other funding mechanism used in connection with an anticipated intergovernmental transfer by the County has been disclosed to the Texas Health and Human Services Commission and is not used to effect a quid pro quo for the provision of indigent care services by or on behalf of the Affiliated Hospital. J. The County has not received and will not receive refunds of payments the County has made or will make to the Affiliated Hospital for any purpose in consideration for an intergovernmental transfer made by the County to fund supplemental Medicaid payments. In consideration of the promises and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged and agreed, the parties agree as follows: 1.0 DEFINITIONS 1.1 "State Fiscal Year" means the twelve month period beginning September 1 and ending August 31. 1.2 "Health Care Services" means primary and preventive services designed to meet the needs of the community, including, without limitation: immunizations; medical screening services and annual physical examinations; inpatient and outpatient hospital services; rural health clinics; laboratory and x -ray services; family planning services; physician services; payment for prescription drugs; skilled nursing facility services, regardless of a person's age; and services that meet the County's criteria for indigent care provided under Sections 61.028 and 61.0285 of Chapter 61 of the Texas Health and Safety Code. 1.3 "Indigent" means any person eligible to participate in a state Medicaid program, Children's Health Insurance Program ( "CHIP "), a county indigent care program or Hospital County indigent care program as described in Chapter 61 of the Texas Health and Safety Code, or a hospital charity care program. 1.4 "Indigent Care" means treatment and services for the indigent, including inpatient and outpatient hospital and medical professional services. 7378090 1DOC Vol. 13 Pg. � W 2.0 COMMUNITY INDIGENT HEALTH CARE ASSESSMENT 2.1 Methodology. The Affiliated Hospital shall collaborate with the County to develop a process that solicits participation from the community and other sources for assessing overall health care needs of the County and the specific unmet needs and needs of the uninsured, medically disadvantaged and the indigent population in Brazos County and for identifying options to increase access to health care in the most cost efficient environment. The process shall address at a minimum the following issues: a. The volume and demographic make -up of the County Indigent population; b. Expenses incurred by the Affiliated Hospital and the County in providing care for the indigent and the uninsured; c. Community, state, and federal resources and assets available for the provision of Indigent health care and uninsured; d. Gaps in Indigent Care; e. Barriers to health care access by medically disadvantaged, uninsured and Indigents patients; f. Opportunities for improving access to health care for all patients as well as Indigents. 2.2 Assessment. On at least an annual basis prior to the beginning of each state fiscal year or within 90 days of the execution date of this agreement, if later, the Affiliated Hospital shall collaborate with the County to develop an Indigent Health Care Assessment that identifies existing health care services that the Affiliated Hospital, the County, and others in the community have provided and gaps in available services. 2.3, Service Organization. The Affiliated Hospital shall consider creation of a Service Organization, a non - profit corporation organized to facilitate health care access and provide health care related services in the region and surrounding communities. 3.0 REPRESENTATIONS 3.1 Affiliated Hospital Representation. The Affiliated Hospital represents and warrants the following: a. It is a Texas corporation, duly established and created pursuant to applicable law with all requisite power and authority to enter into this Agreement. 797BO90_2.DOC Vol. 1.3? Pg.�L- b. The execution, delivery, and performance of this Agreement by the Affiliated Hospital are within the Affiliated Hospital' powers, are not in contravention of any other instruments governing the Affiliated Hospital, and have been duly authorized and approved by its governance as and to the extent required by applicable law. c. Neither the Affiliated Hospital, nor any of its representatives are (i) currently excluded, debarred, or otherwise ineligible to participate in the federal health care programs as defined in 42 U.S.C. Section 1320a -7b(f) (the "federal health care programs "); (ii) convicted of a criminal offense related to the provision of health care items or services but not yet excluded, debarred, or otherwise declared ineligible to participate in the federal health care programs; or (iii) under investigation or otherwise aware of any circumstance which may result in the exclusion of the Affiliated Hospital or any of its representatives from participating in federal health care programs. d. This Agreement has been duly and validly executed and delivered by the Affiliated Hospital or its authorized agent and constitutes the valid, legal, and binding obligation of the Affiliated Hospital, enforceable against the Affiliated Hospital in accordance with its terms. 3.2 County Representations. The County represents and warrants the following: a. It is a political subdivision of the State of Texas, duly established and created pursuant to the Texas Constitution with all requisite power and authority to enter into this Agreement. b. The execution, delivery, and performance by the County of this Agreement are within the County's powers, are not in contravention of any other instruments governing the County, and have been duly authorized and approved by the Board of Directors of the County as and to the extent required by applicable law. c. The County receives ad valorem tax revenues and other tax revenues. d. Neither the County nor any of its representatives are (i) currently excluded, debarred, or otherwise ineligible to participate in the federal health care programs as defined in 42 U.S.C. Section 1320a -7b(f) (the "federal health care programs "); (ii) convicted of a criminal offense related to the provision of health care items or services but not yet excluded, debarred, or otherwise declared ineligible to participate in the federal health care programs; or (iii) under investigation or otherwise aware of any circumstances which may result in the exclusion of the County or any of its representatives from participation in federal health care programs. 7378090 ZE)OC Vol. I 3 pg. 50 e. This Agreement has been duly and validly executed and delivered by the County and constitutes the valid, legal, and binding obligation of the County, enforceable against the County in accordance with its terms. 4.0 OBLIGATIONS OF AFFILIATED HOSPITAL 4.1 Agreement to Cooperate. The Affiliated Hospital agrees to work cooperatively with the County to improve access, availability, efficiency, delivery, and funding for health care services provided to the County Indigent. 4.2 Compliance with State and Federal Law. The Affiliated Hospital agrees to ensure that Health Care Services provided under this Agreement are provided in compliance with applicable state and federal laws. 4.3 Documentation of Health Care Services Provided. The Affiliated Hospital agrees to provide to the County on a periodic basis, no more frequently than quarterly, documentation of the amounts and types of healthcare services it has directly or indirectly provided in the community. 4.4 Development of Community Indigent Care Assessment. The Affiliated Hospital shall participate in the development of the Community Indigent health Care Assessment and provide any required support for that purpose. 4.5 Compliance with HIPAA and Access to Records. To the extent applicable to this Agreement, the Affiliated Hospital agrees to comply with the Health Insurance Portability and Accountability Act of 1996, as codified at 42 U.S.C. Section 1320d et seq. ( "HIPAA ") and any current and future regulations promulgated thereunder, including, without limitation, the federal privacy regulations contained in 45 C.F.R. Parts 160 and 164 (the "Federal Privacy Regulations "), the federal security standards contained in 45 C.F.R. Parts 160, 162, and 164 (the "Federal Security Regulations "), and the federal standards for electronic transactions contained in 45 C.F.R. Parts 160 and 162 (the "Federal Electronic Transaction Regulations "), all as amended from time to time and all collectively referred to herein as " HIPAA Requirements." The Affiliated Hospital agree not to use or further disclose any Protected Health Information (as defined in the Federal Privacy Regulations) or EPHI (as defined in the Federal Security Regulations), other than as permitted by HIPAA Requirements and the terms of this Agreement. In addition, the Affiliated Hospital agrees to comply with any state laws and regulations that govern or pertain to the confidentiality, privacy, security of, and to electronic transactions pertaining to, health care information. As and to the extent required by law, upon the written request of the Secretary of Health and Human Services, the Comptroller General, or any of their duly authorized representative, the Affiliated Hospital shall make available those contracts, books, documents, and records necessary to verify the nature and 737809D_2.DOC Vol. 133 pg. 5) extent of the costs of providing services under this Agreement. Such inspection shall be available for up to four (4) years after the rendering of such services. 4.6 Support for Increased Medicaid Funding. The Affiliated Hospital agrees to work collaboratively with the County to expand opportunities for Medicaid funding to which the community is entitled. 5.0 OBLIGATIONS OF THE COUNTY 5.1 Agreement to Cooperate. The County agrees to work cooperatively with the Affiliated Hospital to improve access, availability, efficiency, delivery, and funding for health care services provided to County indigent. 5.2 Funding Non - Federal Share of Private Hospital Medicaid UPL. If the County independently chooses to make an "intergovernmental transfer" for purposes of helping to fund the Medicaid program, the County agrees that any funds used for the intergovernmental transfer will be from sources permitted by state and federal law and regulations and that the amount funded will not be conditioned on provision of a required amount of indigent care services by the Affiliated Hospital. 5.3 Development of Community Indigent Health Care Assessment. The County shall participate in the development of the Community Indigent Health Care Assessment and provide documentation for the assessment of the amount and types of indigent health care it has provided. 5.4 Support for Increased Medicaid Funding. The County agrees to work collaboratively with the Affiliated Hospital to expand opportunities for Medicaid funding to which the community is entitled. 5.5 Compliance with HIPAA and Access to Records. To the extent applicable to this Agreement, the County agrees to comply with the Health Insurance Portability and Accountability Act of 1996, as codified at 42 U.S.C. Section 1320d et seq. ( "HIPAA ") and any current and future regulations promulgated thereunder, including, without limitation, the federal privacy regulations contained in 45 C.F.R. Parts 160 and 164 (the "Federal Privacy Regulations "), the federal security standards contained in 45 C.F.R. Parts 160, 162, and 164 (the "Federal Security Regulations "), and the federal standards for electronic transactions contained in 45 C.F.R. Parts 160 and 162 (the "Federal Electronic Transaction Regulations "), all as amended from time to time and all collectively referred to herein as " HIPAA Requirements." The County agrees not to use or further disclose any Protected Health Information (as defined in the Federal Privacy Regulations) or EPHI (as defined in the Federal Security Regulations), other than as permitted by HIPAA Requirements and the terms of this Agreement. In addition, the County agrees to comply with any state laws and regulations that govern or pertain to the confidentiality, privacy, 7378090 2.DOC Vol. 139 pg. 5,1 security of, and to electronic transactions pertaining to, health care information. As and to the extent required by law, upon the written request of the Secretary of Health and Human Services, the Comptroller General, or any of their duly authorized representative, the County shall make available those contracts, books, documents, and records necessary to verify the nature and extent of the. costs of providing services under this Agreement. Sucli inspection shall be available for up to four (4) years after the rendering of such services. 6.0 GENERAL PROVISIONS 6.1 Withdrawal. The Affiliated Hospital may terminate its participation in this Agreement by providing sixty (60) days prior written notice to the other parties. In the event the County elects to withdraw from this Agreement, the Agreement terminates immediately. 6.2 Term and Termination. The term of this Agreement shall be two years from effective date and shall automatically continue thereafter for additional terms of one year unless the parties agree otherwise or the County withdraws from this Agreement pursuant to Section 6.1. 6.3 Change in Law. If any provision of this Agreement or the plan to deliver health care services pursuant to this Agreement is determined by the federal or state government or by a court of law to be in violation of a federal or state law or regulation, or there is a change in any state or federal law or regulation that adversely affects this Agreement, then any party may propose by written notice a new basis for continuation of the Agreement. If notice proposing a new basis for continuation of the Agreement is given and the parties are unable to agree within thirty (30) days on a new basis for continuation of the Agreement, any party may withdraw from the Agreement immediately upon providing prior written notice to the other parties. 6.4 Notices. All notices to be given under this Agreement shall be in writing and shall be personally delivered or may be given by overnight carrier, by e-mail, or by United States mail, postage prepaid, registered or certified mail, addressed to the parties as follows: County: Randy Sims Brazos County Judge 200 South Texas Avenue, Ste. 332 Bryan, Texas 77803 7378090_2.DOc Vol. /3g pg 53 Affiliated Hospital: Kathleen Krusie Chief Executive Officer St. Joseph Regional Health Center 2801 Franciscan Drive Bryan, Texas 77802 With a Copy to: Carlos Zaffirini Jr. Adelanto HealthCare Ventures, L.L.C. 1407 Washington St. Laredo, Texas 78042 6.5 Relationship Between the Parties. No party to this Agreement is an agent or employee of any other party. 6.6 Governing Law. This Agreement shall be governed by the laws of the State of Texas. 6.7 Assignment. No party may assign any right, obligation, or responsibility without the written consent of the other parties under this Agreement except to a successor in interest. 6.8 Third Party Beneficiaries. The parties to this Agreement do not intend to establish any third party beneficiary relationship by virtue of this Agreement. 6.9 Articles and Other Headings. The division of this Agreement into articles and sections, and the use of captions and headings in connection therewith, are solely for convenience of reference, and shall have no legal effect in construing the provisions of this Agreement or in governing the rights, obligations, or liabilities of the parties hereto. 6.10 Effect of Agreement. This Agreement, any amendments hereto, and any exhibits specifically mentioned herein supersede all prior or contemporaneous discussions, representations, correspondence, memoranda and agreements, whether oral or written, pertaining to the provision of Indigent Care by the parties to indigent patients in Brazos County. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date(s) set forth below. 73780902.DOC Vol. )39, Pg. County: Brazos m Randy Sims Brazos Vunty Judge Date: 4// � AFFILIATED HOSPITAL: St. Joseph Regional Health Center By: " a44ey-1, Kathleen Krusie Chief Executive Officer 7378090_2.DOC Date: '71,6,0 ZQ-J-� 9- F -io Vol. Pg. S IMAGE PLUS Manage en Product Schedule Number: State and Local rm ermment Master Agreement Number'. Document Efficiency AtWotk APifONCOMPgNY This Image Management Plus Product Schedule ( "Schedule ") is made part of the State and Local Government Master Agreement ("Master AS r mem ") identified on this Schedule between IKON Office Solutions, Inc. ( "we" or 'Its "� and tjlit701, ('A_t.LVtl`V as Customer ( "Customer" or `you"). All terms and conditions of the Master Agreement dre incorporated into this Schedule and made a part hereof. It is the intent of the parties that this Schedule be separately enforceable as a complete and independent agreement, independent of all other Schedules to the Master Agreement. CUSTOMER INFORMATION PRODUCT DESCRIPTION ( "Product ") PAYMENT SCHEDULE Minimum Term Minimum Payment nronthr (Without Tua Guaranteed Minimum Ima cLo Lffil�iS4�1 Cnlar 8 0 ©o ztro — - -M.. Il. F Qty Product Descri lion: Make &Model Minimum Payment Billing Frequency Monthly Quarterly Q Other. Cost of Additional Ima es° �t Color R� L•e.%o Advance Payment B14 Payment I' & Last Payment [] Other. Meter Reading/Billing Frequency Monthly E3 Quarterly o her u T Based upon Immum Payment BI mg requency ° Based upon standard 88 h" x I I" paper size. Paper sizes greater than 8 %T x 11" may count as more than one image. Sales Tax Exempt: Ltd YES (Attach Exemption Certificate) Customer Billing Reference Number (P.O. N, etc.) Addendum(s) attached: © YES (check if yes and indicate total number of pages: TERMS AND CONDITIONS 1. The first Payment will be due on the Effective Date. 2. You, the undersigned Customer, have applied to us to use the above-described items ( "Product ") for lawful commercial (non - consumer) purposes. THIS IS AN UNCONDITIONAL, NON - CANCELABLE AGREEMENT FOR THE MINIMUM TERM INDICATED ABOVE. If we accept this Schedule, you agree to use the above Product on all the terms hereof, including the Terms and n itions on the 1- 888- ASKIKON www.ikon.com SLC VSIA1PaE.la IKOL UILC. Solmi° °c'�nW IKON. 4wvmenilmoai"y >I \Vnitof4aivL COmp�w: vairnud;, nfIRONO xc$nbrioip,Le.M1lmin. isnM1SirlcrtaunLnxlwfKiMil 'onilwm,LW P.+ev'1°IS Master Agreement. THIS WILL ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS SCHEDULE AND THE MASTER AGREEMENT AND HAVE RECEIVED A COPY OF THIS SCHEDULE AND THE MASTER AGREEMENT. Image Charges/Meters: In return for the Minimum Payment, you are entitled to use the number of Guaranteed Minimum Images as specified in the Payment Schedule of this Agreement. The Meter Reading/Billing Frequency is the period of time (monthly, quarterly, etc.) for which the number of images used will be reconciled. If you use more than the Guaranteed Minimum Images during the selected Meter Reading/Billing Frequency period, you will pay additional charges at the applicable Cost of Additional Images as specified in the Payment Schedule of this Schedule for images, black and white mid/or color, which exceed the Guaranteed Minimum Images ("Additional Images"). The charge for Additional Images is calculated by multiplying the number of Additional Images times the applicable Cost of Additional Images. The Meter Reading/Billing Frequency may be different than the Minimum Payment Billing Frequency as specified in the Payment Schedule of this Schedule. You will provide us or our designee with the actual meter reading(s) by submitting meter reads electronically via an automated meter read program, or in any other reasonable manner requested by us or our designee from time to time. If such meter reading is not received within seven (7) days of either the end of the Meter Reading/Billing Frequency period or at our request, we may estimate the number of images used. Adjustments for estimated charges for Additional Images will be made upon receipt of actual meter reading(s). Notwithstanding any adjustments you will never pay less than the Minimum Payment. 