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2014-02-11-10:00AM-REGUAR MEETING
BRAZOS COUNTY BRYAN,TEXAS "C3 -1 A 0: 05 4L; NOTICE OF MEETING AND AGENDA BRAZOS COUNTY COMMISSIONERS COURT THE COMMISSIONERS COURT OF BRAZOS COUNTY WILL MEET IN REGULAR SESSION ON FEBRUARY 11, 2014 AT 10:00 AM IN THE COMMISSIONERS COURTROOM OF THE COUNTY ADMINISTRATION BUILDING, 200 SOUTH TEXAS AVE., SUITE 106, BRYAN, TX 77803 Invocation and Pledge of Allegiance - U.S. and Texas Flag - Chaplain G.H. Jones and Judge Peters. 2. Call for Citizen input and/or concerns. 3. Presentation(s) Update by Blinn College on their Workforce Education program for 2014. Consider and take action on agenda items 4 -32: 4. Resolution 14-001 recognizing the members of the Polish farmers and representatives of agricultural producer organizations. 5. Delete Academy Supervisor Officer - 1560 hours, Class Code 2824 Position 1 Group 14 Step 2 Pay Code 015 (Hourly Three - Quarter Time) 6. Request from the Juvenile Department for the following creation of a position effective February 15. 2014. The creation will result in an increase for the Juvenile Detention FY 14 Budget in the amount of $17.300.00. Vol. / pg. • Create Juvenile Supervision Officer Class Code TBD Position 1 Group 14 Step 2. Pay Code o15 (Hourly Three - Quarter Time) 7. Approval of Job Descriotion for Juvenile Supervision Officer. 1560hrs Klass Code 2827 Position 1) for Juvenile Detention. 8. Approval of Job Description for Temp. Attendant, Building & Grounds (Class Code 0832 Position 7) for Exposition Complex. 9. Payment Authorization to RDM Audio Services in the amount of $84.50 for restoring an audio file in a murder case for the District Attorney's office: amount of invoice exceeded purchase order. 10. Payment Authorization to Moore Medical in the amount of $598.46 for supplies ordered for the Brazos County Jail - Medical Department purchase order was not obtained in advance. 11. Payment Authorization to Midwest Radar in the amount of 5245.00 for radar certifications for Constable Pct 4; amount of invoice exceeded purchase order. 12. Consider and take action on an amended agreement for the payment and use of Brazos County funds by and between Brazos Valley Fair & Exposition and Brazos County. Texas 13. Approval of contract with West Law for the County Attorney's Office Law Books and Online Subscriptions. 14. Approval of contract with Mitchell and Morgan for review and recommendation of modifications to the County subdivision regulations. 15. Extension of bid contract 2013 -27 Cold Mix Limestone vrith Martin Marietta. 16. Renewal of bid contract 201432R Printing as follows: • a Tharp's Printing: Sections 1-4 6 7 10 11 and 13 • b Tops Printina: Sections 5 B. 12 and 13 17. Renewal of bid contract 2014-46R transportation of deceased to medical examiner. 18. Permission for Brazos County to accept an awarded trailer for use at the Brazos County Detention Center. 19. Permission to advertise bid #2014 -37 Equipment Lubricants. 20. Permission to advertise bid #2014-42 Motor Grader Blades. 21. Consider and take action on the Wellborn S.U.D. utility permit to construct 2" road bore under Rive 22. 23. 24. Consider and take action on the Final Plat of Los Lobos Subdivision; 25.60 Acres; 20 Lots; R.S. Benson Survey. A-78: A McLaughlin Survey A -157• Brazos County Texas Site is located in Precinct 2 25. 26. Consider and take 27. Consider and take action on the Wellborn S.U.D. utility permit to construct 2" road bore under Sandy EOI. % ��% pg.- LD Shore Drive (Sandy Oaks Subdivisionl. Project will provide water service to new customer. Site is located in Precinct 4. 28. 29, Tax Refund Applications for the following: • a. Alonso Benitez Flores-overpayment-$24.15 • b. David Paul Bigley- overpayment -59.55 • c. Rod and Tubing Services-overpayment-S6748.39 • d. Alan & Betsy Stern-overpayment-S22.17 • e. Jason & Michelle Talley-overpayment-S21.42 • f. University Title Co.- overpayment - 533.60 • Q. Jack Wattsoverpayment-$9.00 30. Budget Amendments. Budget Amendments FY 1311418.1 thru 18.5 31, Personnel Change of Status. Personnel Action Forms 32. Payment of Claims. 33. Acknowledgement of the 2013 Racial Profiling Report for Brazos County Constable, Pct 4. 34. Acknowledgement of account setups for credit card payments through J.P. Morgan Chase. 35. Acknowledgement of Aggieland Humane Society Independent Auditor's Report and Financial Statements for the year ending September 30, 2013. 36. Acknowledgement of monthly reports submitted in January 2014. 37. Sheriffs report on inmate population. 38. Announcement of interest items and possible future agenda topics. 39. Call for Citizen input and/or concerns. 40. Adjourn. Ll-�_ 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 demean 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 Courts Order and/or continued disruption of the meeting may result in a Contempt of Court Clfation. 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 Courts 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 Commissiocers Court; 3. a Contempt Citation; and/or 4. such other and/or criminal sanctions as may be authorized under the Constitution, Stables 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 property 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 became deliberation on a matter without notice to the public. To ensure the pudic 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. INVOCATION Any invocation that may be offered before the official start of the Court meeting shall be to and for the benefit of the Court The views or beliefs expressed by the invocation speaker have not been previously reviewed or approved by the Court and do not necessarily represent the religious beliefs or views of the Court in part or as a whole. No member of the communfty is required to attend or participate in the invocation and such decision wlg have no impact on their right to actively participate in the business of the Court. 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. DUI• __L / ry.__o2 BRAZOS COUNTY BRYANJEXAS MINUTES February 11, 2014 BRAZOS COUNTY COMMISSIONERS COURT REGULAR MEETING U Signature Page.pdf R! File Stamped Agenda.0f M Sign in sheet.pdf 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 10:00 a.m. on Tuesday, February 11, 2014 with the following members of the Court present: Duane Peters, County Judge, Presiding; Lloyd Wassermann, Commissioner of Precinct 1; Sammy Catalena, 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. Invocation and Pledge of Allegiance - U.S. and Texas Flag - Chaplain G.H. Jones and Judge Peters. Call for Citizen input and /or concerns. There was no citizen's input. Presentation(s) Vol. Pg.-/2 Update by Blinn College on their Workforce Education program for 2014. fil Item IN The Court heard a presentation by Megan Costanza, the new Dean of the Workforce Education Program for 2014. Consider and take action on agenda items 4 - 32: Resolution 14 -001 recognizing the members of the Polish farmers and representatives of agricultural producer organizations. V_ Item 4.odf The County Judge read aloud Resolution 14 -001 congratulating the members of the Polish farmers and representatives of agricultural producer organizations on their involvement and participation in the agriculture industries of Poland with interest in the Texas agriculture and oil & gas industries. The Court extends it best wishes and prosperity for the future. Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena, Cauley, Mallard , Peters, Wassermann . 5. Request from the Juvenile Department for the following deletion of a position effective February 15, 2014. The deletion will result in a savings for the Juvenile Academy FY 14 Budget in the amount of $17,300.00. L--'_ Item 5.0 . Delete Academy Supervisor Officer - 1560 hours, Class Code 2824 Position 1 Group 14 Step 2, Pay Code 015 (Hourly Three - Quarter Time) Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner Kenny Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters, Wassermann. Request from the Juvenile Department for the following creation of a position effective February 15, 2014. The creation will result in an increase for the Juvenile Detention FY 14 Budget in the amount of $17,300.00. tL Item 6.0 . Create Juvenile Supervision Officer, Class Code TBD Position 1, Group 14 Step 2, Pay Code 015 (Hourly Three - Quarter Time) Motion: Approve, Moved by Commissioner Lloyd Wassermann, Seconded by Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters , Wassermann . 7. Approval of Job Description for Juvenile Supervision Officer, 1560hrs (Class Code 2827 Position 1) for Juvenile, Detention. L ' L--' Item TO A copy of the job description is attached. Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters , Wassermann . 8. Approval of Job Description for Temp. Attendant, Building & Grounds (Class Code 0832 Position 7) for Exposition Complex. fi." Item 8.odf Vol. % % Pg.- �S A copy of the job description is attached. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters , Wassermann . 9. Payment Authorization to RDM Audio Services in the amount of $84.50 for restoring an audio file in a murder case for the District Attorney's office; amount of invoice exceeded purchase order. V Item 9.pdf Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner Kenny Mallard. Passed. 5 -0. Members voting Aye: Catalena, Cauley, Mallard , Peters, Wassermann. 10. Payment Authorization to Moore Medical in the amount of $598.46 for supplies ordered for the Brazos County Jail - Medical Department; purchase order was not obtained in advance. V_ Item 10.pdf Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters , Wassermann . 11. Payment Authorization to Midwest Radar in the amount of $245.00 for radar certifications for Constable, Pct. 4; amount of invoice exceeded purchase order. V_' Item 11 .pd Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters. Wassermann . 12. Consider and take action on an amended agreement for the payment and use of Brazos County funds by and between Brazos Valley Fair & Exposition and Brazos County, Texas. f- Item 12.)d A copy of the agreement is attached. Motion: Approve , Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters, Wassermann . 13. Approval of contract with West Law for the County Attorney's Office Law Books and Online Subscriptions. C Item 13.pdf Cost will be $500.00 monthly. A copy of the contract is attached. Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner Kenny Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters , Wassermann. 14. Approval of contract with Mitchell and Morgan for review and recommendation of modifications to the County subdivision regulations. The Court voted to table this item in order to have a workshop first with the County Engineer. „:, 9i is Motion: Table, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena, Cauley Mallard , Peters , Wassermann . 15. Extension of bid contract 2013 -27 Cold Mix Limestone with Martin Marietta. C Item 15.0 Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena , Cauley Mallard , Peters, Wassermann . 16. Renewal of bid contract 2014 -32R Printing as follows: IL' Item 16.pdf • a. Tharp's Printing: Sections 1 -4, 6, 7, 10, 11, and 13 • b. Tops Printing: Sections 5, 8, 12, and 13 Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters, Wassermann . 17. Renewal of bid contract 2014 -46R transportation of deceased to medical examiner. U Item 17.pdf The term will be from April 30, 2014 through April 29, 2015. All terms, conditions and pricing shall remain the same. Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters , Wassermann . 18. Permission for Brazos County to accept an awarded trailer for use at the Brazos County Detention Center. Its Item 18.pdf The value of the trailer is estimated at $1,200. Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner Kenny Mallard. Passed. 5 -0. Members voting Aye: Catalena, Cauley, Mallard , Peters, Wassermann. 19. Permission to advertise bid #2014 -37 Equipment Lubricants. Lt Item 19.0 Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena, Cauley Mallard , Peters, Wassermann . 20. Permission to advertise bid #2014 -42 Motor Grader Blades. C Item 20.pdf Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters , Wassermann . 21. Consider and take action on the Wellborn S.U.D. utility permit to construct 2" road bore under River Ridge Drive (River Place Subdivision). Project will provide water service to new customer at address #7510. Site is located in Precinct 1. L Item 21.pdf Vol. 9' pg Motion: Approve, Moved by Commissioner Lloyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters, Wassermann . 22. Consider and take action on the Final Plat of Saddle Creek Subdivision Phase 10, Block 10, Lots 203R and Common Area 10, 3.26 Acres being a Minor Replat of Saddle Creek Subdivision, Phase 10, Block 10, Lots 202 &', 203, 3.26 Acres; James C. Stuteville League, A -216; College Station (ETJ); Brazos County, Texas. Site is located in Precinct 1. E-'- Item 22-Pdf Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena , Cauley Mallard , Peters , Wassermann . 23. Consider and take action on the FWP Holdings utility permit to install two (2) temporary 10" aluminum water lines within the right -of -way of Ferrill Creek Road. Project will provide water to oil well. Site is located in Precinct 2. E Item 23.pdf Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters, Wassermann . 24. Consider and take action on the Final Plat of Los Lobos Subdivision; 25.60 Acres; 20 Lots; R.S. Benson Survey, A -78; A. McLaughlin Survey, A -157; Brazos County, Texas. Site is located in Precinct 2. 9l- Item 24.pdf Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters, Wassermann . 25. Consider and take action on the Halcon Field Services utility permit to construct 8" road bore under Harris Lane approximately 8,100' northeast of FM 2776. Project will connect several oil wells in the area. Site is located in Precinct 2. U Item 25.0 Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena , Cauley Mallard . Peters , Wassermann . 26. Consider and take action on the Wellborn S.U.D. utility permit to construct 2" road bore under Enloe Drive (Heritage Hills Subdivision). Project will provide water service to new customer at address #2844. Site is located in Precinct 4. U Item 26.odf Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters, Wassermann. 27. Consider and take action on the Wellborn S.U.D. utility permit to construct 2" road bore under Sandy Shore Drive (Sandy Oaks Subdivision). Project will provide water service to new customer. Site is located in Precinct 4. Item 27.pdf Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner Sammy Catalena. Passed. 5 -0. Members voting atalena . Cauley , Mallard, L Vol. Pg. /% Peters, Wassermann . 28. Consider and take action on the BTU utility permit to install sewer line within and along the south right of way of Mumford Road. Project will provide sewer service to Lake Bryan Park. Site is located in Precinct 4. C Item 28.odf Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters, Wassermann . 29. Tax Refund Applications for the following: L; Item 29.0 • a. Alonso Benitez Flores- overpayment - $24.15 • b. David Paul Bigley- overpayment -$9.55 • c. Rod and Tubing Services- overpayment - $6748.39 • d. Alan & Betsy Stern - overpayment - $22.17 • e. Jason & Michelle Talley- overpayment - $21.42 • f. University Title Co.- overpayment - $33.60 • g. Jack Watts- overpayment -$9.00 Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena, Cauley Mallard, Peters , Wassermann . 30. Budget Amendments. Budget Amendments FY 13/14 18.1 thru 18.5 V Item 30.odf 18.1 Reallocate Capital Improvement Funds 18.2 Reallocate Capital Improvement Funds 18.3 Reallocate funds for TJD - State Aid and Juvenile Services- Detention 18.4 Reallocate Capital Improvement Funds 18.5 Reallocate funds for Law Enforcement Officers Standards and Education (LEOSE) Motion: Approve , Moved by Commissioner Sammy Catalena, Seconded by Commissioner Kenny Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley, Mallard , Peters , Wassermann . 31. Personnel Change of Status. Personnel Action Forms IL Item 31.odf A copy of the Personnel Change of Status requests is attached. Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters, Wassermann . 32. Payment of Claims. f-- Claims Sheet.odf L.3 BILL LIST 02.11.14.odf - -_ Vol. Pg. 7118400 through 7118661 Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Kenny Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley Mallard , Peters , Wassermann . 33. Acknowledgement of the 2013 Racial Profiling Report for Brazos County Constable, Pct. 4. f-; Item 33.)d The Court acknowledged receipt of the Constable Precinct 4 Racial Profiling Report. 34. Acknowledgement of account setups for credit card payments through J.P. Morgan Chase. L Item 34.odf The Court acknowledged the account setups for credit card payments through J.P. Morgan Chase. 35. Acknowledgement of Aggieland Humane Society Independent Auditor's Report and Financial Statements for the year ending September 30, 2013. V Item 35.0 The Court acknowledged receipt of the Independent Auditor's Report and Financial Statement submitted by the Aggieland Humane Society. 36. Acknowledgement of monthly reports submitted in January 2014. U Item 36.odf The Court acknowledged receipt of the Extension Service reports submitted in January 2014 and acknowledged receipt of reports from the following County and Precinct Offices showing revenues collected and remitted to the County Treasurer: County Clerk District Clerk Sheriff 37. Sheriffs report on inmate population. Wayne Dicky, Jail Administrator stated there were 621 inmates in jail, 76 have electronic monitors and 9 are pending for monitors. 38. Announcement of interest items and possible future agenda topics. There were no announcements. 39. Call for Citizen input and /or concerns. There was no citizen's input. 40. Adjourn. Vol. L77 % Pg. �% The foregoing minutes of the Commissioners Court meeting held February 11, 2014 have been examined and are approved in open Court this 1 day of 2014, in Bryan, Brazos County, Texas. County Judge Commissioner, Precinct 4 Attest: Kafen McQueen County Clerk Vol / �7 Page a:?-O LloydAWassermarm Commissioner, Precinct 1 J�- Q Kenny Mallaz Commissioner, recinct 3 w r BRAZOS COUNTY COMMISSIONERS COURT MEETING O 20OZI6T Zell 0 Name Organization /Dep ,anment OIL, cat& j t� ^P�2 0 so �� lJ IZT, 17 6-- 5n L / i It Vol. Pg. �% WIN r BRAZOS COUNTY COMMISSIONERS COURT MEETING ON JVQ,u vu 70Y 200 AT •D© �c- Name Organization /Dep �jnment AujJ 73-o LA-,, f. GINS ck qtv Z4gV4 % 1�A ✓ rs �9s '�:cc D- � cl ^Z M S� dAr �. Vol. % Pg. Resolution WHEREAS, The Commissioners Court of Brazos County takes pride in recognizing the delegation of the National Association of Cereal Producers of Poland; and WHEREAS, The twenty -eight members in the delegation of the Polish farmers and representatives of agricultural producer organizations to include the Polish Association of Cereals Producers, the Polish Agribusiness Club, the Polish Federation of Cattle Breeders and Milk Producers and the Zamojskie Agriculture Association are actively involved as agricultural leaders in Poland; and WHEREAS, The Polish delegation's mission is to study Texas Agriculture and Oil & Gas industries working in tandem in a safe and healthy environment making Texas the I Ith largest economy in the world; and WHEREAS, The goals of the program are to provide insight and educational information into United States Agriculture and Oil & Gas industries, identify potential investments, enhance export and import opportunities and continue to build strong Texas/US and Poland/EU relationships; and WHEREAS, The areas of study and business opportunities will include crops such as wheat, corn, soybeans, canola and vegetables; livestock to include cattle, horses, poultry and dairy; policies to include the new farm bill, taxation, environmental regulation and tort reform; and the new technologies and production practices with oil & gas especially, shale gas; and WHEREAS, The Agricultural leaders from the delegation of the Polish farmers and representatives of agricultural producer organizations represent Polish landowners and all sectors of Polish agriculture and will visit Lubbock, Amarillo, San Antonio, Panna Maria, Austin, College Station/Bryan, Brenham, Anderson, Chappell Hill, East Bernard and Houston, Texas during a two week span; the delegation will learn firsthand the diversity of Texas to include rainfall, agriculture and oil & gas production practices, temperature, soils, size and distance, population densities, infrastructure, ethnic groups and the various economic industries; and WHEREAS, The delegation of the Polish farmers and representatives of agricultural producer organizations are devoting their time and finances to explore Texas Agriculture and Oil & Gas from production to transportation to processing to storage to marketing to selling commodities while studying the issues facing Texas and the United States of America while discovering fertile opportunities to enhance business and personal relationships between Poland and Texas; they deserve recognition for their initiative and motivation to explore new opportunities to enhance food and energy production in securing world peace; NOW, THEREFORE, BE IT RESOLVED that the Brazos County Commissioners Court hereby congratulates the members of the Polish farmers and representatives of agricultural producer organizations on their involvement and participation in the agriculture industries of Poland with interest in the Texas Agriculture and Oil & Gas industries and extend best wishes and prosperity for the future. DULY adopted this l la' day o ry, 2014jnBryan.Brazos County, Texas. ' Duane Peters County Judge W/' ConmAssioner Lloyd Wassermann Precinct 1 n�� �.�04/0�� � T Cm IdJ11i 414 R1 v- !s b, if > V TTa a 110 0 7� Ry > cr Vol. F-g. O > m r- jl� A } q.T NP, FV rp, tm Ox r. > CA rn N A T G A 3 A CD m 2 a A Ir] W i 0 a Q K 2 F ~ C y C 8 8 2 E Y �N� �r. A it ,p A S A O 8 �$a 8' N W Pin A y c � � d m n R C L C A C A lil � O 111' S llrj M P N 8 O A [i Ilh1i� g Vol. r q� M R � r < v p e w wp� A 1 •r. W N to [yV n IG11 C �tNiu; � 4pD C Q e r I I i O I I 1 C Q x n ti ff} I r I to A! � 3" II NA i O I �I4�llitF �y ®U9 I O Ii llrj M P N 8 O A [i Ilh1i� g Vol. r q� M R � r < v p e w wp� A S O r P m G R RgY9 a Y •r. W N to [yV n 1 C 2 O e 1 C Q x n ti p 2 n to S O r P m G R RgY9 a Y Maintains care, k own work group. TemplW Rerwon 1.2 091152012 Juvenile Supervision Officer, 1560hrs. Juvenile, Detention _ Detention Supervisor /Mani Protective Service Worker programs Other duties may be assigned. Work a flexible schedule based on the needs of the institution consisting of 24 hours per week. Maintains care. custody and control of residents in accordance with established procedures. Provides safe living environment for residents. Transports residents within and outside the facility as needed. Searches Incoming residents for items not permitted. Supervises recreation of residents in accordance with procedures. Restrains residents when required. Must maintain own training and training hours and have personal knowledge as to the dates cehification(s) are to expire. A detention officer is solely responsible for the up keep of own certification status. Completes necessary paperwork. Assists in orientating newly employed officers and relief officers in all phases of detention duties. Manage students in class. Prepare and/or set -up meals, and clean kitchen as needed. Provide clean linens weekly. Provide clean clothes daily. Launder clothes and linens. Conduct door and perimeter checks, ensure key control, conduct accurate security count of utensils at meal limes, monitor residents in their rooms by audio and visual checks in person, conduct room searches and perform pat -down and strip - searches. Conduct intakes and orientate all new residents. Provide physical education and recreational activities. Complete Meal Record and Evaluation. Ensure cleanliness and sanitation of facility. Assign, prepare I for, and oversee resident chores. Physically and mechanically restrain juveniles when needed. Maintain 80 hours bi- annually of approved training to maintain JSO certification. On call 24 hours a day, subject to irregular work hours. Follow established policies, procedures and practices of the department. Abide by the Texas Juvenile Justice Department Code of Ethics. Maintain security and confidentiality of all case information, files and j chronos as required by the Texas Family Code. j The duties listed above are intended only as illustrations of the various types of work that may be performed. The omission of specific statements of duties does not exclude them from the position if the work is related or a logical assignment to the position. i i Given: programs preferred, but not required. year or Required: I To perrohn this job Successfully, an individual must De axle to perform earn essential duty sauslactonry. I ne requirements listed below are representative of the knowledge, skill, and /or ability required. Reasonable accommodations may be made to enable individuals to perform the essential functions. Must be 21 years of age, or older, and be able to meet criteria for certification as a Juvenile Supervision Officer through TJJD. Valid Texas drivers license with appropriate liability auto insurance coverage (Driver's license requirements must be met within 30 days if employee recently moved from another state). Must be able to meet all criteria for certification as a juvenile supervision officer through TJJD. Non - disqualifying criminal history/sex offender registration background check, Vol. rI Brazos County Job Description *1 1 Last Updated: Class Number: 2827 .._. . -- Tide: - - --.._ j Pay Group: 14 Department: j FLSA Status: Non Exempt _Reports To:_ Approved Date:— 1 02/11/2014 EEOC Category: Maintains care, k own work group. TemplW Rerwon 1.2 091152012 Juvenile Supervision Officer, 1560hrs. Juvenile, Detention _ Detention Supervisor /Mani Protective Service Worker programs Other duties may be assigned. Work a flexible schedule based on the needs of the institution consisting of 24 hours per week. Maintains care. custody and control of residents in accordance with established procedures. Provides safe living environment for residents. Transports residents within and outside the facility as needed. Searches Incoming residents for items not permitted. Supervises recreation of residents in accordance with procedures. Restrains residents when required. Must maintain own training and training hours and have personal knowledge as to the dates cehification(s) are to expire. A detention officer is solely responsible for the up keep of own certification status. Completes necessary paperwork. Assists in orientating newly employed officers and relief officers in all phases of detention duties. Manage students in class. Prepare and/or set -up meals, and clean kitchen as needed. Provide clean linens weekly. Provide clean clothes daily. Launder clothes and linens. Conduct door and perimeter checks, ensure key control, conduct accurate security count of utensils at meal limes, monitor residents in their rooms by audio and visual checks in person, conduct room searches and perform pat -down and strip - searches. Conduct intakes and orientate all new residents. Provide physical education and recreational activities. Complete Meal Record and Evaluation. Ensure cleanliness and sanitation of facility. Assign, prepare I for, and oversee resident chores. Physically and mechanically restrain juveniles when needed. Maintain 80 hours bi- annually of approved training to maintain JSO certification. On call 24 hours a day, subject to irregular work hours. Follow established policies, procedures and practices of the department. Abide by the Texas Juvenile Justice Department Code of Ethics. Maintain security and confidentiality of all case information, files and j chronos as required by the Texas Family Code. j The duties listed above are intended only as illustrations of the various types of work that may be performed. The omission of specific statements of duties does not exclude them from the position if the work is related or a logical assignment to the position. i i Given: programs preferred, but not required. year or Required: I To perrohn this job Successfully, an individual must De axle to perform earn essential duty sauslactonry. I ne requirements listed below are representative of the knowledge, skill, and /or ability required. Reasonable accommodations may be made to enable individuals to perform the essential functions. Must be 21 years of age, or older, and be able to meet criteria for certification as a Juvenile Supervision Officer through TJJD. Valid Texas drivers license with appropriate liability auto insurance coverage (Driver's license requirements must be met within 30 days if employee recently moved from another state). Must be able to meet all criteria for certification as a juvenile supervision officer through TJJD. Non - disqualifying criminal history/sex offender registration background check, Vol. rI Knowledge', Duties require daily standing, walking, sitting, talking and listening; frequent use of hands and/or fingers to grasp, handle, pick -up, pinch, type or feel; frequent reaching with hands or arms and lifting of objects over 100 pounds; close vision, distance vision, ability to distinguish color, peripheral vision, depth perception and ability to adjust focus. Physical demands described here are representative of those that must be met or are encountered by an employee to successfully perform the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. An understanding of human behavioral patterns and the ability to apply good judgment in dearmg with troubled youth and thelr families. Ability to remain calm In stressful situations. Must possess basic computer knowledge and competence. Ability to communicate effectively orally and in writing. Must have physical ability to perform physical restraint techniques. the employee is constantly required to perform multiple tasks simultaneously, to work under time pressures to meet deadlines and to work closely with others as part of a team; the employee is frequently required to do tedious exacting work. Worker is subject to physical hazards from traffic; serious hazard and infection from exposure to communicable disease; physical harm as the result of confrontation. The work environment characteristics described here are representative of those an employee encounters while performing the essential functions of this job. Reasonable accommodations maybe made to enable individuals with disabilities to perform the essential functions, r t Duane Peters Date County Judge Vol. Pg. 0 / Brazos County Job Description Last Updated. September 2012 Class Number 832 j Title: -- . - - -- -- ..._- Pay Group: 09 Depa .._.. . FLEA Status: Non Exempt Approved Date: 10/01/2013 Position End Date: 09/30/2014 i I EEOC To: Twnplee Ration 1.20615/2012 RECEIVED JAN 3 1 i 14 Temporary Attendant, Building & Grounds (1040 hrs.) Event Coordinators & All Managers ... .._ .......................... .. Service / Maintenance Tem ovary Empl oyee Empl Signature: ---- . _..._ _ . _......the Performeand monitors daily operational responsibilities mGudirig janitorial duties responsibilities and mefnterisnce of the Complex including setting -up. cleaning and tearing -down events. '-- light ;Operates s light to moderate equipment such as tractors with implements, forklifts and skid steer loaders; Sets upftears down rodeo equipment, horse stalls, cattle lies, panels and pens; Sets up/tears down meeting and event rooms, including stages, dance floors, tables, chairs and equipment and assists with the sound /electrical system setup and /or tear down; Cleans meeting and event rooms, including sweeping, vacuuming and taking out trash; Cleans restrooms, including using commercial chemicals to remove stains/odors and keeps them free of litter; buffs and scrubs floors as I needed and instructed. Keeps all floors dusted, mopped, and vacuumed; Changes light bulbs and distributes supplies as necessary; Assists in painting and other maintenance projects as necessary; Operates a vacuum cleaner and hand cleaning materials, supplies and equipment; Cleans windows, doors, floors, water fountains, and furniture; Empties and cleans waste receptacles and properly disposes of trash; Assists visitors in a polite manner during events at the Exposition Complex; Keeps janitorial and storage areas clean and organized; Must be willing to work various hours as needed including some nights, weekends, holidays, etc.; Communicates with Exposition Complex administrative asaistantlsecretary regarding janitorial supply inventory; Assists as necessary in Inventory control including equipment and consumables. Other Duties as assigned. (1% Given: `This is anon- supervisory position. High school graduation or as equivaient; or any equi provides the required knowledge, skills and abilities. Ht(;tlVtU JAN J 1 M -------------------------- Typical: The physical demands here are representative of those that must be met by an employee to successfully perform the essential functions of this job. Reasonable accommodations maybe made to enable individuals with disabilities to perform the essential functions. While performing the duties of this job, the employee is regularly required to sit; use hand to finger, handle, or to feel; reach with hands and arms; bend and kneel; and talk and hear. The employee frequently is required to stand and walk- The employee must frequently lift and/or move objects weighing up to 100 pounds, such as bags of mulch and rocks. Specific vision abilities required for this job include close vision, distance vision, and the ability to adjust focus. ---------------- ------ -------------- I ....... ------ Knowledge, Skills, Abilities ..... . ..... ...... .. . ... . ... . . . . ... ....... .. ...... .. -.- . . ................ . ....... ........... ... Typical: , Safe operation of custodial and maintenance equipment, including the safe use olcommercial cleaning chemicals. Ability to follow oral and written instructions; ability to learn the proper use of janitorial equipment and supplies; ability to make minor repairs; ability to communicate and work effectively with co-workers; ability to perform physical and strenuous work; and an ability to understand and follow Brazos County safety policies. Typical: ------------- ------ ---- ---------------- ........... ----- -- The work environment characteristics described here are representative of those an employee encounters while performing the essential functions of this job. Reasonable accommodations maybe made to enable Individuals with disabilities to perform the essential functions. The noise level in the work environment is frequently loud. The employee is constantly required to work closely with others as a part of a team to perform multiple tasks simultaneously, and switch from one task to another. The employee is frequently required to work under time pressures and meet deadlines. The employee may be exposed to extreme weather conditions. AP OL Duane Peters Date County Judge Vol. Pg - AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS BY AND BETWEEN BRAZOS VALLEY FAIR & EXPOSITION AND COUNTY OF BRAZOS, STATE OF TEXAS THE STATE OF TEXAS KNOW ALL PERSONS BY THESE PRESENTS COUNTY OF BRAZOS THIS AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS ( "Agreement') is made and entered into by and between BRAZOS VALLEY FAIR & EXPOSITION, a Texas nonprofit corporation ( "Fair ") and COUNTY OF BRAZOS, STATE OF TEXAS ( "County "). acting by and through duly authorized agents and offices, and is effective for all purposes on this October 1, 2013 ( "Effective Date "). WITNESSETH WHEREAS, the County finds a public purpose in the encouragement, promotion, and maintenance of agricultural education, science, and research; and WHEREAS, the Fair was formed for educational, scientific and charitable purposes to encourage, promote and maintain agricultural science, research, and educational functions and to provide scholarships for youth participants ( "Purpose "); and WHEREAS, the County has provided Funds (as defined herein) for the support of said Purpose, and WHEREAS, the Fair will provide educational programs and opportunities for the youth and adults of the community in the areas of agricultural science and research; and NOW, THEREFORE, for the mutual consideration stated herein, the receipt and sufficiency of which is hereby acknowledged, the Fair and County agree as follows: AGREEMENT 1. TERM. The Term of this Agreement shall be one (1) year from the Effective Date. FUNDS. Fair shall be funded from certain available revenues generated pursuant to the Hotel Occupancy Tax, Texas Tax Code, Chapter 352, and shall be disbursed by the County during the Term of the Agreement. Fund disbursement shall be authorized by Hotel Occupancy Tax Committee. The County has no control or authority over the Funds and shall make no disbursements of said Funds without Hotel Occupancy Tax Committee authorization. 3. FAIR EMPLOYEES. The County shall provide salaries in the proportions set forth in this Paragraph 3, for the following positions: 2013.2014 AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS Final Page 1 IVol. / %% Pg. -�o I a. 100% of the Assistant Fair Manager position; b. 100% of the Senior Fair Manager position; c. 50% of the Clerk III position; and d. 33.34% of the General Fair Manager position. Health insurance and other benefits equivalent to that of County employees shall be available in the same proportions set forth in this Paragraph 3.a -d. These Fair Employees will be treated as County employees for purposes of personnel and payroll policies and procedures. These Fair Employees are subject to the same statutory provisions as County employees regarding all wages and benefits. Fair Employees shall be available to assist in all aspects of the operation of the Brazos County Expo. 4. PAYROLL SERVICES. The County shall provide payroll services for all Fair Employees for the Term of this Agreement. 5. OFFICES. Fair Employees shall be allocated use of office space at the Brazos County Expo Complex for the Term of this Agreement. The County may relocate Fair Employee's offices as needed at the sole discretion of the County. Utilities for Fair Employee offices shall also be provided by the County. 6. LEGAL SERVICES. County may provide, at the County's sole discretion, general legal services for the Fair on a case by case basis. The County may cease to provide legal services at any time the County deems there to be a possible conflict of interest, or if the County determines that the legal services requested by the Fair are of a nature that is incompatible with County duties. 7. GENERAL OFFICE SUPPLIES AND EQUIPMENT. The County shall provide one (1) computer, office furniture and telephones /facsimile. 8. VEHICLES. The County shall provide one (1) vehicle to the Fair for use in conjunction with Fair activities and business. The County shall provide insurance for said vehicle at no cost to the Fair. Use of County vehicles by Fair Employees must comply with County policies on vehicle usage. 9. INFORMATION TECHNOLOGY SERVICES. The County shall provide the following Information Technology services during the Term of the Agreement: a. Internet access b. Computer hardware configuration and installation c. General troubleshooting and IT help desk services 10. EXTERNAL AUDIT REQUIREMENTS. (IF REQUESTED BY the BRAZOS COUNTY AUDITOR) The Fair agrees that County, or its designated representative, shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. The Fair agrees to maintain such records for possible audit for a minimum of three (3) years after the termination date of this Agreement, unless a longer period of records retention is stipulated. The Fair agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. The Fair agrees that County, or its designated representative, shall further have the right to 2013 -2014 AGREEMENT FORTH E PAYMENT AND USE OF BRAZOS COUNTY FUNDS Final Page 2 Vol. / %% Hg. 3/_ 1 review and to copy any records and supporting documentation for prior years in which County provided funds to the Fair under prior Agreements. Any audit will be conducted by County personnel or an independent third party, as determined or agreed to by the Brazos County Commissioners Court. If the Brazos County Commissioners Court determines that the audit will be conducted by an independent third party, all costs and expenses associated with said audit will be solely paid for by the Fair. During said audit, The Fair shall require that a management letter be prepared by auditor. The management letter shall identify issues not required to be disclosed in the annual financial report but shall state any concerns and suggestions noted during the audit. Annual financial statements (audited if available) are due to County within six (6) months of completion. 11. RECORDS. The Fair is responsible for all record keeping associated with Fair activities. The Fair shall maintain and make available for inspection by the County upon request, consistent with federal and state law, any and all records the County determines, at its sole discretion, to be necessary for the Commissioners Court of Brazos County to justify its continued participation in supporting the Fair with funding. Said records shall be retained and made available for inspection and audit by the County upon reasonable notice. The Fair shall retain all records for a period of five (5) years. 12. VENUE AND GOVERNING LAW. The validity of the Agreement and all matters pertaining thereto shall be governed and determined by the Constitution and the laws of the State of Texas. Venue for any suit filed against County shall be in Brazos County. 13. INDEMNITY. The parties hereto agree to indemnify one another for and hold one another harmless from and against all suits, claims, demands, liabilities, or actions resulting or alleged to result from the breach, violation or non - performance of the services stated herein and for any damage to any person resulting from any action or omission or negligence on the part of each party thereto. 14. SOVEREIGN IMMUNITY. The parties understand that the County does not waive or relinquish any immunity or defense on behalf of itself, officers, employees, agents, and volunteers as a result of its execution of this Agreement and the performance of the covenants contained herein. Further, the County is not responsible for any civil liability that arises from any act or omission made within the course and scope of this Agreement. The parties understand and agree that the County does not assume civil liability under any theory of law for the actions of the Fair in providing services hereunder. 15. SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court of competent jurisdiction finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it may become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. 16. ENTIRE AGREEMENT. This Agreement contains the entire understanding between the parties hereto concerning the subject matter contained herein. There are no representations, agreements, arrangements or understanding, oral or written, between 2013 -2014 AGREEMENT FORTH E PAYMENT AND USE OF BRAZOS COUNTY FUNDS Final Page 3 Vol. /c pg. .� or among the parties hereto, relating to the subject matter of the Agreement, which are not fully expressed herein. 17. COUNTY INVOLVEMENT. The County and Fair state that to the best of their knowledge, no officer, agent, or employee of the County who exercises any function or responsibility in connection with the carrying out of this Agreement or the services to which it relates has personal interest, direct or indirect, in this Agreement. 18. TERMINATION. This Agreement may be terminated by either party upon thirty (30) days written notice. Such notice shall be mailed return receipt requested to the non - terminating party at the addresses listed below. 19. NOTICES. All notices to the Brazos Valley Fair & Exposition shall be sent by certified or registered mail, addressed to: Brazos Valley Fair & Exposition 200 South Texas Avenue, Suite 329 Bryan, Texas 77803 with a copy to: Fair General Manager 5827 Leonard Road Bryan, Texas 77807 All notices to County of Brazos shall be sent by certified or registered mail, addressed to: County of Brazos 200 South Texas Avenue, Suite 332 Bryan, Texas 77803 20. ACCEPTANCE OF TERMS. The signature of both parties shall evidence acceptance of these terms. [SIGNATURES TO FOLLOW ON NEXT PAGE] 2013 -2014 AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS Final Page 4 Vol. Pg. Brazos Valley Fair & Exposition a Texas nonprofit corporations. ATTEST County Clerk, Brazos County m County, of Brazos late of xa By: IA uane Peters, County Judge 2013 -2014 AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS Final Page 5 Vol. !