4. Additional Provisions (if any) are: THE PERSON SIGNING THIS AGREEMENT ON BEHhLF OF THE CUSTOMER REPRESENTS THAT HEBHE HAS THE AUTHORITY TO DO SO CUSTOMER �Cor« �� Accepted by: IKON OFFICE SOLUTIONS, INC. Hy X: By' Autbonz Si ner Signatur Authorized Signer Signature Printed Name: �_ Printed Name: Title: Dater Title: Date: 1- 888 -ASK IKON www.ikon.com 51O PfriniP 112W WON offs— Snl v0 1K01, . Ibonnw IEtrCie'4,,'od4'A ltiwl,('owrany ort lim'gmnA,or(KON OX, Ululinm. In0. Riwh% ao rAi,erd vmmnn n(2¢ob(Ainyup. I.W. 1'x,2of2 Vol. I pg•___ ? -- ' DocumoM Efficiency IKON OFFICE SOLUTIONS, INC. At Worlt7 IMAGE MANAGEMENT PLUS COMMITMENTS - -' AaCmo � The below service commitments (collectively, the 'Service Commitnueritsil are brought to you by IKON Office Solutions, Inc., an Ohio corporation having its principal place of business at 70 Valley Stream Parkway, Malvern, PA 19355 ("IKON'), one of the largest distributors of office solutions in the world. The words'you" and your' refer to you, our customer. You agree that IKON alone Is the parry to provide all of the services set forth below and is fully responsible to you, the customer, for all of the Service Commitments. The Service Commitments are only applicable to the equipment ('Equipment") described in the Image Management Plus Product Schedule to which these Service Commitments am attached, excluding facsimile machines, singleduncton and wide- formal printers and production units. The Service Commitments are effective on the date the Equipment is accepted by you and apply during IKON's normal business hours, excluding weekends and IKON recogmzed holidays. They remain in allied for the Minarba rm so long as An ongoing default estate on your part. TERM PRICE PROTECTION The Image Management Minimum Payment and the Cost of Additional Images, as described on the Image Management Plus Product Schedule, will not Increase in price during the Minimum Term of the Image Management Plus Product Schedule, unless agreed to in writing and signed by both parties. EQUIPMENT SERVICE AND SUPPLIES IKON will provide full coverage maintenance services, including replacement pads, drums, labor and all service calls, during Normal Business Hours. 'Normal Business Hours' are between 8:00am and 5:00pm, Monday to Friday excluding public holidays, IKON wdl also provide the supplies required to produce images on the Equipment covered under the Image Management Plus Product Schedule (other than non - metered equipment and soft�rnekred Equipment). The supplies will be provided according to mmufacluu� s sgecR afions. BIG, I supply items such as paper and transparencies we not include s^e- t RESPONSE TIME COMMITMENT - IKON wig provide a quarterly average response time of 2 to 6 bugness hours or all service calk located within a 30 -mile radius of any IKON office, and 4 to a business hours for service calls located within a 31 -60 mile radius for the term of the Image Management Plus Product Schedule. Response lime is measured in aggregate for all Equipment covered by the Image Management Pius Product Schedule. UPTIME PERFORMANCE COMMITMENT IKON will service the Equipment to be Operational with a quarterly uptime average of 96% during Normal Business Hours, excluding preveami and interim maintenance time. Downtime will begin at the time you place a service of to IKON and will end when the Equipment is again Operational. You agree to make the Equipment available to IKON for scheduled preventative and interim maintenance. You further agree to give IKON advance notice of any critical and specific uptime needs you may have so (hat IKON can schedule with you interim and preventative maintenance in advance of such needs. As used in these Service Commitments 'Operational' means substantial complaoue with the manufacturers specifications andlor performance standards and excludes, customary end -user corrective actions. IMAGE VOLUME FLEXIBILITY AND EQUIPMENT ADDITIONS At any time after the expiration of the Initial ninety day period of the original term of the Image Management Plus Product Schedule to which these Service Commitments relate, IKON will, upon your request, review your image volume, if the image volume has moved upward or downward in an amount sufficient for you to consider an alternative plan, IKON will, on a quarterly basis, present pricing options to conform to a new image volume. If you agree that additional equipment is required to satisfy your increased Image volume requirements, IKON VIA includes the equipment in the Inking options. The addillm of equipment ardent increasestdeaeasas to the Guaranteed Minimum Images requires an amendment ("Amendmenr) to the Image Management Plus Product Schedule that must be agreed to and signed by both you and IKON. The Amendment may not be less than the remaining term of the existing Image Management Plus Product Schedule but may be extended for a term up to 60 months. Adjustments to the Guaranteed Minimum Images commitment anchor the addition of equipment may result In a higher or lower minimum payment Images decreases we limited to 25% of the Guaranteed Minimum Images in effect at the time of Amendment. EQUIPMENT AND PROFESSIONAL SERVICES UPGRADE OPTION At any lime afer the expiation of one-half N the original term of the Image Management Plus Product Schedule to which these Service Commitments relate, you may reconfigure the Equipment by adding, exchanging, or upgrading to an Item of Equipment with additional features or enhanced technology. A new Image Management Plus Product Schedule of Amendment for not less than the remaining term of the existing Image Management Pius Product Schedule or Amendment, must be agreed to and signed by you and IKON. The Image Management Cost of Additional Images and the Minimum Payment of the new Image Management Pius Product Schedu)e or Amendment will be based on any obligations remaining on the Equipment, the added equipment and new image volume commitment Your IKON Account Executive will be pleased to work with you on a Technology Refresh prior to the end of your Image Management Plus Product Schedule or Amendment PERFORMANCE COMMITMENT IKON Is committed to performing these Service Commitments and agrees to perform its services in a manner consistent with the applicable manufacturers specifications. IF IKON fads to meet any Service Commitments and in the unlikely event that IKON is not able to repair the Equipment in your office, IKON, at IKON'S election, will provide to you either the delivery of a temporary loaner, for use while the Equipment Is being repaired at IKON'S service center, or IKON will replace such Equipment with comparable Equipment of equal or greater capability at no additional charge. These are the exclusive remedies available to you under the Image Management Plus Commitments Customers exclusive remedy shall be for IKON to re- perform any Services not in compliance with this warranty and brought to IKON's attention in writing within a reasonable time, but in no event more than thirty (30) days after such Services are performed. If you are dissatisfied wim IKON'S performance, you must send a registered letter outlining your ommms to the address specified below in the'OWity Assurance' section. Please allow 30 days for resolution. Your IKON sales professional wig, upon your request be pleased to review your equipment performance metrics on a quarterly basis and mutually convement date and lime. IKON will follow up wiffm 8 business hours of a call or e-mail to we of our account management team members requesting a metrics review. IKON wilt upon your request, be pleased to annually review your business environment and discuss ways in which we may improve efficiencies and reduce costs relating to your document management processes. QUALITY ASSURANCE Plasm send all correspondence relating to the Service Commitments via registered inter to the Quality Assurance Department located at. 3920 Arkwright Road, Macon, GA 31210, Attn: Dually Assurance. The Quality Assurance Department will coordinate resolution of any performance issues conceming the above Service Commitments with your local IKON office. If either of the Response Time or Uptime Performance Commitments is not met a one credit equal to 3% of your Minimum Payment invoice total on the non - performing unit will be made available upon your request. Credit requests must be made in venting via registered later to the address above. IKON is committed to responding to wry questions regadirg invoiced amounts for the use of the Equipment relating to the Product Schedule within in a two (2)daytmeframle. To ensure the mast timelyreSp0n5eptease call l-&V -ASK IKON. MISCELLANEOUS These Service Commitments do not cover repairs muffing tram misuse (including without limitation improper voltage or environment or the use of supplies that do not conform to the manufaclaers specifications), subjective matters (such as color reproduction accuracy) or any other factor beyond the reasonable control of IKON. IKON and you each acknowledge that these Service Commllmenk represent the smile understanding of the parties with respect to the subject matter hereof and that your sole remedy for any Service Commitments not performed in accordance with the foregoing is as set forth under the section hereof entitled 'Performance Commitment. The Service Commitments made herein ale service and/or maintenance warranties and are not product warranties. Except as expressly set forth herein. IKON makes no warranties, express or implied, including any implied warrants$ of merchantability, fitness for use, At fitness fa a particular purpose. Neither party hereto shall be liable to the Other for any consequential, indirect, punitive or special damages. These Service Commitments shah be governed according to the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law principles. These Service Commilmemts are not assignable by the Customer. Uniess otherwise staled to your Implementation Schedule, your Equipment will ONLY be serviced by an IKON Certified Technical You acknowledge and agree that, in connection with its performance of its obligations under these Service Commitments, IKON may place automated meter reading units an Imaging devices, including but not limited to the Equipment, at your location in order to facililate the timely and efficient collection of accurate meter read data on a monthly, quarterly or annual basis. IKON agrees that such wits will be used by IKON solely for such purpose. Once transmitted, all meter read date shag become the sole property Of IKON and will be utilized for tilling purposes. IN WITNESS WHEREOF, each party has caused Its duly authorized officer to execute these Image Management Plus Commitments as of � 20 1e. _ CUSTOMER IKON OFFICE SOLUTIONS, INC. Date. 11,90,110 IKON Onw Wk.lio,l.W'LON: Arw WA RImL con,pnn.wonknmkx nl'rAl'M Oniw SnM,liuni.lne. nwvrlprixnrmivlu <tl bwLv":vF xYRiu,L ln...... LW Pgu lrr, =--- g--- Vol . Pg'— ° - Document Efficiency AtINOW Aamncawww IKON Office Solutions, Inc. 70 Valley Stream Parkway Malvern. PA 19355 IMAGE MANAGEMENT/IMAGE MANAGEMENT PLUS AMENDMENT THIS AMENDMENT ( "Amendment ") is dated as of the day of 20_, to that certain agreement no. -t Sq 1°t3 - IOo Q' \qty ( "Agreement ") between IKON Office Solutions, Inc. ( "we" or us ") and a 1[4 74 -s. Cncn ire O , as customer ("Customee, or "you"). AI capitalized w rds used but not defined in this Amendment will have the meanings given to them in the Agreement. Except to the extent modified by this Amendment, the terms and conditions of the Agreement will remain unchanged and shall continue in full force and effect. Customer Information: Customer Name: j;l Term of Amended Agreement: This Amendment extends the current term of the Agreement as follows: YOU HEREBY ACKNOWLEDGE THAT YOU UNDERSTAND AND AGREE THAT, AS OF THE DATE OF OUR ACCEPTANCE OF THIS AMENDMENT, AS INDICATED BY OUR SIGNATURE BELOW, THIS AMWDM ENT EXTENDS THE CURRENT TERM OF YOUR EXISTING AGREEMENT REFERENCED ABOVE BY ANOTHER . J -e%Pt7 (7.00) MONTHS ("Extension Period ") FROM THE CURRENT EXPIRATION DATE. (Initial:• 1: Billing for the amended amount will begin on the first payment date after the date of our acceptance of this Amendment and will be further adjusted, in each case as specified in the table below, on the first payment date following commencement of the Extension Period. Equipment added pursuant to this Amendment will be subject to the terms and conditions of the Agreement, as amended by this Amendment. Equipment Change: 0 Equipment Change Image Volume Change Both Add Add Add Delete Delete Delete Amended Billing: Cost Der Imaee Guaranteed Minimum Monthly Images Cost of Additional Images Minimum Monthly Payment From To Ot"L zm aop , oD4.�i 3kR.eo Zero zero z ego yef0 *Upgrade Option: At any time during, but in no event prior to, the Extension Period, upon satisfaction of the conditions below, we will permit you to replace on the terms set forth below any of the Equipment originally provided under the Agreement ("Original Equipment ") with items of equipment supplied by us of like or greater value and with additional features or enhanced technology ("Upgrade Equipment "). You will be eligible for the upgrade option described above only if (i) at the time of the effectiveness of your upgrade transaction you are not in default and satisfy reasonable prior credit review, and (ii) in connection with suph upgrade transaction you enter into a new mutually satisfactory amendment (or comparable agreement) with a term at least equal to the original term under the Agreement (without giving effect to this Amendment) setting forth the specific terms and conditions relating to such Upgrade Equipment. You will not be eligible for such an upgrade option prior to the Extension Period. Upon the effectiveness of such an upgrade transaction, we will waive, for the remainder of the Extension Period, all payments which are not yet due and payable and which relate to those items of Original Equipment replaced by the Upgrade Equipment. The upgrade option described above and waiver of payments described above shall not apply to items of Equipment added to the Agreement pursuant to this Amendment. The Image Management Cost - Per-Image, the Cost of Additional Images, and the Minimum Payment under the new amendment (or comparable agreement) will be based on the new equipment requested and your new image volume commitment, Customer acknowledges and agrees that subject to the upgrade option set forth above, the Agreement, as amended by this Amendment, is UNCONDITIO L AND NON - CANCELABLE. Authorized Signat CUSTOMER IKON Office Solutions, Inc. AuihorizedSignn e� Date Authorized Signature Date Print Authorized Signer Name Title - Print Authorized Signer Name Title S6Crl.xlo,V?1KON OtDCe Snlu(mie#ard IKON. Docummt llsdan�At Work* /A 16wh Compmyn,a trod.. +rtuksoflAON Olin Soln6ws.1,11W AAA, is a ieglatceM%%demmk of Rim6Ca11tanri l un Pine l oft Vol. 139 Pg. 5 ' Document Efficiency At Work.* Equipment Removal Authorization .�r�.µr Equipment Leased by Customer from IKON, IDS Capital, or IKON Financial Services - '11`P '.... .. is MM a� Is • p�' Customer Name n I Date Prepared Contact Name 1_­e61 k_ W;QI'dtWt-5 Phone �t7q- Ial- a Email I t&I i IQvfv rasa Pax 0 El Check if Additional Product Description page(s) attached This Authorization will confirm that you desire to engage IKON Office Solutions, Inc. ('IKON ") to pick -up and remove certain items of equipment that are currently leased by you from IKON, IOS Capital or IKON Financial Services, and that you intend to issue written or electronic removal requests (whether such equipment is identified in this Authorization, in a purchase order, in a letter or other written form) to us from time to time for such purpose. Such removal request will set forth the location, make, model and serial number of the equipment to be removed by IKON. By signing below, you confirm that, with respect to every removal request issued by you (1) IKON may rely on the request, and (2) the request shall be governed by this Authorization. Except for the obligations of IKON 10 pick -up and remove the identified equipment, IKON does not assume any obligation, payment or otherwise, under your lease agreement, which shall remain your sole responsibility. As a material condition to the performance by IKON, you hereby release IKON from, and shall indemnify, defend and hold IKON harmless from and against, any and all claims, liabilities, costs, expenses and fees arising from or relating to any breach of your representations or obligations in this Authorization or of any obligation owing by you undayour lease agreement. Vol. 131? Pg. 60 IMAGE, PLCfS s° � � Document Efficiency Manage eg 1 Product Schedule Number: Stale and Local Government Master Agreement Number: This Image Management Plus Product Schedule ( "Schedule ") is made part of the State and Local Govemment Master Agreemet�j ( "Master Agreent") identified on this Schedule between IKON Office Solutions, Inc. C we" or "us ") and R7 z 10 5 0 1 j V% ba or as Customer ( "Customer" or "you"). All terms and conditions of the Master Agreement ale incorporated into this Schedule and made a part hereof. It is the intent of the parties that this Schedule be separately enforceable as a complete and independent agreement, independent of all other Schedules to the Master Agreement. CUSTOMER INFORMATION eta Suite PKVLUta VU' UKjr IAVIV PAYMENTSCHEDULE Minimum Term Minimum Payment months (Without TM) �D M0 $ 34K- ao Guaranteed Minimum lma es«o Color l0� 000 z efO -Be Mi tBli" F Q Product Description; Make &Model Minimum Payment Billing Frequency Monthly Quarterly Q Other: Cost ufAdditional Ima es° Color ,00 (a 2 zL�O Advance Payment " Payment I ° & Last Payment QOther: Meter Rearling/Billing Frequency Q Monthly Q QuarterI P I �tYQs (� oter: IlKttaJt un ase upon n um aymen 1 ng requency -Based upon standard 8 Ib" /xx I I" paper size. Paper sizes greater than 8/." x I I" may count as more [Iran one image. Sales Tax Exempt: 0'S'ES (Attach Exemption Certificate) Customer Billing Reference Number (P.O. M, etc.) Addendum(s) attached: 0 YES (check if yes and indicate total number of pages: TERMS AND CONDITIONS 1. The first Payment will be due on the Effective Date. 2. You, the undersigned Customer, have applied to us to use the above- described items ( "Product") for lawful commercial (non- consumer) purposes. THIS IS AN UNCONDITIONAL, NON - CANCELABLE AGREEMENT FOR THE MINIMUM TERM INDICATED .,, ABOVE. If we accept this Schedule, you ,agree to use the above Product on all the terms hereof, including the'ferms and ConditEW- 1-886-ASKIKON www.ikon.com °' sic IS41110310 IKON OILtt$nlnlinnv %md IKON: Dr¢un 01Crrrck,,/,Wdi'0A ImWiCm^,— u, lMenitiAf rl'I KON (Nfca WW- , Ire. Itimhi,i,n rglivkrN lmlemut of nieah Cnmlux0, 11. I'.ryv lrfl Vol. 133 Pg. I Master Agreement. THIS WILL ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS SCHEDULE AND THE MASTER AGREEMENT AND HAVE RECEIVED A COPY OF THIS SCHEDULE AND THE MASTER AGREEMENT. 