�% Pg. 3'd WEST ORDER FORM - TEXAS CALIR SERVICES CONTRACT #2010 -001 610 Oppermaa Drive, P.O. Box 64833 St, Paul, MN 55164 -1803 Tel: 651/687 -8000 WEST® A Thomson Reuters business Ij Check West accaaat status below as applicable. Rep Name & Number TX MSA Local Option C 5 $85.00 New (NACI Form attached) Existing with increase Credit Limit (NACI Form attached) : r X $9.00 Existing with no changes Existing with changes (Permanent time change must attach a Customer Name Change Form) - - -- —Date $45.00 Acct # 1000671298 � ----- �� - -PO # - +` -- . - - - -_ 11/5/13 A $6.00 Name/Subscriber Brazos County Attorney Bill To Acct # Order Confirmation Contact Name LeslieWllllams E -Mail LContreras @brazoscountytX.goV '�bY Westlaw, Password Contact Name (for password delivery) same E -Mail same Permanent Address Change One -Time Ship To Additional Ship To Additional Bill To Name Attn: Address Suite/Floor vi City State County Zip « ,t ,dt{I� WestlawPROT" - Monthly Total Monthly WestlawPRO/ #of Passwords Banded/Rase Per User WestlawPRO/ Fell Svc9 WLF.0 Prodnete Rate Rate Other WLEC Charges Total MomhlyChargesS 500.00 0 TEXAS CALIR SERVICES Monthly charges, annual increases, and term dates for the Basic Core, Specialized, Investigative Options and Solutions are specifically defined under the TEXAS CALM Contract. The annual period, for purposes of price increases and renewal dates, runs ftom February I through January 3 t of each year for the term of the TEXAS CALM Contract. O TERMS BELOW APPLICABLE ONLY FOR SPECIAL/CUSTOMIZABLE OFFERS UNDER TEXAS CALIR CONTRACT#2010 -001 Monthly WestlavePRO Charges am billed on the due West processes Subscriber's order and continue for a minimum of 12 complete calendar months ( "Minimum Term'). If Subscriber elects a longer Minimum Term the Monthly WestawPRO Charges will be billed as set forth herein. Any additional users added to any existing Per User WcxIawPRO shall be tied to the Minimum Tenn of the underlying Order Form for such product(s). Subscriber's Initials for 24 Mouth WestlswPRO Minimum Term Subscriber agrees to commit to a Minimum Term of 24 months and the Monthly WeatlawPRO Charges far the second 12 months not to increase by more than _% over the Monthly WestlaWPRO Charges for the initial 12 months. Subscriber's Initials for 36 Mantis WntlawPRO Minimum Term Subscriber agrees to commit to a Minimum Term of 36 months and the Monthly WestlswPRO Chvges for the second 12 months not to increase by more then _% over the Monthly WcMIavvPR0 Charges for the initial 12 months and the Monthly WestlawPRO Charges for the third 12 months not to increase by more than _% over the Monthly W eulawPRO Charges for the second 12 months. Upon conclusion of the WesttawPRO Minimum Term, Monthly Charges arc billed thereafter at up to then - current rates. Excluded Charges and Monthly WestlawPRO Charges (after the Minimum Term) may be modified as set forth in the Subscriber Agreement (as defined herein). Subscriber is responsible for all Excluded Charges as incurred, After the Minimum Term, Subscriber's access to and use of Westlaw shall be governed by the Subscriber Agreement. _ Subscriber's Initials Subscriber has 5 attorneys/users, for the location identified above for WestlawPRO orders. If West leams that the actual number exceeds the number certified above, West reserves the right to increase Subscriber's charges as applicable q/ Internal Use Only_ MSTX 311111 -1 I VOL — / - --/-- rY'-,P-4Mlnet 803-dot TX MSA Local Option C 5 $85.00 $425.00 TX Municipal Law 5 $9.00 $45.00 TX Forms, Legal & Business 5 $6.00 $30.00 Notes: Internal Comments = OF - MSA Option 6 Total MomhlyChargesS 500.00 0 TEXAS CALIR SERVICES Monthly charges, annual increases, and term dates for the Basic Core, Specialized, Investigative Options and Solutions are specifically defined under the TEXAS CALM Contract. The annual period, for purposes of price increases and renewal dates, runs ftom February I through January 3 t of each year for the term of the TEXAS CALM Contract. O TERMS BELOW APPLICABLE ONLY FOR SPECIAL/CUSTOMIZABLE OFFERS UNDER TEXAS CALIR CONTRACT#2010 -001 Monthly WestlavePRO Charges am billed on the due West processes Subscriber's order and continue for a minimum of 12 complete calendar months ( "Minimum Term'). If Subscriber elects a longer Minimum Term the Monthly WestawPRO Charges will be billed as set forth herein. Any additional users added to any existing Per User WcxIawPRO shall be tied to the Minimum Tenn of the underlying Order Form for such product(s). Subscriber's Initials for 24 Mouth WestlswPRO Minimum Term Subscriber agrees to commit to a Minimum Term of 24 months and the Monthly WeatlawPRO Charges far the second 12 months not to increase by more than _% over the Monthly WestlaWPRO Charges for the initial 12 months. Subscriber's Initials for 36 Mantis WntlawPRO Minimum Term Subscriber agrees to commit to a Minimum Term of 36 months and the Monthly WestlswPRO Chvges for the second 12 months not to increase by more then _% over the Monthly WcMIavvPR0 Charges for the initial 12 months and the Monthly WestlawPRO Charges for the third 12 months not to increase by more than _% over the Monthly W eulawPRO Charges for the second 12 months. Upon conclusion of the WesttawPRO Minimum Term, Monthly Charges arc billed thereafter at up to then - current rates. Excluded Charges and Monthly WestlawPRO Charges (after the Minimum Term) may be modified as set forth in the Subscriber Agreement (as defined herein). Subscriber is responsible for all Excluded Charges as incurred, After the Minimum Term, Subscriber's access to and use of Westlaw shall be governed by the Subscriber Agreement. _ Subscriber's Initials Subscriber has 5 attorneys/users, for the location identified above for WestlawPRO orders. If West leams that the actual number exceeds the number certified above, West reserves the right to increase Subscriber's charges as applicable q/ Internal Use Only_ MSTX 311111 -1 I VOL — / - --/-- rY'-,P-4Mlnet 803-dot West LegalEdeenter Online Features and Services: Subscriber's Initials - Subscriber acknowiedges that each user will receive an initial e-mail communication from West Legali- doenter which includes important information about using the service (including wername and password), as well as ongoing communication regarding new online programs available in their practice area(s) and special announcements. Subscriber's users may opt out otter the initial e-mail communication. Proarams excluded from the Online CLE Pass shall be billed at then - current rates via credit card billing. Technical Contacts for Westlaw Patron Access Administrator Technical Contact Name (please print): Telephone: NA E -Mail Address: Current Account #: Patron Access: IP Address: One Jr, A4&m per termuml. Adlmnd paces may be mulaed ameedea • Orders submitted without IP Address information may delay set up and access Subscriber Initials Terminals will be used for Patron Access. WestlawPRO Renewals *Current Monthly WestlawPRO Charges is/are rate(&) in effect as of the date of this Order Form and may r not be the rate(s) in effect when rate(s) for the Renewal Term islare calculated, depending on the length of the normt Minimum Term or current Renewal Term. TERMS APPLICABLE ONLY FOR SPECIAVCUSTOMIZABLE OFFERS UNDER TEXAS CALIR CONTRACT #2010 -001 Subscriber's Initials for 12 Mouth Renewal Term a' Subscriber agrees to commit to an additional 12 months and the Monthly WesdaWPRO Charges for the such additional 12 months shall be,% more than the Monthly West awPRO Charges in effect at the end of the current Minimum Term and/or current Renewal Term. Subscriber's Initials for 24 Month Renewal Term •• Subscriber agrees to commit to an additional 24 months. The Monthly WestlawPRO Charges for the first additional 12 months shall be % more than the Monthly WesflawPRO Charges in effect at the end of the current Minimum Term and/or current Renewal Tem and the Monthly WestlawPRO Charges for the second additional 12 months shall be % more than the Monthly WesdawPRO Charges for the first additional 12 months. _Subscriber's Initials for 36 Month Renewal Term Me Subscriber agrees to commit to an additional 36 monks. The Monthly WeatlaWPRO Charges fm the first additional 12 months shall be 0/a more than the Monthly WestlawlaRO Charges in effect at the end of the current Minimum Term and/or current Renewal Term and the Monthly WesdawPRO Charges for the second additional 12 months shall be _% more than the Monthly WmtlawPRO Charges for the first additional 12 months. The Monthly WesdowPRO Charges for the third additional 12 months shall be _e.6 more than the Monthly WestlawPRO Charges for the second additional 12 months. In the event a promotion in the underlying Order Form requires Subscriber to maintain a subscription to certain Weat products in order to be eligible fa such promotion ("Dependency Subscriptions) "), Subscriber must also maintain such Dependency Subscription(s) during the Renewal Term so that Subscriber may be eligible for the pricing set forth here(a. In the event Subscriber terminates any of the Dependency Subscription(s) duringthe Renewal Tenn, any promotions and related discounts for the Dependency Subscription(&) shall immediately terminate. *"Effective at the end of the current Minimum Term or current Renewal Term. Upon conclusion of the Renewal Term designated above, Monthly WestlawPRO Charges are billed thereafter at then current rates. Excluded Charges and Monthly WastlawPRO Charges (after the Renewal Term) may be modified as set forth in the Subscriber Agreement. Subscriber is responsible for all Excluded Charges as incurred. During the Renewal Term and thereafter, Subscriber's access to and use of Westlaw shall be governed by the Subscriber Agreement. Westlew Passwords and QulckVlew+ 7 /1111 -1 as 803.dot Vol. pg. -- Subscriber shall authorize which Wesdaw password(s) shall have access to QuicicView+. Actual charges billed by West may vary from charges mponca on r,micxvmw+. Subscriber shall pay charges as billed. West does not warrant and has no liability with respect to accuracy of charges orother information on QuickView*. Authorized QulekViewF Password Holder Password Authorized Acct. M v,;y' Print ProducWOtherProducts Full Svc 4 Print Products and Other Products Quantity LLst Charges Other Charan NA Notes: Total Charg"S 0•00 TERMS APPLICABLE ONLY FOR SPECIAL/CUSTOMIZABLE OFFERS UNDER TEXAS CALIR CONTRACT#2010 -001 Terms of Payment for Print Products. W'ed's standard terms of payment for print products purchased are net 30 days. West may elect to accept installment payments on the purchase price. installment payment terns are $ na per month plus tax for approximately na months until the purchase price, plus any additional amounts under this Order Form, is paid in full. Subscription Service and Passwords. Subscription services may consist of updates and/or supplements to the service, including but not limited to: (a) CD -ROM Libraries: updated, replacement or supplemental CD -ROMs and online updates, and other related supplemental material; (b) Print Products: pocket parts, pamphlets, replacement or ancillary volumes; loose-leaf pages and other related supplemental materials; all of which may be billed separately at then - current rates- Subscriber hereby requests that West provide subscription service for the heroin - described products at then-cumcrx rates will such subscription services arc cancelled by West or cancelled upon written request by Subscriber (a as provided for in the Subscriber Agreement for CD -ROM products). Any passwords issued herein may only be used by the person to whom the password is issued and sharing of password, is STRICTLY PROHIBCIED. Subscribers licensing only LiveNote /Case Notebook/Timeline/Publisher Software will not be issued Wetlaw passwords. Any West km software licensed hereunder must reside on a dedicated server provided and maintained by Subscriber at Subscriber's expense. and such server must be accessible to all of Subscriber's authorized users. General Proviuons This Order Form is subject to approval by West, a Thomson Reuters business ( "West ") in St. Paul, Minnesota, and is governed by Texas law. The state and federal courts sitting in Texas will have exclusive jurisdiction over any claim arising from or related to this agreement. Applicable sales, tux, personal property, value added tax (VAT) or equivalent, ad valorem and other taxes are payable by Subscriber. Subscriber may be charged interest for overdue installments and subscriptions and fa other open account charges. If any installments, subscriptions, subscription services, Wesdaw Charges or open account charges remain unpaid 30 days after becoming due, including all amounts li u are or would become due and payable for the remaining term of Subscribers Subscriber Agreement, shall become immediately due and payable at the sole option of West. Interest charged maybe adjusted to the then - highest current rate allowable on Texas contracts. This Order Form is non - transferable. All collection fees, including but not limited to attorneys fees, are payable by Subscriber. Transportation and handling (FOB origin) charges will be added for print products. Returns. If Subscriber is not completely satisfied with any print product received from Wet, the product may be returned within 45 days of the invoice date for a full refund a credit, in accordance with West's then - curent returns policies. Westlaw Charges and West LegalEdtenter Charges are non - refundable. Online/CD -ROM Products to be Lapsed 40583982 1 WL Government Select 12 -14 I All The TEXAS CALIR Services Contract #2010.001, Subscriber Agreement for Westlew and CD -ROM Libraries, the applicable Schedule A price plan, (for WestlawPRO products), and /or the West LegalEdeenter Subscriber Agreement (for West LegalEdccnter products) Individually or jointly, as applicable, ( "Subscriber ) Is /a eo rated by reference and made part of this Order Farm. Subscriber by his /her signature below, acknowled es er usdc landh_ and acre t cc of the terms and conditions of the Subscriber Agreement. reement. II Q;1. y - Date a /I I AUTHORIZED REPRESENTATIVE FOR ORDER FORM Printed Name -Dua `1 Title Date Signature X 3/1111 -1 SANflnet - ___ g03.dot Vol. p9._37 THOMSONREUTERS Order Notification Contact your representative david .j.swanson @thomsonreuters.com with any questions. Thank you. Order ID: 500629 Subscriber Information Account Address: Account #:1000671298 BRAZOS COUNTY ATTORNEY PO Box 914 300 E 26TH ST STE 1300 BRYAN, TX 77803 US 979. 361.4300 Shipping Address: Account #:1000671298 BRAZOS COUNTY ATTORNEY PO Box 914 300 E 26TH ST STE 1300 BRYAN, TX 77803 US 979 - 361 -4300 Billing Address: Account #: 1000671298 BRAZOS COUNTY ATTORNEY PO Box 914 300 E 26TH ST STE 1300 BRYAN, TX 77803 US 979 -361 -4300 Payment and Shipping Information Additional Information Payment Method: Payment Method: WestAccount Account Number: 1000671298 Shipping Information: Shipping Method: FREE Ground Shipping - U.S. Only Contact Information Created By: 0112219 Order Source: 27 Revenue Channel: 01 Order Date: 11151201311:15:40 AM P.O. Number: Leslie Internal Comments Williams Iwllliams@co.brazos.tx.us t;i Worksheet West Corn O OF Ver: New Products • Print Order 28 Confirmation Contact Material ID Email Address Phone Contact Description Contact Numbe First Name Last Name Leslie Internal Comments Williams Iwllliams@co.brazos.tx.us t;i Worksheet West Corn O OF Ver: New Products • Print Order 28 Confirmation Contact West Complete Library 40666420 Gov WP to WCMP 601817076373 Monthly: 601817076373 $236.78 Existing Subscriptions to Include In West Complete: Otyl Material ID I Description 1 22007609 TX FAMILY CODE PAM SUB 3 22007609.', TX FAMILY CODE PAM SUB ,, ' Monthly: $236.78 Material ID Program Details 9 Program Codes 9 List Price Other Net Price Qty Product West Complete Library 40666420 Gov WP to WCMP 601817076373 Monthly: 601817076373 $236.78 Existing Subscriptions to Include In West Complete: Otyl Material ID I Description 1 22007609 TX FAMILY CODE PAM SUB 3 22007609.', TX FAMILY CODE PAM SUB ,, ' Monthly: $236.78 3 22007609 TX FAMILY CODE PAM SUB 1 .41118653 ' :TX COURT: RULES STATE, FEDERAL KEYRULES LOCAL AND LOCAL KEYRULES VOLUMES 1.111A, 1 41118653 TX COURT RULES STATE, FEDERAL, FEDERAL KEYRULES, LOCAL AND LOCAL KEYRULES VOLUMES 1 -IIIA SUB I':: 22085979 -.TX VERNONS:RULES ANNO CIVIL PROCEDURE SUB 1 22044954 TX VERN0NS ANNO ST AT SUB Monthly West Complete Print Charges are billed on the date West processes Subscribers order and continue for the term of complete calendar months elected by Subscriber above ( "Mnimum Terms "). 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Subscription services may consist of updates and /or supplements to the service, including but not limited to: (a) CD-ROM Libraries: updated, replacement or supplemental CD -ROMs and online updates, and other related supplemental material; (b) Print Products: pocket parts, pamphlets, replacement or ancillary volumes; loose -leaf pages and other related supplemental materials; all of which may be billed separately at then - current rates. Subscriber hereby requests that West provide subscription services for the herein - described products at then- current rates until such subscription services are cancelled by West or cancelled upon written request by Subscriber (or as provided for in the Subscriber Agreement for CD-ROM products). Any passwords Issued herein may only be used by the person to whom the password is issued and sharing of passwords is STRICTLY PROHIBITED. Subscribers licensing only LlveNote /Case Note Book/Timaline/Publisher Software will not be issued Wesdaw passwords. Any West km software licensed hereunder must reside on a dedicated server provided and maintained by Subscriber at Subscriber's expense, and such server must be accessible to all Subscribers authorized users. Subscribers Westlaw Doc Form Builder Data will be web hosted by West. Upon termination of any Westlaw Doc and Form Builder subsciption, West will provide Subscriber access to and the ability to export related Westlaw Doc and Form Builder Date for 180 days at no charge. After a commercially reasonable time has passed, but no leas than 180 days after the termination of this agreement. West will delete such Westlaw Doc and Form Builder Data. General Provisions for Non Government Subscribers Only. This Order Form Is subject to approval by West, a Thomson Reuters business (West)in St. Paul, Minnesota, and is governed by Minnesota law. The state and federal courts siting in Minnesota will have exclusive jurisdiction over any claim arising from or related to this agreement. Applicable sales, use, personal property, value added tax (VAT) or equivalent, ad valorem and other taxes are payable by Subscriber. Subscriber may be charged interest for overdue installments and subscriptions and for other open account charges. It any installments, subscriptions, subscription services, Wasdaw Charges or open account charges remain unpaid 30 days after becoming due, all unmatured installments, including all amounts that are or would become due and payable for the remaining term of Subscriber's Subscriber Agreement, shall become immediately due and payable at the sole option of West. Interest charged may be adjusted to the then- highest current rate allowable on Minnesota contracts. This Order Form is nontransferable. All collection fees, including but not limited to attorneys fees, are payable by Subscriber. Transportation and handling (FOB origin) charges will be added for print products. West may request a current financial statement and /or obtain consumer credit report on the undersigned Individual to determine creditworthiness. West will only request consumer credit information on the undersigned if the undersigned is applying for credit as an individual or if the undersigned's consumer credit information is necessary for West to consider granting credit to the aforementioned company. If Subscriber inquires whether a credit report was requested, West will provide Information of such, if a report was received and the name, address and telephone number of the agency that supplied the report. Usage Cap for CLEAR Subscribers: In the event Subscriber's actual charges during a month exceed by more than ten times the then- current Monthly Guarantee, West may limit access to live gateways for the remainder of the month. General Provisions for Government Subscribers Only. This rmis-sabjeet<o•apMovaFbY -Went Paul, Minnesota, and is governed by the /�, /17 Pn 27 Order Subtotal: N/A +Shipping: FREE `Estimated Tax: TED r Order Total: $0.00 Products Under 36 month contract term: $236.78 Sales tax for your order will reflect applicable state and local taxes and will be finalized upon shipment. In accordance with applicable laws, tax will be applied to products and shipping. Actual tax may vary slightly from that shown above. 'Free shipping is not applicable to print orders that will be shipped from affiliates of Thomson Reuters that are located outside of the United States, its territories and possessions. For such products, transportation and handling charges (FOB odgin) will be added. — First full month billing will be Invoiced at the monthly billed detail set forth above. Pricing is subject to the price increase pursuant to the terns and conditions set forth in agreement. Subscription Service, Passwords and West km Software. Subscription services may consist of updates and /or supplements to the service, including but not limited to: (a) CD-ROM Libraries: updated, replacement or supplemental CD -ROMs and online updates, and other related supplemental material; (b) Print Products: pocket parts, pamphlets, replacement or ancillary volumes; loose -leaf pages and other related supplemental materials; all of which may be billed separately at then - current rates. Subscriber hereby requests that West provide subscription services for the herein - described products at then- current rates until such subscription services are cancelled by West or cancelled upon written request by Subscriber (or as provided for in the Subscriber Agreement for CD-ROM products). Any passwords Issued herein may only be used by the person to whom the password is issued and sharing of passwords is STRICTLY PROHIBITED. Subscribers licensing only LlveNote /Case Note Book/Timaline/Publisher Software will not be issued Wesdaw passwords. Any West km software licensed hereunder must reside on a dedicated server provided and maintained by Subscriber at Subscriber's expense, and such server must be accessible to all Subscribers authorized users. Subscribers Westlaw Doc Form Builder Data will be web hosted by West. Upon termination of any Westlaw Doc and Form Builder subsciption, West will provide Subscriber access to and the ability to export related Westlaw Doc and Form Builder Date for 180 days at no charge. After a commercially reasonable time has passed, but no leas than 180 days after the termination of this agreement. West will delete such Westlaw Doc and Form Builder Data. General Provisions for Non Government Subscribers Only. This Order Form Is subject to approval by West, a Thomson Reuters business (West)in St. Paul, Minnesota, and is governed by Minnesota law. The state and federal courts siting in Minnesota will have exclusive jurisdiction over any claim arising from or related to this agreement. Applicable sales, use, personal property, value added tax (VAT) or equivalent, ad valorem and other taxes are payable by Subscriber. Subscriber may be charged interest for overdue installments and subscriptions and for other open account charges. It any installments, subscriptions, subscription services, Wasdaw Charges or open account charges remain unpaid 30 days after becoming due, all unmatured installments, including all amounts that are or would become due and payable for the remaining term of Subscriber's Subscriber Agreement, shall become immediately due and payable at the sole option of West. Interest charged may be adjusted to the then- highest current rate allowable on Minnesota contracts. This Order Form is nontransferable. All collection fees, including but not limited to attorneys fees, are payable by Subscriber. Transportation and handling (FOB origin) charges will be added for print products. 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This rmis-sabjeet<o•apMovaFbY -Went Paul, Minnesota, and is governed by the /�, /17 Pn 27 laws of Subscriber's state. The courts sitting in Subscriber's state will have exclusive jurisdiction over any claim arising from or related to this agreement. If Subscriber is a U.S. Federal Government subscriber, this Order Form is governed by the laws of the United States of America. Applicable sales, use, personal property, value added tax (VAT) or equivalent, ad valorem and other taxes are payable by Subscriber. This Order Form is non - transferable. Transportation and handling (FOB origin) will be added to print products. Usage Cap for CLEAR Subscribers: In the event Subscriber's actual charges during a month exceed by more than ten times the then - current Monthly Guarantee, West may limit access to live gateways for the remainder of the month Returns. 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ID BID TABULATION 2013.27 Extension COLD MIX LIMESTONE January 1, 2014 through June 30, 2014 ilrEo � � M` e,�'l Vulcan —T—Martin Marrietta Knife River I 330 Type I Grade AA, Course Base to 1b to Loaded Only $32.00 $34.00 No Bid LoadedHauled In County $78.00 $7750 LudedlHauled to Yard $76.00 $74.20 2 330 Type I Grade CC, Medium Surface 2a 2b 2c Loaded Only $34.00 $35.00 No Bid LoadedlHauled In County $80.00 $78.50 LoadedlHauled to Yard $78.00 $75.20 3 330 Type II Grade CS, Medium Surface 3a 3b 3t Loaded Only $36.00 $36.00 No Bid LoadedMauled In County $82.00 $79.50 LoadedlHauled to Yard $80.00 $76.20 4 334 Type F MC -800 Loaded Only No Bid No Bid No Bid LoadedlHauled In County LoadedlHauled to Yard 5 334 Type F AES300 Loaded Only No Bid No Bid No Bid LoadedMauled in County LoadedlHauled to Yard RECOMMENDATION: Martin Marietta -Sections 1.3 No Award - Sections 4 and 5 Approved by Co m s ne ' rt on this day of _T- r(dl�, 2014 by IdIn g the position of I JJJ � E'dGi. pg.� Brazos County Purchasing Department Grp it P'ti 200 SOUTH TEXAS AVE SUITE 352 BRYAN,.TX 77803 PHONE (979) 3614290 FAX (979) 3614293 February 4, 2014 Martin Marietta 5710 W Hausman Rd Suite 121 Phone: 210- 208 -4070 San Antonio, Texas 78249 Email: lisa.araujo ®martinmarietta.cons Attn: Lisa Araujo Re: EYtenslon of Corrlraet for Cold M& Limestone Brazos County appreciates the quality work your company has provided and would like to exercise an extension option for 2013 -27 Cold MLA Limestone. All terms, conditions, and pricing shall remain the same. This extension will start ooi)ir Conrmicsloner's Caurt aoaraval throutdi June 36, 2014. To accept the extension option, Please fill out the information and sign below. Return the signed documents by email to lcontreras@briiio§countytx.gov brazoscountytx.gov or fax to (979) 3614293. Please then submit the original signed documents and an updated Certificate of Insurance by mail to the address listed above. Please return acceptance as soon as possible. If you have any questions, I may be reached at (979) 361 -4294. Contact Name: E -Mail: Fax MARTIN MAUTA Authorized Signature t RA �U Duane Peters, County Judge Vol. l l� 7 pg, Date .Date INVITATION TO BID COLD MIX LIMESTONE CONCRETE. PAVEMENT ANNUAL CONTRACT BRAZOS COUNTY PURCHASING DEPT 200 South Texas Ave, Suite 352 Bid Request No. 2013 -27 Bryan, Texas 77803 Page I of 8 rages Telephone (979) 3614294 Bids will be received at the Brazos County Administration Building, Purchasing Department, 200 South Texas Ave Suite 352, Bryan, Texas until 2:00 p.m., Tuesday, December 18, 2012, at which time bids will be publicly opened and read aloud. A. SCOPE OF BID Bids are solicited for furnishing the merchandise, supplies, service, and/or equipment set forth in this bid request fora month period beginning January 1, 2013 through December 31, 2013 in accordance with the fo lowing Conditions of Bidding. B. CONDITIONS OF BIDDING The following instructions apply to all bids and become a part of terns and conditions of any bid submitted to the Brazos County Purchasing Office, unless otherwise specilied elsewhere in this bid request. All bidders are required to be informed of these Terms and Conditions and will be held responsible for having done so: Definitions: In order to simplify the language throughout this bid, the following definitions shall apply: a. BRAZOS COUNTY - Same as County. b. COMMISSIONERS' COURT - The elected officials of Brazos County, Texas given the authority to exercise such powers and jurisdiction of all county business as conferred by the State Constitution and Laws. C. CONTRACT - An agreement between the County and a Supplier to furnish supplies and /or services over a designated period of time during which repeated purchases are made of the commodity specified. d. CONTRACTOR - The successful Bidder(s) of this bid request. e. COUNTY - The government of Brazos County, Texas and its authorized representative. f. SUB - CONTRACTOR - Any contractor hired by the Contractor or Supplier to furnish materials and services specified in this bid request. g. SUPPLIER - Same as Contractor. Upon acceptance and approval by the Commissioners' Court, this bid effects a working contract between Brazos County and the successful bidder for the period designated. Vol. Z Pg. Bid Continuation Sheet Bid Request No. 2013 -27 BRAZOS COUNTY, TEXAS Page 2 of 8 Pages 3. Bids must be received by the Purchasing Office prior to the time and date specified. The mere fact that the bid was dispatched will not be considered; the bidder mast have the bid actually delivered. The County reserves the right to accept or reject in part or in whole, any bids submitted, and to waive any technicalities for the best interest of the County. 5. Brazos County shall not be responsible for any verbal communication between any employee of the County and any potential bidder. Only written specifications and written price quotations will be considered. 6. Brazos County reserves the right to reject any bid that does not fully respond to each specified item. Bidder must include Employer Identification Number for the bid to be valid. H. Should there be a change in ownership or management; the contract shall be canceled unless a mutual agreement is reached with the new owner or manager to continue the contract with its present provisions and prices. This contract is nontransferable by either party. 9. The County may cancel this contract at any time for any reason, provided a thirty - day written notice is given. 10. The bid award shall be based on, but not necessarily limited to, the following factors: a. Cost b. Special needs and requirements of Brazos County C. Results of testing samples (if requested) d. Delivery e. References f. Brazos County's experience with products bid g. Vendors past performance record with Brazos County. 11. Although the cost of products to be provided is an essential part of the Bid, Brazos County is not obligated to award a contract on the sole basis of cost but will award to vendor considered to be the best value to Brazos County. 12. Acceptance of merchandise, work, and /or equipment provided shall be made by the County at the sole discretion of the Commissioners Court when all tents and conditions of the contract and specifications have been met to its satisfaction, including the submission to the County of any and all documentation as may be required. 13. Title and Risk of Loss of the goods shall not pass to Brazos County until the County actually. accepts and takes possession of the goods at the point or points of delivery. Vol. 4 pg. —L Bid Continuation Sheet Bid Request No. 2013 -27 BRAZOS COUNTY, TEXAS Page 3 of 8 Pages 14. This agreement shall be governed by the Uniform Commercial Code as adopted in the State of Texas as effective and in force on the date of' this agreement. 15. Bids must be submitted on units of quantity specified. In the event of errors in extended prices the unit price shall govern. Any suggested change in quantity on the part of the bidder to secure better price or delivery is welcomed and may be given consideration provided that the bidder also bids on the quantity speci tied. 16. Bids mast specify the number of consecutive calendar days required to deliver the commodities tinder normal conditions. Failure to specify delivery time will be considered reason enough to cause the bid to be disregarded. Delivery time quoted will be given consideration in awarding orders. If delivery is not made within a reasonable time of the specified delivery in the bid, the entire order or contract may be canceled and the bidder barred from quoting in future bids. 17. Bids cannot be altered after receiving time. No bid may be withdrawn after opening time without acceptable reason and with the approval of the Purchasing Agent. 18. Bids must be submitted on (Iris form and returned in a sealed envelope clearly marked with Vendor Name and Bid Number to ensure proper recognition upon its arrival. Bids will not be considered if submitted by telephone, fax or any other means of rapid dispatch, nor will a bid be considered if submitted to any other person or department other than specifically instructed. 19. If vendor in receipt of post card is unable to bid, the bid should be submitted as a "No Bid" and returned to the Purchasing Department before opening time. This is necessary if vendor wants to remain on vendor list and receive future bid notifications. 20. Bids must show full firm name, (nailing address and telephone number and be manually signed by an authorized sales or quotation representative of the bidder. Firm name and authorized signature shall appear in each space provided. 21. In the event of a needed change in the specifications sent to the bidder, it is understood that all the foregoing terms shall apply to the addendum or addenda. 22. It is our policy not to furnish bid results over the phone. Bid results and tabulation sheets will be posted on the Brazos County web site (wwwcobrazos.tx.us, Departments, Purchasing, Current Bid Tabulations) and bid website (brazosbid.cstx.aov) upon bid award by Commissioner's Court. 23. Brazos County reserves the right to extend this contract annually for a maximums of three (3) additional one (1) year periods with no changes in the terms or conditions of this contract, if agreed upon by both parties. Vol. 7 pg_ Bid Continuation Sheet Bid Request No. 2013 -27 BRAZOS COUNTY, TEXAS Page 4 of 8 Pages 24. The successful otteror agrees to extend prices and terms to all entities that has entered or will enter into joint purchasing inter -local cooperation agreement(s) with Brazos County. 25. If sample testing is requested, Brazos County will perform test through a third party. Vendor will be required to allow the third party access to the facilities in order to acquire samples for testing. Failure to submit requested testing may disqualify bid. 26. Three (3) references are to be provided by bidder. Failure to submit references may result in disqualification of bid. C. SPECIAL PROVISIONS All deliveries are to be made F.O.B. Brazos County Road and Bridge Department, during regular working days, and between the hours of 7:30 A.M. and 5:00 P.M. Monday through Thursday, unless otherwise requested by the Cowry and loaded into County trucks by the Supplier; or loaded and hauled and delivered anywhere in the County by the Supplier during the mentioned working days and hours. 2. The County does not guarantee to purchase any minimum quantities. If any quantities are listed in the bid, they are estimated quantities used for calculating purposes only. 3. In the event the Supplier is unable to furnish any item within a reasonable time after order is placed due to strikes, war or any reason beyond the Supplier's control, the County reserves the right to purchase these items from any source, without causing this contract to be canceled. 4. Vendor will be required to notify the County Engineer's Office in the event of unforeseen delay arising in the delivery of a specified shipment. In the event a shipment will not arrive at the job site within two (2) (tours of designated time Brazos County shall have the right to refuse acceptance of the order. S. Vendor will be required to deliver to job site in Brazos County when and where requested and remain on the job with truck and operator as long as required to completely place load. 6: Brazos County reserves the right to test any materials delivered at the site for compliance with specifications. The Bidder will remove immediately from the job site or right of way any materials that are deemed unsatisfactory. 7. Material Safety Data Sheets and Placards must be furnished at the time oftlelivery as specified by State and Federal Regulations. g, At times the County will require vendor to deliver 300 to 400 tons to multiple job sites in one day. Vendor must have the ability to provide these quantities to the various sites. - Bid Continuation Sheet BRAZOS COUNTY, TEXAS D. SPECIFICATIONS Bid Request No. 2013 -27 Page 5 of 8 Pages Unless otherwise specified when order is placed all items in this advertisement shall meet or exceed 2004 Texas Department of Transportation Standard Specifications for Construction and Maintenance of Highways, Streets, and Bridges, Latest Edition, Item 330: Tyne I. Grade AA Course Base, Item 330: Tyne 1. Grade CC Medium Surface, Item 330: Tyne If. Grade CS. Medium Surface SAGA, Item 334: Tyne F MC -800 and Item 334: Tyne F AES -300. Each type may be subject to "Quality" testing by Brazos County. 2. Vendor will be required to maintain proper permits to operate on Brazos County roads and /or property. 3. Any variation from these specifications must be indicated on the Bid or on a separate attachment to the Bid and labeled as such. E. INSURANCE RFOUIREMENTS The Bidder shall instruct his insurance agent or carrier to furnish to the County a Certificate of Insurance attesting to the issuance of the following parts of this section. Please note that such Certificates of Insurance and any required bonds must be issued and then approved by Brazos County Risk Management. The Certificate of Insurance must be approved by Risk Management before any deliveries can be made. 2. The Bidder shall furnish and keep in full force the following insurance during the term of this Contract: a. Statutory Workmen's Compensation and Employer's Liability Insurance with waiver of subrogation. b. General Liability with limits for bodily injury and for property damages of not less than 51,000,000 CSL with Brazos County named as an additional insured. C. Comprehensive Automotive Liability with single limits of $500,000 for Bodily Injury and Property Damage Liability, d. Cargo Insurance to sufficiently cover materials transported. 3. All of the aforementioned policies and Certificates of Insurance should be issued immediately alter the Bidder receives notification of award. 4. The Vendor agrees to hold harmless Brazos County from any and all claims and liability due to the acts of the Vendor's employees and the operation of his equipment. The Vendor also agrees to hold harmless Brazos County from any and all expenses, including attorney fees, incurred by Brazos County in litigation or otherwise resisting such claims or liabilities as a result of the Vendor's employees' activities. Further, the Vendor agrees to protect, indemnify and hold harmless Brazos Count- -firotr+ mad- against all _claims, demands and causes of Bid Continuation Sheet BRAZOS COUNTY, TEXAS Bid Request No. 2013 -27 Page 6 of H Pages action of every kind and character brought by any employees of the Vendor against Brazos County due to personal injuries and /or death to.such employee resulting from any neglect act, by either commission or omission on the part of the vendor or Brazos County. F. QUOTATION The following quantities are estimates of our anticipated purchases and will be used ONLY for tabulation purposes. The specified estimates are not guaranteed minimums. Fill in the blanks with unit prices and extensions that are firm for the entire period of this contract. All unit prices to include all delivery charges to Brazos Countyjob sites, including freight. COLD MIX LIMESTONE ROCK ASPHALT PAVEMENT 5, 1000 TxDOT 334 Type F AES -300 S N/9 $ i� N $� 6. Specify location of supplier's plant: 't 7. Specify the time frame from placement of order to delivery o Wto Vol. Pg 4/7-L Loaded /Hauled Loaded /1- lauled Anywhere in to County Yard Estimated Loaded Only County on Hwy. 21 Item Tonnage Description per on eP r (on ner ton I. 5000 1 xDOT 330 Type I Grade AA, $wye $ 2. 4000 TxDOT 330'rype 1, Grade CC, edi i}/ n S i ace W Ip two 0 I $ 7 i 3. 4000 TxDOT 330 Type 11, Grade CS, $ eu t S Pace 4. 1000 TxDOT 334 Type F MC -800 , r n A 7 D $ ^ +b $ $ 5, 1000 TxDOT 334 Type F AES -300 S N/9 $ i� N $� 6. Specify location of supplier's plant: 't 7. Specify the time frame from placement of order to delivery o Wto Vol. Pg 4/7-L Bid Continuation Shcet BRAZOS COUNTY, TEXAS Bid Request No. 2013 -27 Page 6 of 8 Pages action of every kind and character brought by any employees of the Vendor against Brazos County due to personal injuries and/or death to such employee resulting from any neglect act, by either commission or omission on the pail of the vendor or Brazos County. F. QUOTATION The foliowing quantities are estimates of our anticipated purchases and will be used ONLY for tabulation purposes. The specified estimates are not guaranteed minimums. Fill in the blanks with unit prices and extensions that are firm for the entire period of this contract. All unit prices to include all delivery charges to Brazos Countyjob sites, including freight. COLD MIX LIMESTONE JpROCK /ASPHALT PAVEMENT Vo letaq Ak �" I V Loaded /Hauled Loaded /Hauled R A I L- Q I D Anywhere in to County Yard Estimated 1 J Loaded Only County on 14wy. 21 Item Tonna ac Description perton oeT ton ep r ton I. 5000 fxDOT 330 Type I Grade AA, Coax , se $ 2. 4000 TxDOT 330 Type I, Grade CC, Medi Surface S 3. 4000 TxD0T 330 Type 11, Grade CS, Med' Surface $ $ - $_� $ 4. 1000 TxDO'1' 334'1'ype F MC -800 V 5. 1000 rxDOT 334 Type F AES -300 N6 6. Specify location of supplier's plant: Specify the time frame from placement of order to i l I �1 r Vol. 19,Z Pg. �—h- -- Bid Continuation Sheet BRAZOS COUNTY, TEXAS G. REFERENCES Bid Request No. 2013 -27 Page 7 of 8 Pages Vendors shall provide a list of at least three (3) references, where work comparable in quality and scope to that specified has been performed within the past five (5) years. This list should include the names, phone number and entail of the company /entity for which the prior work was performed to contact these references. A negative reference may be grounds for disqualification of bid. Company /Entity: I n�" Contact: Phone: Email: .x 4:!!� .rMi�"�9 (����� n q �l�C'i�i i n�, �r ,ise 9'I�P � ��`�,.'r'�I �� • � o � � � I : . Company /Entity: VPUUPl4vtl TW`I'.I Contact: a� L ioft Phone: In'/ ++� `�I �}' Email: Non 0 T k tJJ� 1 (/ yahoo 'U 1, 11(1 1 i'!P °'I riaf8/•rtcul� io lM.�mnh'�'�0�.�:- II.i�M�lip4.i��. �... '�M. `. r !'I .�.n�, ,, Company /Entity: (-V —Cod Contact: Phone: Email: ,FVO7, 7-97— Pd. Bid Continuation Sheet Bid Request No. 2013 -27 . BRAZOS COUNTY, TEXAS Page 8 of S Pages INVITATION TO BID 2013 -27 COLD MIX LIMESTONE CONCRETE PAVEMENT CONTRACT CERTIFICATION OF BID The undersigned afi'inns that they are duly authorized to execute this contract, that this bid has not been prepared in collusion with any other vendor, and that the contents of this bid have not been communicated to any other vendor prior to the official opening of this bid. SIGNED BY: 9 "TYPED NAME: LISA- A?zAUJ O TITLE: l I COMPANY NAME: I" tA%T1 PHONE: o� 1 I o X+619 -TTA — ,� 0? — 4070 MAILING ADDRESS: 1:3- � 10 W P.OAA. B,,''oAAx^^orr S_treeet - . n h.-(" W ITl m-, City d. Sut IZI -rx -7Q' qq Tx EMAIL ADDRESS: 11S6L. arau)o (�� yna rhnrnar VENDOR IDEN IFICKI -ION NUMBER: 3 V —1 0 ? S � g Zip CORPORATE SEAL IF SUBMITTED BY A CORPORATION END OF BID REQUEST NO. 2013 -27 VV k4t# t# t## 44tk44# t4## tt## t## 4t44k# 4it4# t# 4# 4# t# i##### t# t44 # #4kW4tt # # #t#s # # #Y #i ##4 #tt# By signing below, Brazos County agrees that this bid, 2013 -27, will be awarded as dictated on the associated bid tabulation sheet, to the vendor whose name appears above and both parties agree to the terms and conditions contained herein. By: Brazos Comity Commissioner's Court Date U LI 3 Attest: Brazos County Clerk Vol. Pg. 7 __L__ v'4 Brazos County Purchasing Department 200 S. TX. AVE., STE 352 BRYAN, TX 77903 PHONE (979) 361.4290 FAX (979) 361 -4293 Addendum #1 to 2013 -27 Cold Mix Limestone Issued: December 17, 2012 Change: Correction of Term Reason: Error Correction The term of contract on page 1 is incorrect. The following Changes are in highlighted in yellow: Bids are solicited for furnishing the merchandise, supplies, service, and /or equipment set forth in WfN ", this bid request for a !1 ?ryaar period beginning January 1, 2013 through December 31, 2013 in accordance with the following Conditions of Bidding. 'Phis addendum should be signed by an authorized representative of the respondent and returned with the bid documents as specified in the bid. Acknowledgement of Addendum: /A �a Signature: ,t ,t Printed Name: LISA � AUJ O Vol. ___L -_ZL Pg. Sot . Brazos County Purchasing Department 200 S. TX. AVE., STE 352 HRVAN, TX 77803 PHONE(979)361 -4290 FAX(979)361 -4293 Addendum #1 to 2013 -27 Cold Mix Limestone Issued: December 17, 2012 Change: Correction of Term Reason: Error Correction The term of contract on page 1 is incorrect. The following Changes are in highlighted in yellow: Bids are solicited for furnishing the merchandise, supplies, service, and /or equipment set forth in this bid request for a +l` -:year period beginning January 1, 2013 through December 31, 2013 in accordance with the lollowing Conditions of Bidding. This addendum should be signed by an authorized representative ofthe respondent and retumed with the bid documents as specified in the bid. Acknowledgement of Addendum:. �tN'�I �� /� ��/,J Signature: a """'��— Printed Name: L 1J A A-I�n UJ O Vol. -- L L Pg. -�i� {. Brazos County Purchasing Department 200 SOUTH TEXAS AVE SUITE 352 BRYAN, TX 77803 PHONE (979) 361 -4290 FAX (979) 361 -4293 January 30, 2014 Tharp's Printing Services Phone: 979 -823 -5362 2609 South College Fax: Bryan, TX 77801 Email: tharpa@suddcnlinkinail.com suddcnlinkmail.com Ann: Terry Court Re. Renewal of Contract for Printing— 2010 -32R, previously known as 1011 -23 Brazos County appreciates the quality work your company has provided and would like to exercise the renewal option forPrinting— 201442R previously known as 2011 -31. All terms, conditions, and pricing sball remain the same. This renewal will be for one year starting April 1, 2014 through March 31, 2015 To accept the renewal option, please fill out the information and sign below. Return the signed documents by email to lcontreras@brazoaeountytx.gov or fax to (979) 361.4293. Please then submit the original signed documents and an updated Certificate of Insurance by trail to the address listed above. Please return acceptance as soon as possible. If you have any questions, I may be reached at (979) 361 -4294. Contact Name: �� 6k Telephone: 7f CF-2— E- Mail:�� 2 :f.�..�..P- .�.. /i �.iL au ►: (. cy�,F'a�: � Lei •-�s7/ d THARP'S PRINTING Authorized Signature tixwv S DIINTY� Duane Peters, County Judge Vol. p9, 2 Date ii Date 1� Brazos County Purchasing Department January 30, 2014 Top's Printing 2023 S Texas Ave Bryan,TX 77802 Attn: Steve Britton 200 SOUTH TEXAS AVE SUITE 352 BRYAN, TX 77803 PHONE (979) 361 -4290 FAX (979) 361 -4293 Phone: 979- 779 -1234 Fax: Email: sbritton @atphagraphics.com Re: Renewal of Contract for Printing - 1014 -31R, previously known as 2011 -23 Brazos County appreciates the quality work your company has provided and would like to exercise the renewal option for Printing - 1014- 31RPreviously known as 2011 -32. All terms, conditions, and pricing shall remain the same. This renewal will be for one year starting April 1, 2014 through March 31_ 2015 To accept the renewal option, please fill out the information and sign below. Return the signed documents by email to leontreras @brazoscountytx.gov or fax to (979) 361 -4293. Please then submit the original signed documents and an updated Certificate of Insurance by mail to the address listed above. Please return acceptance as soon as possible. If you have any questions, I may be reached at (979) 3614294. Contact Name: :/ ae- %/v*n"V- Telephone: q7Q- 7 19' (224 E -Mail: SWriyrtL Q►QTYgQ�+icS. Lo,& Fax: gZ4'I7R -4f'3s TOP'S PRINTING Authorized Signature ZO' OUNTY Duane Peters, County Judge 3 l/ Date —a m- Date 3E off° y m a 3Q m 3E 2f V 9 * rri O O Na'° O O x W N v y o Z o Z o uNi vNi U, f o u, r w r Ln N �. a �+ F+ a 1A �.• LA O. x rxi O ,n O e0i O O j 7 O O x N d � N � N 0 to N to N N N Z A o n W 0 A Ap 2 O z O W z O z O W z O z O D z O z O D 7 z O 00 z O z O z O z O O! 3 O m m W oa W c N m m W W O m O O m m O O O o: a a N�D O N 0 N 0 N 0 N 0 N 0 N 0 N O N O t0 y I a o 0 0 0 0�° o o� rt ry S v ? 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Brazos County Purchasing Department 200 SOUTH TEXAS AVE SUITE 352 BRYAN, TX 77803 PHONE (979) 361 -4290 FAX (979) 361 -4293 February 5, 2014 Hillier Funeral Houne phone: 2301 F. 29a Street Fax: Bryan, TX 77802 Email: Kyle. incardona@carriageservices.com Attn: Kyle Incardona Re F-Ctenslan of Contract for Trrnisportatloa of Deceased to Aledlcrd Fivandner — 1014 -46R previously knuwu as 2013 -47R and 2012 -11 Brazos County appreciates the quality work your company has provided mid would like to exercise the renewal option for Transportation of Deceased to Medical 1«ca ndner — 2014 -46R prerionrly known ns 2013 -47R and 2012 -22. All terms, conditions, and pricing shall remain the some. This renewal will be for one year end will start April 30, 2014 through April 29, 2015 To accept the renewal option, please fill out the information end sign below. Return the signed documents by email to Iwilhams@co.bmzos.tx.us or fax to (979) 361 -4293. Please then submit the original signed documents and an updated Certificate of Insurance by mail to the address listed above. Please return acceptance as soon as possible. If you have any questions, I may be reached at (979) 361 -4294. Contact Name: I< IeT rjraxc .f Telephone: E -MR11: )GIle ;neAr4n„rr%c`c nr ru � Strv'�Fax: "1717. 8-a 3 - 82-5,0 HILLIER FUNERAL HOME; CARRIAGE MANAGEMENT, L.P. Authorized Signature W0,14 1 Doane Peters, County Judge —) — 6 —/y Date Date FVOI��, 1 Vol. /9% P', m E 0 x m c LL d x Z O Q Z W O U W of N O m a N L c 0 C 0 O V N G E E U a m 0 n a `o G O Q n v rn c v_ O t C U 0 N v N ro 3 m N a> N t a N 2 0 0 0 a 0 CL � 0 n Q) T fn o. n v 0 cm i,IA ., i., ¢,�y � O O O O' O U Z Z Z Z •{ r»{ Z LL •S�wt L N .�R h"• Qi W •� � .,�gP'Sr� f ': O C X W N W (D N N N 1' {P'"wF' y W N ai O O O O� .i�apF O N LO lL En W N O O.. O Mt Si'fi (D C {' cu z Z Z Z iµi ,' Z N p q aoi p L CL H Q a -- F- d w 2 ti (d '• Q J U c O 'd CD X G CR o �s?� o d 3 O N 4= ) Co N Co Ln W O N W U ^C m C LL O H W co co m d► 1 aF YS K O p p o b 0 v O = N w LL C u �. f0 L m Ody e i O_ 0 U �dr o c� U �� x U y —> FI U Vi y � ti ry \ y W m H u, iti•. u p Vol. /9% P', m E 0 x m c LL d x Z O Q Z W O U W of N O m a N L c 0 C 0 O V N G E E U a m 0 n a `o G O Q n v rn c v_ O t Iv i I BRAZOS COUNTY, TEXAS ACCEPTANCE OF DONATED /AWARDED PROPERTY DONATION OF COUNTY PROPERTY Date: 02-05-2014 _ 7 Acceptance of Donated/Awarded Property El Donation of County Property (Awarded property requires signed court documentation) Item Description: Trailer Please provide all Information requested below as applicable to the property being accepted or donated. Forms containing any blank fields will he returned for completion, Make: HMDC Model: Flat Bed year: 1999 SNN[NN: TR207919 017unctional Non- Functional. Explain if Non-Functional Additional Description/Informallon: The Sheriffs Office would like to keep Trailer for for use at the Brazos County Detention Center Estimated Value: $1,200.00 7 Check box for Capital Asset (value /initial cost is over $5000) Check the appropriate account based on estimated value ofproperty being accepted: 60010000(No Asset Tag - Under $500) 67010000(Minor Property -$500- 54999) 80010000 (Capital Property - Over $5000) Check the appropriate entity property being donated to: F140ovemmcnt Entity: Other (Duo to Statuatory requirements prior approval is required by Purchasing: Organization Name Organization Name i I certify that the above mentioned item has been donated or awarded to Brazos County. This item has been received in good faith and upon approval by Commissioner's Court will become a part of the General Fixed Asset Account of Brazos County. The; determination to accept or reject the donation will be made at the sole discretions of Commissioners Court based upon such things as usefulness, projected operating, maintenance and insurance costs. i Requesting Department: Detention Center _ Departmep Name Authorized Signature f Organization Receiving Property: %Vtb0Tizcd Signs e _.._..._.... — ---------------- ---- ----- -- ° °- ------ ---- -------- A proved Consnds rs Court on this J_r�_ day of ,o+7 q Commissioners Court Approval Vol. 19� pg. _ C_ I 11 ;t Brazos County >� Purchasing Department 200 S. TX AVE., SUITE 352 BRYAN, TX 77803 PHONE (979) 361 -4290 FAX (979) 361 -4293 BRAZOSCOUNTY BID/RFP/RFQ DOCUMENTATION SHEET The Purchasing Department would like to request Commissioner's Court approval to advertise and go out for Bid on the following: DATE: February 5, 2014 BID NUMBER: 2014 -37 REQUEST FOR PROPOSAL NUMBER: REQUEST FOR QUALIFICATIONS NUMBER: TITLE: Equipment Lubricants REQUESTING DEPARTMENT: Road & Bridge APPROVAL SIGNATURE: Duane Peters, County Judge DATE APPROVED: &M% % / 1-1 vol. - r y 9 Pg. 62 •' 4: Or Brazos County Purchasing Department 200 S. TX AVE., SUITE 352 BRYAN, TX 77803 PHONE (979) 361 -4290 FAX (979) 361 -4293 BRAZOS COUNTY BID /RFP/RFQ DOCUMENTATION SHEET The Purchasing Department would like to request Commissioner's Court approval to advertise and go out for Bid on the following: DATE: February 6, 2014 BID NUMBER: 2014 -42 REQUEST FOR PROPOSAL NUMBER: REQUEST FOR QUALIFICATIONS NUMBER: TITLE: Motor Grader Blades REQUESTING DEPARTMENT: Road and Bridge APPROVAL SIGNATURE: DATE APPROVED: Duane Peters, County Judge Voi. �� _ Pg. 5< to BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT: Road & Bridge MEETING DATE: February 11, 2014 SUBJECT: Utility Permit — Wellborn Special Utility District Consider and take action on the Wellborn S.U.D. utility permit to construct 2" road bore under River Ridge Drive (River Place Subdivision). Project will provide water service to new customer at address #7510. Site is located in Precinct 1. SUBMITTED BY: J V. Salvato Right of Way Agent APPROVED BY: Lloy Wassermann Commissioner Precinct 1 This request isl�dAPPROVED / DENIED ❑ by Commissioners' Court Duane Peters, County judge DATE: 2% . b \ 1 M Vol. Pg. 