3. Image Charges /Meters: In return for the Minimum Payment, you are entitled to use the number of Guaranteed Minimum Images as specified in the Payment Schedule of this Agreement. The Meter Reading/Billing Frequency is the period of time (monthly, quarterly, etc.) for which the number of images used will be reconciled. If you use more than the Guaranteed Minimum Images during the selected Meter Reading(Billing Frequency period, you will pay additional charges at the applicable Cost of Additional Images as specified in the Payment Schedule of this Schedule for images, black and while and /or color, which exceed the Guaranteed Minimum Images ( "Additional Images "). The charge for Additional Images is calculated by multiplying the number of Additional Images times the applicable Cost of Additional Images. The Meter Reading/Billing Frequency may be different than the Minimum Payment Billing Frequency as specified in the Payment Schedule of this Schedule. You will provide us or our designee with the actual meter reading(s) by submitting meter reads electronically via an automated meter read program, or in any other reasonable manner requested by us or our designee from time to time. If such meter reading is not received within seven (7) days of either the end of the Meter Reading/Billing Frequency period or at our request, we may estimate the number of images used. Adjustments for estimated charges for Additional images will be made upon receipt of actual meter roading(s). Notwithstanding any adjustment, you will never pay less than the Minimum Payment. 4. Additional Provisions (if any) are: THE PERSON CUSTOMER By: XL--..Z Printed I Title: HE/SHE HAS a'HE AUTHORITY TU DO SO. Accepted by: IKON OFFICE SOLUTIONS, INC. By: Authorized Signer Signature Printed Name: Title: 1- 888- ASKIKON www.ikon.com SLG PS 4"F 112 IKON Onicc So Sdons', .md IRON, IMmmam Cl Room, M mo,l v,A Rwl,( mopmov me 13&,nm4s or IKON Woe Sol olimm, Iom RiMly iv o oo0AOd lnWemZI or Uk CnnpmS Lod. Vol. M' ' pg. 6A Pme+_ol'I ° Document Eticiency IKON OFFICE SOLUTIONS, INC. Af Work' IMAGE MANAGEMENT PLUS COMMITMENTS The below service Commitments (collectively, the'Service Commitments) are brought to you by IKON Office Solutions, Inc., an Ohio corporation having its principal place of business at 70 Valley Stream Parkway, Malvern, PA 19355 (IKON'), one of Use largest distributors of office solutions In the world. The words you' end °your refer to you, our customer. You agree that IKON alone Is the party to provide all of the services set forth below and is fully responsible to you, the customer, for all of the Service Commitments. The Service Comailments are only applicable to the equipment CEquipirt described in the Image Management Plus Product Schedule to which these Service Commitments are attached, excluding facsimile machines, single-function and wide- formal printers and production units. The Service Commitments are effective on the date the Equipment is accepted by you and apply during IKON's normal business hours, excluding weekends and IKON recognized holidays. They remain in effect for the Minimum Term so long as no ongoing default exists on your pad. TERM PRICE PROTECTION The Image Management Minimum Payment and the Cost of Additional Images, as described on the Image Management Plus Product Schedule, will not increase in price during the Minimum Tenn of the Image Management Plus Product Schedule, unless agreed to in writing and signed by both Pages. EQUIPMENT SERVICE AND SUPPLIES IKON all provide PoII coverage maintenance services, including replacement parts, drums, labor and all service calk, during Normal Business Hours. 'Normal Business Hours' are between 8:00ma aril 5:00pm, kdonday to Friday excluding public holidays. IKON will also provide the supplies required to produce images on the Equipment covered under the Image Management Plus Product Schedule (other than non - metered equipment and soft- metered Equipment). The supplies will be provided according to manufacturers spa pplfil7 Ions. 0 It II supply items such as paper and fransperencles are not included. ZsgLl d S Nj RESPONSE TIME COMMITMENT IKON will provide a quarterly average response time of 2 to 6 business hours for all service calls located within a 38mile radius of any IKON office, and 4 to 8 business hours for service calls located within a 3160 mile radius for the term of the Image Management Plus Product Schedule. Response time is measured m aggregate tot sti Equipment coveted by the image Management Plus Product Schedule. UPTIME PERFORMANCE COMMITMENT IKON will service the Equipment to be Operational with a quarterly uptline average of 96% during Normal Business Hours, excluding prevenlalve and interim maintenance time. Downtime will begin at the time you place a service call to IKON and will end when the Equipment is again Operational. You agree to make the Equipmenl available to IKON for scheduled preventative and interim maintenance. You further agree to give IKON advance notice of any critical and specific uptime needs you may have so that IKON can schedule with you interim and preventative maintenance in advance of such needs. As used In these Service Commitments 'Operal'ii means substantial compliance with the manufacturer's specifications and/or performance standards and excludes customary milli corrective actions. IMAGE VOLUME FLEXIBILITY AND EQUIPMENT ADDITIONS At any gme after the expiration of the initial ninety day period of the original term of the Image Management Plus Product Schedule to which these Service Commilments relate, IKON will, upon your request, review your image volume. If the Image volume has moved upward or downward in an amount wffdeval for you to consider an alternative plan, IKON wpm, on a quarterly basis. present pricing options to conform to a new image volume. It you agree that additional equipment is required to satisfy your increased image volume requirements, IKON will include the equipment in the pricing options. The addition of equipment andlor IncremesldeoeaCas 0 the Guaranteed Minimum Images inquires an amendment ('Amendment) to the Image Management Plus Product Schedule that must be agreed to and signed by both you and IKON. The Amendment may not be lass than the remaining term of the existing Image Management Plus Product Schedule but may be extended far a term up to 60 months. Adjustments to the Guaranteed Minimum Images commitment and/or the addition of equipment may meek in a higher or lower ntWmum payment. Images decreases are anion to 2V/. of the Guaranteed Minimum Images in effect at the time of Amendment. EQUIPMENT AND PROFESSIONAL SERVICES UPGRADE OPTION At any time after The expiration of one -half of the original term of the Image Management Plus Product Schedule to which these Service Commitments relate, you may reconfigure the Equipment by adding, exchanging, o upgrading to an item of Equipment with additional features of enhanced technology. A how Image Management Plus Product Schedule or Amendment for trot less than the remaining term of the existing Image Management Plus Product Schedule or Amendment, must be agreed to and signed by you and IKON. The Image Management Cost of Additional Images and the Minimum Payment of the new Image Management Plus Product Schedule or Amendment will be based on any Obligations remaining on the Equipment, the added equipment and new Image volume commitment. Your IKON Account Executive wit be pleased to work with you on a Technology Refresh prior to the end of your Image Management Pius Product Schedule or Amendment. IKON is committed to permoraff these Service Commitments and agrees to perform Its services In a manner consistent with the applicable manufacturers specifications. if IKON lads to meet any Service Commitments and in the unlikely event that IKON is not able to repair the Equipment in your office, IKON, at IKON's election, will provide to you either the delivery of a temporary loaner, for use while the Equipment is being repaired at IKON's service center, or IKON will replace such Equipment with comparable Equipment of equal or greater capability at no additional charge. These are the exclusive remedies available to you under the Image Management Plus Commllmenls Customers exclusive remedy sham be for IKON to regedam any Services not in compliance with INS warranty and brought to IKON's attention in writing within a reasonable time, but in no event more than thirty (30) days after such Services are pedorined. If you are dissatisfied with IKON's performance, you must send a registered letter outlining your concern to the address specified below in the 'Quality Assurance' section. Please allow 30 days for resolution. ACCOUNT MANAGEMENT Your IKON sales professional will, upon your request, be pleased to review your equipment performance metrkx on a quarterly bank and mutually convenient date and time. IKON will follow up wAtiln 8 business hours of a call or e-mail to one of our account management team members requesting a metrics review. IKON will, upon your request, be pleased to annually review your business environment and diswss ways in which we may improve efficiencies and reduce costs relating to your document management processes. QUALITY ASSURANCE Please send all correspondence relating to the Service Commitments via registered saner to the Quality Assurance Department located at: 3920 Arkwrighl Road, Macon, GA 31210, Alto: Quality Assurance, The Quality Assurance Department will cvlmi resolution of any performance issues concerning the above Service Commitments with your local IKON office. If either of the Response Time or Uptime Performance Commitments is not met a onedime credit equal to 3% of your Minimum Payment Invoice total an the non - performing unit Vol be made available upon year request. Credit requests must be made in writing via registered letter to the address above. IKON is committed to responding to any questions regarding invoiced amounts for the use of the Equipment relating to the Product Schedule within in a two (2)daytimeframe. Toem'urefhemostlooyrespmrs pleaseodl- 888ASK-IKON. MISCELLANEOUS These Service ComiiOents do not cover repairs resulting from misuse (including without Harrell'son improper uollage or environment w the use of supplies that do net cmunna to the manufacturers specifcalicos), subjective matters (such as color reproduction accuracy) or any other factor beyond the reasonable control of IKON. IKON and you each acknowledge that these Service Commitments represent the entire understanding of the parties with respect to the subject matter hereof mid that your sole remedy far any Service Commitments not performed in secondaries with the foregoing is as set forth under the section hereof entitled. `Performance Canmilmenr. The Service Commitments made herein are service andlor maintenance warranties and are not product warranties. Except as expressly set forth herein, IKON makes no warranties, express or implied, including any implied warranties of marchardabiily, imess for use, or fitness for a Particular purpose. Neither party herelo shall be liable to The other for any consequential, Indirect, punitive or special damages. These Service Commitments shall be governed aCcending to the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law principles. These Service Commitments are not assignable by the Customer. Unless otherwise slated In your Implementation Schedule, your Equipment will ONLY be serviced by an 'IKON Certified Technicians. You acknowledge and agree that, In connection with its performance of its obligations under these Service Commitments, IKON may place automated meler reading units on imaging devices, including but not limited to the Equipment, at your location in order to facilitate the timely and efficient collection of accurate meter read data on a monthly, quarterly or annual bask. IKON agrees that such units will be used by IKON solely for such purpose. Once transmitted, all meter read data shall become the sole property of IKON and will be utilized for billing purposes. IN WITNESS WHEREOF, each party has caused Its duly authorized officer to execute these Image Management Pius Commitments as of 2010. — CUSTOMER Vf R,2Y3j `­�`fik " I " N IKON OFFICE SOLUTIONS, INC. Date. IA1PCUl IO IK9N Omm Snlmiunr re,J IF:ON: Ibcunwnl Pfpcicno N \¢w4 +'m RimLC,wipam'anv,alanar4t ofIKON OR 4tlmimn[, luo RimL t ifa nci[IwcJ v:,,4 +na4 uYRlml, Con,RnV'. LIA. Vol. 1113$ pg. 63 11p lorI ° Document Efficiency At Work IKON Office Solutions, Inc. 70 Valley Stream Parkway Malvern. PA 19355 IMAGE MANAGEMENTAMAGE MANAGEMENT PLUS AMENDMENT THIS AM NDMENT ( "Amendment') is dated as of the day of 20� to that certain agreement no. aS tt{$ - ( "Agreement ") between IKON Office Solutions, Inc. ( "we" or us ") and ,a" za p as customer ("Customer" or "your). All cap talized w rds used but not defined in this Amendment will have the meanings given to them to the Agreement. Except to the extent modified by this Amendment, the terms and conditions of the Agreement will remain unchanged and shall continue in full force and effect. Term of Amended Agreement: This Amendment extends We current term of the Agreement as imtows: vvU nr;ttenx A�tuvvwLguGE THAT YOU UNDERSTAND AND AGREE THAT, AS OF THE DATE OF OUR ACCEPTANCE OF THIS AMENDMENT, AS INDICATED BY OUR SIGNATURE BELOW, THIS AMENDMENT EXTENDS THE CURRENT TERM OF YOUR EXISTING AGREEMENT REFERENCED ABOVE BY ANOTHER 7 e" (Ztt'Q MONTHS ( "Extension Period ") FROM THE CURRENT EXPIRATION DATE. (Initial:• . j Billing for the amended amount will begin on the first payment date after the date of our acceptance of this Amendment and will be further adjusted, in each case as specified in the table below, on the first payment date following commencement of the Extension Period. Equipment added pursuant to this Amendment will be subject to the terms and conditions of the Agreement, as amended by this Amendment. Equipment Change: Q Equipment Change Image Volume Change Add Add Add Delete Delete Delete EM Amended Billing: Cost per Image Guaranteed Minimum Monthly Images Cost of Additional Images Minimum Monthly Payment From To *Upgrade Option: At any time during, but in no event prior to, the Extension Period, upon satisfaction of the conditions below, we will permit you to replace on the terms set forth below any of the Equipment originally provided under the Agreement ("Original Equipment ") with items of equipment supplied by us of like or greater value and with additional features or enhanced technology ( "Upgrade Equipment "). You will be eligible for the upgrade option described above only if (i) at the time of the effectiveness of your upgrade transaction you are not in default and satisfy reasonable prior credit review, and (ii) in connection with such upgrade transaction you enter into a new mutually satisfactory amendment (or comparable agreement) with a term at least equal to the original tern under the Agreement (without giving effect to this Amendment) setting forth the specific terms and conditions relating to such Upgrade Equipment You will not be eligible for such an upgrade option prior to the Extension Period. Upon the effectiveness of such an upgrade transaction, we will waive, for the remainder of the Extension Period, all payments which are not yet due and payable and which relate to those items of Original Equipment replaced by the Upgrade Equipment. The upgrade option described above and waiver of payments described above shall not apply to items of Equipment added to the Agreement pursuant to this Amendment. The Image Management Cost - Per- linage, the Cost of Additional images, and the Minimum Payment under the new amendment (or comparable agreement) will be based on the new equipment requested and your new image volume commitment. Customer acknowledges and agrees that subject to the upgrade option set forth above, the Agreement, as amended by this Amendment, is UNCONDITIONAL AND NON - CANCELABLE. Authorized By: Authorized Signature Print Authorized Signer Name Title Date $Lfl FI5 WO IAONo,nce SMm6, dw ,,WKUN. OOCVmonlanicicncy .4l WarkW/ A Riwh Can,,,v I.uC...... Mt kmvdafR O,Com,.y,[M Pafi loll Vol. -- Pg. 0 OOO DO la- -00 Rzt ,rU ZefO yEfO I zeh0 *Upgrade Option: At any time during, but in no event prior to, the Extension Period, upon satisfaction of the conditions below, we will permit you to replace on the terms set forth below any of the Equipment originally provided under the Agreement ("Original Equipment ") with items of equipment supplied by us of like or greater value and with additional features or enhanced technology ( "Upgrade Equipment "). You will be eligible for the upgrade option described above only if (i) at the time of the effectiveness of your upgrade transaction you are not in default and satisfy reasonable prior credit review, and (ii) in connection with such upgrade transaction you enter into a new mutually satisfactory amendment (or comparable agreement) with a term at least equal to the original tern under the Agreement (without giving effect to this Amendment) setting forth the specific terms and conditions relating to such Upgrade Equipment You will not be eligible for such an upgrade option prior to the Extension Period. Upon the effectiveness of such an upgrade transaction, we will waive, for the remainder of the Extension Period, all payments which are not yet due and payable and which relate to those items of Original Equipment replaced by the Upgrade Equipment. The upgrade option described above and waiver of payments described above shall not apply to items of Equipment added to the Agreement pursuant to this Amendment. The Image Management Cost - Per- linage, the Cost of Additional images, and the Minimum Payment under the new amendment (or comparable agreement) will be based on the new equipment requested and your new image volume commitment. Customer acknowledges and agrees that subject to the upgrade option set forth above, the Agreement, as amended by this Amendment, is UNCONDITIONAL AND NON - CANCELABLE. Authorized By: Authorized Signature Print Authorized Signer Name Title Date $Lfl FI5 WO IAONo,nce SMm6, dw ,,WKUN. OOCVmonlanicicncy .4l WarkW/ A Riwh Can,,,v I.uC...... Mt kmvdafR O,Com,.y,[M Pafi loll Vol. -- Pg. 0 M necumnt Elfeleacy Al Wank' Equipment Removal Authorization •nmacor,r»rc Equipment Leased by Customer from IKON, IOS Capital, or IKON Financial Services aIN Customer Name i'a2o to Contact Date Prepared Contact Name ti j tj tt%K City I SPV am Phone Email Contact Fax C� 0 Check if Additional Product Description page(s) attached 01A, " j£z._ �� . '' W ti. ' "� r A`ND:.e ..Q P, ` 4'IYY�`.s"s�i" i "�' < �" 5il MI.NPcIs.. ". 