'LI APPLICATION FOR WATER I iTILI1 Y PERMIT DI SIGNATING PLACEMENT OF UTILITY I COUNTY RIGHT OF WAY TO: THE COUNTY ENGINEER OF BRAZOS COUNTY, TEXAS Pursuant to the Texas Utility Code, Section 1S1A24, comes now Wellborn SU.O [conrpaey "aide], hereinafter refen•ed to 8s "Company" a [slate] CogrorBtiol, with authority to transact business in Texas, acting by and through its duly authorized ropresentative, and hereby petitions the County Engineer for the right to lay, construct, maintain, repair and /or operate a gas facility under, over, across and/or along certain County Roads as shown on drawings and diagrams attached hereto slid said location described as follows: Pacitity to cross Roo lracllity to Parallel C01111ty Road Within Right-OBVe CONS TRUMON TYPE ?'n Diametcr 1„ Nall Thickness Material Specification PVC Casing Maxiinum Operation Pmssure 200 nsi The location and description of the proposed installation and appurtenances must be filly shown on the attached detailed drawings. The Company shall comalerce actual construction /work in good faith within 60 days from the (into of said permit and shall complete said construction /work within _jam_ working days. (COMPANY MUST ML corsirnction is not begun by the 601h day, Company will be required to apply fo a new permit. ' If such Company declares that prior to filing this application, it has ascertained the location of 811 existing utilities, bosh aerial and underground, aul the filing of this application is Priam facie evidence that the proposed installation will not conflict with any existing utility. A copy of this permit shall be kept at the job site any (into work is being performed It is expressly stipulated that this Permit is 8 license for permissive use only and that the placing of facilities upon public property pursuant to this permit shall not operate to create or vest any property right it said holder. It is understood and agreed that the rights and privileges herein set out are granted only to (lie extent of the County's right, title and interest in the land to be entered upon and used by the holder and the holder will at all times assunne risk of and indenmify, defend and save harmless Brazos County fl-on and against any and all loss, damages, cost or expense arising in Any manner oil account of the exercise or attempted exercise by said holder of the aforesaid rights and privileges. Any deviation from these specifications must be Approved by Brazos County Engineer's Office or its designated representative. Approval of County Nigineer's Office may take as long as two Weeks After complete application is received. Applicant agrees to comply with all rules of the C01114 Commissioners and the County Engineer in construction of said installation aftached hereto as BRAZOS COUNTY DESIGN STANDARDS AND SAFETY PRECAuTjtON REQUIREMENTS FOR WORK CONDUCTED 1N BRAZOS COUNTY RIGHTS OF WAY end incorporated herein for reference. In the event Cosprrny fails to obtain a permit prior to lire dastallatioh or does 1101 install atdldties da compliance with installation rerlrtdremenls sel forth hereby (i.e. depth, location, etc), Company (rsenines rtll fhuarcial responsibility jar damages and/or destruction of lines, cables, etc, based upon its fiitrn•e to comply with Brazos County regrrireuienis. Applicant agrees Omt f Brazos County demonstrates a violation of the terms of this policy, Appldcaut stipulates Ihra requisites for hijunct ,e relief evist and that Brazos County is ealitled 10 relief enjoining any conduct by applicant which is contrary to the pollcles• Thls permit is a revocable permit. Brazos Cormty reserves the right to revoke this permit (it any tine, in the sole discretion of Brazos County, for interests of public health, safely or welfare, or for failure to repair any damages apart dealaaitl, or. for any otter reason deemed siiff ciettt by Brnzos Coutly, In the event Company falls to comply with any Or all of the regnirenhents• as sel forth herein, the Count), may take sitch actloit as it (deems tq�proprlote to compel compliance. Tlie CothNy Bttgineer fta9he• retains tae right to revoke tliis Permit by verbal aotifhcatioth io tlieAppdicanl /Conrprahy. Endure to obtain this permit and /o• 1101(j, the Cortnq, Engineer's Office within 24 hogs of beginning construction shall eonstdlate grottlhds• jar fob shntelopli. By signing below, I certify that I am authorized to represent the Company listed below, and that the Company Agrees to the conditions /provisions included in this permit. Wellborn SLID Company Name Stephen Cast B1 0cu1� `p SiQQuahu•a ` t ieneral Manaver Tit�eD. Box 250 Address Wellborn Tx 77881 City State Zip 979 - 690 -9799 Phone Number wsud.IsPverizon .net /iisud.sC @verizon,net Bmail WATER UTILrfY APPROVAL Brazos County offers no objection to the proposed location of the utility in 1110 County right of way as sitowu by accompanying drawings and notice dated oa- 01- Ol q except as noted below: EXCEPTIONS: (MontldDay/Yenr) " 14VN&O Brazos County Eng. ocer go V/ Title Vol.. Pg. 6 Wellborn Special Utility District February 3, 2014 The Commissioners Court of Brazos County Attention County Judge: Formal notice is hereby given that Wellborn Special Utility District will construct a road bore for water fine within the right -of -way of a County Road in Brazos, County, Texas as follows: Road bore will be made under River Ridge Drive. Bore will be made from existing 2' water line located on the southeast sided to northwest side for a distance of 70' st a minimum depth of 38" below ditch flow line. The location and description of this line is more fully shown in drawings attached to this notice. The line will be constructed and maintained in the County Road right -of -way in accordance with tIle Brazos County Roadway Safety and Road Preservation Standards and governing laws. Construction of this line will begin on or after February 3, 2014. Regards, rj'Ai,a- tephen Cast General Manager Wellborn Special Utility District P.O. Box 250 • 4118 Greens Prairie •Fax 979.690.1260 Vol. % Pg. \ j 0 ( § k 2 § E )� \ \ � j �{ . ƒ) { (> E0 \j cr )\ }\ « a3jVd Jaa ƒ m 7 � I c� 4 / | °ct� , ƒ \ m }\ / § RG# «» )R ® z 7 �O / # \ -j t 0 M X S f $ 4 LL. w § -j k $ / \ g § 3 ƒ 5 � . I z U-1 0 0 / § z o R / k ■ � $ k k ` 0 ® / \ k § 2 z > - w @ Ili i k \ \ / § \ � 0 / 2 /z§ 7 m > $ \ pg,. /» , a a J• .. •;rr r 1 / , \ / i , ; l. i Zt 10'1 1 � 1 ' 1 � 11 J1 rra t`;j 1 \ \1 ,D. \o ;o / 1 , / 1 . 1 '1 .to. £t 10'1 a BRAZOS COUNTY ROADWAY SAFETY AND ROAD PRESERVATION STANDARDS POR WORK CONDUCTED IN BRAZOS COUNTY RIGHTS Or. WAY A. Gexeral Requirehreuls 1. Adequate drainage shall be maintained in ditches at all times. 2. Permittee will use best management practices C BMP ") (EPA and TCEQ both provide lists of examples of BMPs) to minimize erosion and sedimentation resulting from the proposed installation. 3. The pomittee shall take precautions to avoid damage to property. All County Right of Way and property shall be restored to its Original condition, as for as practical, in the opinion of the Comity Engineer Or appointed representative. 4. The construction slid maintenance of such utility shall not interfere with the property or rights of a prior, occupant. 5. Permittee shall not interfere with other utilities located in the right of way, hi the event damages occur, Pei mittee will be liable to the County or other utilities rmming through the right of way, G. County Engineer shall determine whether or not permittee's plans shall inconvenience the public. If it is determined that inconvenience to the public exists, then tine County Engineer will decide whether such project will be allowed or if an alternative exists so as not to inconvenience the public. A SafetyRegrlbevserris 1. Proper traffic control measures must be put in place prior to beginning work and remain in place during the duration of the job. All traffic control nnensures must follow tine Texas Manual of Uniform Traffic Control Devices (TMUTCD). See Traffic Control Requirements below. 2. Daring construction, all safety regulations of the Texas Department of Trausportatiou shall be observed. 3. Permittee must take such precautions and measures, including placing and displaying safety devices, as may be necessary, in order to safely conduct the public through the project area. Company shall provide flagmen, signs, signals or devices necessary to provide complete safety to tiro public. 4. Adequate provisions nmst be made to cause minimum inconveniences to traffic and adjacent property owners. 5. No cable, conduit and /or pole line shall be ]sit], constructed, maintained and /or repaired so as to constitute a danger or hazard of any kind to persons or vehicles using such road. Any poles placed in the Right of Way for future installation shall be placed at tine back of the Right of Way. Exceptions may be approved by the County Engineer. C. 7lvrffrc Coch•oll' /run 1. A traffic control plan, pursuant to the TMUTCD or Engineered Traffic Control Plan unnst be provided for the following: a. Any construction (i.e. pit, excavation, hole) left open overnight, requires specific nighttime traffic control measures pursuant to the TMUTCD; b. If construction is within ten (10) feet of the roadway; or e. Any work performed in the road right -of -way; 2. Plan must be attached to the po7nit and kept at the job site any tinto work is being performed. 3. Plan must set forth the time of cornpletion for the job. D. DesignSlatulmds J. All overhead installations shall conform to clearance standards of the Texas Department of Transportation and fire pole be placed in the designated area for power specified as set forth in the Texas Utilities Code, Secliorr 181.045. 2, All pole installation (including lighting) shall be placed at the backside of the Right of Way to ensure safety to the public. Any polo placed in violation of this requirement will be required to be moved to the appropriate location at the col]]pany's expense. Exceptions maybe approved by the County Engineer. 3. All underground installations shall (these are minimum depths — utility may place deeper): a. be placed Ella minimum depth of forty -eight (48) inches below the top of the pavenent; b, be at least thirty -six (36) inches below tliteh flow line when installation is within the area measured from top of batik to top of bank; c. be at least forty-eight (48) incites below ditch flow line if low pressure gas or petroleum lines. Per high Pressure gas and petroleum lines, see High Pressure Pipelines requirements listed below; d. not be closer than ten (10) feet front the edge of pavement. Exceptions may apply in rights of way of less than 60'. 4. Water Lines: All water lines must be a mininiu n 36- inches below the ditch flow line and cased. Waterlines shall be eased if crossing under the roadway. 5. Utilities in all now developnronts that have 60 feet or greater of right of way shall be installed within designated locations based upon the type of utility. The locations shall be as follows: (measured from back of right -of -way). Power -0 -2 feet, nominally 1' Phone -2 -4 feet, nominally 3' Gas — 4 -6 feet, nominally 5' Cable - 6 -8 feet, nominally 7' 6. Utilities with less than 60 feet right -of -way in all new developments shall install the utility in a similar utanner as referenced in No. 3 above, however, the Cotmty Engineer or its designated repnescntative wilt provide final approval of each utility location. 7. The length of any trench to be opened in advance of the Pipe, conduit or ducts may not be longer than 400' if left open over night or unattended. 8. Crossings wider a comity road shall.• a. be boned or jacked. ABSOLUTELY NO OPEN CUPS WITHIN COUNTY ROAD PAVEMENT- b. be pressure grouted for the fall length Of tile crossing ffthe annular space between pipe and casing and soil exceeds one (1) inch. Brazos County must be given 24 hours notice of pressure grouting operations and have tine opportunity to have an inspector on site to observe Pressure grouting operations; o, TxDCT Standard Specification Item 476 shall be followed for all boring, jacking, tunneling and joints. 9. Bore Pits a. no pits shall remain open longer than 2 clays; b. all pits shall have proper traffic control measures in place. See Traffic Control Plan listed above. c. pits shall NOT be located within ten (10) feet front the edge of pavement Nvithout prior approval from the County Engineer or his representative; d. when Pits are to rennin open for more than 8 hours, thne diligence will be used in protecting the spoil pile to prevent drainage problems; e. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity; f. based upon soil conditions, the County Engineer or his representative may require pits be placed fin then from the edge of road. 10. Any installation within tell (10) feet of edge of pavement shall meet the following: a. location must be approved by the County Engineer or his representative b. backfilled with cement stabilized material. c. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity. d. All excess water and mud shall be removed from the trench prior to backfilling. Any backfill placed during a rahny period or at other tinnes whero excess water cannot be prevented from entering the trench will be considered TEMPORARY and shall be replaced with PERMANENT cement stabilized material as soon as wcntlle• permits; e. All disturbed base and pavement materials shall be removed and restored to the satisfaction of the County Engineer or his representatives. f No side or lateral tamping to fill voids under the base and pavement materials is allowed. 11. Company must be carefid to not jeopardizo fire slope or integrity of the shoulder of the road. hi the event Company damages the slope, shoulder or any other portion of tite tight -of -way, Company will be responsible for repairing the damage and replacing the right -of -way, to the condition it was prior to commencing construction. 12. Operation of construction and /or maintenance equipment on the traveled surface of any improved County road will not be permitted, except in all instance whereby the laying, construction, maintenance and /or repair of cables, conduits and /or pole lines cannot be accomplished by any other method and in this event all such equipment shall be of the rubber tire variety. Appropriate traffic control shall be provided meeting TMUTCD requirements. 13. In the event said construction and /or maintenance and /or repau requires Company to reunovc, cut or jeopardize any section of the road (asphalt, cement, road base, etc), Company will be required to provide a performance bond or letter of credit securing necessary repairs. Said bond amount will be determined by the County Engineer. 14. Tho applicant shall submit a letter of "No Objection" from tine Army Corps of Engineers for all designated wetlands slid environmentally sensitive lands. E. Emergency work 1. In the event Company is required to perform emergency services, that requires excavation in a County Right of Way, and unable to notify the County Engineer prior to conducting emergency repairs, Company shall notify Canty Engineer within 24 hours of beginning construction/repairs. This will allow the County Engineer and Road & Bridge Office an opportunity to inspect the site to ensure the integrity of the County Right of Way and traffic safety controls used. T Repah-sroenisliugjnetlilles 1. Maintenance and/or repair to existing cables, conduits, and /or pole lines which require disturbance of the soil, shall not be performed until plans describing such maintenance and /or repair have been approved by the County Engineer or designated representative and a permit has been obtained. C. Relocation of rr/llllles. 1. When and if the County Engineer deternnhres that it is necessary for the construction, repair, improvement, altemtiar or relocation of all or any portion of said rend, any or all poles, wires, pipes, cables or other facilities and appurtenances authorized Inerennder, shall be removed from said road, or reset or relocated thereon, as required by the County Engineer within a reasonable fine as determined by the County Engineer and Utility Company, slid at the expense of the Utility C va. H. High Pressure Pipelines 1. All utility Permits for high pressure pipelines (generally 60 PSI or greater), whether pertaining to controlled access or non-controlled access installations, should contain the following additional information in the description of the permit. - diameter -wall thickness - material specification - nlininnnn yield strength - maximum operation pressure of the pipeline 2. With the exception of tine maximum operation pressure of the pipeline, this information is to be supplied for both the carrier pipe and the casing. 3. Assurance must also be given that the installntion material and design meet the minimum rederal Safety Standards for Liquid and Gas Pipe Lines. Assurance must be provided on company letterhead and signed by an authorized representaiivo of the company. 4. Petroleum Pipelines: Duplb Tyne of Pipeline (below dcenest ditch grade) Snecinl Renuhements Encased Pipe Less than 10' Must be covered with concrete pad at least 36 "deep Encased Pipe Greater than 10' No concrete pad required Non -Cased Pipe Less than 10' Must be covered with concrete pad at least 48 "deep Non -Cased Pipe Greater than 10' No concrete pad required The Concrete pad shall be miltimum of 3" thick and width shall be pipe diameter plus 18" minimum. 5. Under no circumstances will a pipeline be installed parallel to a County Road within the Right -of- Way. Transmission lines have been determined to be petroleum pipelines (which includes natural gas lines) and shall not be parallel to a County Road. 6. Natural Gas Distribution is a line that serves the final customer. Vol. Pg. r r` 2f { rri 1 I ig y {7 A A i 8i y a ;gg A tssge 8 �:. a }y �F. iFb� a- a$- b - . - - - ' - .°3-.- . -figl iu- �:.iKI .- .- .- -- _- .- .- . -_ -._. d8L]s$ N x < ^ SKY N z w �wo � 2 N � ¢o SB$ d. d4 to w � J o i N _ f�43 � a p .N. N N a a W N W C Z U ~ U C jMR� n a [ Y N 0 Y 3 ig y {7 A A i 8i y a ;gg A tssge 8 �:. a }y �F. iFb� a- a$- b - . - - - ' - .°3-.- . -figl iu- �:.iKI .- .- .- -- _- .- .- . -_ -._. d8L]s$ N x < ^ SKY N z w �wo � 2 N � ¢o 643 v..'pK yy e w 111G .01 `11H O � ,. >rneK s I' a — —— ——— ''� — —— — — — — —— z >ulnws -10"A F ¢ i { m of tail `o f RR 3 I• I.. FIW Kn+°+° s! K �•• = sill, GO ' .. {.•.y..e. {w....:.w... ,a11:y'1°.'.U'a'A"rl % i°Sw'i!>S {'}„!: I SB$ d. d4 to w � J o i N _ � a ,eamnu .N. N N a a W N W C Z U ~ U C W n a [ Y N 0 Y 643 v..'pK yy e w 111G .01 `11H O � ,. >rneK s I' a — —— ——— ''� — —— — — — — —— z >ulnws -10"A F ¢ i { m of tail `o f RR 3 I• I.. FIW Kn+°+° s! K �•• = sill, GO ' .. {.•.y..e. {w....:.w... ,a11:y'1°.'.U'a'A"rl % i°Sw'i!>S {'}„!: I SB$ d. d4 w o i J _ � a ,eamnu 0 0 _ N a a K N W C Z U U [ a [ N 0 Y 3 Ll BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT Road and Bridge DEPT. NUMBER 56001000 DATE OF COURT MEETING: February 1 1.2014 ITEM: Consider and take action on the Final Plat of Saddle Creek Subdivision Phase 10, Block 10 Lots 203R and Common Area 10 3.26 Acres being a Minor Rgplat of Saddle Creek Subdivision Phase 10 Block 10 Lots 202 & 203, 3.26 Acres: James C. Stuteville League A -216• College Station (ETJ); Brazos County, Texas. Site is located in Precinct 1. SOURCE OF FUNDS: N/A EXCEPTIONS/REQUIREMENTS: NOTES: • Owner/Developer: Saddle Creek Partners, Ltd. • Engineer /Surveyor: Schultz Engineering LLC /Kerr Surveying, LLC SUBMITTED BY: APPROVED BY: Gr ,4 R. Alan Munger, P.E. Lloyd Wasserman County Engineer Commissioner, Precinct 1 This Request is �v(AP VED / D ED [ by Commissioners' Court E. Duane Peters, County Judge /o /H Date Vol. _ P9, Application for Development Office use only. Brazos Courtly Subdivision and Development Regulations Brazos Cotmty Engineering Department 2617 Hwy 21 West, Bryan, Texas 77803 (979) M2127 tlasterplan Final Plat Re-Plat ✓ Amending Plat_ Property Description Road Location: SerluP Dnw _ Legal Description: . Jenw9 C WsAla League, A -218 Subdivision Description Subdivision Name- Saddle Creek SuDGvision - Phaee 10 Replat of Lots 2C2 and 203 Total number of lots: 2 Tolal Acreage: a 2a Property Owner Owner nante(4): SazMle Cm k Panlwn, LTD Current trailing address: 4440 e.rwgdd Ddr.. Clog. Slanon Tk 7 6 Phone number(s): B10 - -e Applicant or Authorized Agent, Eneipeer or Surveyor usea Na and Address Saddle Creak PRWSM, .TO. ML ScF )n, 444p B nMO Dnve, College Slafion, rk ]]045 Phone number(ar snm m.2 llama and Address: Sclulh Enalnearing LLC Joe Scrultz, 2730 Lp ,,,m DR.e, Suite A. College Stalign TX 77045 Phone number(s): 979 -784 moo Application Is for Residential (,7 Mobile Home Park () Commercial ( ) Other ( ) Is any of the property located in a Floodplain or Flood Hazard area? (yes/no) Actaowledgrnmt The flood hard boundary maps and oche rood dm used by Brnsn Couary in evaluating [loud hmrda to Pupoeed dn'elopmentt are Considered ressaubte and aonlrate IN rWatay purposes and art breed on dte ben evaiiabte air oSc ad ensinming data 00 ram oeasidm yule Roods ran old will ooelr and flood hdou may be irtetmed by mes-eude or natural um ISPAM of a Flood plain Permit hm aosantmae with the Brame Qum" Flood Damage Prevention Ord hunce don riot ino dW devdgkneat wuiddao the arw of tpecial flood hawd will be flea font flooding or flood damage tsmmec of a perrok stall not acre liability on the pan of &tat County or any otAm or emptoyre of Brame counay in the evrnt flooding or flood damage doze agar. Is part or all of the property within an ETJ of a City? vas (yes/no) Will any construction occtu in TxDOT right -of -ways? no (yestno) Application Check List: Copies of finished plat with corrections (if any): 41 9 copies to Brazos County Pd-F 0 One (1) copy to Brazos County Health Dept. 0 N)h One (1) copy to Brazos County 911 0 v) /k One (1) copy to local Water District or Company Letters of approval (to be sou by the approving institution directly to Brazos County Engineering): 0 Letter from Brazos County Health Dept —For onsite sewage evaluation. P 0 4 1�- fetter from Brazos County 911 — For toad names. 0 *J )IN-Letter from Water Districtor Company. — Stating water availability, etc.. If property is within an BTJ of a city: 0 Approval notification from appropriate olty. — r f P (a o. l .t e ., o fJ r i l Applicant attest that they have signed this application in the capacity designated, if any, and further attests that they have read document and the stabemeot contained herein and any attached are hue and fatxttaL All applicants are encouuagod to review the Counry Regulations prior to any plat submittaL B is understood that this application is at finished or daW until all documents listed above are filed at the Brazos County 11 : applicable blanks are filled in the application above. 1- t 7 -� Appli is Signature Date County Witrum Date Vol. p9- BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT: Road & Bridge MEETING DATE: February 11, 2014 SUBJECT: Temporary Utility Permit — FWP Holdings, LLC Consider and take action on the FWP Holdings utility permit to install two (2) temporary 10" aluminum water lines within the right -of -way of Ferrill Creek Road. Project will provide water to oil well. Site is located in Precinct 2. SUBMITTED BY: 44�,A4A-- J V. Salvato Right of Way Agent APPROVED BY: 4 S y C ena Commissioner Precinct 2 This request is 2I APPROVED / DENIED ❑ by Commissioners' Court Duane Peters, County Judge DATE: a/ IV I W Vol. 1 �% %_ Pg. 0 TO: THE COUNTY ENGINEER OF BRAZOS COUNTY, TEXAS Pursuant to the Texas Utility Code, Section 181.024, comes now Ft,') P f lc d" y L L cz: [company .name], hereinafter referred to as "Company" a ?e c s LL G [state] Corporation, with authority to transact business in Texas, acting by and through its duly authorized representative, and hereby petitions the County Engineer for the right to lay, construct, maintain, repair and/or operate a gas facility under, over, across and/or along certain County Roads as shown on drawings and diagrams attached hereto and said location described as follows: a ' ro= dr Ft ltty to c Length or Road Name & Block Number Crossing tip ^l G+es R TYPE OF CONSTRUCTION CHECK ONE Bored Jacked Driven Cased To D dt Distance s a i Road Name and Block Number Me r- AZ4A From To D dt Distance CONSTRUCTION TYPE LO Diameter /U 7Z wall Thickness Meruial Specification Maximum Operation Pressure The location and description of the proposed installation and appurtenances must be fully shown on the attached detailed drawings. The Company shall commence actual construction/work in good faith within 60 days from the date of said permit and shall complete said construction /work within 12—_ working days. (COMPANY MUST FILL IN). If such construction is not begun by the 60" day, Company will be required to apply for a new permit, Company declares that prior to filing this application, it has ascertained the location of all existing utilities, both aerial and underground, and the filing of this application is prima facie evidence that the proposed installation will not conflict with any existing utility. A copy of this permit shall be kept at the job site any time work is being performed. It is expressly stipulated that this Permit is a license for permissive use only and that the placing of facilities upon public property pursuant to this permit shall not operate to create or vest any property right in said holder. It is understood and agreed that the rights and privileges herein set out are granted only to the extent of the County's right, title and interest in the land to be entered upon and used by the holder and the holder will at all times assume risk of and indemnify, defend and save hamiless Brazos County from and against any and all loss, damages, cost or Vol. / 9, Pg. �� GUur� expense arising in any manner on account of the exercise or attempted exercise by said holder of the aforesaid rights and privileges. Any deviation from these specifications must be approved by Brazos County Engineer's Office or its designated representative. Approval of County Engineer's Office may take as long as two weeks after complete application is received. Applicant agrees to comply with all rules of the County Commissioners and the County Engineer in construction of said installation attached hereto as BRAZOS COUNTY DESIGN STANDARDS AND SAFETY PRECAUTIO'1 REQUIREMENTS FOR WORK CONDUCTED IN BRAZOS COUNTY RIGHTS OF WAY and incorporated herein for reference. In the event Company fails to obtain a permit prior to the installation or does not install utilities in compliance with installation requirements set forth herein (i.e. depth, location, etc), Company assumes all financial responsibility for damages and/or destruction of lines, cables, etc. based upon its failure to comply with Brazos County requirements. Applicant agrees that if Brazos County demonstrates a violation of the terms of this policy, Applicant stipulates that requisites far injunctive relief exist and that Brazos County is entitled to relief enjoining any conduct by applicant which is contrary to the policies. This permit is a revocable permit Brazos County reserves the right to revoke this permit at any time, in the sole discretion of Brazos County, for interests of public health, safety or welfare, or for failure to repair any damages upon demand, or for any other reason deemed sufficient by Brazos County. In the event Company fails to comply with any or all of the requirements as set forth herein, the County may take such action as it deems appropriate to compel compliance. The County Engineer further retains the right to revoke this Permit by verbal notification to the Applicant/Company. Failure to obtain this permit and/or notify the County Engineer's Office within 24 hours of beginning construction shall constilutegrounds for job shutdown. By signing below, I certify that I am authorized to represent the Company listed below, and that the Company agrees to the conditions /provisions included in this permit. `tz Company Name Dtewk! �rt By, z,- i Signature — Title 1 s N60 luxo City State "Lip -2/3-9)52 —5533 Phone NA�t�mber ew l^'. � Wh P�oe,-�rxserv; c,ES, biz_ Vol. _ P �� WATER UTILITY APPROVAL Brazos County offers no objection to the proposed location of the utility in the County right of way as shown by accompanying drawings and notice dated._ 00- 06 • $o /y except as noted below: EXCEPTIONS: (Month/Day/Year) Mu57 USaw DlZw6Wky C/�yPowN3 M Brazos C n En in er Title Vol. / l Z— P9. 83 �O ,4 ,r r C,V � � N X l L J �5 0 U 7 O a c z 0 P O J C N VQ W CL W UA W U RIGMT -0F4JAY Z--�` F/"1 '20 5$ !I!I I. 'v(*Jo-tNOW i� P 9: i 0 0 I— Z D O U z /0 V w a z 0 a F O U 2 D Q f- a !r J U O V W a O � 4 Q J V) ca Ui LI H o O u� Z 4 Z S2 O J Z O o N X c� cn 0 J 4. w LU Q � F Z z 0 4 g ¢ �z 5 J 86 Z W Z S F5 8 e 4 F=N 9 L6 a- N CM 'i w v � LL 9 _ s� O J C N VQ W CL W UA W U RIGMT -0F4JAY Z--�` F/"1 '20 5$ !I!I I. 'v(*Jo-tNOW i� P 9: i 0 0 I— Z D O U z /0 V w a z 0 a F O U 2 D Q f- a !r J U O V W a O � 4 Q J V) ca Ui LI H o O u� Z 4 Z S2 O J Z O o N X c� cn 0 J 4. w LU Q � F Z z 0 4 g ¢ �z 5 J 86 Z W Z S F5 8 e 4 F=N 9 L6 a- N CM Google Maps Page 1 of 1 To see all the details that are visible on the /"ti _ _le screen, use the "Print" link next to the map. -7; ,, ks, D&,La Eckk- J� --VI;, $19.35 -77 https: / /maps.google.com/ I Vol. pg., 2/5/2014 FE Z /1 t,Jesf Side a a ,S.,w�,a�t(5 cntICS VIAIGZ` S6 We- w, //.. Iw.. a oY Y& nJ ror rw"�� 2.�0 f urK� ex,,#-> 76a f Cvun rr t �E)l.J. P(e•r5a �e { r� know t re arts- e,,r� 2vc�s7ro�S, -7; ,, ks, D&,La Eckk- J� --VI;, $19.35 -77 https: / /maps.google.com/ I Vol. pg., 2/5/2014 BRAZOS COUNTY ROADWAY SAFETY AND ROAD PRESERVATION STANDARDS FOR WORK CONDUCTED IN BRAZOS COUNTY RIGHTS OF WAY A. General Regairentenrs 1. Adequate drainage shall be maintained in ditches at all times. 2. Petmittee will use best management practices ( "BMP ") (EPA and TCEQ both provide lists of examples of BMPs) to minimize erosion and sedimentation resulting from the proposed installation. 3. The permiltee shall take precautions to avoid damage to property. All County Right of Way and property sltall be restored to its original condition, as far as practical, in the opinion of the County Engineer or appointed representative. 4. The construction and maintenance of such utility shall not interfere with the property or rights of a prior occupant. S. Permittee shall not interfere with other utilities located in the right of way. In the event damages occur, permiltee will be liable to the County or other utilities running through the right of way. ti. County Engineer shall determine whether or not permittee's plans shall inconvenience the public. If it is detemtined that inconvenience to the public exists, then the County Engineer will decide whether such project will be allowed or if an alternative exists so as not to inconvenience the public, A Safety Requirements 1. Proper traffic control measures must be put in place prior to beginning work and remain in place dining the duration of the job. All traffic control measures must follow the Texas Manual of Uniform Traffic Control Devices (TMUTCD). See Traffic Control Requirements below. 2. During construction, all safety regulations of the Texas Department of Transportation shall be observed. 3, Pemittee trust take such precautions and measures, including placing and displaying safety devices, as may be necessary, in order to safely conduct the public through the project area. Company shall provide flagmen, signs, signals or devices necessary to provide complete safety to the public. 4. Adequate provisions must be made to cause minimum inconveniences to traffic and adjacent property owners. 5. No cable, conduit and/or pole line shall be laid, constructed, maintained and/or repaired so as to constitute a danger or hazard of any kind to persons or vehicles using such road. Any poles placed in the Right of Way for future installation shall be placed at the back of the Right of Way, Exceptions may be approved by the County Engineer. C. Traffic Control Plan 1. A traffic control plan, pursuant to the TMUTCD or Engineered Traffic Control Plan must be provided for the following: a. Any construction (i.e. pit, excavation, hole) left open over night, requires specific ni httirtte u'affic control measures pursuant to the TMUTCD; b. If construction is within ten (10) feet of the roadway; or c. Any work performed in the road right -of -way; 2. Plan must be attached to the perntit and kept at the job site any time work is being performed. 3. Plan must set forth the time of completion f va. —�— Pg. g� D. Design Standards 1. All overhead installations shall conform to clearance standards of the Texas Department of Transportation and the pole be placed in the designated area for power specified as set forth in the Texas Utilities Code, Section 181,045. 2. All pole installation (including lighting) shall be placed at the backside of the Right of Way to ensure safety to the public. Any pole placed in violation of this requirement will be required to be moved to the appropriate location at the company's expense. Exceptions may be approved by the County Engineer. All underground installations shall (these are minimum depths— utility may place deeper); a. be placed at a minimum depth of forty -eight (48) inches below the top of tile pavement; b. be at least thirty-six (36) inches below ditch flow line when installation is within the area measured from top of bank to top of bank; c. be at least forty -eight (48) inches below ditch flow line if low pressure gas or petroleum lines. For high pressure gas and petroleum lines, see High Pressure Pipelines requirements listed below; d. not be closer than ten (10) feet from the edge of pavement. Exceptions may apply in tights of way of less than 60'. 4. Water Lines: All water lines must be a minimum 36- inches below the ditch flow line and cased. Waterlines shall be cased if crossing under the roadway. 5. Utilities in all new developments that have 60 feet or greater of right of way shall be installed within designated locations based upon the type of utility. The locations shall be as follows: (measured from back of right -of -way). Power -0.2 feet, nominally I' Phone -2-4 feet, nominally 3' Gas -4 -6 feet, nominally 5' Cable — 6 -8 feet, nominally 7' 6. Utilities with less than 60 feet right -of -way in all new developments shall install the utility in a similar manner as referenced in No. 3 above, however, the County Engineer or its designated representative will provide final approval of each utility location. 7. The length of any trench to be opened in advance of the pipe, conduit or ducts may not be longer than 400' if left open over night or unattended. Crossings under a county road shall: s. be bored or jacked, ABSOLUTELY NO OPEN CUTS WITHIN COUNTY ROAD PAVEMENT; b. be pressure grouted for the fill length of the crossing 1f the annular space between pipe and casing and soil exceeds one (1) inch. Brazos County must be given 24 (tours notice of pressure grouting operations and have the opportunity to have an inspector on site to observe pressure grouting operations; C, TxDOT Standard Specification Item 476 shall be followed for all boring, jacking, tunneling and joints. 9. Bore Pits a. no pits shall remain open longer than 2 days; b, all pits shall have proper traffic control measures in place. See Traffic Control Plan listed above. C. pits shall NOT be located within ten (10) feet from the edge of pavement without prior approval from the County Engineer or his representative; d. when pits are to remain open for more than 8 hours, due diligence will be used in protecting the spoil pile to prevent drainage problems; e. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity; f. based upon soil conditions, the County Engineer or his representative may require pits be placed further from the edge of road. [Vol: -7 pg. 8 10. Any installation within ten (10) feet of edge of pavement shall meet the following: a. location must be approved by the County Engineer or his representative b. backftlled with cement stabilized material. C. based upon soil conditions, the County Engineer at his represenlittive may require shoring to protect pavement integrity. d. All excess water and mud shall be removed from the trench prior to backfilling. Any backfill placed during a rainy period or at other tunes where excess water cannot be prevented from entering the trench will be considered TEMPORARY and shall be replaced with PERMANENT cement stabilized material as soon as weather pennits; e. All disturbed base and pavement materials shall be removed and restored to the satisfaction of the County Engineer or his representatives. f No side or lateral tamping to fill voids under the base and pavement materials is allowed. 11. Company must be careful to not jeopardize the slope or integrity of the shoulder of the road. In the event Company damages the slope, shoulder or any other portion of the right -of -way, Company will be responsible for repairing the damage and replacing the right -of -way to the condition it was prior to commencing construction. 12, Operation of construction and /or maintenance equipment on the traveled surface of any improved County read will not be permitted, except in an instance whereby the laying, construction, maintenance and/or repair of cables, conduits and /or pole lines cannot be accomplished by any other method and in this event all such equipment shall be of the rubber tire variety. Appropriate traffic control shall be provided meeting TMUTCD . requirements. 13. In the event said construction and/or maintenance and /or repair requires Company to remove, out or jeopardize any section of the road (asphalt, cement, road base, etc), Company will be required to provide a performance bond or letter of credit securing necessary repairs. Said bond amount will be determined by the County Engineer. 14. The applicant shall submit a letter of "No Objection" from the Army Corps of Engineers for all designated wetlands and environmentally sensitive lands. E. Emergency work I. In the event Company is required to perform emergency services, that requires excavation in a County Right of Way, and unable to notify the County Engineer prior to conducting emergency repairs, Company shall notify County Engineer within 24 hours of beginning construction /repairs. This will allow the County Engineer's Office an opportunity to inspect the site to ensure the integrity of the County Right of Way and traffic safety controls used. R Repairs to existing foci ilies 1, Maintenance and /or repair to existing cables, conduits, and /or pole lines which require disturbance of the soil, shall not be performed until plans describing such maintenance and/or repair have been approved by the County Engineer or its designated representative and a permit has been obtained. C. Relocation of Wiiitles. 1. When and if the County Engineer determines that it is necessary for the construction, repair, improvement, alteration or relocation of all or any portion of said road, any or all poles, wires, pipes, cables or other facilities and appurtenances authorized hereunder, shall be removed from said road, or reset or relocated thereon, as required by the County Engineer within a reasonable time as determined by the County Engineer and Utility Company, and al the expense of the Utility Company. Vol. / 9 pg. H. High Pressure Pipelines I. All utility Perin its for high pressure pipelines (generally 60 PSI or greater), whether pertaining to controlled access or non - controlled access installations, should contain the following additional information in the description of the permit. - diameter -wall thickness - material specification - minimum yield strength - maximum operation pressure of the pipeline 2. With the exception of the maximum operation pressure of the pipeline, this information is to be supplied for both the carrier pipe and the casing. 3. Assurance must also be given that the installation material and design meet the minimum Federal Safety Standards for Liquid and Gas Pipe Lines. Assurance must be provided on company letterhead and signed by an authorized representative of the company. 4. Petroleum Pipelines: Depth Tyne of Pipeline (below deepest ditch grade) Special Requirements Encased Pipe Less than 10' Must be covered with concrete pad at least 36 "deep Encased Pipe Greater than 10' No concrete pad required Non -Cased Pipe Less than 10' Must be covered with concrete pad at least 48" deep Non -Cased Pipe Greater than 10' No concrete pad required The Concrete pad shall be minimum of 3" thick and width shall be pipe diameter plus 18" minimum. 5. Under no circumstances will a pipeline be installed parallel to a County Road within the Right-of- Way. Transmission lines have been determined to be petroleum pipelines (which includes natural gas lines) and shall not be parallel to a County Road, 6. Natural Gas Distribution is a line that serves the final customer. Evo =Yj-p E fi 6 F e5 �N fill! g5 666 �w��t $SSR88$�8� r ses�a =Rbe� E ��� a��pp� � -�; g ��� SEW �b6S.o W •' ®'Ia�RR_- RSSm�6�g§ t- % � 5$b�. LLZ� - E 3 a o «�N���O °sI „s: g�d �EIla bg.�$ •S 9i*R_. ^x�n°� s$a'ty P.bFz$ 5a�tr {��€ - °ids bea_s e� _6 B •'� a 52$r:•��Se88 $�B 3�d�` � YBY�e9(('b =eeF� Sga°b �t kgC -� :bYFtiyb� @7gg�� sl §! ° J iif s Sk yy pp S�bb2 •�� w• w�: w.0 rq o •u..•. _ s .w.b• uw •• a o w .wo++r• ax �. w w�•m.. w�wu rt..a• Ra wwum •� iw w ..� w nsurroE Vq��. Vol. 9 p9 —� T N U F- U F W 0 J 0 S O � O Z � O — N c W O J C U C LU _ > Y 3 O: W o a J �O i o a: En _ 0 O W c Q > N Y K O 3 K W O J 9 e Ng a o N W G 2 O a W + U U ~ a CC' N O V Y BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT Road and Bridge DEPT. NUMBER 56001000 DATE OF COURT MEETING: February 11, 2014 ITEM: Consider and take action on the Final Plat of Los Lobos Subdivision• 25.60 Acres; 20 Lots• R.S. Benson Survey, A -78� A. McLaughlin Survey, A -157• Brazos County, Texas. Site is located in Precinct 2. SOURCE OF FUNDS: N/A EXCEPTIONS/REQUIREMENTS: NOTES: • Owner/Developer: BCS Leasing, LLC • Engineer /Surveyor: Schultz Engineering LLC/Payne Surveying, LLC SUBMITTED BY: R. Alan Munger, P. . County Engineer This Request is it, 4/4 APPROVED BY: S y Catal a Commissioner, Precinct 2 Commissioners' Court Duane Peters, L� Date /q %_P9•—" F ._ -s—•-r 4� Application for Deb )pment Oj use only. Brazos County Subdivision ena Development Regulations Brazos County Engineering Department 2617 Hwy 21 West, Bryan, Texas 77803 (979) 622 -2127 Muter Plan _ Final Plat ✓ Re -Plat, Amending Plat Property Description Road Location: G- assourRued Irgal Description: R.S. Benson Sumey. Ana A McLaughlin SuNey, A 157 Subdivision Description Subdivision Name: Los Lobos Subdlvlslon Total number of lots: 20 Irate Total Acreage: 2560 acres Property Owner ❑Wrier nante(a): BCS Laasinq. LLC Current malling address: rim Granam quad. College Station, Tx 77845 Phone number(s): °1'690' "" Applicant or Authorized Agent, Englaeer or Surveyor Namc and Address: SCS Leasing, LLC, 1707 Graham Road,, college Slanon. Tx 17845 Phone nnnlber(9): eraeao- - Name and Address: Schulut Eg p LLC Joe Schultz 2730 1-ongmire Grlve Suite A Ccltege Slallon T 777845 Phone number(s): 978- 784-3900 Application b for Residential (,/) Mobile Home Park () Commoroial ( ) Other ( ) Is any of the property located in a Floodplain or Flood Hazard area? (yes/no) Adaowledgmmt: The flood hoed boundary maps old other flood data used by Brims County in enluaing flood haards to poposed developments -are considered masonablc WA 9ccauate for regulatory p zMcs and are bated nn d,c bat avanablc W"ofic and al&cerhtg den tat rare o«xsionc Vvda Goods m and will Coda and flood hdghu may be irtdr:nd by mot -aul or natural cases. Inuarru of a FSpodplain Prrmlt in aoeordrmee with ate Brame Canty Flood Damao PrtvwdM Ordnance des not impty dos dcvctopr[tmt outride the eras of special flood hawd will be fieo from flooding or flood damage Lssmaa of ■ permit ftil not aa4ue limbilby on the pet of Braaa County Of any offim err employee of Bnma Couary in the event Gooding or Rood damage doe Coda. is part or all of the property within an ETJ of a City? no (yes/no) Will any construction occur in TxDOT right -of-ways? no (yes/no) Application Cheek List: Copies of finished plat with corrections (if any): ill 9 copies to Brazos County B One (1) copy to Brazos County Health Dept. 0 one (1) copy to Brazos County 911 0 one (1) copy to local Water District or Company l.eners of approval (to be sent by the approving institution directly to Brazos County Engineering): 0 Letter from Brazos County Health Dept — For onsite sewage evaluation. 0 Letter from Brazos County 911 -- For road names. 0 Letter from Water District or Company.— Stating water availability, etc.. If property is within an ETJ of a city: ❑ Approval notification from appropriate city. Applicant attest that they have signed this application in the capacity designated, if any, and farther attars that they have read document and the statement contained herein and any attached are true and factual. Ali applicants are encouraged to review the County Regulations prior to any plat submittal- R is understood that this application is not finished or dated until all documents listed above are filed at the Brazos County Engineering Office and all applicable blanks am filled in the application above. C�f 5he: Applican s Signature M c e f; /71c t Date County Witness Date va. P9. BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT: Road & Bridge MEETING DATE: February 11, 2014 SUBJECT: Utility Permit — Halcon Field Services, LLC Consider and take action on the Halcon Field Services utility permit to construct 8" road bore under Harris Lane approximately 8,100' northeast of FM 2776. Project will connect several oil wells in the area. Site is located in Precinct 2. SUBMITTED BY: Jo . Salvato Right of Way Agent This request is M A APPROVED BY: Sammy C alena Commissioner Precinct 2 / DENIED ❑ by Commissioners' Court Duane Peters, County Judge DATE: �) 41 ( /14 TO: THE COUNTY ENGINEER OF BRAZOS COUNTY, TEXAS Comes now Halcon Field Services. LLC [company name], hereinafter referred to as "Company" a Delaware [state] Corporation, with authority to transact business in Texas, acting by and through its duly authorized representative, and hereby petitions the County Engineer for the right to lay, construct, maintain, repair and/or operate equipment under, over, across and/or along certain County Roads as shown on drawings and diagrams attached hereto and said location described as follows: Facility to Cross Road Road Name & Block Number Length of Crossing TYPE OF CONSTRUCTION CHECK ONE Bored Jacked Driven Cased Harris Lane 60' X Facility to Parallel Countv Road Within Riaht -Of -Way CONSTRUCTION TYPE 8.625" Diameter 0.250" Wall Thickness ® High Pressure Underground ❑ Low Pressure Underground Pipeline (60 psi or greater Pipeline (60 psi operating Material Specification X -52 Steel operating pressure) pressure) Minimum Yield Strength 52.000 psi Maximum Operation Pressure 1440 psi The location and description of the proposed installation and appurtenances must be fully shown on the attached detailed drawings. The Company shall commence actual construction/work in good faith within 60 days from the date_of said permit and shall complete said construction /work within 60 working days. (COMPANY MUST FILL M. If such construction is not begun by the 60 day, Company will be required to apply for a new permit. Company declares that prior to filing this application, it has ascertained the location of all existing utilities, both aerial and underground, and the filing of this application is prima facie evidence that the proposed installation will not conflict with any existing utility. A copy of this permit shall be kept at the job site any time work is being performed. It is expressly stipulated that this Permit is a license for permissive use only and that the placing of facilities upon public property pursuant to this permit shall not operate to create or vest any property right in said holder. It is understood and agreed that the rights and privileges herein set out are granted only to the extent of the County's right, title and interest in the land to be entered upon and used by the holder and the holder will at all times assume risk of and indemnify, defend and save harmless Brazos County from and against any and all loss, damages, cost or expense arising in any manner on account of the exercise or attempted exercise by said holder of the aforesaid rights and privileges. Any deviation from these specifications must b er's Office or its designated representative. va, 77 pg. Al I FRANCIS RENDERSON SURVEY j AWRMff xo. Io � FRANCIS QUOTA SURVEY uevut . Ito RRAZOS COUNTY. TEXAS LNE PIPE flGl CARRIER PIPE DATA CONTENTS TO BE HANDLED NATURAL CAS I CLASS 1 � STEEL SPECIFICATION AND CRI OF PIPE MATERIAL X -52 I I I I I I 52,000 P.S.I. TYPE OF JOINT WELDED METHOD OF INSTALLATION BORING MAXIMUM OPERATING PRESSURE 1,440 P.S.I. COATING MATERIALS 14 MKS FOE W /50 MLS ARO WARNNO SIGNS EACH SIDE HEIGHT ABOVE GROUND 4' -0' - (COUNTY ROAD) � i SIR CATHODIC PROTECTON ONE (1) TWO WIRE TEST STA71ON IODAMV 'yYI j 'Q'I el tll� il� tll� 5y�7 � al¢ a�" iI� Ig N�TA MYIIM7 sx of q }I1� o1 o%i }I1. 4j ii_!I of Ioart ASPHALT SURFACE T SURFACE qpM LAT. LAT. NSd4 ♦-G- AK 9'30 LON: N9SiB'JO' I7d' YM tM' MIA LL CARRIER PIPE 60' OF 5.675' O.D. It 0'154 W.T. LINE PIPE X -52 14 MILS FBE W /50 MILS ARO TYPICAL COATED PIPELINE UNCASED ROAD CROSSING LNE PIPE flGl CARRIER PIPE DATA CONTENTS TO BE HANDLED NATURAL CAS CLASSIFICATION CLASS 1 PIPE MATERIAL STEEL SPECIFICATION AND CRI OF PIPE MATERIAL X -52 OUTSIDE DIAMETER AND WALL THICKNESS 6.625' O.D. x 0.750' WALL YIELD STRENGTH OF PIPE MATERIAL 52,000 P.S.I. TYPE OF JOINT WELDED METHOD OF INSTALLATION BORING MAXIMUM OPERATING PRESSURE 1,440 P.S.I. COATING MATERIALS 14 MKS FOE W /50 MLS ARO WARNNO SIGNS EACH SIDE HEIGHT ABOVE GROUND 4' -0' - (COUNTY ROAD) MINIMUM DEPTH BENEATH DITCHES OR DRIANAGE STRUCTURES 10' -0' CATHODIC PROTECTON ONE (1) TWO WIRE TEST STA71ON IODAMV PROPOSED mVELNU PIPELINE CROSSING MARRS LANE HALCON FIELD SERVICES PROPOSED PIPELINE CROSSING HARRIS LANE 8100' NE OF FM 2776 BRAZOS COUNTY, TX MALE. DRAWN BY: DATE.' '��'}---R^ 1 01 -17 -14 Pg. HALCON FIELD SERVxE5, LLC This letter is written to comply with section H — item 3 of the "Brazos County Roadway Safety and Road Preservation Standards" for work conducted in Brazos County right -of -ways: The design and installation of this pipeline and roadway crossings will be constructed In accordance to 49 CFR Part 192 of the Federal Safety Standards. Project Design and Installation Parameters Project — Javelina — Harris Ln Product— Natural Gas Pipe Diameter— 8.625" Pipe Wall Thickness — 0.322" Material Specification — Steel, X -52 Minimum Yield Strength — 52,000 psi Maximum Operating Pressure —1,440 psi This pipeline is considered high pressure and will consist of a non cased pipe with county road crossings depths at or greater than 10' (120 ") below ditch flow line. Sincerely, Chancy Lewis Contact Rep. For Halcon Field Services LLC 512- 393 -9958 chancevlewis @yahoo.com pg- BRAZOS COUNTY ROADWAY SAFETY AND ROAD PRESERVATION STANDARDS FOR WORK CONDUCTED IN BRAZOS COUNTY RIGHTS OF WAY A. General RequIrentents 1. Adequate drainage shall be maintained in ditches at all times. 2. Permittee will use best management practices (`BMP ") (EPA and TCEQ both provide lists of examples of 13MPs) to minimize erosion and sedimentation resulting from the proposed installation. 3. The permittee shall take precautions to avoid damage to property. All County Right of Way and property shall be restored to its original condition, as far as practical, in the opinion of the County Engineer or appointed representative. 4. The construction and maintenance ofsuch utility shall not interfere with the property or rights of prior occupant. S. Permittee shall not interfere with other utilities located in the right of way. In the event damages occur, permittee will be liable to the County or other utilities running through the right of way. 6. County Engineer shall determine whether or not permittee's plans shall inconvenience the public. If it is determined that inconvenience to the public exists, then the County Engineer will decide whether such project will be allowed or if an alternative exists so as not to inconvenience the public. B. Safety Requirements 1. Proper traffic control measures must be put in place prior to beginning work and remain in place during the duration of the job. All traffic control measures must follow the Texas Manual of Uniform Traffic Control Devices ( TMUTCD). See Traffic Control Requirements below. 2. During construction, all safety regulations of the Texas Department of Transportation shall be observed. 3. Permittee must take such precautions and measures, including placing and displaying safety devices, as may be necessary, in order to safely conduct the public through the project area. Company shall provide Flagmen, signs, signals or devices necessary to provide complete safety to the public. 4. Adequate provisions mustbe made to cause minimum inconveniences to traffic and adjacent property owners. 