11: a�k�'- This Authorization will confirm that you desire to engage IKON Office Solutions, Inc. ( "IKON ") to pick -up and remove certain items of equipment that are currently leased by you from IKON, IOS Capital of IKON Financial Services, and that you intend to issue written or electronic removal requests (whether such equipment is identified in this Authorization, in a purchase order, in a letterer other written form) to us from time to time for such purpose. Such removal request will set forth the location, make, model and serial number of the equipment lobe removed by IKON. By signing below, you confirm that, with respect to every removal request issued by you (1) IKON may rely on the request, and (2) the request shall be governed by this Authorization. Except for the obligations of IKON to pick -up and remove the identified equipment, IKON does not assume any obligation, payment or otherwise, under your lease agreement, which shall remain your sole responsibility. As a material condition to the performance by IKON, you hereby release IKON from, and shall indemnify, defend and hold IKON harmless from and against, any and all claims, liabilities, costs, expenses and fees arising from or relating to any breach of your representations or obligations in this Authorization or of any obligation owing by you under your lease agreement. Make /Model /Serial Number yt Zj0 3S % 3 Contact Pick -Up Address I 3Cn E 5+1 Phone _ (ai - q300 City I SPV am State TJr Zip Code '7'I Contact Make /Model /Serial Number I Pick -Up Address Phone City State Zip Code Make /Model /Serial Number Contact Pick -Up Address Phone City State Zip Code �� Make /Model /Serial Number Contact Pick -Up Address Phone City State Zip Code �s;,gyy���0)` Signature /( Authorized Signature 7AAuthorized Printed Name _ ^ ,; ._ -SignaturePrinted Name' " ' -' "' -- --- -- p Title Date Date a 1v 10M vol. 13 8 pg. 6 5 N �1� i M ASE Pius ® rl�. DocumentEH7ciency Manage en u:r ^tt _u_Atwo, walux �rw"r Product Schedule Number: State and Local Government Master Agreement Number: This Image Management Plus Product Schedule ( "Schedule ") is made part of the State and Local Government Master Agreement ( "Masterr�p-greement ") identified on this Schedule between IKON Office Solutions, Inc. C`we" or "us ") and 25ftrao3 . riF val Or as Customer ( "Customer" or "you")_ All terms and conditions of the Master Agreement am incorporated into this Schedule and made a part hereof. It is the intent of the parties that this Schedule be separately enforceable as a complete and independent agreement, independent of all other Schedules to the Master Agreement. CUSTOMER INFORMATION iA% PRODUCT DESCRIPTION ( "Product ") t Product Description: Make & Model City Qly Product Description: Make & Model PAYMENT SCHEDULE ii Miimum Payment Minimum Payment Billing Frequency Advance Payment onths ithour Tax 0 Monthly ment $OQ 0 Quarterly ast Payment b O `/• Other. Guaranteed Minimum lma,esFO Cost Of Additional lma ee Meter Reading/Billing frequency Color Color Q Monthly ®Quarterl e1w0 y � Other. N %Ua� fT� OUN • Based upon Minimum Payment Billing Frequency ° Based upon standard ,,,8/ /:" x 11" paper size. Paper sizes greater than 8 'A" x 11" may count as more than one image. Sales Tax Exempt: if YES (Attach Exemption Certificate) Customer Billing Reference Number (P.O. #, etc.) Addendum(s) attached: [I YES (check if yes and indicate total number of pages: TERMS AND CONDITIONS 1. The first Payment will be due on the Effective Date. 2. You, the undersigned Customer, have applied to us to use the above - described items ( "Product ") for lawful commercial (non- consumer) purposes. THIS IS AN UNCONDITIONAL, NON - CANCELABLE AGREEMENT FOR THE MINIMUM TERM INDICATED ._ __, ABOVE. if we accept this_Schehhh you „agree w use the above Product . on all the terms hereof, including the Terms and Conditions on the 1- 888 - ASKIKON wwwakon.cam SW PSINIPIP 1I, IKON Or..[ <tioLniew„x and IKON'. 0.anm.m Hr iln Al\Vmk4rp Ri10 C.e.V. an vadrnsltaril(UNU ( f¢Sohdium,Iw. 0.KOFa pa nlix,e,M lvskms[or a4. tbn.prn, I'd. Pape 1 d3 Vol. 13g P9_ 66 Master Agreement. THIS WILL ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND T1418 SCHEDULE AND THE MASTER AGREEMENT AND HAVE RECEIVED A COPY OF THIS SCHEDULE AND THE MASTER AGREEMENT. Image Charees/Meten; In return for the Minimum Payment, you are entitled to use the number of Guaranteed Minimum Images as specified in the Payment Schedule of this Agreement. The Meter Reading/Billing Frequency is the period of time (monthly, quarterly, etc.) for which the number of images used will be reconciled. If you use more than the Guaranteed Minimum Images during the selected Meter Reading/Billing Frequency period, you will pay additional charges at the applicable Cost of Additional Images as specified in the Payment Schedule of this Schedule for images, black and white and /or color, which exceed the Guaranteed Minimum Images ( "Additional images +'). The charge for Additional Images is calculated by multiplying the number of Additional Images times the applicable Cost of Additional Images. The Meter Reading/Billing Frequency may be different than the Minimum Payment Billing Frequency as specified in the Payment Schedule of this Schedule. You will provide us or our designee with the actual meter reading(s) by submitting meter reads electronically via an automated meter read program, or in any other reasonable manner requested by us or our designee from time to time. If such meter reading is not received within seven (7) days of either the end of the Meter Reading/Billing Frequency period or at our request, we may estimate the number of images used. Adjustments for estimated charges for Additional Images will be made upon receipt of actual meter reading(s). Notwithstanding any adjustment, you will never pay less than the Minimum Payment. 4. Additional Provisions (if any) are: THE PERSON SIGNING THIS AGREEMENT 'CUSTOMER REPRESENTS THAT HE/SHE HAS THE AUTHORITY TO DO SO. CUSTOMER Zak' ° Accepted by: IRON OFFICE SOLUTIONS, INC. i3y: ;X By: Authorize ner Si ure Authorized Signer Signature Printed Name: Printed Name: Title: Date: Title: Date: 1- 888- ASKIKON www.fkon.com SIG PSIrIPQ to IRON ORim Snlmian[[ wd KON Al nvak —Asafl KON01$[S*Nlm,x Nc RicoliP j,orctiivtt[dvndaavl nr Ri[dl Canl '. I,td. Pape2 r Vol. f �O r&y, 6) Document Efficiency IKON OFFICE SOLUTIONS, INC. At War&: IMAGE MANAGEMENT PLUS COMMITMENTS .ini.a„I..av The below service commitments (collectively, the "Service Commitments") are brought to you by IKON Office Solutions, Inc., an Ohio corporation having its principal place of business at 70 Valley Stream Parkway, Malvern, PA 19355 (IKON'), one of the largest distributors of once solutions In the word. The words 'you" and your" refer to you, our customer. You agree that IKON alone is the parry to provide all of the services set forth below and is fully responsible to you, the customer, for all of the Service Commitments. The Service Commitments are city applicable to the equipment ("Equipment) described in the Image Management Plus Product Schedule to which these Service Commitments are attached, excluding facsimile machines, single - function and wkh -format printers and production units. The Service Gommiunenls are effective om the date the Equipment is accepted by yen and apply during IYON's normal business hours, excluding weekends and IKON recognized holidays. They remain in effect for the Minimum Term so long as no ongoing default exists on your pad. TERM PRICE PROTECTION The Image Management Minimum Payment and the Cost of Additional Images, as described on the Image Management Plus Product Schedule, will not increase in price during the Minimum Term of the Image Management Plus Product Schedule, unless agreed to in writing and signed by both parties. EQUIPMENT SERVICE AND SUPPLIES IKON will provide full ,coverage maintenance services, including replacement parts, drums, labor and all service calls, during Normal Business Hours. 'Normal Business Hours' are between 8:00am and 5:00mr, Monday to Friday excluding public holidays, IKON will also provide the supples required to produce images on the Equipment covered under the Image Management Plus Product Schedule (other than Pon-metered equipment and soffinetered Equipment]. The supplies will be provided according to manufacturers sin al MOMS. Qpliopai supply gems such as paper and transparencies are not included. X G u P YS RESPONSE TIME COMMITMENT IKON will provide a quarterly average response time of 2 to 6 business ure for all service calls located within a 30 -mile radius of any IKON office, and 4 to 8 business hours for service tags located within a 31 -60 mle radius for the term of the Image Management Plus Product Schedule. Response time is measured in aggregate for all Equipment covered by the Image Management Plus Product Schedule. UPTIME PERTT ORMANCE COMMITMENT IKON will service the Equipment 10 be I )eratonal with a quart dy optima average of 96% during Normal Business Hours, exctr' Ig preventaiivl, and interim maintenance lime. Downtime will begin at the time you p' +n a service call to IKON and will end when the Equipment is again Operational. You k, e to make the Equipment available to IKON for scheduled preventative and interim mat a rice. You further agree to give IKON advance notice of any critical and specific uptime nasds you may have so that IKON can schedule with you interim and preventalivemaintenance in advance of such needs. As used in Those Service Commitments 'Operational' means substantial compliance with vie manufacturer's specifications and /or performance standards and excludes customary endi corrective actions. IMAGE VOLUME FLEXIBILITY AND EQUIPMENT ADDITIONS At any time after the expiralion of the initial ninety day period of the original term of the Image Management Plus Product Schedule to which these Service Commitments (Elate, IKON will, upon your request, review your image volume, if the image volume has moved upward or downward in an amount sufficient for you to consider an alternative plan, IKON will, on a quarterly basis, present pricing options to wham to a new ¢nags volume, It you agree that additional equipment is required to satisfy your Increased linage volume equirements. IKON will include the equipment in the pricing options. The addition of equipment andbr increases /decreases to the Guaranteed Minimum Images requires an amendment (Amendment') to the Image Management Plus Product Schedule that must be agreed to and signed by both you and IKON, The Amendment may not be less than the remaining term of the existing Image Management Plus Product Schedule but may be extended for a term up to 60 months. Adjustments to the Guaranteed Minimum Images wmaulmenl andbr the addition of equipment may result in a higher or lower minimum payment. Images decreases are limited to 25% of the Guaranteed Minimum Images in effect at the Ilm l of Amendment. EQUIPMENT AND PROFESSIONAL SERVICES UPGRADE OPTION At any time after the exptalion of one-half of the original term of the Image Management Plus Product Schedule to which these Service Commitments relate, you may reconfigure the Equipment by adding, exchanging, or upgrading to an item of Equipment with additional features or enhanced technology, A new Image Management Plus Product Schedule Of Amendment for not less than the remaining term of vie existing Image Management Plus Product Schedule a Amendment, must be agreed to and signed by you and IKON. The Image Management Cost of Additional Images and the Minimum Payment of the new Image Management Plus Product Schedule or Amendment will be based on any obligations remaining on fie Equipment, the added equipment and new image volume commilment. Your IKON Account Executive will be pleased to work with you on a Technology Refresh prior to the end of your Image Management Plus Product Schedule or Amendment. PERFORMANCE COMMITMENT IKON Is committed to performing These Service Commitments and agrees to perform its services in a manner wnsaWM with the applicable manufacturer's specifications. If IKON faits to meet any Service Commitments and in the unlikely event that IKON is not able to repair the Equipment in your office. IKON, at IKON's election, will provide to you either the delivery of a temporary loaner, for use while the Equipment is being repaired at IKON 'a service center, or IKON will replace such Equipment with comparable Equipment of equal or greater capabilly at no additional charge. These are the exclusive remedies available 10 you under the Image Management Plus Commitments Customers exclusive remedy shall be for IKON to m-perform any Services not in compliance with this eventually and brought to TKON's attention h wean Within a reasonable time, but In no event more than thirty (30) days after such Services are performed, if you are dissatisfied with IKON's performance, you must send a registered letter oullsing your concerns to the address specthed below in the 'Quality Assurance section. Please allow 30 days for resolution. ACCOUNT MANAGEMENT Your IKON sales professional will, upon your request, be pleased to review your equipment performance rnetrles on a quarterly basis and mutually convenient dale and time. IKON will follow up within 8 business hours of a call or e-mail to one of our account management loam members requesting a metrics review, IKON wMl, upon your request, be pleased to annually review your business environment and discuss ways In which we may improve efflciencles and reduce costs relating to your document management processes. QUALITY ASSURANCE Please send alt correspondence relating to the Service CommOrnmu; he registered letter to the Quality Assurance Department located at: 3920 Arkwrighl Road. Macon, GA 31210, Alin: Quality Assurance. The Quality Assurance Department will coordinate resolution of any performance Issues concerning the above Service Commitments with your local IKON office. If either of the Response Time or Uptim r Performance Commtments is not met, a one-time credit equal to 3% of your Minimum Payment invoice total on the non- performing unit will be made available upon your request Credit requests must be made In writing via registered letter to the address above. IKON Is committed to responding to any questions regarding Invoiced amounts for the use of the Equipment relating to the Product Schedule within In a two (2)dayllmeframe. Toensmelhenmstline #responsepfeaseal?6888- ASK.IKON. MISCELLANEOUS These Service Commitments do not cover repairs resulting from misuse (including without limitation Improper voltage or environment or the use of supplies that do not conform to the manufacturers specifications), subjective matters (such as color reproduction accuracy) or any other factor beyond the reasonable control of IKON. IKON and you each acknowledge that these Service Commitments represent the entire understanding of the parties with respect to the subject matter hereof and that your sole remedy for any Service Commllments not Performed in accordance with the foregang is as set forth under the section hereof entitled 'Performance Commitment. The Service Commitments made herein are service and/or maintenance warranties and are not product wanmnhes. Except as expressly set forth herein, IKON makes no warranties, express or implied, Including any tripled warm lies of merchantability, fitness for use, or fitness for a particular purpose. Neither party hereto shall be gable to the other for any consequential, indirect, punitive or special damages, These Service Commitments shall be governed according to the laws of The Commonwealth of Pennsylvania without regard to Its conflicts of law pdnciem These Service Commitments are not assignable by the Customer. Unless otherwise stated in your Implementation Schedule, your Equipment wit ONLY be servlced by an 'IKON Cuffed Technician You acknowledge and agree that, in connection with its performance of its obligations under these Be"'" Commilments, IKON may place automated meter reading units on Imaging devices, incmding but not limited to the Equipment, at your location In order to facgitale the limey ad effluent collection of accurate Meier read data on a monthly, quarterly or annual basis, IKON agrees that such units coil be used by IKON solely for such purpose. Once transmitted, all meter read data shall become the sole properly of IKON and will be utilized for billing purposes. IN WIT NESS WHEREOF, each party has caused its duly authorized officer to execute these linage Management Plus Commitments as of �2gb—. {s,. p CUSTOMER '6��7i �y�' 7 p —�.,� III OFFICE SOLUTIONS, INC. Date: MW 10 I IKON Oma•Snl„lion, Y cold[KOK: Ooun,nunl lJT—, x,% Lv!AeIIM,V.num„—ead—lrof IKON Olixt Flulion ;Ina. 0.wvllr ire( tiir,<r<J,nid<,li„F nl'1liNL fo,un+11.,1.IJ. pg. P.yu l nI . IKON Office Solutions, Inc. ' BotiumentflfieiencY 70 Valley Stream Parkway At Work:' Malvern. PA 19355 nwmxeemrNrc IMAGE MANAGEMENTAMAGE MANAGEMENT PLUS AMENDMENT THIS AMENDMENT ( "Amendment') is dated as of the day of 20JQ, to that certain agreement no. q01,13 _ - ( "Agreement ") between IKON Office Solutions, Inc. ( "we" or ue) and r22D as customer ( "Customer" or "you" J. All capitalized words used but not defined in this Amendment will have the meanings given to them in the Agreement. Except to the extent modified by this Amendment, the terms and conditions of the Agreement will remain unchanged and shall continue in full force and effect. Customer Information: ,-} /�tt (� Customer Name: t)ia2R5..._.__(0 ti-AiiI OT Term of Amended Agreement: This Amendment extends the current term of the Agreement as follows: YOU HEREBY ACKNOWLEDGE THAT YOU UNDERSTAND AND AGREE THAT, AS OF THE DATE OF OUR ACCEPTANCE OF THIS AMENDMENT, AS INDICATED BY OUR SIGNATURE BELOW, THIS AMENDMENT EXTENDS THE CURRENT TERM OF YOUR EXISTING AGREEMENT REFERENCED ABOVE BY ANOTHER 'Z ti- C ;Wo) MONTHS ( "Extension Period') FROM THE ling for the CURRENT EXPIRATION DATE.(Ini[ial:• ). Bil amended amount will begin on the first payment date after the date of our acceptance of this Amendment and will be further adjusted, in each one as specified in the table below, on the first payment date following commencement of the Extension Period. Equipment added pursuant to this Amendment will be subject to the terms and conditions of the Agreement, as amended by this Amendment. Equipment Change: rl Equipment Change ❑ Image Volume Change Both Add Add Add Delete Delete Delete Amended Billing: Cost Der image Guaranteed Minimum Monthly Images Cost of Additional Images Minimum Monthly Payment From To oiy at o00 ion 3�I .00 22t-D z,cro Ztt-v 2Grp *Upgrade Option: At any time during, but in no event prior to, the Extension Period, upon satisfaction of the conditions below, we will permit you to replace on the terns set forth below any of the Equipment originally provided under the Agreement ("Original Equipment') with items of equipment supplied by us of like or greater value and with additional features or enhanced technology ( "Upgrade Equipment'). You will be eligible for the upgrade option described above only if (i) at the time of the effectiveness of your upgrade transaction you are not in default and satisfy reasonable prior credit review, and (ii) in connection with such upgrade transaction you enter into a new mutually satisfactory amendment (or comparable agreement) with a tern at least equal to the original term under the Agreement (without giving effect to this Amendment) setting forth the specific terms and conditions relating to such Upgrade Equipment. You will not be eligible for such an upgrade option prior to the Extension Period. Upon die effectiveness of such an upgrade transaction, we will waive, for the remainder of the Extension Period, all payments which are not yet due and payable and which relate to those items of Original Equipment replaced by the Upgrade Equipment. The upgrade option described above and waiver of payments described above shall not apply to items of Equipment added to the Agreement pursuant to this Amendment. The Image Management Cost - Per- Image, the Cost of Additional Images, and the Minimum Payment under the new amendment (or comparable agreement) will be based on the new equipment requested and your new image volume commitment. Customer acknowledges and agrees that subject to the upgrade option set forth above, the Agreement, as amended by this Amendment, Is UNCONDITIONAL AND NON - CANCELABLE. Authorized SlQnah}r$s: gng .4 re TDate -, Authorised Signature Date 1tVl. �r�toriftr J(_)LttK � Signer Name Title I Print Authorized Signer Name Title SUIRx 14W WoNottite Solonian,R and IRON'. Wturintnaieieimy,Al Work0l A Mori Crillmny are rr&,,%rks u1KONOsoo solutions. Inc. Rienhii, is a reysmrednWe,nu,k or Wool, Cnngwny, I. td. Pace l of Vol. 138 pg. /^9 ' Document Efficiency AtWerrr." Equipment Removal Authorization •YFO,(ONM1 Equipment Leased by Customer ff•om IKON, IOS Capital, or IKON Financial Services . �i.tt CUS O LL�+��� 03T9 ad�wsat r ,r Customer Name �P42Rf WA m Date Prepared 0 Contact Name uA1_ wi' litt ^%5 Phone 474• 14 L--q2 ?5/1 Email I W i 11 f9tVILS P PO bra•f m3 4- US Fax O Check if Additional Product Description page(s) attached This Authorization will confirm that you desire to engage IKON Office Solutions, Inc. ('IKON') to pick -up and remove certain items of equipment that are currently leased by you from IKON, IOS Capital or IKON Financial Services, and that you intend to issue written or electronic removal requests (whether such equipment is identified in this Authorization, in a purchase order, in a letter or other written form) to us from time to time for such purpose. Such removal request will set forth the location, make, model and serial number of the equipment to be removed by IKON. By signing below, you confirm that, with respect to every removal request issued by you (I) IKON may rely on the request, and (2) the request shall be governed by this Authorization. Except for the obligations of IKON to pick -up and remove the identified equipment, IKON does not assume any obligation, payment or otherwise, under your (case agreement, which shall remain your sole responsibility. As a material condition to the performance by IKON, you hereby release IKON from, and shall indemnify, defend and hold IKON harmless from and against, any and all claims, liabilities, costs, expenses and fees arising from or relating to any breach of your representations or obligations in this Authorization or of any obligation owing by you under your lease agreement, W�.