5. No cable, conduit and/or pole line shall be laid, constructed, maintained and /or repaired so as to constitute a danger or hazard of any kind to persons or vehicles using such road. Any poles placed in the Right of Way for future installation shall be placed at the back of the Right of Way, Exceptions may be approved by the County Engineer. C. Traffic Control Plan I. A traffic control plan, pursuant to the TMUTCD or Engineered Traffic Control Plan must be provided for the following: a, Any construction (i.e. pit, excavation, hole) left open over night, requires specific nighttime traffic control measures pursuant to the TMUTCD; b, if construction is within ten (10) feet of the roadway; or c. Any work performed in the road right -of -way; 2. Plan must be attached to the permit and kept at the job site any time work is being performed. 3. Plan must set forth the time of contpletiom to theyo D. Design Standards 1. All overhead installations shall conform to clearance standards of the Texas Department of Transportation and the pole be placed in the designated area for power specified as set forth in the Texas Ulitilies Code, Section 181.045. 2. All pole installation (including lighting) shall be placed at the backside of the Right of Way to ensure safety to the public. Any pole placed in violation of this requirement will be required to be moved to the appropriate location at the company's expense. Exceptions may be approved by the County Engineer. All underground installations shall (these are minimum depths — utility may place deeper): a. be placed at a minimum depth of forty -eight (48) inches below the top of the pavement; b. be at least thirty -six (36) inches below ditch flow line when installation is within the area measured from top of bank to top of bank; c. be at least forty -eight (48) inches below ditch flow line if low pressure gas or petroleum lines. For high pressure gas and petroleum lines, see High Pressure Pipelines requirements listed below; d. not be closer than ten (10) feet from the edge of pavement. Exceptions may apply in rights of way of less than 60'. 4. Water Lines: All water lines must be a minimum 36- inches below the ditch flow line and cased. Waterlines shall be cased if crossing under the roadway. 5. Utilities in all new developments that have 60 feet or greater of right of way shall be installed within designated locations based upon the type of utility. The locations shall be as follows: (measured from back of right -of -way). Power -0 -2 feet, nominally I' Phone -2 -4 feet, nominally 3' Gas — 4 -6 feel, nominally 5' Cable — 6 -8 feet, nominally 7' 6. Utilities with less than 60 feet right -of -way in all new developments shall install the utility in a similar manner as referenced in No. 3 above, however, the County Engineer or its designated representative will provide final approval of each utility location. 7. The length of any trench to be opened in advance of the pipe, conduit or ducts may not be longer than 400' if left open over night or unattended. Crossings under a county road shall: a. be bored or jacked. ABSOLUTELY NO OPEN CU'T'S WITHIN COUNTY ROAD PAVEMENT; b. be pressure grouted for the full length of the crossing if the annular space between pipe and casing and soil exceeds one (1) inch. Brazos County must be given 24 hours notice of pressure grouting operations and have the opportunity to have an inspector on site to observe pressure grouting operations; C. TxDOT Standard Specification Item 476 shall be followed for all boring, jacking, tunneling andjoinls. 9. Bore Pits a. no pits shall remain open longer than 2 days; b. all pits shall have proper traffic control measures in place. See Traffic Control Plan listed above. C. pits shall NOT be located within ten (10) feet from the edge of pavement without prior approval from the County Engineer or his representative; d. when pits are to remain open for more than 8 hours, due diligence will be used in protecting the spoil pile to prevent drainage problems; C. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity; f. based upon soil conditions, the County Engineer or his representative may require pits be placed further from the edge of road. 10, Any installation within ten (10) feet of edge of pavement shall meet the following: a. location must be approved by the County Engineer or his representative b. backfilled with cement stabilized material. V. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity. d. All excess water and mud shall be removed from the trench prior to backfilling. Any backfill placed during a rainy period or at other times where excess water cannot be prevented from entering the trench will be considered TEMPORARY and shall be replaced with PERMANENT cement stabilized material as soon as weather pennits; C. All disturbed base and pavement materials shall be removed and restored to the satisfaction of the County Engineer or his representatives. f. No side or lateral tamping to till voids under the base and pavement materials is allowed. 11. Company must be careful to not jeopardize the slope or integrity of the shoulder of the road. In the event Company damages the slope, shoulder or any other portion of the right -of -way, Company will be responsible for repairing the damage and replacing the right -of -way to the condition it was prior to commencing construction. 12. Operation of construction and /or maintenance equipment on the traveled surface of any improved County road will not be permitted, except in an instance whereby the laying, construction, maintenance and/or repair of cables, conduits and /or pole lines cannot be accomplished by any other method and in this event all such equipment shall be of the rubber tire variety. Appropriate traffic control shall be provided meeting TMUTCD requirements. 13. In the event said construction and /or maintenance and /or repair requires Company to remove, out orjeopadize any section of the road (asphalt, cement, road base, etc), Company will be required to provide a performance bond or letter of credit securing necessary repairs. Said bond amount will be determined by the County Engineer. 14. The applicant shall submit a letter of "No Objection" from the Army Corps of Engineers for all designated wetlands and environmentally sensitive lands. E. Emergency work 1. In the event Company is required to perform emergency services, that requires excavation in a County Right of Way, aid unable to notify the County Engineer prior to conducting emergency repairs, Company shall notify County Engineer within 24 hours of beginning construction /repairs. This will allow the County Engineer's Office an opportunity to inspect the site to ensure the integrity of the Comity Right of Way and traffic safety controls used. R Reprths to exxisting frrcililies 1. Maintenance and/or repair to existing cables, conduits, and /or pole tines which require disturbance of the soil, shall not be performed until plans describing such maintenance and/or repair have been approved by the County Engineer or its designated representative and a permit has been obtained. G. Relocation of utilhies: 1. When and if the County Engineer determines that it is necessary for the construction, repair, improvement, alteration or relocation of all or any portion of said road, any or all poles, wires, pipes, cables or other facilities and appurtenances authorized hereunder, shall be removed fronn said road, or reset or relocated thereon, as required by the County Engineer within a reasonable time as determined by the County Engineer and Utility Company, and at the expense of the Utility Company. H97 pg. 1oa2 H. High Pressure Pipelines I. All utility Permits for high pressure pipelines (generally 60 PSI or greater), whether pertaining to controlled access or non - controlled access installations, should contain the following additional information in the description of the permit. - diameter -wall thickness - material specification - minimum yield strength - maximum operation pressure of the pipeline 2. With the exception of the maximum operation pressure of the pipeline, this information is to be supplied for both the carrier pipe and the casing. 3. Assurance must also be given that the installation material and design meet the minimum Federal Safety Standards for Liquid and Gas Pipe Lines. Assurance must be provided on company letterhead and signed by an authorized representative of the company. 4. Petroleum Pipelines: Depth Tyne of Pipeline (below deepest ditch grade) Special Renuirements Encased Pipe Less than 10' Must be covered with concrete pad at least 36 "deep Encased Pipe Greater than 10' No concrete pad required Non -Cased Pipe Less than 10' Must he covered with concrete pad at least 48" deep Non -Cased Pipe Greater than 10' No concrete pad required The Concrete pad shall be minimum of 3" thick and width shall be pipe diameter plus 18" minimum. 5. Under no circumstances will a pipeline be installed parallel to a County Road within the Right -of- Way. Transmission lines have been determined to be petroleum pipelines (which includes natural gas lines) and shall not be parallel to a County Road, 6. Natural Gas Distribution is a line that serves the final customer. Vol. f % pg. /o✓' aS ♦ E� E i_ gpLp O Y �s s.iy° �� Y�N ♦ SgaE ���i�sfR� ���� n `s F < zo N s�6 gp'sSn $� n Se erig B �� u R���Yi�•.�S�S np6h fE g�".r gla l E _41 Ig�.�g9'b�is m �kg� ._._._.__________ —___ _ ell °.O I.NI{ J.DI no4S a a pg.�im+w a �.w i..ua e.iwu��3 . •:.•::•w::�...o .i .+ow.i iw iin w, nrt.rsie ... _. K w O J 7 O �n x o N C U Z K O — N C�C W O V c 2 jjC > O V Y toL 3 r N a v i CE W O a J O x � N _ W � v a CiC N O U �i F w 0 o v O N � a c i W V Q > CL � N U Y r� m S6gE�l� R8$A 8 88 Y F-- 3�YR$ °R�33t ���g�R� uuu = i�N�N$�Fgm� E ids M• xa e I $sxssRF aS ♦ E� E i_ gpLp O Y �s s.iy° �� Y�N ♦ SgaE ���i�sfR� ���� n `s F < zo N s�6 gp'sSn $� n Se erig B �� u R���Yi�•.�S�S np6h fE g�".r gla l E _41 Ig�.�g9'b�is m �kg� ._._._.__________ —___ _ ell °.O I.NI{ J.DI no4S a a pg.�im+w a �.w i..ua e.iwu��3 . •:.•::•w::�...o .i .+ow.i iw iin w, nrt.rsie ... _. K w O J 7 O �n x o N C U Z K O — N C�C W O V c 2 jjC > O V Y toL 3 r N a v i CE W O a J O x � N _ W � v a CiC N O U �i F w 0 o v O N � a c i W V Q > CL � N U Y r� m BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT: Road & Bridge MEETING DATE: February 11, 2014 SUBJECT: Utility Permit — Wellborn Special Utility District Consider and take action on the Wellborn S.U.D. utility permit to construct 2" road bore under Enloe Drive (Heritage Hills Subdivision). Project will provide water service to new customer at address #2844. Site is located in Precinct 4. SUBMITTED BY: Salvato of Way Agent This request is APPROVED BY: Irma Caul—' Commissioner Prec 4 / DENIED O by Commissioners' Court Duane Peters, County Judge DATE: 0�1 I //_ I i 4 TO: '1HE COUNTY ENGINEER OF BRAZOS COUNTY, TEXAS Pursuant to the Texas Utility Code, Section 181.024, comes now Wellborn SUD (conrpaay xa�ne], hereinafter referred to as "Company° a Texas (stale) Corporation, with authority to transact business in Texas, acting by and tlunugh itsits duly ry�� reprrsentative, and hereby petitions the County fingineer for the right to lay, construct, maintain, repair and /or operate a gas facility under, over, across and /or along certain County Roads as shown on drawings and diagrams attached hereto and said location described as follows: Facility to d Wlity 10 Parall I ounry Road Within ' R' t Qf 1 ya ? Diameter _101 Well Thickness Material specification PVC Casing Maximum Operation Pressure 200 Psi The location and description of the proposed installation and appurtenances must be filly shown on tine attached detailed drawings. Tire Company shall commence actual construction/ oric in good faith within 60 clays from the date of said permit and shall complete said construction /work within working construction is not begun by the 60'a day, Company will be reglrh to applyfor ya new permit. TILL il1V), If such Company declares that prior to filing this application, it has ascertahled the location of 811 existing utilities, both aerial and underground, and the filing of this application is prhna facie evidence that the proposed installation will not conflict with any existing utility, A copy of this permit shall be kept at the job site any time work is being performed. It is expressly stipulated that this Permit is a license for pennissivo "so only and that the placing of facilities 11 11 public property plllsuant to this permit shall not operate to create or vest any property right ill said holder. po It is right,ttitlerand interest in the the rights and be entered upon and used by the holder atld the holdatpvi 1 at all times assoma r k i of slid indenmify, defend and save harmless Brazos Colin from and against oss, damages, cost or I expense arising in any manner on account of the exercise or attempted exercise by said holder of the aforesaid rights and privileges. Any deviation from these specifications must be approved by Brazos County Engineer's Office or its designated representative. Approval of County Bngineer's Office may take as long as two weeks after completo application is received. Applicant agrees to comply with all rules of the County Commissioners and the Canty Engineer in construction of said installation attached hereto as BRAZOS COUNTY DESIGN STANDARDS AND SAFETY PRECAUTION REQUIREMENTS FOR WORK CONDUCTED IN BRAZOS COUNTY RIGHTS OF WAY and incorlmrated herein for reference, lu the event Company falls to obtain a pernil prior to the installation or does nol Install utilitles le compliance with installation requb•emeuts set forth herelm (i.e. depth, location, etc), Company assumes all financial responsibility for• damages antb'or destruction of lines, cables, etc. based upon Its failure to comply with Brazos County requirements. Applicant agrees that ##^Brazos County demonstrates it violation of Are terms of this policy, Applicant stipulates that requisites for Injunclive relief exist and flint Brazos Connly is enlltled to relief enjoining any conduct by applicant which Is contrary to the policies. This perall is a revocable permit Brazos Camay reserves the right to revoke this permit ant any time, lit the sole discretion of Brazos Coarty, for Interests of public health, safely or welfare, or for failure to repair any damages upon denuad, or for any other reason deemed sr jficleal by Brazos Canty. ht the evert Company falls to comply with any or all of the regnlrements as sel forth herein, the County retry take snucli ncllorn as it deeurs appropriate to coapel comrpliance. The Corruty Eughteer further retains the right to revoke this Perurit by verbal nolificaliarn to the Appllcaut/Conupany. Failure to obtain this perurit anlor notify Ilte County Engineer's Office within 24 hens of beghmhig construction shall constitute grounds for Job shaldovn. By signing below, I certify that I am authorized to represent the Company listed below, and that the Company agrees to the conditions/provisions included in this permit. Wellborn SLID Company Name Stephen Cast SigAtnre general Manager T1I 0. JIM 254 Address Wellborn Tx 77881 City State Zip 979 -690 - 979.9_ Phone Number wsud.1s(1verizon .net /rrsue.sc @verizon.net Email: WATER UTILITY APPROVAL Brazos Conny offers no objection to the proposed location of the utility in the County right of way as shown by accompanying drawings and notice dated Ooi- D S^ e�Dly except ns noted below: EXCEPTIONS: (Month/Day/Year) '1 w Gtr Title -- -- Ft. Pg. 6, _ _ Wellborn Special Utilitv District February 3, 2014 The Commissioner's Court of Brazos County Attention County Judge: Formal notice is hereby given that Wellborn Special Utility District will construct a road bore for water line within the right -of -way of a County Road In Brazos , County, Texas as follows: Road bore will be made under Enloe Drive. Bore will be made from existing 2° water line located on the northeast sided to southwest aide for a distance of 60' at a minimum depth of 36° below ditch flow line. The location and description of this line is more fully shown in drawings attached to this notice. The line will be constructed and maintained in the County Road right-of-way In accordance with the Brazos County Roadway Safety and Road Preservation Standards and governing laws. Construction of this line will begin on or after February 3, 2014, Regards, Stephen Cast General Manager Wellborn Special Utility District P.O. Box 250 • 4118 Greens Prairie Rd 9- Wcltborn,.-f*77881 • 979.6yO:97 ,690,1260 Vol. 9% p9. %�_ , § CC 0 � § e / 0 r ( S � j k r ! ; �f j\ \} /0 ƒ » � & ? z g RE Lij b §� \ \ RIGHT-OF-My )R G L o § \ 4 z ± £ / z m , Q ® a z z 2 \ / / / § \ § . / $ ® 2 / / § ! § p * / O < ® 2 7 @ e » w ® j 7 2 « o § /§ o k � j ¢ / ƒ i & & W O R ■ u w O N O� I I� O / I c 3 n / 31 � B N �i i lllj ^t i Y f cu Q: >1 m o` y OD r i N + r �u f i BRAZOS COUNTY ROADWAY SAFETY AND ROAD PRESERVATION STANDARDS FOR WORK CONDUCTED IN BRAZOS COUNTY RIGHTS OF WAY A. General Requiretaems 1. Adequate drainage shall be maintained in ditches at all times. 2. Pcrmittee will use best management practices ( ,,BMP ") (EPA and TCEQ both provide lists of examples of 13MPs) to minimize erosion and sedimentation resulting from the proposed installation. 3. The permittee shall take precautions to avoid damage to property. All County Right of Way and property shall be restored to its original condition, as far as practical, in the opinion of the County Engineer or appointed representative. 4. 'file construction and maintenance of such utility shall not hiterfero with the property or rights of a prior occupant. 5. Pennittee shall not interfere with other utilities located in the right of way. In the event damages occur, permittee will be liable to the County or other utilities running through the right of way. 6. County Engineer shall determine whether or not permittee's plans shall inconvenience the public. If it is determined that inconvenience to the public exists, then the County Frigineer will decide whether such project will be allowed or if an alternative exists so as not to inconvenience the public. R. Safely Requiremenh 1. Proper traffic control measures rust be put in place prior to beginning work and remain in place during the duration of the job. All traffic control measures must follow the Texas Manual of Uniform Traffic Control Devices ( TMUTCD). See Traffic Control Requirements below. 2. During construction, all safety regulations of the Texas Department of Transportation shall be observed. 3. Permittee must take such precautions and measures, including placing and displaying safety devices, as may be necessary, in order to safely conduct the public through the project area. Company shall provide flagmen, signs, signals or devices necessary to provide complete safety to the public. 4. Adequate provisions must be made to cause nnbnimun inconveniences to traffic and adjacent property owners. 5. No cable, conduit and/or pole line shall be laid, constructed, maintained and /or repaired so as to constitute a danger or hazard of any kind to persons or vehicles using such road. Any poles placed in the Right of Way for firhnre installation shall be placed at the back of the Right of Way. Exceptions may be approved by the County Engineer. C. 9Yvfc Con(rol Plait 1. A traffic control plan, pursuant to the TMUTCD or Engineered Traffic Control Plan must be provided for the following: a. Any construction (i.e. pit, excavation, hole) left open over night, requires siWgific nighttime traffic control measures pursuant to the TMUTCD; b. If construction is within ten (10) feet of the roadway; or c. Any work performed in the road right -of -way; 2. Plan must be attached to the pennit and kept at the job site any time work is being performed. F . pg. _ /�3 3. Plan must set forth the time of completion for the job. D. Design Standards I. All overhead installations shall conform to clearance standards ofthe Texas Department ofTransportalion and the pole be placed in the designated area for power specified as set forth in the Texas Utilities Code, Section 181.045. 2. All pole installation (including lighting) shall be placed at the backside of the Right of Way to ensure safety to the public. Any pole placed in violation of this requirement will be required to be proved to the appropriate location at the company's expense. Exceptions may be approved by the County Engineer. 3. All underground installations shall (these are minimum depths — utility may place deeper): a. be placed at a minimum depth of forty-eight (48) inches below the top of the pavement; b. be at least thirty -six (36) inches below ditch flow line when installation is within the area measured from top of bank to top of bank; c. be at least forty -eight (48) inches below ditch flow line if low pressure gas or peholeum lines. For high pressure gas and petroleum lines, see High Pressure Pipelines requirements listed below; d. not be closer than ten (10) feet from the edge of pavement. Exceptions may apply in rights of way of less than 60'. 4. Water Lines: All waterlines must be a minimum 36- inches below the ditch flow line and cased. Waterlines shall be cased if crossing under the roadway. 5. Utilities in all new developments that have 60 feet or greater of right of way shall be installed within designated locations based upon the typo of utility. The locations shall be as follows: (measured fron) back of right -of -way). Power - -0 -2 feet, nominally P Phone— 2 -4 feet, nominally 3' Gas — 4 -6 feet, nominally 5' Cable _ 6 -8 feet, nominally 7' 6. Utilities with less than 60 feet right -of -way in all new developments shall install the utility in a similar manner ns referenced in No. 3 above, however, the County Engineer or its designated representative will provide final approval of each utility location. 7. The length of any trench to be opened in advance of the pipe, conduit or ducts may not be longer than 400' if left open over night or unattended. 8. Crossings sunder a county road shall: a. be bored o jacked. ABSOLUTELY NO OPEN CUPS WITHIN COUNTY ROAD PAVEMENT; b. be pressure grouted for the fidl length of the crossing i/'the annular space between pipe and casing and soil exceeds one (1) inch. Brazos County must be given 24 hours notice of pressure grouting operations and have the opportunity to have an inspector on site to observe pressure grouting operations; c. TxDOT Standard Specification Itenn 476 shall be followed for all boring, jacking, tunneling and joints. 9. Bore Pits R. no pits shall remain open longer than 2 days; b, all pits shall have proper traffic control measures hr placo. See Traffic Control Plan listed above. c. pits shall NOT be located within ten (10) feet from the edge of pavement without prior approval from the County Engineer or his representative; d. when pits are to remain open for more than 8 hours, due diligence will be used in protecting the spoil pile to prevent drainage problems; Vol. 9 7 Pg. /l S� e. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity; f, based upon soil conditions, the County Engineer or his representative may require pits be placed fin Cher from the edge of road. 10. Any installation within ten (10) feet of edge of pavement shall meet the following: a. location must be approved by the County Engineer or his representative b, backfilled with cement stabilized material. e. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity. d. All excess water and mud shall be removed from the trench prior to backfillhng. Any backfill placed during a rainy period or at other times where excess water cannot be prevented from entering the trench will be considered TEMPORARY and shall be replaced with PERMANENT cement stabilized material as soon as weather permits; e. All disturbed base and pavement materials shall be removed and restored to the satisfaction of the County Engineer or his representatives. f No side or lateral tamping to fill voids under the base and pavement materials is allowed. 1 I. Company must be cmroful to not jeopardize the slope or integrity of the shoulder of the road. In the event Company damages the slope, shoulder or any other portion of the right -of -way, Company will be responsible for repairing the damage and replacing the right-of-way to the condition it was prior to commencing construction, 12. Operation of coush•uction and/or maintenance equipment on the traveled surface of any improved County road will not be permitted, except in an instance whereby the laying, construction, maintenance and /or repair of cables, conduits and/or pole lines cannot be accomplished by any other method and in this event all such equipment shall be of the rubber tire variety. Appropriate traffic control shall be provided meeting TMUTCD requirements. 13. hi the event said construction amt /or maintenance and/or repair requires Company to remove, cut or jeopardize any section of the road (asphalt, cement, road base, etc), Company will be required to provide a performance bond or letter of credit securing necessary repairs. Said bond amount will be determined by the County Engineer, 14. The applicant shall submit a letter of "No Objection" from the Army Coups of Engineers for all designated wetlands and environmentally sensitive lands. G Enteigency rpork 1. In the event Company is required to perform emergency services, that requires excavation in a County Right of Way, and unable to notify the County Engineer prior to conducting emergency repairs, Company shall notify County Engineer within 24 hoes of beginning construction/repairs. This will allow the County Engineer and Road & Bridge Office an opportunity to inspect the site to ensure the integrity of the County Right of Way and traffic safety controls used. F. Repairs to erlsiNg fnelillies 1. Maintenance and/or repair to existing cables, conduits, and /or pole lines which require disturbance of the soil, shall not be performed until plans describing such maintenance and /or repair have been approved by the County P,ngineer or designated representative and a permit fins been obtained. G, Relocnllon of utlllllesr I. When and if the County Euginecr determines that it is necessary for the construction, repair, improvement, alteration or relocation of all or any portion of said road, any or all poles, wires, pipes, cables or other facilities and appurtenances authorized hereunder, shall be removed from said road, or reset or relocated thereon, as required by the County Engineer within a reasonable time as determined by the County Engineer and Utility Company, slid at the expense of the Utility Company. 11 High Pressure Plpeilues 1. All utility Permits for high pressure pipelines (generally 60 PSI or greater), whether pertaining to controlled access or non - controlled access installations, should contain the following additional information in the description of the permit. - diameter -wall thickness - material specification - minimum yield strength - maximum operation pressure of the pipeline 2. With the exception of the maximum operation pressure of the pipeline, this information is to be supplied for both the carrier pipe and the casing. 3. Assurance must also be given that the installation material and design meet the minimums Federal Safety Standards for Liquid and Gas Pipe Lines. Assurance must be providod on company letterhead and signed by an authorized representative of file company. 4. Petroleum Pipelines: Depth Type of Pineline (below deepest ditch erade) Smectal Renubemnemts Encased Pipe Less than 10' Must be covered with concrete pad at least 36 "deep Encased Pipe Greater than 10' No concrete pad required Non -Cased Pipe Less than 10' Must be covered with concrete pad at least 48 "deep Non -Cased Pipe Greater than 10' No concrete pad required The Concrete pad shall be minimnum of 3" thick and width shall be pipe diameter plus 18" minimum. 5. Under no circumstances will a pipeline be installed parallel to a County Road within the Right -of. Way. Transmission lines have been determined to be petroleum pipelines (which includes natural gas lines) and shall not be parallel to a County Road. 6. Natural Gas Distribution is a line that serves time final customer. /9� /lk_ J I z � f�t'�i �l�� leli t; �l1�t���1ti ppqq CC t 65 6t` FFa i q iiitet`�It y` #✓ti y qZ P'71f� •� t1 .. ♦ J J .a J M -1.lIY ---------------------- dff-IM Z a°q U � J U VO+q ea, S o �Yil� ek 88 °}E�71_ O 2 " a NIIr1M — — — N W Y �Q 16e1_ °f w♦=u G �{s �r RS7R8 9PF z � f�t'�i �l�� leli t; �l1�t���1ti ppqq CC t 65 6t` FFa i q iiitet`�It y` #✓ti y qZ P'71f� •� t1 .. ♦ J J .a J M -1.lIY ---------------------- dff-IM Z a°q U � J U MI �iY�— ptl I• - ♦ Hn WM�• J R +nlw1 ♦ N N +� N igs � 1�1 �5r ddwG VO+q ea, S o N O 2 " a NIIr1M — — — N W Y �Q 16e1_ °f w♦=u G MI �iY�— ptl I• - ♦ Hn WM�• J R +nlw1 ♦ N N +� N igs � 1�1 �5r ddwG Vol. / / Pg. //�, +vl♦=r — — — N W w♦=u G w 0 V1 Y f1 :lira ni mn.uua Vol. / / Pg. //�, BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT: Road & Bridge MEETING DATE: February 11, 2014 SUBJECT: Utility Permit — Wellborn Special Utility District Consider and take action on the Wellborn S.U.D. utility permit to construct 2" road bore under Sandy Shore Drive (Sandy Oaks Subdivision). Project will provide water service to new customer. Site is located in Precinct 4. SUBMITTED BY: J V. Salvato Right of Way Agent APPROVED BY: Irma Cauley�,� Commissioner Precinc This request is D APPROVED / DENIED ❑ by Commissioners' Court Duane Peters, County Judge DATE: r% I� I /Id Vol. / 9� pg. / /,� L TO: THE COUNTY ENGINEER OF BRAZOS COUNTY, TEXAS Pursuant to the Texas Utility Code, Section 181.024, conies now Wellborn SUD [courpmy name], hereinafter refen-cd to as "Company+" e [wale] Corporation, with authority to transact business in Texas, acting by and through its duly authotyzod representative, and hereby petitions the County Engineer for the right to lay, construct, maintain, repair and/or operate a gas facility under, over, across and /or along certain County Roads as shown oil drawings and diagrams attached hereto and said location described as follows: Facility to Cross Road Paeillly to Parallel COWURoad Within Right Of Wav wMrRUCI ION TYPE 2_ Diameter .10" lVall Thickness Material Specification PVC Casing Maximum operation Pressure 200 Psi Tito location and description of tile proposed installation nod nppurtenances must be filly shown on the attached detailed drawings. The Company shall conunencro achral constroctiolt/vork in good faith within 60 days from the slate of said permit and shall complete said begun the 6 day, within ' C working days. (COMPANY MUST RILL IN). If such constructiwt is not begun by the 60 "day, Company will be required to apply for a new permit. Company declares that prior to filing this application, it has ascertained the location of all existing utilities, both aerial and underground, and the filing of this application is prima facie evidence that the proposed installation will not conflict with any existing utility. A copy of this permit shall be kept at the job site ally time work is being performed. It is expressly stipulated that this Permit is a license for permissive Ilse only and that the placing of facilities Public property pursuant to this permit shall not Opel-ate to create or vest any property right ht said holder. upon It is understood and agreed that the rights and privileges herein set out are granted only to the extent of the County's I right, title and interest Na the laud to be entered upon and used by the holder and tine holder will at all times assume risk of and indemnify, defend and save harmless Brazos County from and against any and all loss, damages, cost or Pg. expense arising in any utamier our account of the exercise or attempted exercise by said holder of the aforesaid rights slid privileges. Any deviation from these specifications must be approved by Brazos County Engineer's Office or its designated representative. Approval of County Engineer's Office may take as long as two weeks after conlpleto application is received. Applicant agrees to comply with all rules of the County Commissioners and the County Engineer in construction of said installation attached hereto as BRAZOS COUNTY DESIGN STANDARDS AND SAFETY PRECAUTION REQUIREMENTS FOR WORK CONDUCTED IN BRAZOS COUNTY RIGHTS OF WAY and incorporated herein for reference. In the evert Company Jails to obtain a pernnit prior to the installation or (foes not install nfillfics fu contli iaiice with insudlatlon requiremerils set forth herein (I.e. depth, location, etc), Company assumes all financial responslbiliry for ilanmges and/or destruction of flues, cables, etc. based upon ibefailn•e to comply with Brazos Comtry regnb•ements. Applicant agrees that if Brazos County demausItYttes a vlolntlon of the Perms of this policy, Apptcanf stipa/ates that requisites for hijmnctive relief exist and that Brazos County Is entitled to relief enjohdug any couducf b}+ applicant which is contrary to the pol/cles. 77ils permlt Is a revocable permit. Brazos Cotirtty reserves the right to revoke this permft at amt+ bane, in the sole dlscreton of Brazos County, for Interests of public health, safety or welfare, or for failure to repair any douages• upon demand, or for aqp other reason deemed sufficient by Brazos County, lit the event Compatty fails to comply with nay or all of the regnfremeats as set forth herein, the County may fake sticli action as it deems appropriate fo counpel campJiance. The Cofanfy Bughteer further retnlas the right to revoke tlds Permit by verbal aolificaiforn to tneApplicaut/Coiiipany. Fallrue to obtain ibis permit au(Uor rent j+ the County Isrnghteer'.s Office ivlthlt 24 hours of beghnnlag construction shat/ constitute grounds for)ob shutdown, By signing below, I certify that I am authorized to represent the Company listed below, and that the Company agrees to the conditions/provisions included in this permit. Wellborn Shp Company Name Stephen Cast Si nahu•o �° eneral Manager TI!0. BOx 250 Address t•rellborn Tx 77881 City State Zip 979 - 690 -9799 Phone Number ' wsud.isOve.rizon .net /ersurl.sc@verizon.net 13mail: Pg. WATUIt UTILITY APPROVAL Brazos County offers no objection to the proposcd location of the utility Lt the County right of way as shown by accompanying drawings mad notice dated _Qr�• OS' a01'f' except as rioted below: FXCEPTIONS:. , iMonth/Day/Year) R• Ai.4N My a Brazos County tgineer —'- t tore RDA✓ AL cnrr Title E . p9 � Wellborn Special District I�u:c.1: m1F: +1tr.,n , "i�..,..'i...i ".♦J? "��[:r+tF. ... .:: -.. �re..a�r .r �G:.-..d�.�..:�t�.xn:rn:r. a'4 n4. ::,:. k`,. . Z.:,. c,...+ �iww.....:..:. a.. w.wa.mr...ua,m+w+...+,,::r:py February 3, 2014 The Commissloner's Court of Brazos County Attention County Judge: Formal notice is hereby given that Wellborn Special Utility District will construct a road bore for water line within the right -of -way of a County Road in Brazos , County, Texas as follows: Road bore will be made under Sandy Shore. Bore will be made from existing 2' water line located on the south side to north side for a distance of 90' at a minimum depth of 36' below ditch flow line. The location and description of this line is more fully shown in drawings attached to [his notice. The line will be constructed and maintained In the County Road right -of -way in accordance with the Brazos County Roadway Safety and Road Preservation Standards and governing laws. Construction of this line will begin on or after February 3, 2014. egards, { -V Stephen Cast General Manager Wellborn Special Utility District P.O. Box 2S0 • 4118 Greens Prairie R • Wellharn. TX 77ARI • 1 Fax 979.190.1260 Vol. pg. /,� w > > O z r a rn O H o _� o O U�<, p 2 z cj r- O rn o Z m CIO 2 I r z O s (i O r n a h 0 r� m FFn n r C C3 h � z O `v z rn r va m --I d U K •n Om cm �o �H O 0 1 0 H N 1 A'oWdo-.LHam 0 p_ i m m b N N � H `< o :r rt H 0 N• N Vol. pg. %a� 0 rt x m N CL 0 0 �n x m rt H N n rt 0 q 0 a 0 a Sandv C b co is b c b Q i 0 N v zu 1 b 4 a e 0 H m \ii 11 I . . . . . . . , "'. . . I , i . � iN k- Z t , . . :, -Tf fi. . ., . 1. i , . -i ; -1 ��.; ,;� � &- ))IMPI t IL, .,,i � .),. It It" 1 1. all VI j It 14 \ii 11 I . . . . . . . , "'. . . I , i . � iN k- Z t , . . :, -Tf fi. . ., . 1. i , . -i ; -1 ��.; ,;� � &- ))IMPI t IL, .,,i � .),. It It" 1 1. BRAZOS COUNTY ROADWAY SAFETY AND ROAD PRESERVATION STANDARDS FOR WORK CONDUCTED IN BRAZOS COUNTY RIGHTS OF WAY A. GeneralReguiremenls 1. Adequate drainage shall be maintained in ditches at all times. 2. Pennittce will use best management practices ("BMP ") (EPA and TCEQ both provide lists of examples of BMPs) to minimize erosion and sedimentation resulting from the proposed installation. 3. The permittee shall take precautions to avoid damage to property. All County Right of Way and property shall be restored to its original condition, as far as practical, in the opinion of the County Engineer or appointed representative. 4. The construction and maintenance of such utility shall not interfere with the property or rights of a prior occupant. 5. Pernuiltee shall not interfere with outer utilities located in the right of way, In the overt damages occur, peru»ttee will be liable to the County or other utilities running flurough the right of way. 6. County Engineer shall determine whether or not pennittee's plans shall inconvenience tine public. If it is determined that inconvenience to true public exists, then the County Engineer will decide whether such project will be allowed or if an alternative exists so as not to inconvenience the public. A Safely Requirements I. Proper traffic control measures must be put it, place prior to beginning work slid remain in place during the duration of thejob. All traffic control measures must follow the Texas Manual of Uniform Traffic Control Devices (TMUTCD). See Traffic Control Requirements below. 2. During construction, all safety regulations of the 1'exos Departncnt of Tratisoortatiou shall be observed. 3. Permittee must take such precautions and measures, including placing and displaying safety devices, as may be necessary, in order to safely conduct the public through the project area. Company shall provide flagmen, signs, signals or devices necessary to provide complete safety to the public. 4. Adequate provisions must be made to cause mininum inconveniences to traffic and adjacent property owners. 5. No cable, conduit and/or pole line shall be laid, constructed, maintained and /o• repaired so as to constitute a danger or hazard of any kind to persons or vehicles using such road. Any poles placed in the Right of Way for future installation shall be placed at the back of the Right of Way. Exceptions may be approved by the County Engineer, C Traffic Control Plan 1. A traffic control plan, pursuant to the TMUTCD or Engineered Traffic Control Plan tnust be provided for the following: a. Any constriction (i,e. pit, excavation, hole) left open over night, requires specific nigh ' n traffic control measures pursuant to the TMUTCD; b. If conahvction is Within ter (10) feet of the roadway, or e. Any Work performed ht the road right- oSway; 2. Plan must be attached to the permit and ng performed. Vol. Pg. / 3. Plan mast set forth the time of completion for thejob. D. Design Siandardr 1. All overhead installations shall conform to clearance standards of the Texas Department of Transportation and the pole be placed in tho designated area for power specifredas set forth in tine Texas Utii'itier Cocle, Sectiell 181.045, 2. All pole installation (including lighting) shall be placed at the backside of the Right of Way to ensure safety to the public. Any pole placed in violation of this requirement will be required to be moved to the appropriate location at the company's expense. Exceptions may be approved by the County Engineer. 3. All underground installations shall (these are minimunn depths — utility may place deeper): a. be placed at a minimum depth of forty -eight (48) inches below the top of the pavement; b. be at least thirty -six (36) inches below ditch flow line When installation is within the area measured from top of bank to top of bank; c. be at least forty -eight (48) inches below ditch flow line if low pressure gas or petroleum lines. For high pressure gas and petroleum lines, see High Pressure Pipelines requirements listed below; cf. not be closer than ten (10) feet from the edge of pavement. Exceptions may apply in rights of way of less than 60'. 4. Water Lines: All water lines must be a mininuuo 36- inches below the ditch flow line and cased. Waterlines shall be cased if crossing tinder the roadway, 5. Utilities in all new developments that have 60 feet or greater of right of way shall be installed within designated locations based upon tine type of utility. The locations shall be as follows: (measured from back of right -of -way). Power— 0 -2 feet, nominally 1' Phone -2 -4 feet, nominally 3' Gas — 4.6 feet, nominally 5' Cable 6.8 fact, nominally 7' 6. Utilities with less than 60 feet right -of -way in all new developments shall install the utility in a similar manner as roferenced in No. 3 above, however, tlue Calmly Engineer or its designated representative will provide final approval of each utility location. 7. The length of any trench to be opened in advance of the pipe, conduit or ducts may not be longer than 400' if left open over night or unattended. 8. Crossings tinder a county road sluall: a. be bored or jacked. ABSOLUTELY NO OPEN CUTS WITHIN COUNTY ROAD PAVEMENT; b. be pressure grouted for the full length of the crossing jthe annular space between pipe and casing and soil exceeds one (1) inch. Brazos County must be given 24 hours notice of pressure grouting operations and have the opportunity to have an inspector on site to observe pressure grouting operations; c. TxDOT Standard Specification Item 476 shall be followed for all boring, jacking, tunneling mud joints. 9. Bore Pits a. no pits shall remain open longer than 2 days; b. all Pits shall have proper traffic control measures in place. Sec Traffic Cotlrol Plan listed above. c. pits shall NOT be located Within ton (10) feet from the edge of pavement withont prior approval front the County Engineer a• his representative; d. when pits are to remain open for more than 8 hours, clue diligence Will be used in protecting the spoil pile to prevent drainage problems; e. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity; f. based upon soil conditions, the County Engineer or his representative may require pits be placed further from the edge of road. 10. Any installation within ten (10) feet of edge of pavement shall meet the following: a. location must be approved by the County Engineer or his representative b. backfilled with cement stabilized material. c, based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity. d. All excess water and mud shall be removed from the trench prior to backfilling. Any backfill placed during a rainy period or at other times whore excess water cannot be prevented from entering the trench will be considered TEMPORARY and shall be replaced with PERMANENT cement stabilized material as soon as weather permits; e. All disturbed base and pavement materials shall be removed and restored to the satisfaction of ilia County Engineer or his representatives. E No side or lateral tamping to fill voids under the base and pavement materials is allowed. 11. Company must be careful to not jeopardize the slope or integrity of the shoulder of the road. In file event Company damages the slope, shoulder or any other portion of the right -of -way, Company will be responsible for repairing the damage and replacing the right-of- -way to the condition it was prior to conluiencing construction. 12. Operation of construction and /or maintenance equipment on the traveled surface of any improved County toad will not be permitted, except in an instance whoreby the laying, construction, maintenance and /or repair of cables, conduits and /or pole lines cannot be accomplished by any other method and in this event all such equipment shall be of the rubber tire variety. Appropriate traffic control shall be provided meeting TMUTCD requirements. 13. ht the event said construction and /or maintenance and /or repair requires Company to remove, cut or jeopardize any section of the road (asphalt, content, road base, ate), Company will be required to provide a performance bond or letter of credit securing necessary repairs. Said bond amount will be determined by the County Engineer, 14. The applicant shall submit a letter of "No Objection" fiom the Army Corps of Engineers for all designated wetlands and environmentally sensitive lands. E. Emergency work 1, hl the event Company is required to perform emergency services, that requires excavation in n County Right of Way, and unablo to notify the County P,ngineer prior to conducting enlorgency repairs, Company shall notify County Engineer within 24 hours of beginning const'uction/repairs.'I'Inis will allow the County Engineer and Road & Bridge Off ce an opportunity to inspect the site to ensure the integrity of the County Right of Way and traffic safety controls used. I: Repnbs to erlsibrg facilities I. Maintenance and/or repair to existing cables, conduits, and /or pole lines which require disturbance of the soil, shall not be performed until plans describing such maintenance and /or repair have been approved by the County Engineer or designated representative and a permit has been obtained. G. Relocation of n almes: 1. When and if the County Euginecr determines that it is necessary for the construction, repair, i nnprovenront, alteration or relocation of all Or any portion of said road, any oral] poles, wires, pipes, cables or other facilities and appurtenances authorized hereunder, shall be removed from said read, or reset or relocated thereon, as required by the County Euginecr within a reasonable time as determined by the County Engineer and Utility Company, and at the expense of file Uti ' n an . _ Vol. H. High Pressure Pipe /Ines 1. All utility Permits for h igh pressure pipelines (generally 60 PSI or greater), whether pertaining to controlled access or non - controlled access installations, should contain tine following additional information in the description of the permit. - diameter -wall thickness - material specification - minimum yield strength - maximum operation pressure of the pipeline 2. With the exception of the maxiutunt operation pressure of the pipeline, this information is to be supplied for both the carrier pipe and the casing. 3. Assurance must also be given that the installation material and design meet fire minimum Federal Safety Standards for Liquid and Gas Pipe Lines, Assurance must be provided on company letterhead and signed by an authorized representative of the company. 4. Petroleum Pipelines; Depth Trio of Pipeline (below deepest ditch grade) Special Reauhenrents Encased Pipe Less than 10' Must be covered with concrete pad at least 36 "deep Encased Pipe Greater than 10' No concrete pad required Non -Cased Pipe Less than 101 Must be covered with concrete pad at least 48 "deep Non -Cased Pipe Greater than 10' No concrete pad requited The Concrete pad shall be mitritnum of 3" thick and width shall be pipe diameter. pins 18" ptirtimunn. S. Under no circumstances will a pipeline be installed parallel to a County Road within the Right -of- Way. Transmission lines have been determined to be petroleum pipelines (which includes natural gas lines) and shall not be parallel to a County Road, 6. Natural Gas Distribution is a line that serves the filial customer. I'' E S N fiat tlpga4i jAlJ,$# iq 11 YPE N All �fi 6i # i r isii�p_�tl4� 6{ i Af ° O o S � �� ♦ l��[Ytl.'sbY4�y�kp FF ��SJ ,: �feg� ° R}! l E §�E ��i3iT��liie��� §� !E_i if .ull!n�l• -IMIY - k- A16— A33 t i � �• +q InMY � E r'��3 JMlU•t aaa[[6��� � -e Jr5_tttlbg {9£oP§a RA YO _ x 8� fl [�3C�X b L '�s r E S N fiat tlpga4i jAlJ,$# iq 11 YPE N All �fi 6i # i r isii�p_�tl4� 6{ i Af ° O o S � �� ♦ l��[Ytl.'sbY4�y�kp FF ��SJ ,: �feg� ° R}! l E §�E ��i3iT��liie��� §� !E_i if .ull!n�l• -IMIY - k- A16— t � �• +q InMY � E r'��3 JMlU•t aaa[[6��� nxv nt .t g�Z y. O S•• s� N O N C d wo U N a g ,t I• .ml .at vin, t 1!q yjiKnl 1. i� 4 - nil k;i u.W�..wYiuu f. uia� ..�iL�[!.•'a��iq•!�KYt!�tV�19 N1. '.__ ...... ....... .... .. ...... ...........v n...,.+.v....ow ao n.xw ;n.nuuo VOL -L%7-. P9. / O w j O O � z 0 N O N D Y 0 3 Qo _pC � Z o & a °vs 5 U Y K O 3 BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT: Road & Bridge MEETING DATE: February 11, 2014 SUBJECT: Utility Permit — Bryan Texas Utilities (BTU) Consider and take action on the BTU utility permit to install sewer line within and along the south right of way of Mumford Road. Project will provide sewer service to Lake Bryan Park. Site is located in Precinct 4. SUBMITTED BY: J of Way Agent APPROVED BY: Irma Cauley -C� Commissioner Precinct 4 This request is P APPROVED / DENIED ❑ by Commissioners' Court Duane Peters, County Judge DATE: alit Aq Vol. mi TO: THE COUNTY ENGINEER OF BRAZOS COUNTY, TEXAS Comes now t,. P,4R,i TsxAs WI L. Y(65 (company nine], hereinafter referred to as "Company" a TEXA5 [stale] Corporation, with authority to transact business in Texas, acting by and through its duly authorized representative, and hereby petitions [lie County Engineer for the right to lay, construct, maintain, repair and /or operate equipment under, over, across and/or along certain County Roads as shown on drawings and diagrams attached hereto and said location described as follows: Fnetlity to Cross Road — N 1 A Road Name & Block Number Length of Crossin TYPE OF CONSTRUCTION CI IECK ONE Distance I uM D Bored Jacked Driven Cased mtt ,;A F It+ — Ta plt6t? OwuE2 SECTId.r O f S CH♦♦R.t.ES A•oD GE Z-rAAtJE D fritgA oR-D Facility to Parallel County Road Within RjghbOf-Wav Road Name and Block Number Fiom To Distance I uM D xUVNlQ .3 0 ACE"T O ot74 St DE mtt ,;A F It+ — Ta plt6t? OwuE2 SECTId.r O f S CH♦♦R.t.ES A•oD GE Z-rAAtJE D fritgA oR-D CONSTRUCTION TYPE tr u 3 Diameter 0-43 Wall T hickness High Pressure Underground Q Low Pressure Underground Pipeline (60 psi or greater Pipeline (60 psi operating Material Specification SGf:{. 40 F'4 C, operating pressure) pressure) Minimum Yield Strengtl�_� Maximum Operation Pressure `l3 i i The location and description of the proposed installation and appurtenances must be fully shown oil the attached detailed drawings. The Company shall commence actual constructionRvork in good thith within 60 days from the date of said permit and shall complete said construction /work within I 10 working days. (COMPANY MUST nLL iN). If such construction is not begun by the 600' day, Company will be required to apply for a new permit. Company declares that prior to filing this application, it has ascertained the location of all existing utilities, both aerial and underground, and the filing of this application is prima facie evidence that the proposed installation will not conflict with any existing utility. A copy of this permit shall be kept at the job site any time work is being performed. it is expressly stipulated that this Permit is a license for pennissive use only and that the placing of facilities upon public properly pursuant to this permit shall not operate to create or vest any property right in said holder. It is understood and agreed that the rights and privileges herein set out are granted only to the extent of the County's right, title and interest in the laud to be entered upon and used by the holder and the holder will at all times assume risk of and indemnify, defend and save harmless Brazos County from and against any and all loss, damages, cost or expense arising in any manner on account of the exercise or attempted exercise by said holder of the aforesaid rights and privileges. Any deviation from these specifications must be approved by Brazos County Engineer's Office or its designated representative. Vol. pg. Approval of County Engineer's Office may take as long as two weeks after complete application is received Applicant agrees to comply with all tales of the County Commissioners and the County Engineer in construction of said installation attached hereto as BRAZOS COUNTY DESIGN STANDARDS AND SAFETY PRECAUTION REQUIREMENTS FOR WORK CONDUCTED IN BRAZOS COUNTY RiGHTS OF WAY and incorporated herein for reference. in rife event Company falls to obtain a pernnh prior to the installation or does not install utilities In compliance ivith histaltallort requiretnems set forth herein (I.& depth, location, etc), Company assumes all financial respors ;bility for damages and/or destruction of tines, cables, e(c. based upon lis fallure to comply with Brazos County requirements. Applicant agrees that !f Brazos County demonstrates a violation of the terns of this policy, Applicant stipulates that requisites for htjuncrtve relief exist and that Brazos County is entitied to relief enjoining any conduct by applicant Which Is contrary to the policies. This perch is a revocable pertnli Brazos County reserves the right to revoke this permit at any Bnne, in tire sole discretion of Brazos County, for interests ofpublic heithir, safety or welfare, or for jailare to repair any detnmges upon demand, or far any other reason deemed strelclent by Brazos County. In the event Company fails to comply with any or nil of the requirements as serforth herein, the County mop rake such action as it eteems appropriate to compel compliance. The'Corinty Enghteer father retabrs the right to revoke this Permit by verbal nol(ricattom to the Appltcant/Cwapany. Failure to obtain this permit and/or itoNfy lite County Engineer's Office within 24 hours of beginning construction shall constitute grounds for Job shutdown. By signing below, I certify that f am authorized to represent the Company listed below, and that the Company agrees to the conditionstprovisions included in this permit. d05 E. as' )T. Address BlZ4A —x 1-7 8o3 City State Zip 119 -$a► -51153 Phone Number awoad b -Intl i i Le .coo Email: Vol. pg. %�� PIPELINE UTILITY APPROVAL Brazos County offers no objection to the proposed location of the utility in the County right of way as shown by accompanying drawings and notice dated 1a2' 05' c rot i except as noted below: (Month/Day/Year) EXCEPTIONS: Br z County Engineer Ev.7Z-y'- Pg. 40 lv Ntmmd96baF - �! i' �o c 6910N lYN3N399 NYId 3116 �lYtl3A0 KW119 U, twl[svx31'NYabR t1Mt ^KW �pY�Yi� y 4 TYNONiMVIq KWIIY'NI w CMtl31 LLtl3dNl1 COGL _YMFO a�li,.n CiiME w j E S E NM 9DWdM N 1M'NfW163tl lsnI a� wisvN Y a a a a s s a a a o e a c a a 9 Be u Q as G Y p F[d pa ofoq ► , ill ■p�. ' EE i Bi 89i 1 1} 1 4E o R R R ,it'll 11 i 1 i IF! &� 6 n I s liltY CONTINUES I v Ax O _ $ �a s I� T gyp. 9 1 I ON >o 8 s a I I f I I I I II Lvn vCIV CIV V1IV CLRINV I SSIOE ICEHOUSE RESTAUR T NEW FORCEMRIN ofac oeraaeR 1, ml] e `�, ]FOO fINFEAMFR 8050 01551]]5Y •vryTTBf v i2n ORMMNOILLVK: •. � -"- FAVRN, i0U81 M]I SOSN].8811 - _ ' `�::�✓'� w.v.MMn.m ST/vT10N B3E50103vCO INCHES Cf LEFIGTH Si full3LHE MMl - ['i9 _ rwr.wn.sa��r.mn n�oa..� wane��nv. 9 I I I� Ell p 9 Oi r 2C 2� r5� 1 R € I �a I- A B I l Hp BELOW C10 R R tR G 6 �Qp� 4� I IrQ ggegg t I 1 Pa. /3 7 - u 1 1 of w I f4 Isl l r w I f4 Isl l r Y,M1[NI ..,... ' w-•^ 9'y�• • ._ � :� fmsa3" nnf lYM{?WllOs3 m Q. zwpuuaNKNiugel'lnf ppf(sl -MO UNO11V18 NMVnWl 3NVM OWMYIq sM'[zs'M MUMAf'MY mc-119.1. OWtl YillVifNld RSt NIVW37LO�M3N yN nvis3tl3SilON3O130183NV1 YNiXOW [sR'i tl9sO1lp �3IY0 a•• 7NI1133NI`]N3 N3G'dOl CONTINP BELOW 9 GC NES ON N C12 d� �g a oil 1 � e I I I Q I I p cal 3 p I i E I� OLO 33NS NO �l�Jl1N00 NO 3n00tl 5 1N OO ABOVE . 6 n 3� c, 0I O I xev�e»wrrnE 9NV NM)EAMERRDM T0.5iE.)Sv ...Nre..orw Q yid U SIDE ICEHOUSE RESTAURANT NEW FORCE"N MYE F N STgi N1])WO- )S]ESC CON ES ON I S C11 §I I i I � I I � II '$3 8I I � I s If T. 7;2 dY A I I �9I F � 1' I �I I I L I 1� I T. 7;2 n IT ye lie E` e� 1 @ Q� �� L--® j Zl0 3�HS � 1 NO S a 3W _L s Vol. /— Pg. i� i SIN m W! jai rbi bj d [ 9 `0 - '•'•^b na- — •u•"•• �"''� i.°"mw �^"H 3��'y�' 'qjs ;. . "�.~'�j �,,�;�„e Lv 1HYH3163NUM P�F— o o � sXrvt3a xvyMVx° ,M34[s s[ss » <R .w.rsn31'xvAMe +tsreee awua3w�`xwij �, SM.w M'NMTRYLwen \:3U [�W'r x3wr.'v �31w NIbW3�tl0l M3N ,,,,,„„, 3 b� ir+wmlYatl ssnoNa�i aais3Hn .&i' :yy3mM 1l3rOy1 17 N 1 it 3 3 N M N 3 pp 0 yy gy� i I�' E 6 00 p R F Fizc ' gpy qd i >�� a'3� 1 .J �� § •il e I � S 5 i° ul oil` dp Rim JIM, q ' ••60[aXX 1 'rx,, 5 ... f ••R ea•aa 8 , e3e 3Y. Y Y f� bf bilR 3 ap Z bypz a. a _�aP }rr3 VAN y Ht as a$ -SPE �I O=-H p S gg g § `- i 1 vi a€ ����� �� Hit � �� b�3 ap _ u9ly p l•N. . -�.�. , TIC _ -. � —.f BRAZOS COUNTY ROADWAY SAFETY AND ROAD PRESERVATION STANDARDS FOR WORK CONDUCTED IN BRAZOS COUNTY RIGHTS OF WAY A. General Requirements 1. Adequate drainage shall be maintained in ditches at all times. 2. Permittee will use best management practices ( "BMP ") (EPA and TCEQ both provide lists of examples of BMPs) to minimize erosion and sedimentation resulting front the proposed installation. 3. The permittee shall take precautions to avoid damage to property. All County Right of Way and property shall be restored to its original condition, as far as practical, in the opinion of the County Engineer or appointed representative. 4, 'Fite construction and maintenance of such utility shall not interfere with the property or rights of a prior occupant, 5. Permittee shall not interfere with other utilities located in the right of way. In the event damages occur, permittee will be liable to the County or other utilities running through the right of way. 6. County Engineer shall determine whether or not permittee's plans shall inconvenience the public. If it is determined that inconvenience to the public exists, then the County Engineer will decide whether such project will be allowed or if an alternative exists so as not to inconvenience the public. B. Safety Requirements 1. Proper traffic control measures must be put in place prior to beginning work and remain in place during the duration of the job. All traffic control measures must follow the Texas Manual of Uniform Traffic Control Devices (TMUTCD). See Traffic Control Requirements below. 2. During construction, all safety regulations of the Texas Department of Transpottatimt shall be observed. 3. Permittee must take such precautions and measures, including placing and displaying safety devices, as may be necessary, in order to safely conduct the public through the project area. Company shall provide flagmen, signs, signals or devices necessary to provide complete safety to the public. 4. Adequate provisions must be made to cause minimum inconveniences to traffic and adjacent property owners. 5. No cable, conduit and/or pole line shall be laid, constructed, maintained and /or repaired so as to constitute a danger or hazard of any kind to persons or vehicles using such road. Any poles placed in the Right of Way for future installation shall be placed at the back of the Right of Way. Exceptions may be approved by the County Engineer. C. Traffic Control Plan I. A traffic control plan, pursuant to the TMUTCD or Engineered Traffic Control Plan must be provided for the following: a. Any construction (i.e. pit, excavation, hole) left open over night, requires specific nghttime traffic control measures pursuant to the TMUTCD; b. If construction is within ten (10) feet of the roadway; or c. Any work performed in the road right -of -way; 2. Plan must be attached to the permit and kept at the job site any time work is being performed. 3. Plat must set forth the time of completion for the job. vol. / 77 P9. / I,- D. Design Slandar(Is 1. All overhead installations shall conform to clearance standards of the Texas Department of Transportation and the pole be placed in the designated area for power specified as set forth in the Texas Utilities Code, Section 181.045, 2. All pole installation (including lighting) shall be placed at the backside of the Right of Way to ensure safety to the public. Any pole placed in violation of this requirement will be required to be moved to the appropriate location at the company's expense. Exceptions may be approved by the County Engineer. All underground installations shall (these are minimum depths— utility may place deeper): a. be placed at a minimum depth of forty -eight (48) inches below the top of the pavement; b. be at least thirty-six (36) incites below ditch flow line when installation is within the area measured from top of bank to top of bank; c. be at least forty -eight (48) inches below ditch flow line if low pressure gas or petroleum lines. For high pressure gas and petroleum lines, see High Pressure Pipelines requirements listed below; d. not be closer than ten (10) feet from the edge of pavement. Exceptions may apply in rights of way of less than 60'. 4. Water Lines: All water lines must be a minimum 36- inches below the ditch Flow line and eased. Waterlines shall be cased if crossing under the roadway. 5. Utilities in all new developments that have 60 feet or greater of right of way shall be installed within designated locations based upon the type of utility. The locations shall be as follows: (measured from back of right -of -way). Power — 0.2 feet, nominally P Phone -2 -4 feet, nominally 3' Gas -4 -6 feet, nominally 5' Cable -6 -8 feet, nominally 7' 6. Utilities with less than 60 feet right -of -way in all new developments shall install the utility in a similar manner as referenced in No. 3 above, however, the County Engineer or its designated representative will provide final approval of each utility location. 7. The length of any trench to be opened in advance of the pipe, conduit or ducts may not be longer than 400' if left open over night or unattended. 8. Crossings under a county road shall: a. be bored or jacked, ABSOLUTELY NO OPEN CUTS WITHIN COUNTY ROAD PAVEMENT; b, be pressure grouted for the full length of the crossing tf the annular space between pipe and casing and soil exceeds one (1) inch. Brazos County must be given 24 hours notice of pressure grouting operations and have the opportunity to have an inspector on site to observe pressure grouting operations; C, TxDOT Standard Specification Item 476 shall be followed for all boring, jacking, tunneling and joints. 9. Bore Pits a. no pits shall remain open longer than 2 days; b, all pits shall have proper traffic control measures in place. See Traffic Control Plan listed above, C. pits shall NOT be located within ten (10) feet from the edge of pavement without prior approval from the County Engineer or his representative; d, when pits are to remain open for more than 8 hours, due diligence will be used in protecting the spoil pile to prevent drainage problems; e. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity; F, based upon soil conditions, the County Engineer or his representative may require pits be placed further from the edge of road. Vol. 10. Any installation within ten (10) feet of edge of pavement shall meet the following: a. location must be approved by the County Engineer or his representative b. backfilled with cement stabilized material. C. based upon soil conditions, the County Engineer or his representative may require shoring to protect pavement integrity. d. All excess water and mud shall be removed from the trench prior to backfilling. Any backfill placed during a rainy period or at other times where excess water cannot be prevented from entering the wench will be considered TEMPORARY and shall be replaced with PERMANENT cement stabilized material as soon as weather pemtits; e. All disturbed base and pavement materials shall be removed and restored to the satisfaction of the County Engineer or his representatives. f. No side or lateral tamping to fill voids under the base and pavement materials is allowed. 11. Company must be careful to not jeopardize the slope or integrity of the shoulder of the road. In the event Company damages the slope, shoulder or any other portion of the right -of -way, Company will be responsible for repairing the damage and replacing the right -of -way to the condition it was prior to commencing construction. 12. Operation of construction and/or maintenance equipment on the traveled surface of any improved County road will not be permitted, except in an instance whereby the laying, construction, maintenance and/or repair of cables, conduits and/or pole lines cannot be accomplished by any other method and in this event all such equipment shell be of the robber tire variety. Appropriate traffic control shall be provided meeting TMUTCD requirements. 13. In the event said construction and /or maintenance and /or repair requires Company to remove, cut or jeopardize any section of the road (asphalt, cement, road base, etc), Company will be required to provide a performance bond or letter of credit securing necessary repairs. Said bond amount will be determined by the County Engineer, 14. The applicant shall submit a letter of "No Objection" froth the Army Corps of Engineers for all designated wetlands and environmentally sensitive lands. E. Entergency work 1. In the event Company is required to perform emergency services, that requires excavation in a County Right of Way, and unable to notify the County Engineer prior to conducting emergency repairs, Company shall notify County Engineer within 24 hours of beginning construction/repairs. This will allow the County Engineer's Office an opportunity to inspect the site to ensure the integrity of the County Right of Way and traffic safety controls used. F. Repairs to esislingf rcilitles I. Maintenance and/or repair to existing cables, conduits, and /or pole lines which require disturbance of the soil, shall not be performed until plans describing such maintenance and/or repair have been approved by the County Engineer or its designated representative and a permit has been obtained. G. Relocation of ntllitles. 1. Wlten and if the County Engineer determines that it is necessary for the construction, repair, improvement, alteration or relocation of all or any potion of said road, any or all poles, wires, pipes, cables or other facilities and appurtenances authorized hereunder, shall be removed from said road, or reset or relocated thereon, as required by the County Engineer within a reasonable time as determined by the County Engineer and Utility Company, and at the expense of the Utility Company. F(A. �,. Pg.. !z N. High Pressure Pipelines 1. All utility Pernik for high pressure pipelines (generally 60 PSI or greater), whether pertaining to controlled access or non- controlled access installations, should contain the following additional information in the description of the permit. - diameter -wall thickness - material specification - minimum yield strength - maximum operation pressure of the pipeline Z. With the exception of the maximum operation pressure of the pipeline, this information is to be supplied for both the carrier pipe and the casing. 3. Assurance must also be given that the installation material and design meet the minimum Federal Safety Standards for Liquid and Gas Pipe Lines. Assurance must be provided on company letterhead and signed by an authorized representative of the company. 4. Petroleum Pipelines: Depth Type of Pipeline (below deepest ditch tirade) Special Reaulrements Encased Pipe Less than 10' Must be covered with concrete pad at least 36 "deep Encased Pipe Greater than 10' No concrete pad required Non -Cased Pipe Less than 10' Must be covered with concrete pad at least 48" deep Non -Cased Pipe Greater than 10' No concrete pad required The Concrete pad shall be minimum of 3" thick and width shall be pipe diameter plus 18" minimum. 5. Under no circumstances will a pipeline be installed parallel to a County Road within the Right -of- Way. Transmission lines have been determined to be petroleum pipelines (which includes natural gas lines) and shall not be parallel to a County Road, 6. Natural Gas Distribution is a line that serves the final customer. Vol. Pg. /sly' BRAZOS COUNTY, TEXAS BUDGET AMENDMENT(S) FOR THE 2013 -2014 BUDGET YEAR NO. 13/14 18.1 -18.5 On this the 11 th day offebruary 2014 at a regular meeting of the Commissioners' Court, the following members were present: A. Duane Peters, County Judge, Presiding B. Lloyd Wassermann, Commissioner, Precinct 1 C. Sammy Catalena, 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 11th day of February 2014 the Court heard and approved a budget amendment for the 2013 -2014 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 10 September 2013, the following amendment(s) to the original budget are hereby authorized, as described on the attached page(s). ADOPTED AND APPROVED this the 11th day of February 2014, THE COMMISSIONERS COURT OF BRAZOS COUNTY, TEXAS. By. Duane Peters, County ge Original: County Clerk's Office and Attached to the original budget Copies: County Auditor County Treasurer County Budget Officer Commissioners' Court Minutes vPg. -zy2- BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 13/14 - 18.1 2/11/2014 FUND DIV ACCT PROD DR/CR ACCOUNT NAME Increase Decrease 4500 63000500 80286000 1 CR I Equipment - Other' 219.00 4500 63000500 67281000 DR Equipment - Electronic 219.00 Ca ital Im rovement Funds Reallocation of funds to cover the shipping cost for 52 Eslates in the amount of $219. This project was approved during the FY 14 Capital Improvement Projects in the amount of $166,452.00. The final invoice was in the amount of $166,671.00, $219 over the approved amount by Commissioners Court. Fol. —LT-/-- Pg- -7Lq-8, BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 18114.18.2 of funds to the correct account. The Vidmic's that were purchased for Constable Pct. #2 did not meet the requirement to be a BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 13114 -18.3 211112014 FUND DIV ACCT PROJ DRICR ACCOUNT NAME Increase Decrease 3000 312100 51751 100 CR St. Supplement - T11D - Detention 887.92 3000 312100 53200000 CR Retirement 115.87 3000 312100 53100000 CR Social Security 67.93 3000 312100 53800000 CR Workers Comp 3.72 3000 91300000 DR Transfer to General Fund 1,075.44 0100 49029000 CR Transfer from Grant Fund 1075.44 0100 3/000200 51751100 DR St. Supplement - T17D - Detention 887.92 0100 1 31000200 53200000 DR Retirement 115.87 0100 31000200 53100000 DR Social Security 67.93 0100 31000200 53800000 DR Workers Camp 3.72 TJJD - State Aid and Juvenile Services - Detention Reallocation of funds to cover sec nary a for em to ee #1 1695. LIL9 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 13114 - 18.4 Vol. l %J P9` BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 1114 - 18.5 2/1112014 FUND DIV ACCT PROJ DR1CR ACCOUNT NAME Increase Decrease 1800 47010000 CR Reserve Fund Balance 146.98 1800 30000100 61151100 DR LEOSE Constable Pct. l 12.00 1800 30000100 61151200 DR LEOSE Constable Pct. 2 59.07 1800 30000100 61151300 DR LEOSE Constable Pct 3 34.36 1800 30000100 61151400 DR LEOSE Constable Pct. 4 7.36 1800 30000100 61151800 DR LEOSE County Attorney 34.19 Law Enforcement Officers Standards and Education (LEOSE) To modify the original budget of LEOSE fund to reflect the true balance of the related law enforcement departments. The State stopped disbursement of LEOSE funding to the County stmin from fiscal year 2012. P9. L.2 PERSONNEL CHANGE OF STATUS REQUESTS Commissioner Court Date: February 11, 2014 Department Submitting Information: Human Resources Purpose of Submissions: Consider and Take Action on Change Requests Department Submitting Employee Request Action Requested Request(s) Applies To Expo Powers, Rexanna E. New Hire Juvenile Ellis, Jeremy Resignation Ramos, Edgar State Stipend Road & Bridge Moehlman, Marshall New Hire S.O. Jail Canterberry, Marshall Resignation Approved in Commissioners' Court: February 11,404A: County Judge's or Commissioner's Signature:. (This Copy to be attached to minutes _ r,=, . Pg. /5 j 61 TIER 1- PARTIAL EXEMPTION RACIAL PROFILING REPORT Agency Name: Reporting Date: TCOLE Agency Number: Chief Administrator: BRAZOS CO. CONST. PCT. 4 01/28/2014 041104 ISAAC BUTLER JR Agency Contact Phone: 9793614266 Information: Email: ib utl braaoscoun x.gov N4ailing Address: BRAZOS CO. CONST. PCT. 4 206 N. Washington Avenue Bryan, TX 77803 C LED Duane Peters Date County Judge This Agency claims partial racial profiling report exemption because: Our vehicles that conduct motor vehicle stops are equipped with video and audio equipment and we maintain videos for 90 days. Certification to This Report 2.132 (Tier 1) — Partial Exemption Article 2.132(b) CCP Law Enforcement Policy on Racial Profiling BRAZOS CO. CONST. PCT. 4 has adopted a detailed written policy on racial profiling. Our policy: (1) clearly defines acts constituting racial profiling; (2) strictly prohibits peace officers employed by the BRAZOS CO. CONST. PCT. 4 from engaging in racial profiling, (3) implements a process by which an individual may file a complaint with the BRAZOS CO. CONST. PCT. 4 if the individual believes that a peace officer employed by the BRAZOS CO. CONST. PCT. 4 has engaged in racial profiling with respect to the individual; (4) provides public education relating to the agency's complaint process; (5) requires appropriate corrective action to be taken against a peace officer employed by the BRAZOS CO. CONST. PCT. 4 who, after an investigation, is shown to have engaged in racial profiling in violation of the BRAZOS CO. CONST. PCT. 4's policy adopted under this article; (6) require collection of information relating to motor vehicle stops in which a citation is issued and to arrests made as a result of those stops, including information relating to: (A) the race or ethnicity of the individual detained; (B) wbether a search was conducted and, if so, whether the individual detained consented to the search; and Page 1 of 3 pages submitted electronically to the The Texas Commission on Law Enforcement vol. �% Gi3. —7 (C) whether the peace officer knew the race or ethnicity of the individual detained before detaining that individual; and (7) require the chief administrator of the agency, regardless of whether the administrator is elected, employed, or appointed, to submit an annual report of the information collected under Subdivision (6) to: (A) the Commission on Law Enforcement; and (B) the governing body of each county or municipality served by the agency, if the agency is an agency of a county, municipality, or other political subdivision of the state. I certify these policies are In effect. Executed by: LS"CBUTl-F2JA Chief Administrator 13RAZOS CO. CONST. PCT. 4 Date: 01/38/2014 Page 2 of 3 pages submitted electronically to the The Texas Commission on Law Enforcement Vol. i BRAZOS CO. CONST. PCT. 41%fotor Vehicle Racial Profiling Information Number of motor vehicle stops: 1. 529 citation only 2. 1 arrest only 3. 6 both Race or Ethnicity: 5 54 African 6. 13 Asian 7. 353 Caucasian 8. 101 Hispanic 9. 11 Middle Eastem 10. 4 Native American 4. 536 Total (4; 11, 14 and 17 must be equal) H. 536 Total (tines 4; 11, 14 and 17 must be equal) Race or Ethnicity known prior to stop? 12. 0 Yes U. 536 No 14. 536 Total (lines 4, 11, 14 and 17 must be equal) Search conducted? 15. 1 Yes 16. 535 No Was search consented? 18. 1 Yes 19.0 No 17. 536 Total (lines 4, 11, 14 and 17 must be equal) 20. 1 Total (must equal line 15) Page 3 of 3 pages submitted electronically to the The Texas Commission on Law Enforcement Vol. .Pg, /� Covershcet BRAZOS COUNTY BRYAN,TEXAS rS Print Page I of 1 {may DEPARTMENT: Purchasing CO"Y JU* DATE OF COURT 2/11/2014 MEETING: ITEM: Acknowledgement of account setups for credit card payments through J.P. Morgan Chase. TO: Commissioners Court FROM: Leslie Contreras DATE: 02/06/2014 FISCAL IMPACT: No SOURCE OF FUNDS: NOTES /EXCEPTIONS: ACTION REQUESTED OR Acknowledgment of account setups for credit card payments ALTERNATIVES: through JP. Morgan Chase. ATTACHMENTS: Name: Description: Type: D Accounts set Up-do cx Account Setup Forth Backup Material Vol. / ,� Pg. 1 Document Checklist I JPMORGAN CHASE BANK, N.A. 03 October 2013 BRAZOS COUNTY TEXAS 300 E. 26th, Suite 313 Bryan TX, TX 778030000 USA Thank you for choosing JPMorgan Chase for your banking needs. The following page(s) list the documents contained in this package that pertain to the products and /or services you have requested, with instructions for each document. In striving to deliver best -in -class service, we encourage you to complete and return any of the attached documentation requiring signature within 5 business days from the day you receive this package. Please let us know if there is any way we can assist you. We understand that on occasion this timeline cannot be met due to other priorities, the complexity of requirements, and/or the availability of authorized signatories. In such cases we kindly ask that you advise us when we can anticipate receipt of the documentation or if there is any additional support we can provide. Timely receipt of the documents enables us to better complete your request in the desired timeframe. For your protection, where documents in this package are being sent as e-mail attachments and have been pre - filled, the account and /or SSN/TIN number has been truncated to the last 4 digits, or the documents have been encrypted and may require a password to open. We at JPMorgan Chase are fully committed to meeting your banking needs. We are happy to answer any questions you may have regarding the attached documents. If you need assistance, please do not hesitate to call. Kind regards, Trey Lane 713- 216 -1848 trey. lane@jpmorgan.com 712 Main Street Houston, TX 770023201 PN: 819834 �/a. Page 1 of PN: 819834 DOC 10: 0 "" - -' -" Page 2 of 49 Pg. Document Name ID : Instructions Global Account Terms 1 For reference only Consolidated Service Terms for Commercial Bank and Dealer Commercial Services 2 For reference only Certificate Regarding Accounts- CRA 3 Complete, Sign and Return. Lj Global Account Terms - US Addendum For reference only L3 i Certificate of Incumbency 5 Com late, Sign and Return. CB Business Signature Card Complete, Sign and Return PN: 819834 DOC 10: 0 "" - -' -" Page 2 of 49 Pg. Account Terms I IV ON I V1.3052413 INTRODUCTION This document (the 'Account Terms "). contains the general terms, conditions and other disclosures for the accounts and services selected by the Customer and constitutes an agreement between the Bank and the Customer. References to "the Bank ", when used in the Account Terms, shall mean JPMorgan Chase Bank, N.A., and any of its affiliates or subsidiaries. References to the "Customer' in the Account Terms mean the governmental, nonprofit, or business entity to,which the Bank, as an independent contractor, provides accounts and services. All accounts subject to the Account Terms are, regardless of their location, referred to in this document as "Accounts ". The Account Terms may be supplemented or amended by existing or future agreements, terms, conditions and notices, including, but not limited to any terms contained in an account application, country addendum, signature card or similar document for an Account or arrangements regarding specific types of Accounts or services ( 'Services') offered by the Bank, as described herein or which by their terms ( "Service Terms') are subject to the Account Terns. By signing the signature card, account application or similar document or by using or continuing to use any of the Accounts or Services, the Customer agrees to the Account Terns and such supplements, amendments, agreements, terms, conditions, notices or Service Terms, as applicable. The Accounts established with the Bank are subject to the Account Terms and relevant Account documentation, which shall Include jurisdiction specific provisions set forth in an account application or country- specific addendum for the jurisdiction In which the Accounts are held (collectively, "Account Documentation "), The Customer shall not transfer any of its rights and obligations in an Account or with respect to a Service, or create any form of security interest over such rights and obligations in an Aceount, without the prior written consent of the Bank. The Account Terms or Service Terms may vary applicable law or regulation to the maximum extent permitted under any such law or regulation. Any provision of applicable law or regulation that cannot be varied shall supersede any conflicting tens of the Account Terms or Service Terms. 1. Authorized Persons 1.1 The Bank is authorized to rely upon any document that indicates the person authorized to act on behalf of the Customer (Authorized Person ") with respect to the Accounts and Services, until the authority for such Authorized Person is withdrawn by the Customer upon written notice to the Bank, and the Bank has had a reasonable opportunity to act on the termination instruction. The Customer will provide specimen signatures of such Authorized Person to the Bank in the manner requested by the Bank. 1.2 Each Authorized Person, subject to any written limitation provided by the Customer and received and accepted by the Bank, is authorized on behalf of the Customer to: open, operate and close Accounts; overdraw Accounts as permitted by the Bank; appoint and remove Authorized Persons; execute or otherwise agree to any forth of agreement relating to the Accounts or Services, including, without limitation, Account Documentation; execute guarantees, indemnities or other undertakings to the Bank in relation to guarantees, letters of credit of other financial transactions, or in relation to missing documents; draw, accept, endorse or discount checks, drafts, bills of exchange, notes and other financial instruments ( "Items "); receive materials related to security procedures; and give instructions ("Instructions), including, without limitation, requests and payment orders, by means other than the signing of an Item, with respect to any Account transaction. Without limitation, such Instructions may be given singly or otherwise regarding: (1) the payment, transfer or withdrawal of funds by wire, computer or other electronic means, or otherwise; (ii) money, credits, items or property at any time held by the Bank for account of the Customer; or (iii) any other transaction of the Customer with the Bank. 11 If the Customer provides the Bank with facsimile signature specimens, or if the Customer issues Items with a facsimile signature on one or more occasions, the Bank is authorized to pay Items signed by facsimile signature (including, but not limited to, computer generated signatures) if the actual or purported facsimile signature, regardless of how or by whom affixed, resembles the specimens filed with the Bank by the Customer, or resembles a specimen facsimile signature otherwise employed for the Customer's benefit. 1.4 The Customer represents that, prior to submitting any document or information, including through any electronic transmission, which designates the persons authorized to act on the Customer's behalf, including as a user of the Bank's electronic access systems, the Customer shall obtain from each individual referred to in such document all necessary consents to enable the Bank to process the data set out therein for the purposes of providing the Service. 2. Instructions; Security Procedures 2.1 The Bank and the Customer may from time to time agree upon a security procedure to be followed by the Customer upon the issuance of an Instruction and /or by the Bank upon the receipt of an Instruction, so as to enable the Bank to verify that such Instruction is effective as that of the Customer. A security procedure may require the use of algorithms or other codes, identifying words or numbers, encryption, call back procedures or similar security devices. It is understood that such security procedure is designed to verify the authenticity of, and not to detect errors in, Instructions. The Customer agrees to safeguard such security procedure and to make it available only to persons duly authorized. Any Instruction, the authenticity of which has been verified through such security procedure, shall be effective as that of the Customer, whether or not authorized. An authenticated SWIFT or host -to -host (secure communications channel for data transfer) message Issued to the Bank in the name of the Customer shall be deemed to have been given by an Authorized Person. The Customer shall be bound by and adhere to the security procedures for use of the Service advised to It in writing or electronically by the Bank, as may be revised from time to time upon notice to the Customer. PN: 819834 DOC ID: 1 PA. Page 3 of 49 va. ® /� o I RRIN111 2.2 If the Customer, other than with respect to security procedures, chooses to confirm an Instruction, any confirmation must be clearly marked as such, and, if there is any discrepancy between an Instruction and a confirmation, the terms of the Instruction shall prevail. Subject to Section 5.6, the Bank may, at its option, use any means to confirm or clarify any request or Instruction, even if any agreed security procedure appears to have been followed. The Bank is not obligated to confine any Instructions. If the Bank is not satisfied with any confirmation or clarification, it may decline to honor the Instruction. 2.3 This Section 2.3 shall govem arrangements where the Customer authorizes the Bank to allow a third party (a "Third Party ") to access and provide Instructions against an Account, including, without limitation, to initiate payments and transfers against an Account. The Customer may request that the Bank provide access to an Account to a Third Party by submitting an access request in a form acceptable to the Bank (an 'Access Request "). (a) The Customer confirms that the Third Party, as set forth in the Access Request, is authorized by the Customer to issue Instructions to the Bank and to access and receive balance and transaction information (Including without limitation account statements, information reporting and transaction advioes) in relation to an Account via any method of communication, including but not limited to the Bank's electronic channels, facsimile transmission, in writing, by telephone and SWIFT (each a'Delivery Method "). (b) Subject to the Third Party's completion of appropriate documentation (as may be required by the Bank), the Third Party may Issue Instructions and access the Account as contemplated hereunder. The Bank is authorized to act upon any Instruction that it receives from the Third Party on behalf of the Customer, regardless of the identity of the individual transmitting the Instruction and without any further authority from or reference to the Customer, provided that the Instruction is verified pursuant to the agreed upon security procedures, and notwithstanding that the Instruction may result in an overdraft of an Account. The Customer acknowledges that the Bank is authorized to act upon any Instructions purported to be given by any signatory of the Third Party who has been nominated by the Third Party in a forth acceptable to the Bank, and such signatory of the Third Party shall be deemed an Authorized Person with respect to the provisions of these Account Terns relating to the use of Accounts and the giving of Instructions with respect to the Accounts. The Bank is authorized to act upon any Instructions received via any of the SWIFT BIC codes specified in an Access Request whether or not such SWIFT SIC codes are associated with the Customer or the Third Party. (c) Instructions given by the Third Party with respect to an Account pursuant to the terms of this Section 2.3 shall be deemed to be Instructions or communications given on behalf of the Customer for all purposes of these Account Terms. (d) The Customer may revoke an Access Request at any time by giving the Bank written notice of such revocation. The notice of revocation shall be sent to the address of the Bank officer or service representative managing the Account or to any other address notified by the Bank to the Customer from time to time. The Bank shall have a reasonable time t0 act on any notice received. 3. Deposits. 3.1 All Items deposited or cashed are received for collection only, and are received subject to final payment. The Bank may agree with other banks and clearing houses to vary procedures regarding the collection or return of Items, and deadlines to the extent permitted by applicable law or practice. The Bank chooses the method of collecting Items and may use other banks in the process. The Bank will present Items in accordance with the custom and practice of the jurisdiction in which the Items are collected. The Bank is not responsible for actions taken by other banks. nor for the loss or destruction of any Item in the possession of other banks or in transit. The Customer agrees to use reasonable efforts to assist the Bank in locating or obtaining replacements of Items lost while in the Bank's possession. 3.2 Credits and deposits to an Account will be available in accordance with the Bank's availability policy and in accordance with applicable laws. If the Bank credits an Account: (i) in contemplation of receiving funds for the Customers credit and those funds are not actually received by the Bank, or (ii) In reliance on a transaction which is subsequently returned, reversed, set aside or revoked, or if the Bank does not receive funds for the Customers credit for value an the date advised by or on behalf of the Customer, or if final settlement Is not received by the Bank for any reason, then the Bank shall be entitled to debit any Account of the Customer with the amount previously credited and/or with any other charges incurred, even If doing so creates or increases an overdraft. 3.3 If an Item is processed by the Bank on a collection basis, the Bank may defer credit or payment for a reasonable time, in accordance with its practices, without dishonor; and the Bank shall not be obligated thereon until it has remitted final payment. 4. Payment of Items. 41 The Bank Is authorized to pay any Item drawn on the Account. in accordance with the Bank's usual procedures, including, without limitation, any item that purports to be a substitute check. The Bank is authorized to debit the Account on which the Item is drawn on the day the Item is presented, certified or accepted, or at such earlier time that the Bank receives notice by electronic or other means that an Item drawn on an Account has been deposited for collection. The Bank may determine Account balances in order to decide whether to dishonor an Item for insufficient funds at any time between receiving such presentment or notice and the time of the return of the Item, and need make no more than one such determination. 4.2 The Bank is authorized to pay all Items presented to it or cashed at the Bank, regardless of amount and without inquiry as to the circumstances of issue, negotiation or endorsement or as to the disposition of proceeds, even if drawn, endorsed or payable to cash, bearer or the order of the signer or any Authorized Person or to a lender in payment of that individual's obligations. PN: 819834 DOC ID: 1 va" / r / Page 4 of 49 Pg. /� M 4.3 The Customer shall immediately notify the Bank if it becomes aware that any Items (whether completed or blank) are lost or stolen. The Customer shall not use its Account to allow any third party to issue checks or otherwise use the Account unless specifically agreed to In writing by the Bank. The Customer shall not Issue Items that are post - dated, and the Bank shall not be liable for any damages caused by premature payment or certification of a post -dated Item. Further, the Customer shall not put any condition, restriction or legend on any Item, and the Bank is not required to comply with any such condition, restriction or legend. 4.4 The Bank may process any Item by electronic means. All Items the Customer draws against any Account must comply with the Bank's check specifications and image standards, published from time to time, and industry standards. The Bank shall nut be liable for damages or losses due to any delay or failure in procuring, collecting or paying Items not conforming to such specifications or standards, except to the extent such losses or damages are the direct result of the Bank's gross negligence or willful misconduct. 5. Funds Transfer Instructions 5.1 The Customer may issue funds transfer Instructions against Accounts, subject to the Bank's acceptance. Funds transfer Instructions will be received, processed and transmitted only on the Bank's funds transfer business days, and within the Bank's established cut -off hours on such days. Communications requesting cancellation or amendment of payment orders must be received at a time and in a manner affording the Bank a reasonable opportunity to act on the communication. The Customer may reverse, amend, cancel or revoke any Instructions only with the consent of the Bank and the beneficiary's bank. The Bank will debit the Account for the amount of each funds transfer Instruction accepted by the Bank, and the Customer authorizes the Bank to debit the Account for all fees associated with any funds transfer Instruction, including debit and credit processing charges, or to otherwise deduct such fees from the amount of the payment order. In processing the funds transfer, other banks may deduct fees from the payment order issued to them. No restrictions upon the acceptance of funds transfer Instructions by the Bank or upon the Accounts that the Bank may debit shall be binding unless agreed to by the Bank in writing. The Bank shall not be required to inquire into the circumstances of any transaction. 5.2 Notwithstanding any Instructions by the Customer to the contrary, the Bank reserves the right to use any funds transfer system and any intermediary bank in the execution of any funds transfer Instruction and may otherwise use any means of executing the funds transfer Instruction which the Bank deems reasonable in the circumstances. 5.3 In connection with any funds transfer, the Bank and other financial institutions may rely upon the identifying number of the beneficiary, the beneficiary's bank or any intermediary bank included in the funds transfer. Also, the beneficiary's bank in the funds transfer Instruction may make payment on the basis of the identifying number even though it Identifies a person different from the named beneficiary. Accordingly, the Customer shall be responsible for the consequences of any inconsistency between the name and identifying number, as Instructed, of any party in such a funds transfer Instruction. 6.4 If the Bank accepts a funds transfer Instruction issued in (1) the Customer's name for payment in a currency (the "Non- Account Currency`) other than the currency (the "Account Currency ") of the Account or (i) a Non - Account Currency where the Customer is the beneficiary, the Bank is authorized (unless otherwise agreed in writing and subject to any restrictions under applicable law or regulations) to enter into a foreign exchange transaction with the Customer to convert the relevant amount of Non - Account Currency into an amount of Account Currency at a foreign exchange rate and spread, and at such date and time, as the Bank determines in its discretion. In the case of an Instruction for payment in a Non Account Currency, the Bank is authorized to debit the Account for the converted amount of Account Currency. The applicable foreign exchange rate may differ from rates at which comparable transactions are entered into with other customers or the range of foreign exchange rates at which the Bank otherwise enters into foreign exchange transactions on the relevant date. Any such foreign exchange transaction will be between the Bank and the Customer as principals, and the Bank will not be acting as agent or fiduciary for the Customer. Notwithstanding any prior action or course of dealing, subject to applicable law and regulations, the Bank has no obligation to cancel, reverse or otherwise buy back foreign currencies purchased by the Customer under a Service and the Bank makes no commitment to buy back currencies. The Customer acknowledges that a may not be able to sell back certain foreign currencies once purchased. 5.5 If the Customer elects to settle foreign exchange transactions by draft, the Customer acknowledges and agrees that in the event the draft is not presented for payment within one hundred eighty (180) calendar days from the date of issuance, the Bank, subject to any restrictions under applicable law or regulations, shall have the right to Cancel the draft, and the Customer authorizes the Bank to reconvert the funds and re- credit the Customer's Account in- the Account Currency at a foreign exchange rate and spread, and at such date and time, as the Bank determines in its discretion. If the remitter is no longer a customer of the Bank, the Bank may, in its discretion, transfer balances to an unclaimed moneys account, or issue a cashier's check, sending it to the address of the Customer on the books and records of the Bank. In the event that the payee, holder or other third party claims against the Bank on a cancelled draft, the Customer agrees that it shall be responsible for any losses in connection with such cancellation, including any amount recredited or otherwise paid to the Customer. The Customer acknowledges and agrees that applicable service charges and expenses, Including stop payment and periodic maintenance fees, may be charged to the Customers Account or otherwise deducted from the amount to be paid to the Customer. 5.6 Unless the Customer and the Bank have agreed In writing to an alternate security procedure, the authenticity of oral or written (including those transmitted by facsimile) funds transfer Instructions may, at the Bank's discretion, be verified by telephonic call -back confirmation with an Authorized Person. The Customer agrees that this security procedure is commercially reasonable for such Instructions. The Customer further agrees to be bound by such funds transfer Instructions, whether or not authorized, if issued in the name of the Customer using such security procedure. PN: 819834 DOC ID: 1 Viz i /,.Z P9 Page 5 of 49 6. Interest; Fees; Taxes. 6.1 The Bank may pay interest on certain balances In Interest - bearing Accounts at a rate determined by the Bank. The Bank may adjust interest paid (or principal, if permitted by law) andlor impose any charges on time deposit Accounts or fixed term Accounts from which withdrawals are made prior to maturity. Early withdrawal charges may require a reduction in the principal amount if the amount of accrued and unpaid interest on the deposit is less than the charge. Where the Bank makes a payment of interest to the Customer, the Bank is authorized to deduct or withhold any sum on account of any tax required, or which in Its view is required, to be so deducted or withheld or for which 4 is in its view liable or accountable by law or practice of any relevant revenue authority of any jurisdiction and in each case in accordance with the Bank's usual and customary business practice and the Bank shall pay the net amount of the interest to the Customer. 6.2 (a) The Bank may impose, charge, pass - through and modify fees and/or charges for Accounts and Services provided by the Bank, including, but not limited to, transaction, maintenance, balance- deficiency, and service fees and other charges, including those levied by any governmental authority and taxes (collectively "Fees "). The Customer will pay all Fees. The Bank may from time to time receive commission, rebate or similar payments from other banks or third parties which may derive from a portion of the Fees ultimately borne by the Customer. The Bank may debit any Account for Fees, whether or not such debit may result in an overdraft of the Account. (b) All payments (inclusive of, but not limited to, Fees and Interest on overdrafts) from the Customer to the Bank shall be in full, without set-off or counterclaim, and free of any deduction or withholdings related to any tax or other claim, unless a deduction or withholding is required by law. If any deduction or withholding is required bylaw in respect of any payment due to the Bank, the Customer shall: (t) ensure that the deduction or withholding is made; (ii) pay the full amount deducted or withheld applicable authority In accordance with the applicable law; (iii) if the payment is to be made by the Customer, increase the payment in respect of which the deduction or withholding is required so that the net amount received by the Bank after the deduction or withholding shall be equal to the amount which the Bank would have been entitled to receive in the absence of any requirement to make any deduction or withholding; and (iv) deliver to the Bank, within thirty days after it has made the payment to the applicable authority, a certified copy of the original receipt issued by the authority, evidencing the payment to the authority of all amounts required to be deducted or withheld. 6.3 In addition to any Fees or other amounts due, the Customer will pay or reimburse the Bank for any taxes (including but not limited to, value added taxes, sales taxes and similar taxes), levies, imposts, deductions, charges, stamp, transaction and other duties and withholdings (together with any related interest, penalties, fines, and expenses) in connection with the Account or Services (including payments or receipts to an Account) except if imposed on the overall net income of the Bank. The Customer will provide the Bank such documentation, declarations, certifications and information as the Bank may require in connection with taxation and warrants that such information is true and correct in every respect and shall immediately notify the Bank if any information requires updating or correction. Account Statements. The Bank will issue Account statements, confirmations, or advices ( "Account Statements ") at the frequency and In the manner advised to the Customer from time to time. The Customer is responsible for ensuring that an Authorized Person promptly examines each Account Statement and any accompanying Items which it receives or is made available to it by the Bank, and reporting any irregularities to the Bank in writing, including any claim of improper or unauthorized funds transfer activity. The Bank shall not be responsible for the Customer's reliance on balance, transaction or related information that is subsequently updated or corrected or for the accuracy or timeliness of information supplied by any third party to the Bank. Internet Account Statements or electronic Account Statements, if applicable, shall be deemed by the Customer and the Bank to be available to the Customer when the Account Statements are posted on the Internet and the Bank sends an electronic mail notification of availability to the Customer, or when the Bank sends the electronic Account Statement to the Customer. For purposes of determining when an Item is sent to the Customer, on image of an Item or Information identifying the Item (i.e. Item number, amount and date of payment) is a sufficient substitute for the actual Item. 8. Overdrafts. 