`�.0 lA >74u Authorized Signature "Signature Prinied'Name Title Date Lam: _gnacec.e /\ Authorized Signature Title Date ?D Vol. '13g --- pg. AGE PLUS Manage en Product Schedule Number: Slate and Local Government Master Agreement Number: ' Document Efficiency J At Work.' _ AM[ONCOMPANY This Image Management Pius Product Schedule ( "Schedule ") is made part of the State and Local Govemmepp,t Master Agreement ( "Master A$Ceement ") identified on this Schedule between IKON Office Solutions, Inc. ( "we" or "us ") and lSlrw_Z.hS 4119(A i°v of as Customer ( "Customer" or "you'd. All terms and conditions of the Makter Agreement am incorp ra d into this Schedule and made a part hereof. It is the intent of the parties that this Schedule be separately enforceable as a complete and independent agreement, independent of all other Schedules to the Master Agreement. CUSTOMER INFORMATION PRODUCT DESCRIPTION ( "Product ") Cry Product Description: Make & Model PAYMENTSCHEDULE Minimum Term Minimum Payment Minimum Payment Billing Frequency months rrhow Tax Monthly Quarterly VV Wt0 $ I�/ DO Other. Guaranteed Minimum lma es "O _ Cost of Additional lma es° r Color Color S, nth zero .Opgf ZefO * Based upon Minimum Payment Billing Frequency ° Based upon standard 8 h" x I i" paper size. Paper sizes greater than 8 7i' x 1 I" may count w more than one image Advance Payment Its Payment I ° & Last Payment 0 Other Dieter Rear ing/Biiling Frequency Monthly Quar erl ®Other: NN YdY oux Sales Tax Exempt: jgYES (Attach Exemption Certificate) Customer Billing Reference Number (P.O. N, etc.) Addendum(s) attached: E] YES (check if yes and indicate total number of pages: TERMS AND CONDITIONS 1. The first Payment will be due on the Effective Sate. 2. You, the undersigned Customer, have applied to us to use the above - described items ( "Product') for lawful commercial (non- consumer) purposes. THIS IS AN UNCONDITIONAL, NON - CANCELABLE AGREEMENT FOR THE MINIMUM TERM INDICATED ABOVE. If we accent this Schedule. you agree to use the above Product on all the terns hereof. includinz the Terms and Conditions on the 1- 888 - ASKIKON www.ikon.com ""'°" " " "'. SLG I's W1,02 In IKON OILtc S.4.1-IssoJ IKON 'Uwumunl1 :916cc,NVINWAakoh CmnVam an lmd,n1oM orlAnN(IIaW SOlolui",Inv.R;mltg is lbivo4d(m1onnl a RmohCalnpmp, Lot ft,o Id2 Vol. 139 Pg.—?L__— Master Agreement. THIS WILL ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND T141S SCHEDULE AND THE MASTER AGREEMENT AND HAVE RECEIVED A COPY OF THIS SCHEDULE AND THE MASTER AGREEMENT. image Charges/Meters: In return for the Minimum Payment, you are entitled to use the number of Guaranteed Minimum Images as specified in the Payment Schedule of this Agreement. The Meter Reading/Billing Frequency is the period of time (monthly, quarterly, etc.) for which the number of images used will be reconciled. if you use more than the Guarinteed Minimum Images during the selected Meter Reading/Billing Frequency period, you will pay additional charges at the applicable Cost of Additional Images as specified in the Payment Schedule of this Schedule for images, black and white and/or color, which exceed the Guaranteed Minimum Images ( "Additional Images "). The charge for Additional Images is calculated by multiplying the number of Additional Images times the applicable Cost of Additional Images. The Meter Reading/Billing Frequency may be different than the Minimum Payment Billing Frequency as specified in the Payment Schedule of this Schedule. You will provide us or our designee with the actual meter reading(s) by submitting meter reads electronically via an automated meter read program, or in any other reasonable manner requested by us or our designee from time to time. If such meter reading is not received within seven (7) days of either the end of the Meter Reading/Billing Frequency period or at our request, we may estimate the number of images used. Adjustments for estimated charges for Additional Image% will be made upon receipt of actual meter reading(s). Notwithstanding any adjustment, you will neverpay less than the Minimum Payment. 4. Additional Provisions (if any) are: OF By: X_ Printed Title Accepted by: IKON OFFICE SOLUTIONS, INC. By. Authorized Signer Signature Printed Name: "title: Date: 1- 888- ASKIKON wwmikon.coin W; i'SIAIPU2IU IFOV 015'x<SnAnemf +-I MON.IMnimrnl(Iiaimw.V \\'or4xlA RiCn54ompvnp oRlrWanvW aIKOXOMY ...n.Inc IAd. h,2a? �a �A _ pg. Document Efficiency IKON OFFICE SOLUTIONS, INC. _ _ At Work,' IMAGE MANAGEMENT PLUS COMMITMENTS The below service commitments (collectively, the `Service Commiamentsl am brought to you by IKON Office Solutions, Inc., an Ohio corporation having its principal place of business at 70 Valley Stream Parkway, Malvern, PA 19355 CIKONI, one of the largest distributors of office solutions in the world. The words'you° and your' refer to you, our customer. You agree that IKON alone is the party to provide all of the services set IoNh below and is fully responsible to you, the customer, for all of the Service Commitments. The Service Gommienents are only applicable to Nine equipment CEquipmenr) described in the Image Management Plus Product Schedule to which these Service Communicate are attached, excluding facsimile machines, single- function and wide - format printers and production units. The Service Commitments we effective an the date the Equipment is accepted by you and apply during IKON's normal business hours, excluding weekends and IKON recognized holidays. They remain in effect for the Minimum Term so long as no ongoing default exists on your part. TERM PRICE PROTECTION The Image Management Minimum Payment and the Cast of Additional Images, as described on the Image Management Phis Product Schedule, will cwt increase in price during the Minimum Term of the Image Management Plus Product Schedule, unless agreed to in writing and signed by both parties. EQUIPMENT SERVICE AND SUPPLIES IKON will provide full coverage maintenance services, including replacement pads, drums, labor and all service calls, during Normal Business Hours. 'Normal Business Hours' are between 8:00am and 5:00pm, Monday to Friday excluding public holidays. IKON will also provide the supplies required to produce Mages on the Equipment covered under the Image Management Plus Product Schedule (other than non - metered equipment and soft- melered Equipment). The supplies will be provided according to manufacturer's specifications, Opugnnat supply slams such as paper and Vansparemeka are rot included..Zrif.� t� ia�lee3 RESPONSE TIME COMMITMENT IKON wig provide a quarterly average response time of 2 to 6 bu antes calls located within a 30 -mile radius of any IKON office, and 4 to 8 business hours for service calls located within a 31.60 mile radius for the term of the Image Management Plus Product Schedule. Response tine is measured in aggregate for all Equipment covered by The Image Management Plus Product Schedule. UPTIME PERFORMANCE COMMITMENT IKON will service the Equipmenl to be Operational vdm a quadeny police average of 98°1. during Normal Business Hours, excluding preventative and interim maintenance time. Downtime will begin at the time you place a service call to IKON and will and when the Equipment is again Operational. You agree to make the Equipment w3g8txe 10 IKON for scheduled preventative and Interim maintenance. You further agree to give IKON advance notice of any edtical and specific uplime needs you may have so that IKON can schedule with you interim and preventative maintenance in advance of such needs. As used in these Service Commitments 'Operail l' means substantial compliance with the manufacturers speafflatiens and%or performance standards and excludes customary end -user corrective actions. IMAGE VOLUME FLEXIBILITY AND EQUIPMENT ADDITIONS Al any time after the expiration of the Initial ninety day period of the original term of the Image Management Plus Product Schedule to which mew Service Commitments relate, IKON will, upon your request, review your image volume. If the image volume has moved upward of downward in an amount sufficient for you to consider an alternative plan, IKON will, on a quadedy basis, present pricing optl to %Olean to a new image volume, If you agree that additional equipment Is required to satisfy your increased'rnage volume requirements. IKON will include the equipment In the pricing options. The al lion of equipment and/or Increasesldecreases to the Guaranteed Minimum Images requires an amendment ('Amendment') to the Image Management Plus Product Schedule that must be agreed to and signed by both you and IKON. The Amendment may not be less than the remaining term of the existing Image Management Plus Product Schedule but may be extended for a term up Io 60 months. Adjustments to the Guaranteed Minimum Images commitment andlr the addition of equipment may resign in a higher or lower rifmlonum payment. Images decreases ere limited to 25% of the Guaranteed Minimum Images in effect at the time of Amendment. EQUIPMENT AND PROFESSIONAL SERVICES UPGRADE OPTION At any time after the expiration of one -half of the original term of the Image Management Plus Roduct Schedule 10 which these Service Commitments relate, you may reconfigure the Equipment by adding, exchanging, or upgrading to an item of Equipment with additional features or enhanced technology. A new Image Management Plus Product Schedule or Amendment for not less than the remaining term of the existing Image Management Rua Product Schedule or Amendment must be agreed to and signed by you and IKON. The Image Management Cost of Additional images and the Minimum Payment of the new Image Management Plus Product Schedule of Amendment will be based an any obligations remaining on the Equipment, the added equipment and new Image volume commitment. Your IKON Account Exemlive will be pleased to work with you on a Technology Rehash poor to the end of your Image Management Plus Product Schedule or Amendment. PERFORMANCE COMMITMENT IKON is committed to performing these Service Commitments and agrees to perform its services in a manner consistent with the applicable manufacturer's specifications. If IKON fats to meet any Service Commitments and in the unlikely event that IKON Is trot able to repair the Equipment No your once, IKON, at IKON's election, will provide to you either the delivery of a temporary loaner, for use while the Equipment is being repaired at IKON's service center, or IKON will replace such Equipment with comparable Equipment of equal or greater capability at no additional change. These are the exclusive remedies available to you under the Image Management Plus Commitments Customers exclusive remedy shall be for IKON to re- perform any Services not in compliance with this warmly and brought to IKON's attention in writing within a reasonable are, but in no event more than thirty (30) days after such Services are performed. If you are dissatisfied with IKON's performance, you must send a registered letter outlMinO your ancwns to the address specified below, in the 'Quality Assufance' section. Please all 30 days for resolution. ACCOUNT MANAGEMENT Your IKON sales professional will, upon your request, be pleased to review your equipment performance metrics on a quaderiy basis and mutually convenient date and time. IKON will follow up within 8 business hews of a call or e-mail to one of Our account management team members requesting a metrics review. IKON will, upon your request, be pleased to annually review your business environment and discuss ways In which we may knpave efficiencies and reduce costs relating to your downiml management processes. QUALITY ASSURANCE Please send an Correspondence relating to the Service Commitments via registered after to the Quality Assurance Department located at: 3920 Arkwright Road, Macon, CA 31210, Alin: Ouakly Assurance, The Quality Assurance Department will coordinate famotion of any perlormanm issues concerning the above Service Commitments with your local IKON office. If either of the Response Time or Upbme Performance Commitments is not met, a one -lime credit equal to 3% of your Minimum Payment Invoke total an the non - performing unit will be made available upon your request. Credit requests must be made in writing via registered letter to the address above. IKON is awninged to responding is any questions regarding invoiced amounts for the use of the Equipment relating to the Product Schedule within in a two (2)daytimeframe. ToensmelhemosflkwtVfesponse03seca //7988- ASK -IKON MISCELLANEOUS These Service Commitments do not aver repairs resulting from misuse (including without hurtfu on improper voltage Or environment or the use of supplies that do not conform to the manufacturers specifications), sWjedive matters (such as pour reproduction accuracy) or any other factor beyond the reasonable control of IKON. IKON and you each acknowledge that these Service Commitments represent the entire understanding of the parties with respect to the subject matter hereof and that your sole remedy for any Service Commitments not perfomed in accordance with the foregoing is as set forth under the motion hereof entitled 'Performance Commitment. The Service Commitments made herein are service and/or maintenance warranties and are not product warranties. Except as expressly act forth herein, IKON makes no warranties, express or implied, including any implied wanranfies of merchantability, fitness for use, or fitness for a particular purpose. Neither party hereto shall be Roble to the other for any consequential, indirect, punitive or special damages. These Service Commitments shall be governed according to the laws of the Commonwealth of Pennsylvania without regard to its conthcts of law principles. These Service Commitments are not assignable by the Customer. Unless otherwise slated In your Implementation Schedule, your Equipment will ONLY be serviced by an 'IKON United Technician'. You acknowledge and agree that in connection with its performance of its obligams under thew Service Commitments, IKON may place automated meter reading units on imaging devices, including but not limited to the Equipment, at your location in order to facilitate the limely and efficient collectwn of accurate meter read data on a monthly, queasily or annual basis. IKON agrees that such units wig be used by IKON solely for such purpose. Once transmitted, all meter mad data shalt become the sob property of IKON and will be utilized for billing purposes. IN WITNESS WHEREOF, each party has caused its duly authorized officer to execute these Image Management Plus Commitments as of _. 201-0. f. CUSTOMER V� Of/ L"Bli" jJ \ IKON OFFICE SOLUTIONS, INC. Tate: I1,fPCu2.10 IKON Ores Soenemsa amt p(IAW. anc ^muer rff r . d, W.,i'vYA nuul:OmnR ^m- sin• valved, of HIM Omac Sulnlimu, 1.k Nlmnf is z reginau:I n:vLnurAOr m,:,m Canem,, Lld. Vol. _L= Egg° �� Pure Ion Document Efficiency At Wetkf nwcoacamhvr IKON Office Solutions, Inc. 70 Valley Stream Parkway Malvern. PA 19355 IMAGE MANAGEMENTAMAGE MANAGEMENT PLUS AMENDMENT T141S AMENDMENT ( "Amendment ") is didleg as of the day of . 20_, to that certain agreement no. Q✓iyj _ tM ( "Agreement ") between IKON Office Solutions, Inc. ("we" or us ") and as customer ("Customer" or "you")._ All cbpitalized Words used but not defined in this Amendment will have the meanings given to them to the Agreement. Except to the extent modified by this Amendment, the terms and conditions of the Agreement will remain unchanged and shall continue in full force and effect. Term of Amended Agreement: This Amendment extends the current term of the Agreement as tonows: svu ucrcerrr At,tuvvwr,e I)GE THAT VOU UNDERSTAND AND AGREE THAT, AS OF THE DATE OF OUR ACCEPTANCE OF THIS AMENDMENT, AS INDICATED BY OUR SIGNATURE BELOW, THIS AMENDMENT EXTENDS THE CURRENT TERM OF YOUR EXISTING AGREEMENT REFERENCED ABOVE BY ANOTHER 9 27rr-n (XV00 MONTHS ( "Extension Period ") FROM THE CURRENT EXPIRATION DATE. (Initial:- . Billing for the amended amount will begin on the first payment date after the date of our acceptance of this Amendment and will be further adjusted, in each case es specified in the table below, on the first payment date following commencement of the Extension Period. Equipment added pursuant to this Amendment will be subject to the terms and conditions of the Agreement, as amended by this Amendment. Equipment Change: n Equipment Change ® Image Volume Change Add Add Add Delete Delete Delete e. Amended Billing: Cost per Image Guaranteed Minimum Monthly Images Cost of Additional Images Minimum Monthly Payment From To 05'7 SD .OD 4'5-- 22,5-, ao Za;-o I y ell- o 1 ztrt� *Upgrade Opti(M: At any time during, but in no event prior to, the Extension Period, upon satisfaction of the conditions below, we will permit you to replace on the terms set forth below any of the Equipment originally provided under the Agreement ("Original Equipment ") with items of equipment supplied by us of like or greater value and with additional features or enhanced technology ("Upgrade Equipment "). You will be eligible for the upgrade option described above only if (i) at the time of the effectiveness of your upgrade transaction you are not in default and satisfy reasonable prior credit review, and (ii) in connection with such upgrade transaction you enter into a new mutually satisfactory amendment (or comparable agreement) with a tens at least equal to the original term under the Agreement (without giving effect to this Amendment) setting forth the specific terns and conditions relating to such Upgrade Equipment. You will not be eligible for such an upgrade option prior to the Extension Period. Upon the effectiveness of such an upgrade transaction, we will waive, for the remainder of the Extension Period, all payments which are not yet due and payable and which relate to those items of Original Equipment replaced by the Upgrade Equipment. The upgrade option described above and waiver of payments described above shall not apply to items of Equipment added to the Agreement pursuant to this Amendment. The Image Management Cost - Per- Image, the Cost of Additional Images, and the Minimum Payment under the new amendment (or comparable agreement) will be based on the new equipment requested and your new image volume commitment. Customer acknowledges and agrees that subject to the upgrade option set forth above, the Agreement, as amended by this Amendment, is UNCONDITIONAL AND NON - CANCELABLE. Authorized Signaturgsy XBy :_ Print By: Authored Signature Print Authorized Signer Name Title sIAPl.x 1001 