81 The Bank may debit the Account even though the debit may bring about or increase an overdraft. 'Unless otherwise agreed in writing, any overdraft shall be immediately due and payable by the Customer to the Bank. If the Bank permits an overdraft, the Bank is authorized to charge interest on the amount of the overdraft as long as the overdraft is outstanding, at the rate determined by the Bank, up to the maximum rate permitted by law at the time of the overdraft or at the specific rate agreed in writing between the Customer and the Bank. Subject to applicable laws and regulations, interest shall remain applicable to any negative balance in the Account notwithstanding closure of the Account and/or termination of these Account Terms. Whether or not the Bank pays an Item that brings about or increases an overdraft, the Bank may deduct the applicable fees and expenses from the Account without notice. Unless agreed in writing, the Bank is under no obligation to permit any overdraft or to continue to permit overdrafts after having permitted an overdraft, notwithstanding any prior action or course of dealing. 8.2 When Items and other debits to the Account are presented to the Bank for payment on the same day and there are insufficient available funds in the Account to pay all of these transactions, the Bank may choose the order in which it pays transactions, including, without limitation, the largest transaction first or any other order determined by the Bank, in its sole discretion. PN: 819834 DOC ID: 1 Vol / �% Pg . Page 6 of 49 I V 111 11111 9. set off. The Bank may at any time, without prejudice to any other rights which it may have, and without prior notice or demand for payment, combine, consolidate or merge all or any of the Accounts of the Customer or may retain, apply or set off any money, deposits or balances held in, or standing to the credit of, any Account in any currency towards payment of any amount owing by the Customer to the Bank or any of its affiliates. The Bank shall be entitled to accelerate the maturity of any time deposit or fixed term deposit. For the purposes of this Section the Bank may effect currency conversions at such times or rates as it may think reasonable and may effect such transfers between any Accounts as it considers necessary. The Customer grants to the Bank a lien and security interest in any Accounts of the Customer at the Bank, in order to secure any and all obligations and liabilities of the Customer to the Bank or any of its affiliates. 10. Agents; Information. The Customer authorizes the Bank to retain agents to perform data processing, collection and other services in connection with the Accounts and Services. The Customer authorizes the Bank and its affiliates to disclose Account Documentation, information with respect to accounts and services provided to the Customer, any banking transaction, or the Customer itself, if such disclosure is: (i) necessary or desirable, In the Bank's opinion, for the Bank to perform Its duties or exercise its powers and rights; (li) to a proposed assignee of the rights of the Bank; (iii) to a branch, affiliate, subsidiary, employee or agent of the Bank or to its auditors, regulators or legal advisers; (iv) to the auditors of the Customer; (v) to branches, subsidiaries and affiliates for compliance with "know your customer requirements for purposes of providing products and services to the Customer; or (vi) permitted or required by applicable law, regardless of whether the disclosure is made in the country in which the Customer resides, in which the Account is maintained, or in which the transaction is conducted. For the avoidance of doubt, the Bank may disclose, or may instruct its affiliates to disclose, such documentation and information in accordance with the terms set out herein. The Customer agrees that such disclosures by the Bank and its affiliates may be transmitted across national boundaries and through networks, including those owned by third parties. 11. Liability Limitation; Force Majeure. 11.1 The Bank, its agents, employees, officers and directors, shall not be liable for any damage, loss, expense or liability of any nature which the Customer may suffer or incur, except to the extent of direct losses or expenses attributable to the gross negligence or willful misconduct of the Bank, its agents, employees, officers or directors. The Bank, its agents, employees, officers and directors shall not, in any event, be liable for indirect, special, consequential or punitive loss or damage of any kind (including, but not limited to lost profits), whether or not foreseeable, even if the Bank, its agents, employees, officers or directors have been advised of the likelihood of such loss or damage, and regardless of whether the claim for loss or damage is made in negligence, gross negligence, for breach of contract or otherwise; provided, however, that the foregoing shall not apply to the extent such loss or damage is caused by fraud on the part of the Bank, its agents, employees, officers or directors. 11.2 Neither the Bank nor the Customer shall be liable for any loss or damage to the other for its failure to perform or delay in the performance of its obligation resulting from an act of God, act of governmental authority, de Jura or de facto, legal constraint, war, terrorism, catastrophe, fire, flood or electrical, computer, mechanical or telecommunications failure, or failure of any agent or correspondent, or unavailability of a payment system, or any cause beyond its reasonable control. 12, Indemnity. The Customer agrees to indemnify and hold the Bank, and its agents, employees, officers and directors, harmless from and against any and all claims, damages, demands, judgments, liabilities, losses, costs and expenses (including attorneys' fees) resulting directly or indirectly from: (i) the Bank's acceptance or execution of any request or direction, including, without limitation, Items and Instructions (a) issued in the name of an Authorized Person, (b) issued in accordance with the agreed upon security procedures or (c) on which the Bank is otherwise permitted to rely; (ii) the Bank's payment of any taxes, interest or penalty otherwise due from the Customer paid on the Customer's behalf, or for which the Bank has no responsibility under the Account Terms; or (iii) any action taken by the Bank in accordance with or as contemplated by Section 2.3 of these Account Terns. 13. Notices. All Account Statements and notices may be sent to the Customer by ordinary mail, courier, facsimile transmission, electronic transmission ( including but not limited to SWIFT communication), through internet sites, or by such other means as the Customer and the Bank agree upon from time to time, at the address of the Customer on the books and records of the Bank. Unless otherwise arranged, all notices to the Bank must be sent to the Bank officer or service representative managing the Account, and must be sent by ordinary mail, by courier, by facsimile transmission, by electronic transmission or by such other means as the Customer and the Bank agree upon from time to time. The Bank shall have a reasonable time to act on any notices received. 14. Termination. Unless otherwise agreed, either the Bank or the Customer may close an Account or terminate a Service by giving the other party not less than thirty (30) calendar days' prior written notice of intent to close or terminate. Notwithstanding the foregoing, either party may terminate an Account or a Service upon written notice to the other party in the event of: (i) a breach of the Account Terms or Service Terms by the other party; (it) the other party's inability to meet its debts as they become due, receivership, administration, liquidation or voluntary or involuntary bankruptcy; or .__ _....._ PN: 879834 DOC ID: 1 Page 7 of 49 va. E-� P9. w the institution of any proceeding therefor, any assignment for the benefit of the other party's creditors, or anything analogous to the foregoing in any applicable jurisdiction, or a determination in good faith by the terminating party that the financial or business condition of the other party has become impaired; (lit) a determination by the terminating party, In its sole opinion, that termination is necessary or required by law or regulation, or as a result of a court or regulatory agency order or proceeding; or (iv) a good faith belief by the terminating party that the other party is engaged in activities that are inconsistent with the terminating party's policies. The Bank shall have a reasonable opportunity to act upon any termination request. The Bank may (but shall not be obliged to) complete all requests and Instructions received by it prior to receipt of the termination request, in addition to any request or Instruction accepted on the day termination is to become effective. Notwithstanding anything to the contrary in any Service Terms, upon the closing of an Account, all Services linked to such Account are simultaneously terminated (unless otherwise specifically agreed to by the parties) and the Bank's obligations in respect of such Account or Services will terminate. However, any such closing or termination shall not affect the Customer's liabilities to the Bank arising prior to, or on, such closing or termination, all of which shall continue in full force and effect. Interest on overdrafts as provided for in Section 8.1 of the Account Terms shall remain applicable to any negative balances on the Account after termination hereof. In the absence of Instructions from the Customer, the Bank may transfer balances to an unclaimed moneys account, or issue a cashier's check, sending it to the address of the Customer on the books and records of the Bank. 15. Account Disclosures. 15.1 The Bank may return or refuse to accept all or any part of a deposit or credit to an Account, at any time, and will not be liable to the Customer for doing so, even if such action causes outstanding Items to be dishonored and returned, or payment orders to be rejected. Refused deposits will be returned to the Customer. 15.2 The Bank may refuse to allow a withdrawal from any Account in certain cases including, but not limited to, cases where: (i) there is a dispute about the Account (unless a court or other competent authority has ordered the Bank to allow the withdrawal); (ii) a legal garnishment or attachment is served, including, but not limited to, a levy, restraining notice or court order, (iii) the Account is being used as collateral to secure a debt; (iv) Account Documentation has not been presented; or (v) the Customer fails to pay a Bank loan or other debt or obligation to the Bank on time. _ 15.3 Any amount standing to the credit of any Account with the Bank is payable exclusively at a branch in the country at which the Account is held; however, payment may be suspended from time to time in order to comply with any law, regulation, governmental decree or similar order, in any jurisdiction, for the time period affecting the Bank, its officers, employees, affiliates, subsidiaries, agents or correspondents. The Customer acknowledges that deposits held in a branch of the Bank located outside the United States are not payable in the United States and: (i) are not insured by the Federal Deposit Insurance Corporation or any other United States governmental agency; (ii) are subject to cross- border risks; and (iii) have a lesser preference as compared to deposits held In the United States in the event of a liquidation of the Bank. 16. Goveming Law. 15.1 The Account Terns, the relevant Account Documentation and the rights and obligations of the Customer and the Bank in respect of each Account shall be governed by and construed in accordance with the laws of the country in which the branch holding the relevant Account is located. 16.2 The Customer and the Bank hereby irrevocably waive all right to, and will not seek, trial by jury in any action, proceeding or counterclaim, of whatever type or nature, arising out of these Account Terms or the relationship established hereby. Any claim in connection with Accounts which are the subject of these Account Terms or any Services, unless a shorter period of time is expressly provided, must be brought against the Bank within two (2) years of the occurrence of the cause of action, except as prohibited by applicable law. 16.3 In relation to each Account, the courts of the country or state in which the branch of the Bank at which the relevant Account is held shall have exclusive jurisdiction to settle any disputes that arise out of or are connected with the Account Terms, the relevant Account Documentation and /or the relevant Account. This section is for the benefit of the Bank only and does not prevent the Bank from taking proceedings in the courts of any other country or state with jurisdiction including, to the extent allowed by law, concurrently in any number of countries or states. 17. Miscellaneous. 17.1 If the Account Terns, Account Documentation, including, without limitation, Service Terms, are translated into, or appear in a language other than English, the English language version shall control. 17.2 The term Bank shall include any successors of the Bank including, without limitation, an assignee or successors of JPMorgan Chase Bank, N.A. or any affiliate or subsidiary of such bank or any person who, under the laws of the jurisdiction of incorporation or domicile, has assumed the rights and obligations of the Bank, affiliate or subsidiary hereunder or to which under such laws the same have been transferred. 17.3 Any terms of any supplement, amendment, agreement, Service Terms or notice that are inconsistent with a provision of the Account Terms shall supersede the Account Terns' provision for purposes of the particular account or Service which is the subject thereof. The Account Terms supersede and replace any other account conditions previously sent to the Customer. 17.4 Section headings are for convenience only and shall not affect the meaning of the Account Terms. If any provision of the Account Terms shall be held to be illegal, invalid, or unenforceable the validity of the remaining portions of the Account Terms shall not be affected. PN. 819834 DOC ID: 1 va ! , Pg, A" I Page 8 of 49 I HIM 17.5 The Customer represents and warrants that it shall comply with all applicable laws and regulations. The Bank is required to act in accordance with Bank policies, the laws and regulations of various jurisdictions relating to the prevention of money laundering and the implementation of sanctions, including but not limited to regulations issued by the U.S. Office of Foreign Assets Control. The Bank is not obligated to execute payment orders or effect any other transaction where the beneficiary or other payee is a person or entity with whom the Bank is prohibited from doing business by any law or regulation applicable to the Bank, or in any case where compliance would, in the Bank's opinion, conflict with applicable law or banking practice or its own policies and procedures. Where the Bank does not execute a payment order or effect a transaction for such reasons, the Bank may take any action required by any low or regulation applicable to the Bank including, without limitation, freezing or blocking funds. Transaction screening may result in delays in the posting of transactions and /or funds availability. 17.8 The Bank may change or update these Account Terms or impose other restrictions on the Accounts or Services, as the Bank deems necessary in the course of its business, at any time, by the sending of notice by means of ordinary mail or through electronic channels. Changes to the Account Terms which are required by law may be implemented immediately or as required by law. The Bank may waive any of these Account Terms, but such waiver shall apply only on that occasion. Such waiver shall not constitute a waiver of any other provision of the Account Terms or Account Documentation. Any such waiver shall not affect the Bank's right to enforce any of its rights with respect to other customers or to enforce any of its rights with respect to later transactions with Customer and is not sufficient to modify the terms and conditions of this Agreement. 17.7 To the extent that the Customer has or hereafter may acquire any immunity (including sovereign, crown or similar immunity) from jurisdiction of any court, suit or legal process (whether from service of notice, injunction, attachment, execution or enforcement of any judgment or otherwise), the Customer irrevocably waives and agrees not to claim such immunity. 17.8 The Customer agrees at its sole expense: (i) to advise each of its employees, officers, agents or other persons accessing any Service by or on behalf of Customer ('Users") of their obligations under the Account Terms or under any Service Terms or ancillary Service material, including, but not limited to, the obligation to refrain from using the Service via the Internet in the countries identified by the Bank; and (ii) to provide the Bank with all information reasonably necessary to setup and provide Services for the Customer, including, but not limited to, advising the Bank of the countries from which Users will access any Service via the Internet. Customer shall promptly provide the Bank with a notice of any claims it receives regarding a Service. 17.9 The Bank or the Customer, at its sole discretion, may make recordings and retain such recordings of telephone conversations between the Customer and the Bank. 17.10 All payment Instructions, whether Items, payment orders or otherwise, are subject to applicable law and payment system rules. 17.11 The Bank may retain copies (paper, electronic or otherwise) of any documents or Items relating to the Accounts and Services in a form preserving an image of any such documents or Items, including signatures, or a regular business record and discard the original documents or Items. The Customer hereby waives any objection to the use of such records in lieu of their paper equivalents for any purpose and in any forum, venue or jurisdiction, including, without limitation, objections arising from the Bank's role or acquiescence in the destruction of the originals. 17.12 All intellectual property rights in or relating to a Service, including any trademarks, service marks, logos, and trade names used in conjunction with a Service are the property of the Bank or its licensors and are protected by applicable copyright, patent, trademark and other intellectual property law. Except as provided herein, the Customer shall not reproduce, transmit, sell, display, distribute, establish any hyperlink to, provide access to, modify, or commercially exploit in whole or in part any pan of a Service, without the prior written consent of the Bank. 17.13 To assist in the fight against the funding of terrorism and money laundering activities, applicable law or regulations may require financial institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for the Customer. When the Customer opens an account, the Bank may ask for the Customer's name, address, date of birth (for Individuals), and/or other information and documents that will allow the Bank to identify the Customer. The Customer agrees that the Bank also may request and obtain certain Information from third parties regarding the Customer. For purposes of this provision, the Customer, to the extent required by law or regulation, shall include any signatory on an Account. If the Customer fails to provide or consent to the provision of any such information, the Bank may close any Account or discontinue providing any Service without further notice. 17.14 The Customer agrees that the Bank may deliver, make available and/or make accessible terms and conditions applicable to Accounts and Services to the Customer via electronic means and channels (including but not limited to by posting such terms on a Bank website). The Bank may request that the Customer "click' its approval of such terms. Subject to applicable law and regulations, the Customer agrees that the act of "clicking' its approval (or any similar act which has the same effect) with respect to any such terms will be evidence of Customer's acceptance of the applicable terms and conditions, to the same extent, and with the same force and effect, as if Customer had manually executed a written version of such terms and conditions. 18. Disputes over Account Funds. The Bank may refuse to pay out any money from an Account until any dispute over the deposits or funds (including, without limitation, any dispute over what persons are authorized to represent or act for the Customer) has been resolved by a court, or by agreement of the parties that Is documented to the Bank's satisfaction. The Bank may file an action in interpleader with respect to any money where the Bank has been notified of disputed claims to that money. If any person asserts that a dispute exists, the Bank is not required to determine whether that dispute PN: 819834 DOC ID: 1 � Y /6 Page 9 of 49 vol. Pg. I El 91, 111 has merit in order to refuse to pay funds or interplead the funds. The Customer agrees to reimburse the Bank for any expenses, including legal and attorneys' fees that the Bank incurs because of any such dispute. 19. Provisional Recredit. In connection with any dispute regarding an Account, the Bank may choose to credit the Account pending completion of the Bank's investigation of the dispute. If the Bank determines that the Customer is not entitled to such credit, then, the Bank may reverse the provisional recredit to the Account, even K that reversal results in an overdraft. PIN: 8 19834 DOC 10:1 Vol. 9 9 /� Page 10 of 49 I M11, 1 11111 v2.9_09_24_13 Consolidated Service Terms J.P. Morgan Chase provides an array of treasury services to meet your business needs. This booklet contains important information about J.P. Morgan Chase solutions that we provide. If you would like to add a service that is covered in this booklet please contact your Commercial Banking Representative TREASURY SERVICES (United States) Commercial Bank PN: 819834 DOC ID: 2 E-i Vol. 9 7 pg. /JO /] Page 11 of 49 Welcome to JPMorgan Chase Bank, National Association ( "J.P. Morgan ", "Chase ", or "Bank "). We are pleased that you have decided to maintain a banking relationship with us. This Consolidated Service Terms booklet ( "Booklet ") contains the terms and conditions for certain cash management services ('Service Terms ") J.P. Morgan may provide to you. By executing the Account Terms Acceptance Letter, Certificate Regarding Accounts, Business Signature Card, service implementation form or similar document, or by using or continuing to use any of the services referenced herein after receipt of this Booklet, you agree that the Service Terms included in this Booklet, in addition to the Account Terms and such supplements, amendments, notices and additional service terms provided to you from time to time will govern your existing and future deposit accounts maintained with us, in addition to those services that the Bank provides to you, as applicable. This booklet includes Treasury Services Service Terms applicable to all Commercial Banking customers. All Service Terms are subject to the Bank's Account Terms. Any modifications to this Booklet, including but not limited to any changes, amendments, deletions, and/or additions, will not be binding upon the Bank unless such modifications are acknowledged and agreed to it writing by an officer of JPMorgan Chase. We look forward to serving your business needs and thank you again for choosing Chase. SERVICES FOR COMMERCIAL BANKING CUSTOMERS A. ACH Origination B. ACH Debit Block and Transaction Review C. USD Funds Transfer D. USD Funds Transfer By Check E Lockbox F. Coin & Currency G Positive Pay, Reverse Positive Pay & Payee Verification H. Controlled Disbursement I. Image Cash Letter J. Check Print K. ACH Tax Payment Service Terms L. Client Access M. Foreign Exchange Payment PIN: 819834 DOC ID: 2 v�' = /�/ /�.L.. _ Page 12 of 49 II�'�dkl�I�IN The services described herein (each a "Service ") are subject to the Bank's Account Terms (as may be amended from time to time), which are hereby incorporated by reference into each Service Terms. By using any of the Services described hereunder, the Customer acknowledges that it has received and agreed to the Account Terms, as supplemented by these Service Terms. Capitalized terms in the Service Terms, unless otherwise defined herein, shall have the meanings set forth in the Account Terms Service Terms — Consolidated Service Terms Booklet A. ACH Origination The Automated Clearing House (ACH) is a batch processing payment system that U.S. banks use to exchange and settle credit and debit transactions on behalf of their clients or themselves. The origination of ACH Entries and the transmission and Issuance of related transactions and information will be pursuant to these terms and the Operating Rules and Guidelines (collectively the 'Rules") of the National Automated Clearing House Association. Capitalized terns used in this subpart, unless otherwise defined in this subpart shall have the same meanings as set forth in the Rules. The Customer and the Bank agree to comply with and be bound by the Rules as in effect from time to time, including without limitation, the provision making payment of a Credit Entry by an RDFI to the Receiver provisional until receipt by the RDFI of final settlement for such Credit Entry and the Customer acknowledges that it has received notice of such rule and of the fact that if such settlement is not received, the RDFI will be entitled to a refund from the Receiver of the amount credited and the Customer will not be deemed to have paid the Receiver the amount of such Credit Entry. Service. The Bank provides ACH origination Services that will enable the Customer to do one or more of the following: (1) originate ACH Debit Entries; (2) originate ACH Credit Entries; and (3) issue paper drafts in lieu of ACH Debit Entries ( 'Drafts "). In conjunction with originating Entries or Drafts, the Customer may instruct the Bank to issue or transmit pre- notficabons, requests for reversal or return, notifications of change or other information pertaining to the Entries. Origination of ACH credit Entries and origination of ACH Debit Entries (or Drafts) are two separate Services and approval or setup of one ACH Service does not automatically create the ability to utilize the other. The Rules and these Service Terms shall apply to all Entries, whether or not transmitted through an ACH Operator. It is the Customer's responsibility to provide Entries and Instructions to the Bank with all the necessary information to complete the Customer's requested transactions. Customer agrees to transmit Entries to Bank in the manner, at the times and in accordance with approved media, content and format as agreed by Bank and Customer. The Bank may reject or delay processing transactions or information if instructions are not complete or are Inaccurate, contain an inactive Company ID or otherwise do not meet the criteria the Bank specifies for acceptance. All instructions to the Bank must be received by the Bank before the Bank's established cutoff time in order for processing to commence on that ACH processing day. Any instruction that is incomplete or that the Bank finishes receiving after the relevant cutoff time will be processed by the Bank on the next day the Bank processes ACH transactions. All transactions are subject to acceptance by the Bank. The Bank will notify the Customer of any transactions or other transmissions that are rejected or returned. If the Customer wants the Bank to reprocess those transactions or transmissions, the Customer must correct them and resubmit them. The Customer agrees to furnish the Bank with copies of any authorizations or notifications, if requested, as well as any other information reasonably requested by Bank relating to Entries originated by the Customer. Customer shall provide Bank's auditors and other personnel with reasonable access at all reasonable times to the Customer's facilities, data and records relating to the initiation of Entries for the purpose of auditing Customer's compliance with these Service Terms and the Rules. 2. Security and Data Protection Procedures; Examination. If the Bank follows agreed upon security procedures. the Bank may process and transmit transactions or information in the Customer's name. Unless the Customer and the Bank otherwise agree, transmissions to the Bank will be authenticated and/or encrypted using commercially reasonable security technologies meeting standards acceptable to the Bank. If the Customer uses a security procedure other than as described in the preceding sentence, the Customer acknowledges that the Customer chose such other security procedure after the Bank offered, and the Customer declined, the option of authenticating or encrypting and the Customer agrees to be bound by any transaction, whether or not authorized, issued in the Customer's name and accepted by the Bank in compliance with the security procedure the Customer chose. If the Customer elects not to utilize recommended message authentication and/or encryption technology, the Customer assumes all responsibility for unauthorized disclosure or unauthorized access to the Customer's data that occurs during transmission or while such date is in storage. Customer shall not disclose any Receiver's account number or routing number to any third party for such third party's use, directly or indirectly, in initiating a separate Debit. The Customer shall provide the Bank with ongoing access, at Bank's request, to all Originators' files. Further, upon notice from Bank, the Customer shall provide such auditors and other Bank personnel as Bank may, from time to time, designate in writing with reasonable access at all reasonable times to the Customer's facilities, data and records relating to the initiation of Entries for the purpose of performing audits to verify the Customer's compliance with these Service Terms and the Rules. The Customer shall provide, and shall cause its subcontractors to provide, such auditors and personnel any assistance that they may reasonably require. 3. Settlement and Exposure Limits. subject to this subpart, on the settlement date, the Bank will credit the Customer's account with the Bank that the Customer specifies for the total of: (1) the Customer's debit Entries that the Bank processed for settlement that day; (2) drafts issued for deposit to the Customer's account on that day; and (3) any returned or reversed Credit Entries, The Bank may delay the availability of funds deposited into the Customer's account by debit Entry or draft until those transactions cannot be reversed in accordance with the Rules or applicable law. PN: 819834 DOC ID'. 2 Page 13 of 49 IRA, 'CM11 ii The Bank will debit the Customer's Account with the Bank that the Customer specifies for the total of credit Entries processed in the Customers name and for any returned Debit Entries and Drafts. The Bank may require the Customer to pay the Bank the amount of any credit Entries on the date of transmission to the Bank or otherwise prior to the settlement date. The Bank also may require the Customer to maintain collateral with the Bank in an amount the Bank specifies. The Bank may from time to time establish or revise maximum dollar limits for the total value of all outstanding files of credit Entries and/or debit Entries and Drafts that the Bank will release on the Customers behalf. The Bank may change or cancel the limits at any time without prior notice to the Customer, although the Bank will try to notify the Customer before the Bank does that. 4. Warranties; Indemnity. Except as specfied below, the Customer will be deemed to make the same warranties to the Bank as the Bank makes pursuant to the Rules. In the case of an Entry originated to another account with the Bank, warranties will be deemed to be given as of the time the Bank first processes the Entry. The Customer will not be deemed to warrant the power of the Bank under applicable law to comply with the requirements of the Rules or the conformity of Entries and other data the Bank transmits to the file specifications contained in the Rules. The Customer further represents, warrants and covenants that (a) each Entry and Draft it originates will comply with all applicable U.S. laws and regulations and acknowledges that Entries may not be Initiated that violate the laws of the United States, (b) unless Customer has identified itself to Bank as a Third Party Sender (as defined in Section 7) and obtained Bank's express consent to originate Entries as a Third Party Sender, Customer will not originate any Entries, or use any of its Company IN to originate Entries, on behalf of third parties (including, without limitation, any affiliate of Customer), and (c) Customer will not permit a third party to originate Entries using a Customer account as the offset account unless Customer obtains Bank's express consent to do so. The Customer agrees to indemnify the Bank and the Bank's employees, officers, directors and agents and hold all of them harmless from and against any and all claims, demands, losses, liabilities or expenses (including attorneys' fees and costs) resulting directly or indirectly from (1) the Customers breach of any warranty made under this section and (2) compliance by Bank and the RDFI with any request the Customer makes for a cancellation, stop payment, reversal or recall of any Entry. Bank shall have no responsibility for any delay by any ACH Operator or RDFI In processing any Entry the Bank transmits to the ACH Operator or failure to process or credit or debit any such Entry. 5. Stop Payments; Reversals and Recalls. Customers instruction to cancel, stop payment of, reverse or recall one or more Entries must be received by Bank in such time and manner as Bank specifies. Bank will process these transactions in accordance with Bank's procedures advised to Customer. Any reversal or recall initiated by Bank is subject to acceptance by the RDFI. Entries or other instructions may not be amended or modified. 6. Third -Party Service Providers. The Customer may choose to use a third -party service provider or service bureau to issue Entries or other instructions, handle returned Entries or perform other functions for and on the Customer's behalf. If the Bank accepts such Entries or other instructions, the Customer will be bound by them. The Customer is responsible for all actions taken or not taken by the Customer's provider, and the Customer is responsible for all costs and expenses of the Customer's provider. 7. Third -Party Sender. If the Customer is a Third -Party Sender, as such term is hereafter defined, (a) the Customer warrants that the Originator has agreed to be bound by the Rules and has satisfied the obligations of an Originator under the Rules; (b) in any case where the Originator fails to perform its obligations under the Rules as an Originator, the Customer shall indemnify, defend and hold the Bank harmless from and against any and all claims, demands, losses, liabilities and expenses, including attorneys' fees and costs, that result directly or indirectly from the failure of the Originator to perform its obligations as an Originator under the Rules; (c) the Customer agrees to cooperate with the Bank regarding any request for information concerning the identity of any Originator; and (d) the Customer represents, warrants and covenants that neither these Service Terns nor anything related to the ACH Origination Services violates, contravenes or is inconsistent with any of the terms, conditions or provisions of any agreement, understanding or arrangement between the Customer and the Originator. Further, the Bank will rely on the Customer to evaluate the legitimacy of the Originators and their transactions originated by the Customer and for ensuring that instructions do not involve illegal activities. The Customer hereby represents and warrants to Bank that Customer (a) conducts due diligence on each Originator for which the Customer is initiating Entries in accordance with "Know Your Customer" policies and procedures maintained by Customer that provide for the gathering of information relating to the originator's principal business activities and geographic location and verification that the Originator is operating a legitimate business and (b) regularly monitors its Originators transactions for suspicious activities. Upon request by the Bank, the Customer shall promptly provide to the Bank Customer's written due diligence policies and procedures and results of monitoring activities. The Customer must notify the Bank immediately if the Customer suspects or becomes aware of any activity or transaction of an Originator that the Customer believes may be of an illegal or illegitimate nature or that involves the proceeds of illegal activity or that was conducted, in part or whole, for the purpose of disguising the source of funds. The Bank will be entitled at any time upon notice to the Customer to decline to provide the ACH Origination Services, or terminate the provision of ACH Origination Services, for any Originator on whose behalf the Customer is originating Entries If the Bank determines that there are excessive returns or reversals of Entries originated on behalf of such Originator or if the Bank becomes aware of any information indicating suspicious, fraudulent or illegal activity related to such Originator or for any other reason. Customer shall provide the Bank with ongoing access, at Bank's request, to all Originators' files. Further, upon notice from the Bank, the Customer shall provide such auditors and other Bank personnel as the Bank may, from time to time, designate in writing with reasonable access at all reasonable times to the Customer's facilities, data and records relating to the initiation of Entries for the purpose of performing audits to verify the Customer's compliance with this section. As used herein, "Third Party Sender' means an entity that is not an Originator, that has authorized an ODFI or another Third Party Sender to transmit, for the account of the Third Party Sender or another Third Party Sender, (i) a credit entry to the account of a Receiver in order to effect a payment from the Originator (i.e., the third party on whose behalf the Third 18834 DOC ID: 2 Page 14 of 49 ---- -- Prig M 8 I All" ill 11 Party Sender is transmitting the entry) to the Receiver, or (it) a debit entry to the account of a Receiver in order to effect a payment from the Receiver to the Originator(i.e., the third party on whose behalf the Third Party Sender is transmitting the entry). Without limitation of the foregoing. Third Party Senders include U.S. regulated financial institutions, brokers and other financial intermediaries as well as any other regulated or unregulated payment processors that are customers of the Bank and use their accounts to process payments For third parties (including affiliates of the customer). 8. IAT Entries. If Customer is originating Entries that are required to be formatted under the Rules as IAT Entries, Customer will comply with all applicable Rules relating thereto, and Customer will originate such Entries only through one of Bank's ACH origination channels that support IAT origination. Some of Bank's ACH origination channels do not accommodate IAT Entries; upon request, the Bank will advise Customer as to which of Bank's ACH origination channels can be used for IAT origination. If a foreign currency conversion is performed by Bank in connection with an IAT Entry, Customer acknowledges that the foreign currency exchange rates fluctuate, and accepts the risk of such fluctuation, including fluctuations in rate between the time Customer submits the Entry Data Instructions and the time the transaction is executed and/or reversed, returned or revelled. Any payment returns and/or reversals will be credited to Customer's account in the currency in which Customer's account is denominated, and Customer is responsible for any rate fluctuations. In the event of an erroneous or duplicate IAT Entry originated for payment to a receiving bank outside the United States, the rights of Bank and Customer with respect to reversal or recall of such Entry are subject to the laws, regulations and payment system rules of the receiving bank's jurisdiction. Customer acknowledges and agrees that IAT Entries may be delayed in processing or posting due to the Bank's or RDFI's review of such Entries for OFAC compliance. Further, Customer understands and acknowledges that unlike PPD Credit Entries, there is no requirement under the Rules that IAT Credit Entries that are made available to an RDFI by its ACH operator by 5:00 pm on the banking day prior to the Settlement Date be made available to the Receiver at the opening of business on the Settlement Date; cleared IAT Credit Entries must be made available no later than the Settlement Date of the entry, but funds are not required to be available at opening of business on the Settlement Date. 9. Termination. In addition to Bank's termination rights under the aforementioned documentation, Bank shall have the right to terminate or suspend these Service Terms and the Services upon notice to Customer in the event of the Customer's breach of the Rules. B. ACH Debit Block & ACH Transaction Review ACH Debit Block is a Service that allows a customer to return ACH debit entries o, girated to the Customer's account with the Bank. ACH Transaction review allows the Customer to review ACH debit and credit entries originated and posted to the Customer's account with the Bank and to instruct the Bank to return some or all of these transactions. ACH Debit Block: (a) Service. The Customer can select from a variety of authorization or blocking criteria and advise the Bank in a manner and form acceptable to the Bank. The Bank will return any blocked transaction indicating that the ACH debit was not authorized. (b) Company ID Numbers. If the Customer elects an option that blocks or allows ACH debits from specified companies, the Customer must supply the Bank with the applicable ACH Company ID Number of the Originator as it appears on the Company/Batch Header Record. The Company ID Number will be the sole criterion for blocking Debit Entries (unless Customer has also set maximum dollar limits) and Bank will have no obligation to take any other steps to determine the identity of the Originator. The Customer will be solely responsible for obtaining the correct Company ID Number for each such Originator. The Customer understands that Company ID Numbers are not unique and that a Company ID Number may identify more than one Originator and one Originator may have multiple Company ID Numbers. The Customer understands that Company ID Numbers are not a perfect filter and that transactions from Originators may be blocked or allowed if the Originator uses a Company iD Number other than the one Customer identifies. The Bank will not be responsible for transactions blocked or allowed in accordance with the instructions the Customer provides for the Company ID Number, (c) Debits Not Affected by Blocking. ACH debit blocks do not apply to certain transactions. The following types of ACH - related debits will not be blocked: • debits to the Customer's account to offset any ACM credit Entries originated by the Customer through Bank; reversals of previously received ACH credit Entries; returns or reversals by the RDFI of ACH Debit Entries originated by the Customer through the Bank; • Reclamation Entries; • debits to the Customer's account initiated by the Bank or Bank's agent to correct processing errors, effect back valuations, make other adjustments or for fees, charges or other amounts the Customer owes the Bank; and PN: 819834 DOC ID: 2 VOi. "_P9. %i5 Page 15 of 49 debits to the Customer's account that the Bank posts pursuant to its internal procedures in order to comply with applicable law, regulations or payment system rules or guidance, 2. ACH Transaction Review: (a) The Customer shall use filter criteria available through the service to select the types or categories of incoming ACH debit and/or credit transactions to be reviewed or the Customer may elect to review all incoming ACH transactions subject to Section 2(d) below. (b) Based upon the filter criteria selected by the Customer, ACH transactions meeting that criteria will be made available for the Customer to review not later than a designated time on the banking day following the day on which the transactions are posted to the Customer's account. The details provided by the Bank for each Entry will include account number, dollar amount, company ID, receiver's name, standard entry class code and settlement date. (c) The Customer shall advise the Bank by means of an agreed upon transmission method not later than the Bank's designated cutoff time on the same day as transaction information Is made available for those transactions, if any, that are unauthorized and that the Customer wishes to return. The Bank is entitled to rely on any instructions that it receives and that it reasonably believes to be genuine. The Bank shall return all such transactions and make corresponding adjustments to the Customer's account to which the transactions had been posted. All transactions reported to the Customer as to which Bank does not receive a timely return Instruction from the Customer will remain posted. (d) The following types of ACH transactions will not be made available for the Customer's review and dec'sioning: debits or credits to the Customer's account to offset any ACH Entries originated by the Customer through the Bank; • reversals of previously received ACH Entries; • returns or reversals by the RDFI of ACH Entries originated by the Customer through the Bank; • Reclamation Entries; • debits or credits to the Customer's account initiated by the Bank or Bank's agent to correct processing errors, effect back valuations, make other adjustments, or to comply with legal requirements or for fees or charges the Customer owes the Bank; and if the Customer is also subscribing to the ACH Debit Block service, any transactions blocked and returned pursuant to that service. (9) Certain transactions reviewed and approved by the Customer may nevertheless be returned by the Bank. This will happen if (i) there are insufficient funds in the Customer's account to cover the amount of an ACH debit or other charge, (ii) a stop payment was previously placed on the transaction or (iii) the Bank determines the transaction must be returned for legal or regulatory reasons. Certain transactions that the Customer advises should be returned may nevertheless be posted by the Bank; these include ACH debits or credits to the Customer's account that the Bank posts pursuant to its internal procedures in order to comply with applicable law, regulations or payment system rules or guidance. C. U.S. Funds Transfer J.P. Morgan's Funds Transfer Service enables the electronic transfer and settlement of funds between the Customer and a beneficiary of the payment to destinations around the world. Customers use USD funds transfer services (as opposed to checks or ACH payment services) when they seek same -day settlement with intraday finality and irrevocability of payments. Service. The Customer may issue payment orders against its accounts with the Bank by means of SWIFT, electronically, by telephone or by such other method as the Customer and the Bank may agree upon. All funds transfer instructions sent to the Bank shall be in the format specified by the Bank and must be received by the Bank no later than such time as may be established by the Bank upon notice to the Customer. The Bank will determine the order in which it processes payment orders. If the Customer's payment order hears the codeword "PRIORITY" or *TIMED* in such field as the Bank specifies, the Bank will use reasonable efforts to move such payment order to the front of the Bank's processing queue, and such payment shall be handled In accordance with the Bank's procedures for processing such payments 2. Security Procedures. All payment orders and communications requesting amendment of payment orders issued in the Customer's name are subject to verification by the Bank in accordance with the security procedures agreed upon between the Customer and the Bank. Such security procedures may be set forth in written agreements between the Customer and the Bank. 3. AdviCOS. The Customer may subscribe to Bank services for the delivery of account- related activity and information ("Advices'), to a party designated by the Customer, including but not limited to information relating to credits and debits to a Customer account, and the return or rejection of certain payments. Advices may be sent via SWIFT or to devices capable of receiving text messages, such as alphanumeric pagers and cellular phones, or as otherwise agreed upon by the parties. The Customer is responsible for maintaining the accuracy of the information that is required to deliver such Advices, including but not limited to the address and /or telephone number of the recipient and, it applicable, the messaging components and conditions that will trigger the transmission of the Advices. PN: 819834 DOC ID: 2 E, / / / Pg 7 Page 16 of 49 10111, 1 1111 4. Processing. The Bank reserves the right to use any funds transfer system and any intermediary bank in the execution of any funds transfer Instruction and may otherwise use any means of executing the funds transfer Instruction which the Bank deems reasonable in the circumstances. The Bank and other financial institutions may rely upon the identifying number of the beneficiary, the beneficiary's bank or any intermediary bank included in the funds transfer. Also, the beneficiary's bank in the funds transfer Instruction may make payment on the basis of the identifying number even though it identifies a person different from the named beneficiary. 5. Same -Day Amendment and Cancellation Service. The Customer may subscribe to a service to enable same -day amendment and cancellation of payment orders. Once the Bank has expressly approved the customer's use of the service, all cancellation or amendment messages sent to the Bank shall be in the format specified by the Bank and must be received by the Bank no later than such time as may be established by the Bank upon notice to the Customer. 6. Reference Pattern Search. The Customer may subscribe to a service to enable the Customer to instruct the Bank to repair information on incoming and outgoing payment orders, and to perform additional services related to beneficiary deduction services. The Customer shall comply with such formatting requirements specified by the Bank in connection with such services. In connection with beneficiary deduction services, the Customer represents and warrants that it has obtained all necessary authorizations to enable the Bank to deduct transaction charges from the funds transfer amount payable to the beneficiary. D. U.S. Funds Transfer by Check J . Morgan's U.S. Funds Transfer by Check Service allows the Customer to instruct the Bank (as the Customer's agent) to draw U.S. dollar checks ( "Disbursement Checks') payable to the order of payees and in amounts designated by the Customer for distribution. 1. Requests for Disbursement Checks. All requests for Disbursement Checks must be transmitted to the Bank via authenticated SWIFT transmission, or one of the Bank's proprietary access mechanisms. The Customer shall transmit the requests in such format as the Bank specifies from time to time. The Bank may (but shall have no obligation to) process requests that do not conform to these Service Terms and may impose additional fees for such processing. 2. Issuance. Unless the Customer specifies a future issuance date in the Customers request, each Disbursement Check will be issued within one banking day of the day on which the Bank receives the issuance request. The Bank will not honor requests to draw Disbursement Checks to any person or entity with whom or with which the Bank is prohibited to do business by law or regulation, or in any case where compliance would, in the Bank's judgment, conflict with applicable law or good banking practice. Disbursement Checks will be signed by the Bank on the Customer's behafl substantially as follows. Drawer: lCuslomer Name) By: JPMorgan Chase Bank, N.A. as Agent for the Above -Named Drawer As of the day a Disbursement Check is issued, the Bank will debit the Customer's designated demand deposit account In the amount of the issuance instruction. 3. Stop Payments Orders. The Customer may issue a stop payment order in respect of any Disbursement Check only by a message sent via authenticated SWIFT to a Bank location to be designated by the Bank and in the format designated by the Bank from time to time. Any stop payment order must include the reference number assigned by the Bank to the Customer's request for the issuance of such Disbursement Check. The Customer shall pay a service fee for each stop payment order in the amount then in effect at such time the Customer issues the stop payment request. 1 819834 DOC ID'. 2 Vol. / F/ pg. Page 17 of 49 1111111 NII l E. Lockbox Lockbox is a remittance processing Service offered to customers to support their accounts receivables business needs. Through this service Customer's remittance deposits are sent to a Post Office Box and picked up by the Bank and delivered to or via courier for further processing and posting to the Customer's deposit account. 1. Service. The Bank will maintain the Post Office Box for the Customer's remittances and will have unrestricted and exclusive access to the Post Office Box while providing the Lockbox Service. Customers requiring Caller Service or Business Reply Mail Service for remittance collection must obtain prior approval from the Bank. Upon approval, the Customer will secure such services directly with the United States Postal Service (the "USPS ") and ensure the Bank Is authorized to collect the mail. The Bank shall not be responsible for delays in processing due to the Customer's failure to pay the USPS for such services or any other action taken or not taken by USPS. The Bank may direct clients to include speck codes or formats within their assigned address in order to ensure mail is identified correctly. The Customer is responsible for ensuring their customers' remittances are properly addressed in order to prevent delays in processing. 2. Deposit; Endorsement. The Bank will collect all mail delivered to the designated Post Office Box, and will open the mail, process the checks eligible for this service (the "Items') and credit the funds to the Customer account or process for collection the Items received, except: 1) Items which the Customer has instructed the Bank in writing, and the Bank has agreed not to process; ii) Items which the Bank believes should receive the Customer's special attention; iii) Items for which the Customer is not the payee, unless the Customer has provided proper authorization to process for credit or collection of such Items; and iv) any other matter or merchandise received. The Bank will not process such excepted Items or other matters or merchandise, but will forward them to the Customer unprocessed. The Bank assumes no responsibility for the inadvertent processing of Items excepted from processing. The Bank will process credit card payments as point of sale transactions, obtaining authorization as required by applicable card rubs; provided, however, the Bank will not piece phone calls for authorization of referrals or process credit transactions. The Bank shall not be deemed a merchant processor and shall not be liable for any data entry errors or any chargeback. The Bank assumes no liability for any matter or merchandise received through the Post Office which is not a depositable Item, Including cash. Any failure by the Bank to process an Item other than as provided herein does not constitute a failure by the Bank to exerdse ordinary care. The Customer shall be liable to the Bank as a general endorser on all Items processed by the Bank, 3. Differing Amounts. If the amount of an Item written in words and figures differ, the Item will be processed for amount written in words. If the Item is accompanied by an invoice or statement and the amount on the statement matches the amount written in figures, and the Customer has requested, and the Bank has agreed, to process such Item for the amount written in figures, the Item may be processed for the amount written in figures. In the event the Bank processes the Item for the amount written in figures, the Customer indemnifies the Bank for any claim which may arise from that action. 4. Foreign Items. This Service is limited to Items drawn on domestic banks so to the extent the Bank notices that any Items drawn on foreign banks have been deposited, such Items shall be forwarded to Customer as unprocessable. 5. Returned Items; Re- presentment. If any Item is returned to the Bank unpaid for any reason or there is a claim involving an Item deposited to the Customer Account, the Bank will charge back that Item, together with any fees or other amounts allowed on such claims or for returned Items, against the Customer Account, regardless of whether such debit causes an overdraft to the Customer Account. If, however, the Bank has been instructed in writing by the Customer to re- present Items which have been dishonored or returned to the Bank unpaid for reasons other than account closed, the Bank may do so automatically and without notice to the Customer, and the Bank reserves the same rights to debit the Customer Account should any such Items remain unpaid after the re- presentment. 6. Security for Imaged Items. The Bank has specified Security Procedures for receiving and accessing Imaged Items, Imaged Documents and lockbox transaction data. The Bank is not obligated to send any images or data or allow access through the Delivery Media to any images or data which are not requested or accessed in accordance with the Security Procedures, The Customer acknowledges that once a CD-ROM is received, or it has accessed images by any Delivery Media, persons having access to the Customer's computers and image archives may have access to the Imaged Items, Imaged Documents and lockbox transaction data. 7. Image Option. If the Customer elects and this Image option is available at the designated Bank processing location, the Bank will provide images of the Items ( "Imaged Items ") received together with images of related documents ("Imaged Documents "), through the media ( "Delivery Media ") and at the Intervals agreed upon between the Bank and the Customer. The Customer may receive additional service material, including user guides, software licenses and other terms in connection with the selection of this option. PN: 819834 DOC ID: 2 E / �� Pg, � /� Page 18 of 49 p'PV�:'� 8. Original Documents; Image Storage. Unless the Bank has agreed otherwise, the Bank will image all Items and associated remittances and retain original documents on site for no longer than 14 days. All original documents will be destroyed 14 days after processing. If the Customer uses the Bank's Regional Retail Lockbox product, associated original documents are retained on site no longer than 7 days. The Bank will store Imaged Items for a period of seven (7) years from the date of the applicable transaction regardless of any additional imaging service requested by the Customer. If the Customer elects storage of Imaged Documents, the Bank will store Imaged Documents for a period of thirty (30) days (Short Term Storage) to ten (10) years (Long Term Storage) from the processing date of the applicable transaction., per the Customer's selection If the Customer elects to image and not store Imaged Documents with the Bank, such images will be delivered to the Customer via daily Direct Image Transmission. 9. Accuracy; Legibility. The information delivered to the Customer through the Delivery Media will be the same as the information in the data entry file provided to the Customer for the applicable time period. If the data entry file contains errors, those errors will also occur on the Delivery Media. The Bank will provide images that are as legible as possible given the legibility of the underlying remittance documents and the selected Delivery Media. The Bank has no liability or responsibility for the condition of the original remittance items provided to the Bank, and it reserves the right to review and approve sample remittance items for legibility prior to providing this service. The Customer is responsible for reviewing images obtained through the Delivery Media and to promptly notify the Bank of any Images that are not clear. 10. Disclosures. As between the Customer and,lhe Customers clients, if applicable, certain payments collected hereunder may be subject to various cut -off times and payment deadlines (the "Disclosures "). The Customer acknowledges and agrees that the Bank has no duty to inquire as to the content of any such Disclosures, is not bound by them, and makes no representations or warranties, explicitly or implicitly, regarding same. The Customer is responsible for ensuring that the processing and payment cut -off times established by the Bank are in compliance with the Disclosures and Customer's responsibilities under applicable laws and regulations. The Customer further acknowledges and agrees that the data processed by the Bank belongs to the Customer or the Customer's clients. E. Coin & Currency Coin and Currency Services, also referred to as Cash Vault Services, provides win and currency delivery and deposit services to companies that use large quantities of cash. With a nationwide vault network, Customers can place orders for currency, make deposits 2417 and track activity by location through electronic reporting options. 1. Cash Orders. The Customer may issue written instructions for the Bank to deliver coin and currency to an armored courier service as designated by the Customer (the 'Courier") in accordance with the Bank's guidelines ('Cash Order"). The Customer acknowledges that orders for cash can be transmitted to the Bank only during such time as set forth in the Cash Order, The Bank Is authorized to debit the Customers designated account for the amount set forth In the Cash Order (the "Cash "), If the Bank has agreed to such an arrangement,. the Customer may also place a Cash Order directly at one of its branch locations by issuing a check to debit the Customers account at the Bank or as a 'cash for cash" exchange. The Bank and the Customer may agree to a limit on the amount of Cash that may be delivered pursuant to a Cash Order ('Cash Limit "). 2. Cancellations and Amendments. A Cash Order may be cancelled by the Customer orally, telephonically, electronically or in writing by a person the Bank reasonably believes to be authorized to act for the Customer and only if the cancellation is received within a reasonable time before the Cash is delivered to the Courier ( "Cancellation "). A Cash Order may only be amended orally or telephonically and the Bank will not be responsible for any change in a Cash Order it has received. Any attempt to amend a Cash Order electronically may result in duplicate Cash being delivered or other error, at the sole risk of the Customer. 3. Notice of Refection /Execution. If the Bank rejects a Cash Order request, it will promptly notify the Customer of the reason. The Bank will notify the Customer when it has executed a Cash Order. Unless, within three (3) business days after receipt of notification of the execution of a Cash Order, the Customer notifies the Bank in writing that a Cash Order was unauthorized or otherwise unenforceable against the Customer, the Bank shall not be liable for executing the Cash Order as notified, including any loss of interest. 4. Security Procedure. The Bank must receive a Cash Order using a touch-tone telephone, or other electronic communications device mutually agreed upon by the Customer and the Bank, based upon codes assigned by the Bank to the Customer that identify the Customer and the location (collectively, 'Codes"). The Customer agrees that: (a) use of Codes constitutes a security procedure for verifying the authenticity of a Cash Order as being that of the Customer ( 'Security Procedure'); and (b) the Customer is bound by any Cash Order, the authenticity of which Is verified as being that of the Customer by the Bank using the Security Procedure; and any Cancellation. The Customer and the Bank will maintain reasonable security and control of the Codes. The Bank is not responsible or liable for detecting any error in the transmission or content of any Cash Order or Cancellation and the Security Procedure is not intended to detect any such error. No agreement or instruction of the Customer restricting acceptance of any Cash Order or Cancellation is binding on the Bank, except as set forth in these Service Terms or in a writing signed by the Customer and the Bank. These Security Procedures do not apply to Cash Order requests made by the Customer at one of our branch locations when the Customer is making a "cash for cash' exchange or Issuing a check to debit the Customers account at the Bank. S. Courier Service. The Customer may deliver and pick up shipments of cash or checks to or from the Bank by using the services of a courier that has been authorized by the Bank, who will act solely as the Customers agent. The courier must comply with the Bank's guidelines, as amended from time to time, and must maintain all licenses and permits required by law in addition to adequate insurance to cover its PN: 819834 DOC ID: 2 EVol. LZL. Pg. ��/� Page 19 of 49 11118,119111 liabilities in providing courier services. The Bank may refuse to permit any courier to enter its premises with or without cause, in which case the Bank will use reasonable efforts to promptly notify the Customer. With regard to Customer's couriers, Customer is responsible for any individual's actions while at the Bank's facilities including theft, property damage, intentional crimes and any other act or omission even if such actions would be considered outside the scope of their employment and whether the individual is impersonating an employee of the courier if the Bank has followed its customary procedures for identifying the Individual. 6. Deposit Presentment and Processing. With regard to deposits delivered to one of the Bank's vault areas, the Customer must deliver deposits in sealed tamper -proof plastic security deposit bags that meet the standards described in the Bank's guidelines and contain only cash, coin and checks. The bags may also contain food stamps if the Customer provides proof satisfactory to the Bank of the Customer's authority to redeem food stamps. The Bank will open the bags and process the deposits. (a) Delivery to Vault. If the Bank agrees to accept the Customer deposits at a vault location, the Bank will provide a receipt indicating the number of bags it has received. This receipt is not an acknowledgment of the contents of any bag, nor is any telephonic or other acknowledgment of a deposit. (b) Delivery to Branch for Delayed Processing. If the Bank agrees to accept the Customer deposits at a branch location, the Bank will not verify the amount of the deposits at the time of receipt but will provide the Customer with a receipt showing the amount indicated In the Customer's deposit slip. This receipt Is not an acknowledgment of the contents of any bag. (c) Delivery to Unattended Facility. If the Bank agrees to allow the Customer to use one of the Bank's unattended facilities (including but not limited to a night depository or commercial ATM), the Bank may provide the Customer with an access device (such as a key or card that may require a personal identification number ( "PIN "). The Customer must return all access devices to the Bank upon request. We will process any deposits delivered to an unattended facility, as provided for in the Bank's guidelines. If the Customer receives a receipt from an unattended facility, the receipt is not an acknowledgment of the contents of any bag or of the receipt of any bag. While the Customer or the Customer's Courier is physically present at one of the Bank's unattended facilities, the Customer is a licensee only and the Bank has no responsibility for the safety of the Customer or its Courier while at such facility. Discrepancies. All deposits are subject to verification. If there are differences between the amount credited by the Bank and the amount shown on the deposit slip prepared by the Customer or the receipt provided to the Customer or Its Courier upon initial presentment the count will be recounted. The Bank's determination and records as to its receipt of any bag and as to the contents of any bag is conclusive and binding on the Customer, and the Bank may correct any credit made to the Customer's account. The Bank will notify the Customer's, representative designated in the service implementation questionnaire if the difference is more than the minimum amount specified in the Bank's guidelines. All Cash Orden must be validated by the Customer within 24 hours of receipt. If a currency strap, coin bag or wrapped coin difference is Identified, contact Cash Services Customer Support at 888.872 -0517 to request a Cash Order Claim Form. The completed form and proper documentation must be postmarked within 48 hours of recelpt of the Cash Order. Any claims postmarked after the 48 -hour period will be denied and Customer will have no right to request or receive an adjustment after such time period. Relationship upon Delivery of Bags. Until the Bank recounts the contents of the bags and enters a final credit to the Customer's account as provided in these terms, the Bank is not responsible for any authorized contents or the value of any such authorized contents based upon any deposit ticket included with the bag. Liability at Unattended Facility. The Customer assumes all risks of using any unattended facilities, including risks of theft, robbery and personal Injury: the Bank is not responsible if a facility fails to operate properly In any way, including falling to open, close, lock or unlock. It is the Customer's responsibility to verify that its bags have dropped down completely into the facility, and the Customer agrees that it will not leave any bags in any facility that does not appear to be operating properly. The Bank will not be liable to the Customer if any unattended facility, tele -entry or onlihe system is closed or otherwise unavailable for use at any time. PIN: 819834 DOC ID: 2 va' 7 % P9. 1717 Page 20 of 49 G. Positive Pay, Reverse Positive Pay and Payee Verification Positive Pay, Reverse Positive Pay and Payee Verification services help prevent check fraud on Customers accounts by identifying discrepancies between checks presented to the Bank for payment and those checks issued by Customers. With Positive Pay, the Customer sends check issuance information to the Bank and the Bank compares such information to checks being presented for payment. With Reverse Positive Pay, the Bank sends the Customer information on checks being presented for payment and the Customer does its own comparison. Payee Verification is an enhanced feature for Positive Pay whereby the Customer includes payee name information and the Bank compares such information against the payee names on checks being presented. As a condition precedent for receiving Payee Verification, the Customer must be receiving Positive Pay in connection with the same Account. 1. Issuance Information. The following information is defined as "Issuance Information" for each Item: i) Account number; ii) Item serial number; iii) dollar amount; iv) issue date [for Positive Pay and Payee Verification only]; and v) the payee name [for Payee Verification only]. For Positive Pay and Payee Verification, the Customer will provide the Bank the Issuance Information by the Banking Day on which the Customer issues Items, by means of a mutually agreed upon transmission method the Issuance Information, The Bank will compare the Issuance Information with the Items presented to the Bank for payment against the Account. For Reverse Positive Pay, the Bank will send the Customer the Issuance Information and the Customer will compare such information with the checks they have issued. 2, Discrepancies. For Positive Pay and Payee Verification, if Items are presented to the Bank for which it has not received timely Issuance Information or containing information different from the Issuance Information for that Item, the Bank will notify the Customer by means of a mutually agreed upon method, by the designated time of the Banking Day foNowing the Banking Day the Item is presented. The Customer shall advise the Bank by means of a mutually agreed upon method by the designated time on that same Banking Day whether any such Item is authorized for payment ( "Presentment Decision "). In the event that the Customer fails to timely inform the Bank about any Item for which a Presentment Decision is requested, as required above, the Bank is authorized to return such Item unless otherwise agreed by the Customer and the Bank. For Reverse Positive Pay, the Bank will provide Issuance Information to the Customer of Items presented for payment; the Customer shall advise the Bank by means of a mutually agreed upon method by the designated time on that same Banking Day whether any such Item is authorized for payment; and in the event that the Customer fails to timely inform the Bank as required, the Bank is authorized to pay such Items) unless otherwise agreed by the Customer and the Bank. The Bank is entitled to rely on any instructions that It receives and reasonably believes to be genuine. 3. Payee Verification Additional Terms. For Payee Verification, Customer acknowledges that Items that have been converted to ACH transactions prior to being presented for payment will not be eligible for this service and the payee name information will not be compared to the Issuance Information for Items that have been converted to ACH transactions. If the Customer fails to provide the Issuance! Information in the file format required by the Bank, the Bank will not be liable for not detecting any discrepancy between the Item and the Issuance Information or for processing such Item. The Bank reserves the right to set a threshold amount for Items (as may be revised by the Bank from time to time) to be reviewed under the Payee Verification (the "Threshold Amount'). The Items below the Threshold Amount will be handled according to the standard Account Documentation governing the Customer's Account; however, the Customer will not be liable for such Items If the discrepancy would have otherwise been detected under this Service. With regard to payee name comparison, the Bank will compare the payee name provided in the Issuance Information to the payee lines in the nameladdress block identified on the Item presented as provided for in the Bank's setup requirements and will be limited to those parameters specifically agreed to by the Customer and Bank. 4. Voided Items. The Customer agrees to place a void on an Item in the Issuance Information only with respect to Items that are not in circulation. If the Customer wants to stop pay on a check that has been issued, the Customer is required to issue any Stop Payment request pursuant to the Bank's Account Terms, outside of these services. 5. Item Payment. The Bank is not obligated to maintain signature cards for the Account and whether or not the Bank does maintain such signature cards; in no event shall the Bank be obligated to inspect any check for the presence of authenticity of any signature or to determine whether any signature is authorized. The Customer acknowledges that the Bank's adherence to these procedures in these terms, in lieu of signature examination, will constitute the exercise of good faith and ordinary care by the Bank in handling Items presented for payment against the Account. 6. Over the Counter Presentment. The Bank may, without liability to the Customer, refuse to pay any Item presented for encashment at any of the Bank's branch locations. If an Item is presented for encashment at one of the Bank's branch locations at the teller line; the Customer authorizes the Bank to pay such Item based upon the Positive Pay information at the teller line. The Bank may charge a person who cashes an Item drawn on the Customer's Account a fee at the time of encashment. PW 819B34 DOC ID: 2 Viz' —"" 7 p9' /- Page 21 of 49 IIr�I!119If H. Controlled Disbursements Controlled Disbursement Accounts help customers effectively manage the disbursement process to gain control over idle balances and automate funding transfers and is designed to provide disbursement totals early each business day, 1. Controlled Disbursement Account. Each Controlled Disbursement Account, except as set forth herein, shall be opened and maintained in accordance with the Bank's Account Documentation. Customer agrees that if it fails to utilize one of the Bank's positive pay services on the Controlled Disbursement Account, that failure will constitute Customer negligence contributing to the making of any unauthorized signature and Customer assumes the risk that Items presented against the Controlled Disbursement Account may be forged or altered, to the extent that the positive pay services the Bank offers may have prevented any loss. The Bank will have no liability for any loss related to an Item presented against the Controlled Disbursement Account which would otherwise generally have been returned under such positive pay services. 2. Payment of Items. Bank, on each banking day, will advise Customer of the total amount of Items drawn against the Controlled Disbursement Accounts that are presented for payment, on that day, to the Bank by a Federal Reserve Bank or another depository institution pursuant to a same-day settlement arrangement. Bank will honor checks or drafts Otems) which are properly payable, but shall have no obligation to pay any Item should sufficient immediately available funds to cover such hems not be transferred to the Controlled Disbursement Account in accordance with these Service Terms and the Account Documentation. 3. Over -the- Counter Presentment. Bank may, without liability to Customer, refuse to pay any Item presented for encashment at any of the Bank's branch locations. 4. Funding Account for Controlled Disbursement. Customer will maintain with Bank a designated account for purposes of funding the Controlled Disbursement Account, or the funding account may be maintained at an affiliated bank or other financial instAutiori (the "Funding Account "). Customer authorizes Bank to debit the Funding Account for the total amount of the Items presented and any funds transfers against the Controlled Disbursement Account, and to promptly transfer such amount to the Controlled Disbursement Account even though such a debit may bring about or increase an overdraft. All funds transfers from the Funding Account to the Controlled Disbursement Account shall be in immediately available funds. Customer will maintain sufficient available funds in the Funding Account to cover Items and funds transfers presented against the Controlled Disbursement Account, and the Bank shall have no obligation to transfer funds, process Items for payment or complete any funds transfers unless there are sufficient available funds in the Funding Account. The Bank is authorized to debit the Funding Account for any obligations owed directly or indirectly on the Controlled Disbursement Account. The Bank shall not be liable for failure to pay any Item presented for payment against any Controlled Disbursement Account due to insufficient funds in the Funding Account, 5. Media. Bank will transmit to Customer by the transmission method or media agreed to by Customer and Bank information regarding Customer's Controlled Disbursement Account. i I 6. Routing Transit Number. Customer agrees to use the designated controlled disbursement account routing transit number on the Items it Issues from the Controlled Disbursement Account. Customer acknowledges that If it fails to use such designated controlled, disbursement account routing transit number the Bank is authorized to terminate this Service or any Service feature upon notice to the Customer. 7. Financial Condition. In the event of the deterioration of the financial condition of the Customer, as determined in the Bank's sole discretion, the Bank may immediately terminate the Service, any Service feature, and/or may convert any Controlled Disbursement Account to a stand -alone demand deposit account without prior notice to the Customer. 8. Third Party Usage. Customer agrees that it will not permit a third party to write checks on or otherwise issue payment transactions or Instructions on Customer's Controlled Disbursement Account. Customer agrees to indemnify and hold Bank harmless from and against any and at actions, claims, demands, losses, liabilities or expenses whatsoever, including attorney's fees and costs, resulting directly or indirectly from Customer's breach of this Section. This indemnity shall survive the termination of these Service Terms. Notwithstanding anything to the contrary, Customer acknowledges that, If Customer breaches this Section, Bank may immediately terminate this Service or any Service feature upon notice to the Customer. PN: 81 834 DOC ID: 2 Vol. 7%%— Page 22 of 49 IIl9101111 Image Cash Letter The Image Cash Letter Service allows the Customer to make certain deposits electronically by using a capture device to create an electronic image of a paper check and transmit it and related data to the Bank. As part of the Service, the Customer must use software and hardware provided by or acceptable to the Bank. 1. Transmission and Processing. The Customer shall provide through its own methods or devices the captured check images and check data, including the magnetic ink character recognition formatting (MICR) Information through electronic transmissions (the "Transmissions') in the format and specifications required by the Bank's File Standards and within the cutoff times provided by the Bank. The Customer authorizes the Bank to process the Transmissions as Substitute Checks, Electronic Images or Photos in Lieu, as may be applicable for further clearing through or with any other financial institution, clearinghouse or Federal Reserve Bank. If the Customer has chosen to have items processed as ACH transactions, the Bank wilt convert eligible items to ARC or POP entries, as defined and provided for in the ACH Origination Service Terms. The Customer agrees that it is solely responsible for the creation and sending of these Transmissions to the Bank. If any Transmission (including any source document for purposes of these Service Terms) does not meet the Bank's or any transferee's standard requirements for processing, the Customer assumes all risk of loss or delay in processing such Transmission and authorizes the Bank to either (a) return the Transmission to the Customer without further processing, (b) process the Transmission as sent from the Customer, (c) process the items as photocopies in lieu of the originals or (d) repair or attempt to repair the Transmission for further processing. . 2. Image Cash Letter File Deposit Time. The Transmissions must be sent to the Bank prior to the deposit deadline. Any Transmission will be deemed to have been received when the entire file has been written onto the Bank's system and made available for the Bank to validate. Based upon the size of the Transmission file, there may be a significant delay between the time Customer begins to send the file and the completion of the transfer as stated above. As a result the Customer will make every effort to send the Transmission file as early as possible. Files that are received after a deposit deadline will be considered deposited as of the next deposit deadline. Processing fees and funds availability will be assessed based on the deposit deadline that Is met. j 3. Customer Responsibility. The Customer shall be solely responsible if any Transmission for which the Customer has been given provisional credit is returned or reversed, and neither the Bank nor as subcontractors shall be liable or responsible for same. ;The Customer acknowledges that all credits received for deposit are provisional, subject to verification, final settlement or return. Information and data reported hereunder: (a) may be received prior to final posting and confirmation and is subject to correction and (b) is for informational purposes only and may not be relied upon. The Customer agrees that the Bank shall have no liability for the content of payment - related information. The Customer shall be solely responsible for the original checks, Including storage and retrieval. The Customer agrees to provide a'legible copy of an image or the original check if requested by the Bank within five (5) business days of such request. B the Customer is unable to provide the original or legible copy, the Customer shall be liable for any associated loss or claim involving the check. 4. Suspension /Cancellation of Service. The Bank reserves the right to suspend or terminate the Service, in whole or in part if the Bank believes Customer is in breach of these Service Terms or is otherwise using or accessing the service in a manner inconsistent with the rules and regulations relating to the service being provided and such breach. Further, this service will automatically terminate d the Customers account with the Bank is closed for any reason. Either party may terminate the service upon thirty (30) days' prior written notice to the other party; provided, however, that the terms of Section 10 will apply to any termination prior to the time period set forth in the pricing schedule 5. Warranties. (a) Customer warranty. The Customer warrants and represents to the Bank that: (a) each Transmission contains accurate and legible images of all of the information on the front and back of the original checks at the time each check was truncated; (b) each Transmission also contains a record of all applicable micro-line information required for a substitute check and the accurate amount of, the check; (c) each Transmission complies with the technical standards for an electronic Item under Regulation J, Federal Reserve Operating Circulars 3 and 5, and for a substitute check under Federal Regulation CC; (d) no person will receive a transfer, presentment or return of, or otherwise be charged for, the check (either the original check, or a paper or electronic representation of the original check) such that the person will be asked to make payment based upon a check it has already paid; (e) the Customer will not redeposit through this service any transmission representing a check previously deposited and returned to the Customer; (f) the Customer will employ commercially reasonable security measures and firewalls sufficient to protect the Transmissions and storage to ensure no unauthorized access to of use of the original checks or duplicate presentment; and (g) the Customer will only create transmissions for checks that originated as paper checks. (b) If the Customer Is a financial Institution or is otherwise transmitting Items payable to third parties, the Customer also represents and warrants to the Bank that: (1) In connection with each Item deposited through the service, the payee of the Item has authorized the electronic transmittal of the Item for deposit to Customer's account; it the Customer is scanning Items from a location outside of the United States, such authorization covens the cross - border transmittal of the Item; and (2) the Customer has established an anti -money laundering program in compliance with anti -money laundering laws and regulations applicable to it and such anti -money laundering program includes policies, procedures and controls designed to detect and prevent money laundering, including "know your customer; policies and procedures, monitoring of transactions for suspicious activities and reporting of suspicious activities, which the Customer believes effectively prevents the use of the Customer's operations, personnel or facilities for money laundering purposes. PN. 819834 DOC 10: 2 Vd, /y'7_ P(g, _�d-D Page 23 of 49 �E�4j�j��E�lllll (c) The Bank and its subcontractors make no representations or warranties, whether express, implied or statutory regarding oil relating to any of the technology or service and /or access to or use of the service or technology provided to the Customer hereunder. The Bank and its subcontractors specifically disclaim any and all implied warranties of merchantability, fitness for a particular purpose and noninfringement. The Bank and its subcontractors also do not guarantee that the Customer's access to the service provided under these terms will be uninterrupted, error free or secure. I i 6. Third -Party Service Provider. The Customer may choose to use a third -party service provider or service bureau to submit Items or perform other functions for and on the Customer's behalf. If the Bank accepts such Items or other instructions from the Customer's provider or service bureau, the Customer will be bound by them. The Customer is responsible for all actions taken or not taken by the Customer's provider including all costs and expenses incurred by the Customer's provider. 7. Pricing SCheduleNolumefTermination Penalties. The Bank and the Customer may agree to a pricing schedule incorporated herein by reference, Including the length of time the service will be provided, the charges/fees and the volumes, as may be statetl in the pricing schedule. If the Customer terminates the Service or the service is otherwise terminated without fault of the Bank prior to the period of time set forth in the pricing schedule, the Customer shall pay the Bank a termination fee equal to twelve (12) times the average monthly transaction fee for the service for the period of time the service was provided to the Customer. Such termination fee shall be paid within thirty (30) days' after the effective termination date. i 8. Limitation of Liability. In no event will the Bank's liability under these terms for any damages of any kind exceed an amount equal to the fees the Customer paid the Bank for the service during the twelve (12) months preceding the date on which the Customer made the corresponding claim. If the Customer makes a claim during the first twelve (12) months of the service, the Bank's liability will be limited to the average monthly fee the Customer paid during that time multiplied by 12. This limitation of liability is in addition to the terms set forth in the Account Terms. 9. Indemnification. The Customer agrees to indemnity the Bank for any loss or expense (including attorney's fees anE expenses of litigation) resulting fromi breach of any of the warranties made by the Customer pursuant to these service terms or the Account Documentation; any claim pertaining to any warranty or indemnity that the Bank makes with respect to an Item under the Check Clearing for tfie 21" Century Act, Federal Reserve Board Regulations CC and J and all other laws, regulations and industry and clearinghouse rules applicable to Items. These indemnities are in addition to those in the Account Terms and relevant Service Terms. I 10, Miscellaneous. The provisions of Sections 3, 5, 7, 8 and 9 shall survive termination of these Service Terms. J. Check Print The Check Print Service enables the Customer instruct the Bank to create and mail checks and/or documents on behalf of the 1. Print Orders. The Bank will execute each print order requested by the Customer which is received by the Bank in a manner described in these Service Terms or as otherwise, provided by the Bank (the "Print Order"). Print Order information shall include payee names and addresses. Customer agrees that it will not include any other personally Identifiable information or any protected health information in its Print Orders. Print Orders may Include printing of non - payment documents ('Documents ") if agreed to by the Bank based upon these Service Terns. 2. Check Pull Requests. For any Print Order received by the Bank, the Customer may request the Bank to pull a check(s) from processing by completing the Bank's manual check pull request form ( "Check Pull Request"); provided, however, that a Check Pull Request will not be effective unless and until it is received by the Bank in the forth required and the Bank has had a reasonable time to act upon such request. A Print Order may not be amended or modified. The Bank has no obligation to adjust of stop the payment or posting of a Pried Order it has accepted. I 3. Receipt Of Print Orders. The Customer shall transmit Print Orders to Bank to the location and in compliance with the formatting and other requirements of the Bank set forth in its operating procedures. Bank may reject any Print Order that does not comply with these Service Terms. i 4. Issuance of CheeksiDOCuments. For each Print Order accepted by the Bank, the Bank will: (a) cause a check to be printed and completed; (b) cause a laser facsimile signature authorized by the Customer to be placed on the check; (c) if agreed upon, cause other documents to be completed and included with the check issuance ('Documents "); and (d) mail or send the check by courier along with any Documents as agreed upon (collectively, the "Issuance"). The Customer expressly grants the Bank the authority to create and process such Issuances. i S. Notice of Rejection. The Bank will promptly notify the Customer if a Print Order is rejected by the Bank and will advise the Customer as to the reason. The notice or advice shall be deemed commercially reasonable If made available through the Check Print Service or given electronically, orally, by telephone or facsimile transmission. i PN: 819834 DOC ID: 2 vol. ___Z ZZ_ Pg. l � Page 24 of 49 6. Control. The Bank is not responsible or liable for the detection of errors contained in any Print Order as entitled to rely on the information contained therein. 7. Reliance Upon Instructions. The Customer is responsible for, and the Bank may rely upon, the contents of any notice that Bank beileves in good faith to be from the Customer without any independent investigation. The Bank shall have no duly to authority of the individual giving such notice or instruction. in the event the Bank receives conflicting notices or instructior authorized to act on either the notice or instruction, or it can refuse to act. No resetrictin on the Bank's acceptance of any Prir binding on the Bank, except as set forth In these Service Terms unless agreed to in writing by the Bank and the Bank has ha opportunity to act upon such change. A is or instructions nquire into the a, the Bank is I Order will be a reasonable 8. Limitation of Liability, The Bank's liability shall be limited to direct damages caused by the Bank's failure to use reasonable care. Reasonable care in providing the Check Print Service shall be measured by the relevant provisions of any service levels or business requirements and fife standard of reasonableness of the procedures established for the transaction involved. Mere inadvertence or honest mistake of judgment shall not constitute a failure to perform such obligations or a failure to exercise reasonable care and in no case will be deemed wrongful. 9. Cashier's Checks. If the Bank creates cashier's checks under the Check Print Service, the following additional tern Customer will send the cashiers check print file information ( "File Information) to the Bank by the Bank's cut off time on a One"); (b) the Customer authorizes the Bank to debit the Customer's designated account ( "Funding Account) for the amoun File Information on Day One; (c) as the cashier's checks from the File Information are being processed, the account reconc ( "ARP File") must match the date of funding found in the File Information of the next banking day ('Day Two "); (d) for any ca which there is insufficient funds in the Funding Account on Day One to fund the purchase of the cashier's check, the Bank reject the creation of such cashier's check; (e) fully funded cashier's checks will be printed on Day Two; (f) N the Customer is Bank's online services, Customer will be able to view information regarding the cashier's checks which were funded and create were rejected; (g) any information from the File Information which can not be used to create a cashier's check will be comr Customer for further research and reconciliation; (h) If any cashier's check is returned as undeliverable, the cashier's cl outstanding in the Bank's cashier's check account and escheated according to applicable laws and regulations. If the payl check claims that the cashiers check was lost, stolen or destroyed before the funds are escheated, such claim will be handle with the Bank's procedures. 10. Network Check Truncation Feature. For any check the Bank is creating (other than a cashier's check) purse Terms, the Bank may compare the check issuance address to the Bank's directory of lockbox addresses. If there is a authorizes the Bank to truncate the check (including any Document) to an image and electronically transmit the images I operations for further processing and deposit to the payee's account. The Customer will not be charged postage for any there will be a conversion fee for such check which will be reflected in the Customer's account analysis statement. K. ACH Tax Payment will apply: (a) ion day ("Day shown on the ition issue file lees check for authorized to ing one of the and those that nicated to the ;k will remain of a cashier's in accordance 1. Service. Bank will provide a service (the 'Service) whereby Customer can direct Bank, via touchtone telephone or Internet pla payments through the automated Gearing house (ACH) system from an account with Bank that Customer specifies. Customer m; to pay: any federal taxes covered by the Federal Tax Deposit Coupons (Form 8109) that Customer has executed and delivered to time; certain state taxes; and certain municipal taxes. Service ustomer lockbox however, to make tax the service from time to Bank may pay taxes from Customer's account in accordance with any Instructions issued in Customer's name that Bank verifies pursuant to the security procedures specified in these Service Terms. In using the Service, Customer agrees to comply with and be bound bylthe Operating Rules of the National Automated Clearing House Association ( "NACHA Rules "). 2. Receipt of Instructions and Cancellations. Customer may issue instructions and cancellations only during service hours Mat Bank specifies, and Customer acknowledges that Bank may change such service hours upon prior notice to Customer. Bank must receive instructions, including but not limited to payment cancellation instructions, not later than 6:00 p.m. ET (or such other time as Bank specifies) on the Business Day prior to the day on which the tax payment is due. For purposes of this Section, "Business Day' means a day on which the Bank Is open for business in its New York office. Instructions received after such time shall not be processed until the following business day and Customer shall be liable for any charges, fees or costs associated with such payment. Bank may rejector delay processing of a tax payment 'd the request is not complete or is inaccurate or otherwise does not meet the criteria Bank specifies for acceptance herein or in the User Guide (as hereafter defined). PN: 8 +9834 DOC ID- 2 Vol. ..ZZ . Pg. g'2 Page 25 of 49 The Service is not designed or Intended to be used for any ACH tax payment that is required to be formatted as an "Ino Transaction' (or IAT) under the NACHA Rules. Customer agrees not to use or attempt to use the Service to originate any ACH to is required to be formatted under the NACHA Rules as an "International ACH Transaction' (or IAT). Customer shall indemnify harmless from and against any and all claims, demands, losses, fines, penalties, damages, liabilities and expenses, including, wi legal fees and expenses, resulting directly or indirectly from any ACH tax payment processed or requested to be processed by C Service which should have been formatted under the NACHA Rules as an IAT. 3. Tax Payment Security Procedures. rational ACH payment that rid hold Bank out limitation, tomer via the (a) A Bank - Issued or approved access code and PIN and/or other security device ( "Security Device') is required to access the Service. The Customer shall be bound by and adhere to the security procedures and other procedures for use of the Service advbed.to it in writing through any medium by the Bank, as may be revised from time to time upon notice to the Customer (the "User Guide'). The Customer shall notify the Bank immediately of loss or theft of a Security Device, any unauthorized use of a Security Device or any other breach of security. The Bank may dishonor or disable any Security Device at any time and will inform the Customer of the same. The Customer agrees that any use of the Service with a Security Device is deemed to be carded out directly by and on behalf of the Customer. The Customer agrees to safeguard all Security Devices and to instruct each Authorized User (as defined below) to do the same. (b) This Section 3(b) applies to use of the Service through the designated Internet platform, but does not apply to touchtone telephone access. Customer shag designate an administrator (the "Administrator ") who shall have authority in accordance with the operational instructions for the Service provided to Customer in the User Guide. Customer agrees to notify Bank of any change in Administrator in the manner and form designated by Bank. Any such changes shall be effective at such time as Bank has received such notice and has had a reasonable opportunity to act upon it. In accordance with the procedures contained in the User Guide, the Administrator shall be responsible for (i) designating Individuals as users ( "Authorized Users "); (ii) identifying the functions of the Service; (iii) requesting, creating, controlling, disseminating, and /or canceling user entitlements; (iv) receiving and distributing materials, notices, documents and correspondence relating to the security procedures; and (v) advising each Authorized User of his/her obligations hereunder and under the Usei Guide. The Administrator shall provide to the Bank, upon the Bank's request, a list of Authorized Users. I 4. Open Network Access. The Customer acknowledges that there are certain security, corruption, transmission error and access availability risks associated with using open networks such as the internet, and the Customer assumes all such risks. The Customer shall make an independent assessment of the adequacy of the internet and the Bank's security procedures. The Customer further acknowledges that the selection and use by It of any third party security and communications software and third party service providers is the sole responsibility of the Customer, and the Bank disclaims all risks related thereto, notwithstanding that the Bank may recommend certain security and /or communications software and services. The Customer agrees to, at its sole expense, procure and maintain all hardware, browsers, software and telecommunications equipment necessary to access the Service in accordance with the Bank's recommended system configuration; 5. Funding. Customer authorizes Bank to debit Customer's applicable account for the amount of each tax payment and for any applicable bank fees and charges when due. In the event Customer does not have sufficient funds in Customer's applicable account to cover the amount of a tax payment, Bank shall have no obligation to make the tax payment for Customer, but R Bank does make such payment Customer agrees to reimburse Bank immediately for the total amount of funds disbursed pursuant to the tax payment. Funds Bank receives and holds pursuant to the Service shall be held as a deposit liability to Customer and not in trust for Customer or the taxing authority. 