KOppnice Snwiuiseand MON.0aaicnt Mlco, ry Al WOrLX l A eiwh COmINIy uovadpvls oCIFON Olfca Solwiax ln. ffiwh* ila re.j dUShmark of ltndi Nn,,., lid. Pa_iµ lnf, Vol. Imo P — g % 7 D o cumantEfficiency At W,,k.' Equipment Removal Authorization Equipment Leased by Customer from IKON, 103 Capital, or IKON Financial Services 12 W W' This Authorization will confirm that you desire to engage IKON Office Solutions, Inc. ("IKON") to pick-up and remove certain items of equipment that are currently leased by you from IKON, IOS Capital or IKON Financial Services, and that you intend to issue written or electronic removal requests (whether such equipment is identified in this Authorization, in a purchase order, in a letter or other written form) to us from time to time for such purpose. Such removal request will set forth the location, make, model and serial number of the equipment to be removed by IKON. By signing below, you confirm that, with respect to every removal request issued by you (1) IKON may rely on the request, and (2) the request shall be governed by this Authorization. Except for the obligations of IKON to pick-up and remove the identified equipment, IKON does not assume any obligation, payment or otherwise, under your lease agreement, which shalt vernam your sole responsibility. As a material condition to the performance by III you hereby release IKON from, and shall indemnify, defend and hold IKON hamidess from and against, any and all claims, liabilities, costs, expenses and fees arising from or relating to any breach of your representations or obligations in this Authorization or of any obligation owing by you under your lease agreement. Authorized Signature x CustomerName Date Prepared Contact Name 4� Phone Email I / @)_ CO • btq 7,0 Fax EJ Check if Additional Product Description pages) attached cllmp_�.I This Authorization will confirm that you desire to engage IKON Office Solutions, Inc. ("IKON") to pick-up and remove certain items of equipment that are currently leased by you from IKON, IOS Capital or IKON Financial Services, and that you intend to issue written or electronic removal requests (whether such equipment is identified in this Authorization, in a purchase order, in a letter or other written form) to us from time to time for such purpose. Such removal request will set forth the location, make, model and serial number of the equipment to be removed by IKON. By signing below, you confirm that, with respect to every removal request issued by you (1) IKON may rely on the request, and (2) the request shall be governed by this Authorization. Except for the obligations of IKON to pick-up and remove the identified equipment, IKON does not assume any obligation, payment or otherwise, under your lease agreement, which shalt vernam your sole responsibility. As a material condition to the performance by III you hereby release IKON from, and shall indemnify, defend and hold IKON hamidess from and against, any and all claims, liabilities, costs, expenses and fees arising from or relating to any breach of your representations or obligations in this Authorization or of any obligation owing by you under your lease agreement. Authorized Signature x Title Make /Model /Serial Number Contact Pick-Up Address 5JW P.m Phone City 51SLI State � Zip Code l 1'71YO-- Make /Model /Serial Number F Contact F_ Pick-Up Address Phone City State Zip Code Contact Make /Model /Serial Number Pick-Up Address Phone City State Zip Code Contact F_ Make /Model /Serial Number F_ Pick-Up Address Phone I I City state Zip Code cllmp_�.I Ren.dOIW Authorized Signature _.Signature Printed Nthffe--- Title Date Vol. 1. 1 �S' Pg.- -1 115,111111111111111111111111111111- Authorized Signature x Title Date Ren.dOIW Authorized Signature _.Signature Printed Nthffe--- Title Date Vol. 1. 1 �S' Pg.- -1 115,111111111111111111111111111111- #lq a- J. BRAZOS COUNTY COMMUNITY HEALTHCARE ENDOWMENT FUND (a 201 NORTH TEXAS AVENUE • BRYAN, TEXAS 77803 -5317 979/361 -4440 • Fax979/823 -2275 TO: Brazos County Commissioners Court FROM: Sara Mendez, M.S. CHEF Liaison DATE: September 8, 2010 RE: CHEF funding recommendations for FY 2010 -2011 It is the unanimous recommendation of the Brazos County Community Healthcare Endowment Fund (CHEF) Review Committee to fund five agencies for fiscal year 2010 -2011. The following five agencies are recommended for funding for their proposed program: AGENCY: Family Practice Foundation of the Brazos Valley AMOUNT: $ 10,000.00 PROGRAM: Fresh Start Smoking Cessation Program and Expanded TAR WARS AGENCY: Health For All AMOUNT: $ 10,000.00 PROGRAM: Chronic Disease Management Smoking Cessation in Brazos County AGENCY: Hospice Brazos Valley AMOUNT: $ 30,000.00 PROGRAM: Non - funded hospice care for Brazos County tobacco - related illnesses AGENCY: Stand Tall Against Tobacco AMOUNT: $ 20,000.00 PROGRAM: Stand Tall Against Tobacco (STAT) TOTAL: $70,000.00 Thank you for allowing members of the CHEF Review Committee to serve the citizens of Brazos County in this manner. Vol. 139 Pg-- `o -- BRAZOS COUNTY ` COMMUNITY HEALTHCARE ENDOWMENT FUND 201 NORTH TEXAS AVENUE • BRYAN, TEXAS 77803 -5317 979/361 -4440 • Fax 979/823 -2275 FUNDING AGREEMENT This contract is entered into this XT� day of reel 2010, by and between Brazos County Texas acting by and through its duly elected Commissioners Court (herein the "County "); and Family Practice Foundation of the Brazos Valley (Family Practice) or ( "Recipient'). Whereas the County was awarded $2.15 million dollars in monies from the State of Texas Tobacco Settlement of 1998; and Whereas, the County created a fund to be known as the Brazos County Community Health Care Endowment Fund (CHEF) to hold such monies and out of which the County will fund health service programs in the County; and Whereas the County Commissioners Court appointed a citizens committee to review and determine those health service agencies most deserving of contributions from such Fund; and Whereas Family Practice has qualified for such contributions and is agreeable to the conditions placed upon the expenditure of these funds by the County. NOW THEREFORE KNOW ALL BY THESE PRESENTS THAT for and in consideration of the mutual covenants, restrictions, and promises herein contained, the sufficiency of which is hereby acknowledged, the parties hereby agree as follows: 1. The term of this Agreement is for one (1) year commencing on the date above stated. 2. The County will make available to Family Practice under conditions herein stated, the sum of ten thousand and no /100 dollars ($10,000.00), payable in four (4) equal quarterly installments for use in implementing the programs and achieving the goals set forth in Parts 2A and 2C of the Funds Request Application filed by Family Practice to receive monies from CHEF, which is attached hereto and made a part hereof for all purposes. 3. The first quarterly installment due hereunder shall be paid to Family Practice around October 1, 2010. Thereafter, if the remaining quarterly payments are to be funded, the programs described in paragraph 2 above must be implemented on or before March 1, 2011. Should Family Practice fail to qualify for the remaining quarterly payments, the County shall have the right, in its sole discretion to seek reimbursement of any or all quarterly payments- Vol. 133 pg. 7 7 4. (a) Family Practice shall submit to the Brazos County Auditor, on a quarterly basis, a Community Healthcare Endowment Fund Quarterly Report form. Failure to achieve, implement and carry out the purposes for which the money was awarded, demonstrated by the information supplied in such Quarterly Report, shall permit the County to withhold, temporarily or permanently, any installment of funds due hereunder until compliance is achieved. Should Family Practice fail to qualify for the remaining quarterly payments, the County shall have the right, in its sole discretion to seek reimbursement of any or all quarterly payments. The determination of whether Family Practice has fulfilled its commitment, as described in paragraph 2 above, shall be made in the sole discretion of the Commissioners Court. (b) If the Recipient forecasts or realizes a surplus, the County may adjust the amount of funding to be paid and/or require repayment of any excess funding and/or adjust the amount of any future award or allotments (c) Recipient acknowledges that settlement and recovery funding can occur up to seven (7) years after to provision of funding. 5. The monies awarded hereunder shall be used to fund programs, which restrict participation to Brazos County residents. Failure to adhere to such restrictions shall constitute a breach of this Agreement, upon which breach the County may terminate this Agreement, without further liability. 6. If Brazos County terminates a grantee's funding agreement due to agency failure to comply with contract terms or a grantee chooses to terminate the contract for any reason, the affected agency will be prohibited from applying for healthcare funds for one year from the date of the contract termination. 7. Family Practice shall give the County access to all books, accounts, records, files or other papers belonging to or in use by Family Practice pertaining to the CHEF funds referenced in this Agreement. Failure to provide access to this information shall constitute a breach of this Agreement, upon which breach the County may terminate this Agreement, without further liability. 8. It is understood and agreed that the participation by the County in Family Practice programs is limited to the contribution of monies. The County at no time shall be liable for the acts or omissions of Family Practice, its administration board, its agents or employees. 9. Fancily Practice shall and does hereby hold harmless the County from any and all loss, cost, claims, damages or expenses of any kind, nature or description that arise out of or in connection with this Agreement. 10. Subcontracting for the Provision of Services. pg.---- (a) The Recipient agrees that it will not subcontract the fulfillment of all Or any part of the Recipients obligations under this Agreement without the prior written consent of the County. Such consent will be in the sole discretion of the County and may be subject to additional terms and conditions. (b) If the Recipient is permitted to subcontract the provision of the services, it will make reasonable efforts to include in its subcontract (i) provisions that permit the County and the County Auditor to audit the subcontractor to the same extent as set out in provisions and of this Agreement; (ii) other provisions necessary for the Recipient to fulfill its obligations under this Agreement; (iii) a provision that enables the subcontract to be assigned in the event that this Agreement is terminated; and (iv) a provision that permits the County to revoke approval of the subcontractor without legal liability to either the Recipient or the subcontractor. (c) If permitted to use subcontractors, the Recipient will remain liable for obligations performed by a subcontractor to the same extent as if it had performed such obligations. For the purpose of this Agreement work performed by the Recipient's subcontractor will be deemed work performed by the Recipient. (d) Nothing contained in this Agreement or a subcontract will create a contractual relationship between any subcontractor or its directors, officers, employees, agents, partners, affiliates or volunteers and the County. 11. Conflict of Interest. The Recipient will (a) avoid any Conflict of Interest in the performance of its contractual obligations; (b) disclose to the County without delay any actual or potential Conflict of Interest that arises during the performance of its contractual obligations; and (c) comply with any requirements prescribed by the County to resolve any Conflict of Interest. In addition to all other contractual rights or rights available at law or in equity, the County may immediately terminate the Contract upon giving notice to the Recipient where: (a) the Recipient fails to disclose an actual or potential Conflict of Interest; (b) the Recipient fails to comply with any requirements prescribed by the County to resolve a Conflict of Interest; or (c) the Recipient Conflict of Interest cannot be resolved. This paragraph will survive any termination or expiration of the Agreement. 12. (a) Document Retention and Record Maintenance. The Recipient agrees: (i) that it will retain all records related to the Recipient's performance of its obligations under this Agreement for seven (7) years after the termination or expiration of the term of the Agreement. The Recipient's obligations under this paragraph will survive any termination or expiration of the Agreement; (ii) all financial records, invoices and other financially- related documents relating to the Funding or otherwise to the Services will be vol. 33 pg. 7 kept in a manner consistent with generally accepted accounting principles and clerical practices; and (iii) all non - financial documents and records relating to the Funding or otherwise to the Services will be kept in a manner consistent with all Applicable Law. (b) Disclosure of Information. The Parties will treat Confidential Information as confidential and will not disclose Confidential Information except or under the Freedom of Information Act, or the Texas Public Information Act which the Recipient acknowledges applies to the County. (c) Transparency. The Recipient will post a copy of this Agreement in a conspicuous public place at its sites of operations to which this Agreement applies and on its public website, if the Recipient operates a website. 13. (a) Notice. A Notice will be in writing; delivered personally, by telefacsimile, registered or certified United States mail or by pre -paid courier; and, addressed to the other Party as provided below or as either Party will later designate to the other in writing: To the COUNTY: To the RECIPIENT: 200 S. Texas Avenue, Suite 332 L -%J Bryan, Texas 77803 T7 Y4 `L I Attention: Judge Randy Sims Attention: �9 rin %-, AArC��lt/ n'2zv t", b. Notices Effective From. A Notice will be effective at the time the delivery is made if the Notice is delivered personally, by pre -paid courier or, otherwise, when received. 14. Recipient agrees to respect and protect the civil and legal rights of County, citizens and patients. It will not unlawfully discriminate against any employee, prospective employee, citizen, or patient on the basis of age, race, sex, religion, disability or national origin. Recipient shall abide by all applicable federal, state and local laws and regulations. 15. No officer, employee or agent of Recipient and no member of its governing body and no other public officials of the governing body of the locality or localities in which the project is situated or being carried who exercise any functions or responsibilities related to the Agreement shall participate in any decision relating to this Agreement which affects or conflicts with his/her personal interest or have any personal or pecuniary interest, direct or indirect, in this Agreement or the proceeds thereof. 16. Recipient expressly waives any and all rights it may have of subrogation to any claims or rights of its employees, agents, owners, officers, or subcontractors against the County. Vol. I SY pg. 8a 17. This Agreement is expressly made subject to Brazos County's Sovereign Immunity, Title 5 of the Texas Civil Practices and Remedies Code, and all applicable federal and state law. The parties expressly agree that no provision of this Agreement is in any way intended to constitute a waiver or any immunities from suit or from liability that the Brazos County has by operation of law. Nothing in this Agreement is intended to benefit any third party beneficiary. 18. This Agreement shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Brazos County, Texas. 19. Exclusive venue for any litigation arising from this Agreement shall be in Brazos County, Texas. 20. in case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceable provision shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained therein. 21. This Agreement constitutes the sole and only Agreement of the parties hereto and supersedes any prior understandings or written or oral Agreement between the parties respecting the within subject matter. 22. The County may amend, modify or alter the terms of this Agreement and specify an effective date thereof. The County will then notify Recipient in writing, dated subsequent to the date hereof, of such changes and their effective date. If Recipient declines to accept changes made by County, Recipient may terminate this Agreement and return any funding not previously expended. This agreement shall be interpreted in accordance with the laws of the State of Texas The parties herein agree that the performance of this Agreement shall be in Brazos County, Texas. This Agreement represents the entire agreement of the parties and supersedes any prior written or verbal understanding or representation. Family Practice represents and warrants that the person executing this Agreement on its behalf has the legal authority to sign this Agreement and bind the agency to its terms. Vol. 13F pg. B BR UNT , XAS By AZO Date: ,� ge Randy Sims Family r� oundat' n of the Brazos Valley, Inc. (Family Practice) r By: Title: i Date: r f t .l Vol. 139 Pg. A - BRAZOS COUNTY COMMUNITY HEALTHCARE ENDOWMENT FUND 201 NORTH TEXAS AVENUE • BRYAN, TEXAS 77803 -5317 979/361 -4440 • Fax 979/823 -2275 FUNDING AGREEMENT This contract is entered into this -(C� day of 2010, by and between Brazos County Texas acting by and through its duly elected Commissioners Court (herein the "County "); and Health For All or ( "Recipient'). Whereas the County was awarded $2.15 million dollars in monies from the State of Texas Tobacco Settlement of 1998; and Whereas, the County created a fund to be known as the Brazos County Community Health Care Endowment Fund (CHEF) to hold such monies and out of which the County will fund health service programs in the County; and Whereas the County Commissioners Court appointed a citizens committee to review and determine those health service agencies most deserving of contributions from such Fund; and Whereas Health For All has qualified for such contributions and is agreeable to the conditions placed upon the expenditure of these funds by the County. NOW THEREFORE KNOW ALL MEN BY THESE PRESENTS THAT for and in consideration of the mutual covenants, restrictions, and promises herein contained, the sufficiency of which is hereby acknowledged, the parties hereby agree as follows: The term of this Agreement is for one (1) year commencing on the date above stated. 2. The County will make available to Health For All under conditions herein stated, the sum of ten thousand and no /100 dollars ($10,000.00), payable in four (4) equal quarterly installments for use in implementing the programs and achieving the goals set forth in Parts 2A and 2C of the Funds Request Application filed by Health For All to receive monies from CHEF, which is attached hereto and made a part hereof for all purposes. 3. The first quarterly installment due hereunder shall be paid to Health Tor All around October 1, 2010. Thereafter, if the remaining quarterly payments are to be funded, the programs described in paragraph 2 above must be implemented on or before March 1, 2011. Should Health For All fail to qualify for the remaining Vol. 139 pg. 0 3 quarterly payments, the County shall have the right, in its sole discretion to seek reimbursement of any or all quarterly payments. 4. (a) Health For All shall submit to the Brazos County Auditor, on a quarterly basis, a Community Healthcare Endowment Fund Quarterly Report form. Failure to achieve, implement and carry out the purposes for which the money was awarded, demonstrated by the information supplied in such Quarterly Report, shall permit the County to withhold, temporarily or permanently, any installment of funds due hereunder until compliance is achieved. Should Health For All fail to qualify for the remaining quarterly payments, the County shall have the right, in its sole discretion to seek reimbursement of any or all quarterly payments. The determination of whether Health For All has fulfilled its commitment, as described in paragraph 2 above, shall be made in the sole discretion of the Commissioners Court. (b) If the Recipient forecasts or realizes a surplus, the County may adjust the amount of funding to be paid and/or require repayment of any excess funding and/or adjust the amount of any future award or allotments (c) Recipient acknowledges that settlement and recovery funding can occur up to seven (7) years after to provision of funding. 5. The monies awarded hereunder shall be used to fund programs, which restrict participation to Brazos County residents. Failure to adhere to such restrictions shall constitute a breach of this Agreement, upon which breach the County may terminate this Agreement, without further liability. 6. If Brazos County terminates a grantee's funding agreement due to agency failure to comply with contract terms or a grantee chooses to terminate the contract for any reason, the affected agency will be prohibited from applying for healthcare funds for one year from the date of the contract termination. 7. Health For All shall give the County access to all books, accounts, records, files or other papers belonging to or in use by Health For All pertaining to the CHEF funds referenced in this Agreement: Failure to provide access to this information shall constitute a breach of this Agreement, upon which breach the County may terminate this Agreement, without further liability. 8. It is understood and agreed that the participation by the County in Health For All programs is limited to the contribution of monies. The County at no time shall be liable for the acts or omissions of Health For All, its administration board, its agents or employees. 9. Health For All shall and does hereby hold harmless the County from any and all loss, cost, claims, damages or expenses of any kind, nature or description that arise out of or in connection with this Agreement. Vol. 13K Pg. 81 10. Subcontracting for the Provision of Services. (a) The Recipient agrees that it will not subcontract the fulfillment of all or any part of the Recipient's obligations under this Agreement without the prior written consent of the County. Such consent will be in the sole discretion of the County and may be subject to additional terms and conditions. (b) If the Recipient is permitted to subcontract the provision of the Services, it will make reasonable efforts to include in its subcontract (i) provisions that permit the County and the County Auditor to audit the subcontractor to the same extent as set out in provisions and of this Agreement; (ii) other provisions necessary for the Recipient to fulfill its obligations under this Agreement; (iii) a provision that enables the subcontract to be assigned in the event that this Agreement is terminated; and (iv) a provision that permits the County to revoke approval of the subcontractor without legal liability to either the Recipient or the subcontractor. (c) If permitted to use subcontractors, the Recipient will remain liable for obligations performed by a subcontractor to the same extent as if it had performed such obligations. For the purpose of this Agreement work performed by the Recipient's subcontractor will be deemed work performed by the Recipient. (d) Nothing contained in this Agreement or a subcontract will create a contractual relationship between any subcontractor or its directors, officers, employees, agents, partners, affiliates or volunteers and the County. 11. Conflict of Interest. The Recipient will (a) avoid any Conflict of Interest in the performance of its contractual obligations; (b) disclose to the County without delay any actual or potential Conflict of Interest that arises during the performance of its contractual obligations; and (c) comply with any requirements prescribed by the County to resolve any Conflict of Interest. In addition to all other contractual rights or rights available at law or in equity, the County may immediately terminate the Contract upon giving notice to the Recipient where: (a) the Recipient fails to disclose an actual or potential Conflict of Interest; (b) the Recipient fails to comply with any requirements prescribed by the County to resolve a Conflict of Interest; or (c) the Recipient Conflict of Interest cannot be resolved. This paragraph will survive any termination or expiration of the Agreement. 12. (a) Document Retention and Record Maintenance. The Recipient agrees (i) that it will retain all records related to the Recipient's performance of its obligations under this Agreement for seven (7) years after the tennination or expiration of the term of the Agreement. The Recipient's obligations under this paragraph will survive any termination or expiration of the Agreement; Vol. )- 333 95 (ii) all financial records, invoices and other financially- related documents relating to the Funding or otherwise to the Services will be kept in a manner consistent with generally accepted accounting principles and clerical practices; and (iii) all non - financial documents and records relating to the Funding or otherwise to the Services will be kept in a manner consistent with all Applicable Law. (b) Disclosure of Information. The Parties will treat Confidential Information as confidential and will not disclose Confidential Information except or under the Freedom of Information Act, or the Texas Public Information Act which the Recipient acknowledges applies to the County. (c) Transparency. The Recipient will post a copy of this Agreement in a conspicuous public place at its sites of operations to which this Agreement applies and on its public website, if the Recipient operates a website. 13. (a) Notice. A Notice will be in writing; delivered personally, by telefacsimile, registered or certified United States mail or by pre -paid courier; and, addressed to the other Party as provided below or as either Party will later designate to the other in writing: To the COUNTY: 200 S. Texas Avenue, Suite 332 Bryan, Texas 77803 Attention: Judge Randy Sims To the RECIPIENT: {}takL FOr At( 5913 'ZtttG(\ I I q q ms- Attention: 'DU^ek- IO(CtSen Notices Effective From. A Notice will be effective at the time the delivery is made if the Notice is delivered personally, by pre -paid courier or, otherwise, when received. 14. Recipient agrees to respect and protect the civil and legal rights of County.,, citizens and patients. It will not unlawfully discriminate against any employee, prospective employee, citizen, or patient on the basis of age, race, sex, religion, disability or national origin. Recipient shall abide by all applicable federal, state and local laws and regulations. 15. No officer, employee or agent of Recipient and no member of its governing body and no other public officials of the governing body of the locality or localities in which the project is situated or being carried who exercise any functions or responsibilities related to the Agreement shall participate in any decision relating to this Agreement which affects or conflicts with his/her personal interest or have any personal or pecuniary interest, direct or indirect, in this Agreement or the proceeds thereof. Vol. I rg. ? (0 16. Recipient expressly waives any and all rights it may have of subrogation to any claims or rights of its employees, agents, owners, officers, or subcontractors against the County. 17. This Agreement is expressly made subject to Brazos County's Sovereign Immunity, Title 5 of the Texas Civil Practices and Remedies Code, and all applicable federal and state law. The parties expressly agree that no provision of this Agreement is in any way intended to constitute a waiver or any immunities from suit or from liability that the Brazos County has by operation of law. Nothing in this Agreement is intended to benefit any third parry beneficiary. 18. This Agreement shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Brazos County, Texas. 19. Exclusive venue for any litigation arising from this Agreement shall be in Brazos County, Texas. 20. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceable provision shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained therein. 21. This Agreement constitutes the sole and only Agreement of the parties hereto and supersedes any prior understandings or written or oral Agreement between the parties respecting the within subject matter. 22. The County may amend, modify or alter the terms of this Agreement and specify an effective date thereof. The County will then notify Recipient in writing, dated subsequent to the date hereof, of such changes and their effective date. If Recipient declines to accept changes made by County, Recipient may terminate this Agreement and return any funding not previously expended. This agreement shall be interpreted in accordance with the laws of the State of Texas The parties herein agree that the performance of this Agreement shall be in Brazos County, Texas. This Agreement represents the entire agreement of the parties and supersedes any prior written or verbal understanding or representation. Health For All represents and warrants that the person executing this Agreement on its behalf has the legal authority to sign this Agreement and bind the agency to its terms. Vol. 13b Pg 97 Lo Judge Vhay Sims HEALTH F911 ALL By: 2✓Gi< G i�56 Title: Exec�f:ve. 4;.cc�o Date: Date: qJ -�-, 1 rr f� %r l; 1 i Vol. BRAZOSCOUNTY COMMUNITY HEALTHCARE ENDOWMENT FUND 201 NORTH TEXAS AVENUE • BRYAN, TEXAS 77803 -5317 979/361 -4440 • Fax 979/823 -2275 FUNDING AGREEMENT This contract is entered into this iTa day of Lr +�.� 2010, by and between Brazos County Texas acting by and through its duly elected Commissioners Court (herein the "County "); and Hospice Brazos Valley (Hospice) or ("Recipient'). Whereas the County was awarded $2.15 million dollars in monies from the State of Texas Tobacco Settlement of 1998; and Whereas, the County created a fund to be known as the Brazos County Community Health Care Endowment Fund (CHEF) to hold such monies and out of which the County will fund health service programs in the County; and Whereas the County Commissioners Court appointed a citizens committee to review and determine those health service agencies most deserving of contributions from such Fund; and Whereas Hospice has qualified for such contributions and is agreeable to the conditions placed upon the expenditure of these funds by the County. NOW THEREFORE KNOW ALL BY THESE PRESENTS THAT for and in consideration of the mutual covenants, restrictions, and promises herein contained, the sufficiency of which is hereby acknowledged, the parties hereby agree as follows: 1. The term of this Agreement is for one (1) year commencing on the date above stated. 2. The County will make available to Hospice under conditions herein stated, the sum of thirty thousand and no /100 dollars ($30,000.00), payable in four (4) equal quarterly installments for use in implementing the programs and achieving the goals set forth in Parts 2A and 2C of the Funds Request Application filed by Hospice to receive monies from CHEF, which is attached hereto and made a part hereof for all purposes. 3. The first quarterly installment due hereunder shall be paid to Hospice around October 1, 2010. Thereafter, if the remaining quarterly payments are to be funded, the programs described in paragraph 2 above must be implemented on or before March 1, 2011. Should Hospice fail to qualify for the remaining quarterly Vol. 138 Pg. F9 payments, the County shall have the right, in its sole discretion to seek reimbursement of any or all quarterly payments. 4. (a) Hospice shall submit to the Brazos County Auditor, on a quarterly basis, a Community Healthcare Endowment Fund Quarterly Report form. Failure to achieve, implement and carry out the purposes for which the money was awarded, demonstrated by the information supplied in such Quarterly Report, shall permit the County to withhold, temporarily or permanently, any installment of funds due hereunder until compliance is achieved. Should Hospice fail to qualify for the remaining quarterly payments, the County shall have the right, in its sole discretion to seek reimbursement of any or all quarterly payments. The determination of whether Hospice has fulfilled its commitment, as described in paragraph 2 above, shall be made in the sole discretion of the Commissioners Court. (b) If the Recipient forecasts or realizes a surplus, the County may adjust the amount of funding to be paid and/or require repayment of any excess funding and/or adjust the amount of any future award or allotments (c) Recipient acknowledges that settlement and recovery funding can occur up to seven (7) years after to provision of funding. 5. The monies awarded hereunder shall be used to fund programs, which restrict participation to Brazos County residents. Failure to adhere to such restrictions shall constitute a breach of this Agreement, upon which breach the County may terminate this Agreement, without further liability. 6. If Brazos County terminates a grantee's funding agreement due to agency failure to comply with contract terms or a grantee chooses to terminate the contract for any reason, the affected agency will be prohibited from applying for healthcare funds for one year from the date of the contract termination. 7. Hospice shall give the County access to all books, accounts, records, files or other papers belonging to or in use by Hospice pertaining to the CHEF funds referenced in this Agreement. Failure to provide access to this information shall constitute a breach of this Agreement, upon which breach the County may terminate this Agreement, without further liability. 8. It is understood and agreed that the participation by the County in Hospice programs is limited to the contribution of monies. The County at no time shall be liable for the acts or omissions of Hospice, its administration board, its agents or employees. 9. Hospice shall and does hereby hold harmless the County from any and all loss, cost, claims, damages or expenses of any kind, nature or description that arise out of or in connection with this Agreement. Vol. .J .. 3_ -- pg. 90 10. Subcontracting for the Provision of Services. (a) The Recipient agrees that it will not subcontract the fulfillment of all or any part of the Recipient's obligations under this Agreement without the prior written consent of the County. Such consent will be in the sole discretion of the County and may be subject to additional terms and conditions. (b) If the Recipient is permitted to subcontract the provision of the Services, it will make reasonable efforts to include in its subcontract (i) provisions that permit the County and the County Auditor to audit the subcontractor to the same extent as set out in provisions and of this Agreement; (ii) other provisions necessary for the Recipient to fulfill its obligations under this Agreement; (iii) a provision that enables the subcontract to be assigned in the event that this Agreement is terminated; and (iv) a provision that permits the County to revoke approval of the subcontractor without legal liability to either the Recipient or the subcontractor. (c) If permitted to use subcontractors, the Recipient will remain liable for obligations performed by a subcontractor to the same extent as if it had performed such obligations. For the purpose of this Agreement work performed by the Recipient's subcontractor will be deemed work performed by the Recipient. (d) Nothing contained in this Agreement or a subcontract will create a contractual relationship between any subcontractor or its directors, officers, employees, agents, partners, affiliates or volunteers and the County. 11. Conflict of Interest. The Recipient will (a) avoid any Conflict of Interest in the performance of its contractual obligations; (b) disclose to the County without delay any actual or potential Conflict of Interest that arises during the performance of its contractual obligations; and (c) comply with any requirements prescribed by the County to resolve any Conflict of Interest. In addition to all other contractual rights or rights available at law or in equity, the County may immediately terminate the Contract upon giving notice to the Recipient where: (a) the Recipient fails to disclose an actual or potential Conflict of Interest; (b) the Recipient fails to comply with any requirements prescribed by the County to resolve a Conflict of Interest; or (c) the Recipient Conflict of Interest cannot be resolved. This paragraph will survive any termination or expiration of the Agreement. 12. (a) Document Retention and Record Maintenance. The Recipient agrees: (i) that it will retain all records related to the Recipient's performance of its obligations under this Agreement for seven (7) years after the termination or expiration of the term of the Agreement. The Recipient's obligations under this paragraph will survive any termination or expiration of the Agreement; Vol. — Pg.— (ii) all financial records, invoices and other financially- related documents relating to the Funding or otherwise to the Services will be kept in a manner consistent with generally accepted accounting principles and clerical practices; and (iii) all non - financial documents and records relating to the Funding or otherwise to the Services will be kept in a manner consistent with all Applicable Law. (b) Disclosure of Information. The Parties will treat Confidential Information as confidential and will not disclose Confidential Information except or under the Freedom of Information Act, or the Texas Public Information Act which the Recipient acknowledges applies to the County. (c) Transparency. The Recipient will post a copy of this Agreement in a conspicuous public place at its sites of operations to which this Agreement applies and on its public website, if the Recipient operates a website. 13. (a) Notice. A Notice will be in writing; delivered personally, by telefacsimile, registered or certified United States mail or by pre -paid courier; and, addressed to the other Party as provided below or as either Party will later designate to the other in writing: To the COUNTY: 200 S. Texas Avenue, Suite 332 Bryan, Texas 77803 Attention: Judge Randy Sims To the RECIPIENT: V\/. N s 7 jam! ;! k i' %d'2.� Attention: Notices Effective From. A Notice will be effective at the time the delivery is made if the Notice is delivered personally, by pre -paid courier or, otherwise, when received. 14. Recipient agrees to respect and protect the civil and legal rights of County, citizens and patients. It will not unlawfully discriminate against any employee, prospective employee, citizen, or patient on the basis of age, race, sex, religion, disability or national origin. Recipient shall abide by all applicable federal, state and local laws and regulations. 15. No officer, employee or agent of Recipient and no member of its governing body and no other public officials of the governing body of the locality or localities in which the project is situated or being carried who exercise any functions or responsibilities related to the Agreement shall participate in any decision relating to this Agreement which affects or conflicts with his /her personal interest or have any personal or pecuniary interest, direct or indirect, in this Agreement or the proceeds thereof. Vol. i 30 pg. a 16. Recipient expressly waives any and all rights it may have of subrogation to any claims or rights of its employees, agents, owners, officers, or subcontractors against the County. 17, This Agreement is expressly made subject to Brazos County's Sovereign Immunity, Title 5 of the Texas Civil Practices and Remedies Code, and all applicable federal and state law. The parties expressly agree that no provision of this Agreement is in any way intended to constitute a waiver or any immunities from suit or from liability that the Brazos County has by operation of law. Nothing in this Agreement is intended to benefit any third parry beneficiary. 18. This Agreement shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are perfonnable in Brazos County, Texas. 19. Exclusive venue for any litigation arising from this Agreement shall be in Brazos County, Texas. 20. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceable provision shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained therein. 21. This Agreement constitutes the sole and only Agreement of the parties hereto and supersedes any prior understandings or written or oral Agreement between the parties respecting the within subject matter. 22. The County may amend, modify or alter the terms of this Agreement and specify an effective date thereof. The County will then notify Recipient in writing, dated subsequent to the date hereof, of such changes and their effective date. If Recipient declines to accept changes made by County, Recipient may terminate this Agreement and return any funding not previously expended. This agreement shall be interpreted in accordance with the laws of the State of Texas The parties herein agree that the performance of this Agreement shall be in Brazos County, Texas. This Agreement represents the entire agreement of the parties and supersedes any prior written or verbal understanding or representation. Hospice represents and warrants that the person executing this Agreement on its behalf has the legal authority to sign this Agreement and bind the agency to its terms. Vol. 139 Pg. 93 BRAZOS O'UP E By: J Up Randy Sims HOSPICE B $OS VALLEX ( "Hospice ") BY- Title, Date: g" Date: 23 J Vol. 1,38 Pg. 94 ffll J J' BRAZOS COUNTY ' COMMUNITY HEALTHCARE ENDOWMENT FUND 201 NORTH TEXAS AVENUE • BRYAN, TEXAS 77803 -5317 979/361 -4440 • Fax 979/823 -2275 FUNDING AGREEMENT This contract is entered into this day of , 2010, by and between Brazos County Texas acting by and through its duly elected Commissioners Court (herein the "County"); and Standing Tall Against Tobacco ( "STAT') or ( "Recipient "). Whereas the County was awarded $2.15 million dollars in monies from the State of Texas Tobacco Settlement of 1998; and Whereas, the County created a fund to be known as the Brazos County Community Health Care Endowment Fund (CHEF) to hold such monies and out of which the County will fund health service programs in the County; and Whereas the County Commissioners Court appointed a citizens committee to review and determine those health service agencies most deserving of contributions from such Fund; and Whereas STAT has qualified for such contributions and is agreeable to the conditions placed upon the expenditure of these funds by the County. NOW THEREFORE KNOW ALL BY THESE PRESENTS THAT for and in consideration of the mutual covenants, restrictions, and promises herein contained, the sufficiency of which is hereby acknowledged, the parties hereby agree as follows: The term of this Agreement is for one (1) year commencing on the date above stated. 2. The County will make available to STAT under conditions herein stated, the sum of twenty thousand,and no /100 dollars ($20,000.00), payable in four (4) equal quarterly installments for use in implementing the programs and achieving the goals set forth in Parts 2A and 2C of the Funds Request Application filed by STAT to receive monies from CHEF, which is attached hereto and made a part hereof for all purposes. The first quarterly installment due hereunder shall be paid to STAT around October 1, 2010. Thereafter, if the remaining quarterly payments are to be funded, the programs described in paragraph 2 above must be implemented on Vol. I Pg. �� or before March 1, 2011. Should STAT fail to qualify for the remaining quarterly payments, the County shall have the right, in its sole discretion to seek reimbursement of any or all quarterly payments. 4. (a) STAT shall submit to the Brazos County Auditor, on a quarterly basis, a Community Healthcare Endowment Fund Quarterly Report form. Failure to achieve, implement and carry out the purposes for which the money was awarded, demonstrated by the information supplied in such Quarterly Report, shall permit the County to withhold, temporarily or permanently, any installment of funds due hereunder until compliance is achieved. Should STAT fail to qualify for the remaining quarterly payments, the County shall have the right, in its sole discretion to seek reimbursement of any or all quarterly payments. The determination of whether STAT has fulfilled its commitment, as described in paragraph 2 above, shall be made in the sole discretion of the Commissioners Court. (b) If the Recipient forecasts or realizes a surplus, the County may adjust the amount of funding to be paid and/or require repayment of any excess funding and/or adjust the amount of any future award to (c) Recipient acknowledges that settlement and recovery funding can occur up to seven (7) years after to provision of funding. 5. The monies awarded hereunder shall be used to fund programs, which restrict participation to Brazos County residents. Failure to adhere to such restrictions shall constitute a breach of this Agreement, upon which breach the County may terminate this Agreement, without further liability. 6. If Brazos County terminates a grantee's funding agreement due to agency failure to comply with contract terms or a grantee chooses to terminate the contract for any reason, the affected agency will be prohibited from applying for healthcare funds for one year from the date of the contract termination. STAT shall give the Brazos County Auditor, upon request, access to all books, accounts, records, files or other papers belonging to or in use by STAT pertaining to the CHEF funds referenced in this Agreement. Failure to provide access to this information shall constitute a breach of this Agreement, upon which breach the County may terminate this Agreement, without further liability. 8. It is understood and agreed that the participation by the County in STAT programs is limited to the contribution of monies. The County at no time shall be liable for the acts or omissions of STAT, its administration board, its agents or employees. STAT shall and does hereby hold harmless the County from any and all loss, cost, claims, damages or expenses of any kind, nature or description that arise out of or in connection with this Agreement. Vol. _� Pg. �'P 10. Subcontracting for the Provision of Services. (a) The Recipient agrees that it will not subcontract the fulfillment of all or any part of the Recipient's obligations under this Agreement without the prior written consent of the Comity. Such consent will be in the sole discretion of the County and may be subject to additional terms and conditions. (b) If the Recipient is permitted to subcontract the provision of the Services, it will make reasonable efforts to include in its subcontract (i) provisions that permit the County and the County Auditor to audit the subcontractor to the same extent as set out in provisions and of this Agreement; (ii) other provisions necessary for the Recipient to fulfill its obligations under this Agreement; (iii) a provision that enables the subcontract to be assigned in the event that this Agreement is terminated; and (iv) a provision that permits the County to revoke approval of the subcontractor without legal liability to either the Recipient or the subcontractor. (c) If permitted to use subcontractors, the Recipient will remain liable for obligations performed by a subcontractor to the same extent as if it had performed such obligations. For the purpose of this Agreement work performed by the Recipient's subcontractor will be deemed work performed by the Recipient. (d) Nothing contained in this Agreement or a subcontract will create a contractual relationship between any subcontractor or its directors, officers, employees, agents, partners, affiliates or volunteers and the County. 11. Conflict of Interest. The Recipient will (a) avoid any Conflict of Interest in the performance of its contractual obligations; (b) disclose to the County without delay any actual or potential Conflict of Interest that arises during the performance of its contractual obligations; and (c) comply with any requirements prescribed by the County to resolve any Conflict of Interest. In addition to all other contractual rights or rights available at law or in equity, the County may immediately terminate the Contract upon giving notice to the Recipient where: (a) the Recipient fails to disclose an actual or potential Conflict of Interest; (b) the Recipient fails to comply with any requirements prescribed by the County to resolve a Conflict of Interest; or (c) the Recipient Conflict of interest cannot be resolved. This paragraph will survive any termination or expiration of the Agreement. 12. (a) Document Retention and Record Maintenance. The Recipient agrees (i) that it will retain all records related to the Recipient's performance of its obligations under this Agreement for seven (7) years after the termination or expiration of the term of the Agreement. The Recipient's obligations under this paragraph will survive any termination or expiration of the Agreement; Vol. 138' Pg. l (ii) all financial records, invoices and other financially- related documents relating to the Funding or otherwise to the Services will be kept in a manner consistent with generally accepted accounting principles and clerical practices; and (iii) all non - financial documents and records relating to the Funding or otherwise to the Services will be kept in a manner consistent with all Applicable Law. (b) Disclosure of information. The Parties will treat Confidential Information as confidential and will not disclose Confidential Information except or under the Freedom of Information Act, or the Texas Public Information Act which the Recipient acknowledges applies to the County. (c) Transparency. The Recipient will post a copy of this Agreement in a conspicuous public place at its sites of operations to which this Agreement applies and on its public website, if the Recipient operates a website. 13. (a) Notice. A Notice will be in writing; delivered personally, by telefacsimile, registered or certified United States mail or by pre -paid courier; and, addressed to the other Party as provided below or as either Party will later designate to the other in writing: To the COUNTY: To the RECIPIENT: 200 S. Texas Avenue, Suite 332 Bryan, Texas 77803 Attention: Judge Randy Sims Attention: Notices Effective From. A Notice will be effective at the time the delivery is made if the Notice is delivered personally, by pre -paid courier or, otherwise, when received. 14. Recipient agrees to respect and protect the civil and legal rights of County, citizens and patients. It will not unlawfully discriminate against any employee, prospective employee, citizen, or patient on the basis of age, race, sex, religion, disability or national origin. Recipient shall abide by all applicable federal, state and local laws and regulations. 15. No officer, employee or agent of Recipient and no member of its governing body and no other public officials of the governing body of the locality or localities in which the project is situated or being carried who exercise any functions or responsibilities related to the Agreement shall participate in any decision relating to this Agreement which affects or conflicts with his /her personal interest or have any personal or pecuniary interest, direct or indirect, in this Agreement or the proceeds thereof. Vol. 1'y P8• lO 16. Recipient expressly waives any and all rights it may have of subrogation to any claims or rights of its employees, agents, owners, officers, or subcontractors against the County. 17. This Agreement is expressly made subject to Brazos County's Sovereign Immunity, Title 5 of the Texas Civil Practices and Remedies Code, and all applicable federal and state law. The parties expressly agree that no provision of this Agreement is in any way intended to constitute a waiver or any immunities from suit or from liability that the Brazos County has by operation of law. Nothing in this Agreement is intended to benefit any third party beneficiary. 18. This Agreement shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Brazos County, Texas. 19. Exclusive venue for any litigation arising from this Agreement shall be in Brazos County, Texas. 20. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceable provision shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained therein. 21. This Agreement constitutes the sole and only Agreement of the parties hereto and supersedes any prior understandings or written or oral Agreement between the parties respecting the within subject matter. 22. The County may amend, modify or alter the terms of this Agreement and specify an effective date thereof. The County will then notify Recipient in writing, dated subsequent to the date hereof, of such changes and their effective date. If Recipient declines to accept changes made by County, Recipient may terminate this Agreement and return any funding not previously expended. This agreement shall be interpreted in accordance with the laws of the State of Texas. The parties herein agree that the performance of this Agreement shall be in Brazos County, Texas. This Agreement represents the entire agreement of the parties and supersedes any prior written or verbal understanding or representation. STAT represents and warrants that the person executing this Agreement on its behalf has the legal authority to sign this Agreement and bind the agency to its terms. Vol.-13 __ Pg. 99 BRAZOS PUNTY, XAS By: !C Date: Judge Ran Sims Standing Tall Against Tobacco (STAT) By: _ Title: Date: r t l Vol. f 33 pg. /Do Randy Sims Office of the County Judge 200 South Texas Ave., suite 332 Bryan, TX 77803 Phone: (979) 3614102 Fax: (979) 361 -0503 E-mail: rsims@w.bmzos.rx.us Janice Ehlert Director, DSH Program Audit P.O. Box 85200, Mail Code H -400 Austin, TX 78708 -5200 RATIFIED: Randy Sitild, County Judge date BRAZOSCOUNTY BRYAN, TEXAS September 7, 2010 Re: Contributions of the Non - Federal Share of Payments to Hospitals Dear Ms. Ehlert: I am the County Judge of Brazos County, Texas, the public entity. As such, I am personally knowledgeable of the facts in this letter, and I am authorized by the County Commissioners to affirm these facts on behalf of the public entity. The public entity is a county organized under the laws of the State of Texas. It is legally authorized to levy and collect ad valorem taxes, generate public revenue, or receive and expend appropriated public funds. The public entity has voluntarily transferred or has agreed to voluntarily transfer public funds to the Texas Health and Human Services Commission ( "HHSC ") for use as the non- federal share of supplemental Medicaid payments to the provider or providers listed in this letter. The public entity is not required by the State of Texas to make this contribution. The public entity did not fund the non - federal share of supplemental payments to these providers in the listed programs prior to October 1, 2008. For the Private Hospital Supplemental Payment Program (described in Attachment 4.19 -A, pages 10 -10.a of the Texas Medicaid State Plan), the public entity has or will provide the non - federal share of supplemental payments to the following hospital(s): • St. Joseph Regional Health Center Please feel free to contact me by phone at (979) 361 -4102 or email rsims&o.brazos.tx.us should you have any questions regarding this matter. /7 _-7--t Judge Office of the County Judge • 200 South Texas Ave. • Suite 332 • Bryan, Texas 77803 Vol. I Jb Pg.— `'(—' _ Fax: (979) 361 -4503 BRAZOS COUNTY, TEXAS BUDGET AMENDMENT(S) FOR THE 2009 -2010 BUDGET YEAR NO. 09/10 — 48.1 thru 48.2 On this the 14th day of September 2010 at a regular meeting of the Commissioners' Court, the following members were present: A. Randy Sims, County Judge, Presiding B. Lloyd Wassermann, Commissioner, Precinct I C. Duane Peters, Commissioner, Precinct 2 D. Kenny Mallard, Commissioner, Precinct 3 E. Irma Cauley, Commissioner, Precinct 4 F. Karen McQueen, County Clerk The following proceedings were held: THAT WHEREAS, on 14th September 2010 the Court heard and approved a budget amendment for the 2009 -2010 budget year for Brazos County, Texas; and WHEREAS, expenditure is necessary due to the necessity to meet unusual and unforeseen conditions which could not be reasonably included in the original budget adopted 21 September 2009, the following amendment(s) to the original budget are hereby authorized, as described on the attached page(s). ADOPTED AND APPROVED this the 14th day of September 2010. THE COMMISSIONERS COURT OF BRAZOS COUNTY, TEXAS. Original: County Clerk's Office and Attached to the original budget Copies: County Auditor County Treasurer County Budget Officer Commissioners' Court Minutes Vol. l 39 pg. 10,91 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 09/10 - 48.1 9114/2010 FUND DIV ACCT PROJ DR/CR ACCOUNT NAME Increase ecrease 3202 282300 71400000 CR Peace Officers 800.00 3202 282300 80890000 DR Vehicles 800.00 Sheriffs Office: SfU Reallocation of funds for the install of equipment in vehicles. vol. —i =P& 103 BRAZOS COUNTY, TEXAS BUDGETAMENDMENTS No. 09/10 - 48.2 9/14/2010 FUND DIV ACCT PROJ DR/CR ACCOUNT NAME Increase Decrease 3202 282300 65350000 CR Gasoline 952.00 3202 282300 71400000 CR Peace Officers 1,000.00 3202 282300 80890000 DR Vehicles 1,952.00 Sheriffs Office: SIU Reallocation of funds for additional a ui ment and install in vehicles. Vol. 13 o Pg. /0* BRAZOS COUNTY RESOLUTION LEVYING A TAX RATE FOR THE COUNTY OF BRAZOS FOR THE TAX YEAR 2010 JU� WHEREAS, the Commissioners Court is responsible for the levy for adoption of a tax rate for Brazos County. NOW, THEREFORE, BE IT RESOLVED that the Commissioners Court of Brazos County, Texas does hereby levy or adopt the tax rate on $100 of valuation for the County of Brazos for the tax year 2010 as follows: $0.4012 for the purpose of maintenance and operations $0.0844 for the payment of principal and interest on county debt R0.4R56 Total Tax Rate THIS TAX RATE WILL RAISE MORE TAXES FOR MAINTENANCE AND OPERATIONS THAN LAST YEAR'S RATE. BE IT FURTHER RESOLVED that the tax assessor - collector is hereby authorized to assess and collect the taxes of Brazos County in Accordance with the above set rate. ADOPTED this the /L/ -day of Lloyd Wassermann, Commissioner, Precinct 1 Duane Peters, Attest: Karen McQueen, County Mlerk Vol. 13g pg. / 05 Ruolutiou 10 -013 PERSONNEL CHANGE OF STATUS REQUESTS Commissioner Court Date: September 14, 2010 Department Submitting Information: Human Resources Purpose of Submissions: Consider and Take Action on Change Requests A11 Department Submitting Employee Request Action Requested Request(s) Applies To Brazos Center Larry, Bennie New Hire JP Pct 3 E SO — Jail Lambright, Michelle Walker, Kay Jackson, Gary Hernandez, Amanda Rudd, Torri County Judge's or Commissioner's Signature: (This Copy to be attached to minutes) Vol. — X 3 8 Pg, /0 (P_ Resignation Transfer w /in Dept. Transfer w /in Dept. New Hire Transfer w /in Dept.