6. Warranties; Indemnity. Except as specked below, Customer will be deemed to make the same warranties to Bank as Bank makes pursuant to the NACHA Rules although Customer will not be deemed to warrant the power of the Bank under applicable law to comply with the requirements of the NACHA Rules or the conformity of tax payments and other data Bank transmits to the file specifications contained in the NACHA Rules. Customer further represents and warrants to Bank that: (i) Customer shall not access the Service from any jurisdiction in which the Service is not authorized: and (ii) each tax payment Customer originates will comply with applicable U.S. laws and regulations and Customer acknowledges that payments may not be initiated that violate the laws of the United States. i Customer agrees to indemnity Bank and Bank's employees, officers, directors and agents, and hold all of them harmless from and against any and all claims, demands, losses, liabilities or expenses (including attorney's fees and costs) resulting directly or indirectly from (a) Customer's breach of any warranty made under this Section and (b) compliance by Bank with any request Customer makes for a cancellation, stop payment, reversal or recall of any tax payment. I Bank shall have no responsibility for any delay by any ACH Operator (as such term is defined in the NACHA Rules) or taxing authority in processing any tax payment Bank transmits to such entity or failure by such entity to process or apply any tax payment. 7. Stop Payments; Reversals and Recalls. Customer's Instruction to stop payment of, reverse or recall one or more itax payments must be received by Bank in such time and manner as Bank specifies. Bank will process these transactions in accordance with Bank's procedures advised to Customer. Any reversal or recall initiated by Bank is subject to acceptance by the relevant taxing authority. Tax payment instructions may not be amended or modified. i 8. Payment Limits. Bank may from time to time establish or revise (a) maximum dollar limits for each payment to be made by the Customer to a specified taxing authority, and (b) aggregate limits for all payments to be made by the Customer to a specified taxing authority within a 24 -hour period. Bank may change or cancel the limits at any time without prior notice to Customer, although Bank will endeavor to give prloi notice to PN: 819834 DOC ID: 2 VO1. / 7 %_._ Pq. ��� Page 26 of 49 Customer. Bank may require Customer to pay Bank the amount of any tax payment on the date of transmission to Bank or otherwise prior to the settlement date. Bank also may require Customer to maintain collateral with Bank In an amount Bank specifies. 9. Limitation of Liability. Bank's maximum aggregate liability in connection with the Service shall be limited as provided in the Account Documentation (as defined in Section 10 below) and shall be further limited to the lesser of the amount of any penalty or interest actually imposed by the applicable taxing authority or the total fees Customer paid Bank during the prior 12 months. 10. Incorporation of Account Documentation; Termination. The Bank's terms governing the operation of business accounts and services ( "Account Documentation ") are incorporated herein, as the same may be amended from time to time. If and to the extent that there is a conflict between the Account Documentation and these Service Terns, the provisions of these Service Terms shall prevail. In addition to Bank's termination rights under the Account Documentation, Bank shall have the right to terminate or suspend these Service Terms and the Service upon notice to Customer in the event of Customer's breach of the NACHA Rules. ' L. Client Access 1, Service. The Bank will provide a service (the 'Service") for electronic access to the Customer's account information, reports and date (collectively, "Data ") and for the electronic transmission to the Bank of messages, service requests, and payment and non - payment instructions (each an "Instruction ") and from the Bank of messages, notifications and alerts, via online, host- to- hostffile transfer and mobile dhannels. The Bank reserves the right to modify the applications and products (each an "Application ") available via the Service, upon notice to the:Customer. 2. Security Procedures. 2.1. The security procedure for accessing the Service via the online and mobile channels includes an identification code and confidential password, and for certain functions, the use of a Bank issued or approved security device ("Security Device"), provided that the mobile channel allows for the use of a biometric identifier instead of a Security Device and identification code. The security jprocedure for accessing the Service via the host- to- host/file transfer channel Includes the use of a Certificate, as set forth in Section 8 below. The Customer shall be bound by and adhere to the security procedures for use of the Service advised to it in writing through any medium by the Bank, as may be revised from time to time upon notice to the Customer, including without limitation the procedures set forth herein. The Customer shall notify the Bank immediately of loss or theft of a Security Device, any unauthorized use of a Security Device, or any other breach of security, including the compromise of a Certificate (as defined below). The Bank may dishonor or disable any Security Device . at any time and wilt inform the Customer of the same. l The Customer agrees that any use of the Service in compliance with a Bank issued security procedure is deemed to be carried out directly by and on behalf of the Customer. The Customer agrees to safeguard all Security Devices and to instruct each Authorised User, as defined in Section 21 below, to do the same. The Customer will be responsible for ensuring that the Security Devices are known to land used only by Authorised Users, 2.2. The Customer shall designate security administrators who shall have equal authority In accordance with the administrative control procedure for each Application and/or the authority to add, update or delete security keys in connection with the host- to-hostffile transfer channels. The Customer agrees to notify the Bank of any change in security administrators in the manner and form designated by the Bank. Any such changes shall be effective at such time as the Bank has received such notice and has had a reasonable opportunity to act upon it. 2.3. The security, administrators shall be responsible for (i) designating individuals as users ( "Authorised Users"); (ii) identifying the functions of the Service, including the Mobile Application (as defined below), that each user may access; (iii) requesting, creating, controlling, disseminating, and/or canceling user enthlements; (iv) receiving and distributing materials, notices, documents and correspondence relating to the security procedures; and (v) advising each user of his/her obligations hereunder or under any of the applicable Account Documentation, as defined in Section 6 below. The security administrators shall provide to the Bank, upon the Bank's request, a list of Authorised Users. In the absence of a valid designation of a security administrator at any time, the Bank may deliver Security Devices and materials to any person authorized to act on behalf of the Customer with respect to the accounts. 3. Open Network Access; Equipment. The Customer acknowledges that there are certain security, corruption, transmission error and access availability risks associated with using open networks such as the Internet, and the Customer assumes all such risks. The Customer shall make an independent assessment of the adequacy of the Internet and the Bank's security procedures. The Customer further acknowledges that the selection and use by it of any third party security and communications software and third party service providers is the sole responsibility of the Customer, and the Bank disclaims all risks related thereto, notwithstanding that the Bank may recommend certain security and /or communications software and services. The Customer agrees to, at its sole expense, procure and maintain all hardware, browsers, software and telecommunications equipment necessary to access the Service in accordance with the Bank's recommended system configuration! PN. 819834 DOC ID: 2 va' / -` rt.. Page 27 of 49 r 4. Instructions; Data. 4.1. The Customer shall be solely responsible for the genuineness and accuracy, both as to content and to received by the Bank, 4.2. The Customer acknowledges that Data may not have been reviewed by the Bank, may be inaccurate, and m adjusted. The Bank is not obligated to assure the accuracy of Data and will not be liable for any loss inaccuracy of Data. Further, the Bank shall have no liability for the receipt or viewing by any party of designated by the Customer, including but not limited to email addresses, fax and telephone number(s). 4.3. The Customer acknowledges that the Secure eMail Application is not Intended for the transmission of Instructions to !transfer cash, securkies or other assets. The Customer shall not transmit, and the Bank shall have no obligation to act upon, any such Instructions transmitted through Secure eMail. 1, 5. Customer Warranties. The Customer represents and warrants to the Bank that (i) prior to submitting any document which designates Authorised Users, the Customer shah obtain from each individual referred to in such document all necessary consents to enable the Bank to process the data set out therein for the purposes of providing the Service; (it) the Customer has accurately designated in writing the geographic location of its Authorised Users and shall provide all updates to such information; and (iii) the Customer shall not access the Service from any jurisdiction which the Bank informs the Customer or where the Customer has knowledge that the Service is not authorized. The Customer hereby represents and warrants to the Bank that these Terms constitute its legal and binding obligations enforceable in accordance with its terms. 6. Miscellaneous. The additional jurisdiction specific provisions set forth in the attached Exhibit are applicable to the Customer based on the domicile of the Customer. Where any local laws or regulations of any jurisdiction apply as a result of the Customer's users accessing the Service from such jurisdiction or as a result of the location of such accounts in such jurisdiction, the jurisdictional specific provisions of that jurisdiction shall apply to the use of the Service by such users. The Bank's terms governing the business accounts and services, including service terms that govern the Bank's processing of Instructions transmitted via the Service ( "Account Documentation"), are incorporated herein, as the same may be amended from time to time. If and to the extent that there is a conflict between the Account Documentation and these Service Terms, the provisions of these Service Terms shall prevail. These Service Terms shall be governed by and construed in accordance with the laws of the State of Ohio, USA (without reference to the conflict of laws rules thereof). 7. Mobile Application. The Service is available via a Bank mobile application (any such application, including released) modifications, updates, upgrades, successor and substitute software programs as may have been provided by the Bank to the Customer, a 'Mobile Application). i 7.1. Accepting use of the Bank's SMS Text Notification Service and/or the Mobile Application service constitutes the Customer's authorization for the Bank to send Data, message notifications and alerts through any communication service providers, including both Internet and telecommunications providers, which shah each be deemed to be acting as the Customer's agent. Such providers may not encrypt communications. I 7.2. Authorised Users may be required to accept an application agreement or license in order to download the Mobile Application. The Customer acknowledges that the Account Documentation shall in all cases govern the provision of these services. j I 7.3. The Customer acknowledges that the Bank shall not be liable for any delays in any Data, message notification or alert delivered via any mobile device. i 8. Host-to-Host/File Transfer Services. The Service is available via host- lo- hosWile transfer Services. The Customer and the Bank will use the following procedures for digital- signature public key management using a certificate ("Certificate"). 8.1. The Bank shall have the right to rely on any request relating to and in connection with the host- to- hosVfile transfer channels that the Bank believes in good faith to have been sent by a security administrator, notwithstanding that such security administrator may tie a third party agent acting on behalf of the Customer. li 8.2. All requests to add, update or delete security keys will be coordinated through the Customer's Customer Service Officer (or other designated Bank representative as the Bank may direct). i 8.3. Customer shall provide a request and supplementary material (such as a text file or other physical representation of the public security keys of the relevant Certificate) in accordance with the Bank's administrative control procedures of the action to be taken, a request for a suggested date and time the action Is to be taken, and an attached file containing the Certificate. The Bank shall effect such change requests within a reasonable period of time; however, such requests must be received at least two U.S. banking days prior!to the security key implementation date. Pit: 619834 DOC ID: 2 va' Page 28 of 49 8.4. Upon receipt of Customer's request, the Bank will validate the request. Upon successful confirmation, the Bank will re{ of the security key file and the scheduled date and time for the action to take place. Requests for security key a deletions will be actioned during the course of normal business hours, Monday through Friday, 8:30 AM — 5:30 PM E States). The Bank shalt not take any action until a request has been received from the Customer which the Bank believes to be an authorized request, in the form the Bank advises the Customer, 8.5. The Customer agrees to abide by Bank's administrative control procedures for security Certificates, including the following: (i) Certificates must have a validity period of one to two years. (ii) No Certificate shall be accepted unless It adheres to the following cryptographic specification: Message digest: SHA -1 Asymmetric algorithm: RSA Asymmetric algorithm key length: 2048 bits or more Notwithstanding any courtesy notifications from the Bank regarding the Customer's impending Certificate expiration, acknowledges that it Is the Customer's sole responsibility to update the Certificate prior to Its expiration date. The Ban) liability for any loss or damage (including, for the avoidance of doubt, any indirect, special, punitive or consequential dam; arising from the Customer's failure to timely update its Certificate. To allow for proper execution of administrative control pro p prevent any lapse In service or emergency procedures, the Customer must request a Certificate change at least 30 days Certificate expiration. Jurisdiction Specific Provisions Exhibit A. Australia & New Zealand —See further Paragraphs M and D herein. The Bank's liability to Customer for loss or damage of any kind in contract, tort (including negligence), under any statute or or relating in any way to this Customer andlor its subject matter, is reduced to the extent that Customer caused and /or co damage. liming receipt s, updates or Time (United in good faith the Customer shall have no gas or losses) edures, and to prior to actual e arising from to the loss or Fees: I To the extent that any supply made by the Bank under these Service Terms is a taxable supply for the purposes of the Australian Goods and Services Tax, or that goods and services tax under the New Zealand Goods and Services Tax Act 1985 is payable in respect of arty supply under this License Agreement, ( "GST'), the fees payable in respect of that taxable supply ( "original amount ") will be increased by the amount of GST payable in respect of that taxable supply. Customer must pay the increased amount at the same time and in the same mannerlas the original amount. Consumer Warranties. (i) Australia The following provision applies if, despite the terms of these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms, the proper law of this Agreement is the law in force in an Australian jurisdiction: The Warranty and Limitation of Liability provisions of these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms are subject to the following and only apply to the extent permitted by law: Notwithstanding anything in this Agreement, consumers may have the benefit of certain rights and remedies pursuant to the Trade Practices Act 1974 (Cl and similar state laws in Australia in respect of which liability may not be excluded. If so, then to the maximum extent permitted by law, such liability Is limited, at the Bank's option, in the case of goods to either (a) replacement of the goods; or (b) correction of defects In the goods; and in the case of services to either (a) re- supply of the services; or (b) the cost of re- supply of the services. I (ii) New Zealand If the Customer is acquiring software in New Zealand, the Customer confirms it is acquiring the software for the purposes of a business (as that term is defined in the Consumer Guarantees Act 1993), and Ihat the Consumer Guarantees Act does not apply to the software. Miscellaneous. The following provision shall apply if, despite the terms of these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms, the proper law of these Service Terms is the law in force in the New Zealand jurisdiction: The Limitation of Liability and Warranty provisions of these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms are subject to the following and only apply to the extent permitted by law: PN: 819834 DOC ID: 2 Vol. - Z Z pg. / ,?� Page 29 of 49 Notwithstanding anything in these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms, a customer may have the benefit of certain rights and remedies pursuant to the Consumer Guarantees Act 1993 in respect of which liability may not be excluded. If so, then to the maximum extent permitted by law, such liability is limited, at the Bank's option to (e) re- supply of the Service; or (b) the cost of re- supply of the Service. B. Cambodia —See further Paragraphs M, N and 0 herein. C. Peoples Republic of China —See further Paragraphs Mend 0 herein The Customer undertakes to be bound by the Service Terms, the terms of which have been read and accepted by the Customer. IN PARTICULAR, THE CUSTOMER HAS READ, UNDERSTOOD, AND AGREED TO SECTION 4 (INSTRUCTIONS; DATA), THE SECOND PARAGRAPH UNDER SECTION C AND SECTION 0 OF THE JURISDICTION SPECIFIC PROVISIONS EXHIBIT OF THE SERVICE TERMS. The Customer agrees that: (i) the Bank shall be liable only for direct damages which are the result of its failure to exercise ordinary care or its willful misconduct; and to the maximum extent permitted by law, (it) the Bank shall not be liable for incidental, indirect, special, orlconsequentia) damages, regardless of the form of action and even if the Bank has been advised of the possibility of such damages. Nothing inl, these general terns shall limit any party's liability for fraud. I Notwithstanding any other provision to the contrary, where an overdraft condition may exist, to the extent permitted by law (including the law where the Customer is incorporated), the Bank may debit the Customer Account even though the debit may bring about or increase an overdraft. If any debit to the Customer Account brings about or increases an overdraft, such overdraft shall be immediately due and payable, to the extent permitted by law (including the law where the Customer is incorporated), without further notice or demand. The Customer represents that prior to submitting any document which designates the persons authorized to act on the Cust. mer's behalf, Including, but not limited to a security administrator designation forth, Customer shall obtain from each individual referred to in such document all necessary consents to enable the Bank to process the data set out therein for the purposes of providing the Service. Laws, Rules, Regulations and Practices: The Customer agrees to and shall ahvays abide by and comply with all laws, rules and regulations (whether or not having the force of law including without limitation rules from time to time made by the People's Bank of China and all determinations made thereunder) from time to time applying or relating to any or all of the Accounts and /or deposits the Customer may place wlth or through the Bank. The Bank has the right, without prior notice to the Customer (of upon notice d a prior notice is required by law), to do such acts, deeds and things and adopt such practices as the Bank may in its absolute discretion consider necessary or appropriate to ensure due compliance with or implementation of any or all of such laws, rules and regulations, notwithstanding any contrary provisions of the Account Terms and the Account Application forms. The Customer further agrees to abide by and comply with such practices(s) as the Bank may from time to time in its absolute discretion adopt in connection with such compliance or implementation. These Service Terms shall be governed by and construed in accordance with the laws of the Peoples Republic of China Any dispute arising from or In connection with these Service Terms, including any question regarding its existence, validity, breach or termination, between the parties, shall be submitted to the China International Economic and Trade Arbitration Commission (`CIETAC') !in Beijing, for arbitration which shall be conducted in accordance with its arbitration rules in effect at the time of applying for arbitration. The language of the arbitration shall be in English. The tribunal shall consist of three arbitrators who must be able to conduct the arbitration in English. The parties hereby agree to the appointment of arbitrators who may not be on CIETAC's Panel of Arbitrators nor on any unofficial panel of arbitrators. The party initiating arbitration shall appoint one arbitrator and the party responding to the notice of arbitration shall appoint the other arbitrator. The third arbitrator (the "Presiding Arbitrator") shall not be a national of the PRC and shall be selected by agreement between the parties or, failing agreement within 20 Business Days after the date of appointment of the second of the two arbitrators appointed by the respective party, by the chairman of CIETAC. Any arbitral award a) shall be made in English and Chinese; b) shall be final and binding on both parties; and c) may be enforced in accordance with the provisions of the award. D. Hong Kong —See further Paragraphs M and 0 herein. I Nothing in these Service Terms shall limit any party's liability for death or personal injury caused by negligence of that party or its employees or for fraud. Any contractual limitation of liability shall be modified so that such provision shall be applicable to the services provided hereunder to the maximum extent permitted by law. The Customer represents that prior to submitting any document which designates the persons authorized to act on the Customer's behalf, including, but not limited to a security administrator designation forth, Customer shall obtain from each individual referred to in such document all necessary consents to enable the Bank to process the data sat out therein for the purposes of providing the Service. E. India — See further Paragraphs M. N and 0 herein. F. Indonesia — See further Paragraphs M, O and 0 herein. The Bank and the Customer agree that, for the effectiveness of any termination of these Service Terms or the Services provided hereunder, they hereby waive any provisions, procedures and operation of any applicable law to the extent a court order is required for the termination of these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms, I FIN: 819834 DOC ID: 2 Vol, pg. /49/7 Page 30 of 49 To the maximum extent permitted by law, the Bank may, at its sole discretion, make recordings and retain such recordings of telephone conversations and data transmissions between the Customer and the Bank. Section 7.3 shall be replaced by "Except for losses directly resulting from errors or delay caused by the Bank's gross negligence or willful misconduct, the Customer acknowledges that the Bank shall not be liable for any delays in any Data, message notification or alert delivered via any mobile device! G. Malaysia /Labuan - (1) The following terms shall apply in relation to the Service where it is provided in relation to accounts in Malaysia /Labuan and/or where the Service is provided in Malaysia/Labuan: (a) Paragraphs M and Q shall apply. (b) Any references in the Service Terms to the term 'Bank." shall mean J.P. Morgan Chase Bank Berhad (for Malaysia) and J.P. Morgan Chase Bank, N.A., Labuan Branch (for Labuan). (c) The Bank shall give prior notice to the Customer of any change to these terms. (d) The Customer acknowledges that 4 may, through its security administrators, create maximum limits (at a user entitlement level) in relation to funds transfers that may be conducted using the Service, to limit the Customer's risks. Notwithstanding anything to the contrary in these terms, the Customer shall not be liable for any loss which is not attributable to or contributed to by the Customer. (e) The Service Terms shall be governed by and construed in accordance with the laws of Malaysia (without reference to the conflict of laws rules thereof). (ii) If the Service is to be accessed by a Customer (1) who is domiciled or incorporated in Malaysia (other than Labuan), or (2) in Malaysia (other than Labuan), that Customer undertakes not to access or utilize or attempt to access or utilize the Service provided by J.P. Morgan Chase Bank Berhad through any JPMorgan website other than http:/Avww.ipmorganaccess.com.my. H. Philippines —See further Paragraphs M and Q herein. Subject to giving reasonable notice in writing the Bank, may amend the Account Documentation. The Customer will be deemed to have agreed to any such amendment, if the Customer fails to object thereto within five (5) days from receipt of such notice. 1. Singapore — See further Paragraphs M and Q herein. Nothing in these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms shall limit any party's liability for death or personal injury caused by negligence of that party or its employees or for fraud. For the avoidance of doubt, to the maximum extent permitted by law, the Customer hereby expressly agrees that nothing done or omitted to be done by the Bank pursuant to this agreement shall amount to a breach of the Bank's obligations under the bank secrecy laws of any jurisdiction. The provisions in Paragraph M. as applicable to Singapore, shall be without prejudice and in addition to any other right of the Bank to disclose any information on the Customer under any applicable law. J. Republic of China (Taiwan) - See further Paragraphs M, o and Q herein. The Customer hereby acknowledges that the Account Documentation and other related documents have been delivered to the Customer for review for a period of at least five (5) days before the execution. The Customer executes and delivers the Account Application after fully understanding the content of the above documents and hereby agrees to comply with the terms and conditions contained therein. Section 7.3 shall be replaced by "Except for losses directly resulting from errors or delay caused by the Bank's gross negligence or willful misconduct, the Customer acknowledges that the Bank shall not be liable for any delays in any Data, message notification or alert delivered via any mobile device." K. Thailand — See further Paragraphs M, N and Q herein. Nothing in of these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms shall limit any party's liability for gross negligence of that party or its employees or for fraud. L. Vietnam -See further Paragraphs M and Q herein. These Service Terms shall be governed by and construed in accordance with the taws of Vietnam. PN: 819834 DOC ID. 2 Vol. - ---`-= Pg. /gk Page 31 of 49 V1�9W, Any dispute arising out of or in connection with the services provided pursuant to these Service Terms, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this clause. The International Arbitration Act (Cap 143A) shall apply. The Tribunal shall consist of a single arbitrator to be appointed by the Chairman of the Singapore International Arbitration Centre. The arbitral proceedings shall be conducted in the English language and any award or awards shall be rendered in English. The award of the arbitrator shall be final and conclusive and binding upon the parties and the parties shall be entitled (but not obliged) to have judgment. Under no circumstances shall the arbitrator be permitted to award: (i) punitive damages; or (ii) damages of any nature in excess of the amount claimed. In addition, all statutes of limitation that would be applicable in any court proceeding involving the same subject matter shall apply in any arbitration proceeding brought hereunder. M. The following provisions are applicable to Customers (or, where applicable, Authorized Users) located In the following jurisdictions: Australia, Cambodia, Peoples Republic of China, Hong Kong, India, Indonesia, Japan, Korea, Malaysia (including labuan), New Zealand, Pakistan, Philippines, Singapore, Sri Lanka, Republic of China, Thailand and Vietnam. The Customer hereby consents to the disclosure of any information relating to the Customer to (i) any bank examiner(s), governmental authority, the Bank's head-office and other branch offices, its affiliates and associates, assignees or prospective assignees, (ii) the Bank's auditors, counsel and other professional advisers and (iii) any other Bank's sub - contractors or agents , in each case whether in India or elsewhere, as the Bank may, in good faith, consider necessary or desirable including, without limitation: a) for the collation, synthesis, processing and management of data and the storing of data relating to any Accounts held of transactions undertaken by the Customer; b) the reporting of transaction details and other customer related information for global risk management, MIS and regulatory reporting and monitoring; c) the monitoring of the Bank's global credit exposure to its clients and others; d) for effecting any instruction by the Customer or any transaction for the benefit of the Customer, or effecting any disclosure which may be required of the Bank by any such party; e) enhanced operational, technology, finance and other support function efficiencies, or f) as may be required by law, regulations or legal process, provided that the Bank shall take such measures as it considers reasonable to preserve the confidentiality of such information or documents. The Bank shall at all times maintain in confidence all confidential information and documents relating to the Customer which are in the Bank's possession subject to the Bank's right to disclose such information and documents or requirements under the applicable law. N. The following provisions are applicable to Customers (or, where applicable. Authorized Users) located in the following jurisdictions: Cambodia, India and Thailand. Any dispute arising out of or in connection with the services provided pursuant to these Service Terms, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this clause. The International Arbitration Act (Cap 143A) shall apply. The tribunal shall consist of a single arbitrator to be appointed by the Chairman of the Singapore International Arbitration Centre. The arbitral proceedings shall be conducted in the English language and any award or awards shall be rendered in English. The award of the arbitrator shall be final and conclusive and binding upon the parties, and the parties shall be entitled (but not obliged) to have judgment. The arbitrator shall in all instances be required to apply the substantive law of the State of Ohio, United States of America (without reference to the conflict of laws rules thereof) and to enforce and apply the terms of these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms. Under no circumstances shall the arbitrator be permitted to award: (i) punitive damages; or (ii) damages of any nature in excess of the amount claimed. In addition, all statutes of limitation that would be applicable in any court proceeding involving the same subject matter shall apply in any arbltration proceeding brought hereunder. Nothing in this clause shall be deemed to exclude the right of either party to apply for interim injunctive relief from the State or Federal courts of the State of New York, United States of America, provided that any court proceedings shall be restricted to such purposes only, unless the parties agree otherwise. Notwithstanding the above, any disputes related solely to a Customer Account opened and maintained in a state or jurisdiction other than New York shall be governed by the laws of that state or jurisdiction (without reference to the conflicts of low rules thereof). PN 819834 DOC ID: 2 E. �.L,L P9. : L9 Page 32 of 49 POP! P1llm O. The following provisions are applicable to Customers (or, where applicable, Authorized Users) located in the following jurisdictions: Indonesia and Republic of China (Taiwan). Notwithstanding anything to the contrary contained in these Service Terms and the Account Documentation as applicable to the services provided under these Service Terns, the Bank shall have the right to proceed against the Customer in any other competent court in any other jurisdiction where the Customer's assets are situated from tare to time and the Customer agrees to submit to the jurisdiction of any court so chosen by the Bank. The Customer further agrees to waive any objections on the ground of venue or forum non coveniens or any similar ground. The taking of proceedings in any jurisdiction shall not preclude the taking of proceedings in any other jurisdiction whether concurrently or not. The Customer irrevocably and unconditionally waives any objection it may now or subsequently have to the choice of venue of any legal action arising out of or relating to these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms. The Customer also agrees that a final judgment against if in any such legal action shall be final and conclusive. P. European Union. The Customer acknowledges that it is not a "consumer" for the pulse of the European Union's Electronic Commerce Directive ( "ECD ") (i.e. that it is not an individual) and agrees that the Bank shall not be required to make any disclosures or do any other thing which a non- consumer may agree not to require under the UK rules and legislation implementing the ECD. For further information on the Bank, please see "Notice regarding EU ecommerce Information" In the Terms 8 Conditions on http:lt wiw,ipmorgan.com. (i) The Bank will collect information about the Customer and the Customer's employees and agents (such as, without limitation, authorized signatory details) which may constitute personal data for the purposes of the Data Protection Act 1998 (the "Act") and other relevant data protection legislation. Such personal data may be collected by or on behalf of the Bank in a number of ways (the "Collection Methods'), including via documentation relating to the provision to or use by the Customer at electronic banking services, or via the Customer's use of such electronic banking services, and via other correspondence or communications between the Customer and the Bank. (ii) The Bank will use personal data collected by It or on to behalf via the Collection Methods for the following purposes (the "Purposes "). namely for the purpose of providing the services to the Customer in accordance with these Terms and the Product Terms, for the Bank's internal administrative purposes, for contacting the Customer about products and services which the Bank or other members of the Bank's group offer which the Bank believes may be of interest to the Customer, and as may be otherwise required by law or applicable regulatory or governmental authorities, and such purposes may include transfer of such personal data outside of the European Economic Area to the Bank's subsidiaries or other connected companies or to other organizations as may be required by law or other applicable regulatory at governmental authorities. (Iii) The Customer shall ensure that any disclosure of personal data made by it or by Its employees or agents via the Collection Methods which relate to the Customer's employees or agents Is only made following notification by the Customer to data subjects of the Purposes for which their personal data may be processed by or on behalf of the Bank, and is otherwise fair and lawful. O. As part of the Service, the Bank may (at its sole discretion, and subject to the Customer agreeing to any additional terms) make available an Application which allows the Customer to access Information, issue Instructions and/or service requests in relation to and/or for the commencement of certain products which may Include, without limitation, time deposits, call deposits, cash sweeping services, entrust loans, as applicable. Where the Service is used for the above purpose, the Customer agrees that all actions conducted, and Instructions and service requests issued shalt bind the Customer and, where applicable, be subject to review and acceptance by the Bank. The Bank shall be under no duty to verify any Instructions, service requests or actions of the Customer. Where applicable, the Bank may confirm its acceptance of any service requeslsllnstructions through the applicable Application or through any other means acceptable to the Bank. M. Foreign Exchange Payment Foreign Exchange (FX) transactions are payments and receipts where the currency of the transaction is different from the currency of the underlying account. The funds transfer may consist of more than one transaction in order to move funds from an ofiginator's account to a beneficiary's account. The FX Payment Service allows the Customer to purchase or sell foreign currency as principal or agent ('Trader Contracts ") and to include related settlement instructions by means of an electronic communication system or a Bank access system (each an "Access System"). As used herein, 'Value Date" means the date specified in each Trader Contract for the delivery of the currency to be bought or sold. 1. Trading Currencies. Trader Contracts will be limited to the sale or purchase of the lawful currency of such countries or any composite currency as the Bank shall determine and advise the Customer from time to time. The Value Date may not be more than one year after the date on which the Customer enters into the Trader Contract. If the Customer chooses to make payment by checks to be issued with respect to the settlement of Trader Contracts, such checks shall be limited to such currencies as the Bank may announce to the Customer from time to time; and such currencies are subject to change or termination without prior notice. -�7 PIN: 819834 DOC ID: 2 Vol. / Pg. Page 33 of 49 2. Contracting a Trade: (a) Data Input. The Customer shall enter into each Trader Contract by following the procedures set forth in the Service Material and by otherwise following the instructions provided through the Access System when using the Service. "Service Material' shall mean any administrative rules, clearing house rules, payment system rules, service terms or service guides, software licenses, Internet "click wrap" terms or disclosures, user guides or implementation forms that may contain operating procedures, security procedures, specifications or other requirements applicable to the Services. (b) Foreign Exchange Rate. The Bank, in its sole and absolute discretion, will determine the foreign exchange rate and spread (which together shall constitute the "FX Rate') applied by the Bank to transactions executed using the Services. FX Rates are determined by the Bank based on various factors, including but not limited to market information and Information concerning the Customer and the proposed Trader Contract. The FX Rate may differ from rates at which comparable transactions are entered into with other customers or the range of FX Rates at which the Bank otherwise enters into foreign exchange transactions on the relevant date. (c) Offer by the Customer. 1. For interactive services, the Bank and the Customer agree that the information displayed through the Access System relating to the contract rate shall be deemed an invitation by the Bank to the Customer to submit an offer to the Bartle to enter into a Trader Contract. If the Customer wishes to make such an offer to the Bank, the Customer w81 enter the required Information prior to the expiration time set for the quoted rate. 2. For straight- through process services, the Customer shall enter into each Trader Contract by following the procedures set for in the Documentation for that Service. The Bank and the Customer agree that when the Customer electronically transmits the instructions specified in the Documentation to the Bank, and in the manner and format specified in the Documentation, the Customer will be deemed to have made an irrevocable offer to the Bank to enter into a Trader Contract at such rate as is applied to that transaction by the Bank. (d) Confirmation. The Bank may, but shall not be required to, accept any offer of the Customer solely by transmitting to the Customer through the Access System a confirmation (the "Confirmation'). At the moment the Bank transmits (as evidenced by its records) the Confirmation, the Bank and the Customer will have entered into the Trader Contract. The Confirmation will be sent to the Customer's terminal (which depending on the Service used by Customer could be by return confirmation file), and the Customer may print the Confirmation, provided, however, that the Trader Contract will be valid notwithstanding the failure of the Customer to receive or Pont a Confirmation. Each Trader Contract will give rise to an obligation for the Customer to buy from the Bank, and for the Bank to sell to the Customer, the currency shown by the Confirmation as being purchased by the Customer, or for the Bank to buy from the Customer, and the Customer to sell to the Bank, the currency shown by the Confirmation as being sold by the Customer, on the terms shown in the Confirmation, for settlement on the Value Date. (e) Buy Back of Currency. Trader Contracts, once entered into, are final and irrevocable. The Customer acknowledges and agrees that the Bank has no obligabon to cancel, reverse or otherwise buy back foreign currencies purchased by the Customer under the Service. The Customer acknowledges that it may not be able to sell back certain foreign currencies once purchased (whether via the Client Access System, telephone with Bank representatives or otherwise). Although the Bank may elect to facilitate buy back of certain major currencies (in the Bank's sole discretion), the Bank makes no commitment to buy back currencies notwithstanding any prior action or course of dealing. 3. Settlement: (a) Processing Settlement Instructions. The Customer shall provide settlement instructions for each Trader Contract no later than 5:00 p.m. Easter Time on the Value Date. If the Customer falls to provide settlement instructions by the Value Date as required herein, the Bank reserves the right to reconvert the currency into the original currency and the Customer will bear the risk of any change of currency rates. The Customer will enter settlement instructions pursuant to the procedures set forth in the Service Material and as provided to the Customer through the Access System. As a condition precedent to using this Service, the Customer is required to complete documentation provided by the Bank applicable for each service used for settlement. (b) Funding Currency Transactions. Whenever purchasing a currency pursuant to a Trader Contract, the Customer shall make the requisite amount of available funds being used to make such purchase available to the Bank by depositing such funds into an account designated by the Bank no later than close of business for the currency being sold on the Value Date. Whenever selling currency, the Customer shall deposit such currency to an account designated by the Bank no later than close of business for the currency being sold on the Value Date. The Bank is authorized to reverse any payment orders transmitted by the Bank with respect to any Trader Contract if the Customer fails to deliver full and final payment to the Bank by the Value Date. Notwtthstanding anything to the contrary in this Agreement, the Bank's obligation to process settlement instructions for purchases of currency in advance of the Bank's receipt of full and final payment from the Customer is subject to the limitation that the aggregate dollar value of Trader Contracts for purchases having the same Value Date shall not be in excess of an amount established by the Bank for the Customer from time to time; such amount shall be subject to revision or cancellation by the Bank at any time without prior notice, although the Bank will endeavor to notify the Customer prior to any revision or cancellation. (d) Cash Basis Customer. Customers who are established by the Bank es "Cash Basis" Customers may only execute spot transactions for the purchase of the lawful currency of such countries or any composite currency as the Bank shall determine and advise the Customer from time to time. The spot transaction will have a Value Date one or two business days from the "Transaction Date" (the date the Trader Contract is entered into) for most currencies. as established by the Bank. Cash Basis Customers will be debited on the Transaction Date instead of the Value Date. If the Customer's account does not have sufficient funds available to cover the Trader Contract on the PN:819834 DOC ID: 2 Vol. / 5? g pg. /9r Page 34 of 49 Transaction Date, the Bank, on the following business day, wig cancel the Trader Contract and any associated payment order. The Bank shall have no liability to the Customer in the event the Bank cancels a Trader Contract due to the Customer not having sufficient funds available to cover the Trader Contract on the Transaction Date. (d) Payment in Specified Currency. The receipt or recovery by either party of any amount in respect of an obligation of the other in a currency other than that specified for payment hereunder, whether pursuant to a judgment of any court or pursuant to a separate closeout agreement or otherwise, shall discharge such obligation only to the extent that on the business day immediately following such receipt, the recipient shall be able, in accordance with normal banking procedures, to purchase the relevant currency specified for payment in the amount specified with the other currency so received. If the amount of the relevant currency specified for payment hereunder or under a Trader Contract so purchasable shall be less than the amount specified hereunder of such obligation, the obligor shall, as a separate obligation and notwithstanding any judgment of any court, indemnify the recipient against any loss sustained by it. The obligor shall in any event indemnity the recipient against any costs incurred by it in making any such purchase of the relevant currency specified for payment. (e) Settlement by Draft. For all Trader Contracts that the Customer elects to settle by draft, the Customer acknowledges and agrees that in the event the draft is not presented for payment within one hundred eighty (180) days from the date of issuance, the Bank shall have the right to cancel the draft, and the Customer authorizes the Bank to reconvert the funds into the original currency at the then-current rate and recredit the Customer's Account. If the remitter is no longer a customer of the Bank, the Bank may, in its discretion, transfer balances to an unclaimed monies account, or issue a cashier's check, sending it to the address of the Customer on the books and records of the Bank. In the event that the payee, holder or other third -party claims against the Bank on a cancelled draft, the Customer agrees that it shall be responsible for any losses in connection with such cancellation. Including any amount recredited or otherv{ise paid to the Customer. The Customer acknowledges and agrees that applicable service charges and expenses, including stop payment and periodic maintenance fees, may be charged to the Customer's Account or otherwise deducted from the amount to be paid to the Customer. 4. General Provisions: (a) Representations and Warranties. The following representations and warranties shall be deemed to be made and repeated by the Customer upon entry into any Trader Contract. The Customer represents and warrants that: j) each Trader contract or other Bank currency contract is entered into by the Customer for the purpose of hedging its exposure to currency fluctuation and not for purposes of speculation; and ill the Customer has sufficient knowledge and experience to be able to evaluate the merits and risks of entering into each Trader Contract of other Bank currency contract, is acting in light of its own judgment or upon professional advice it obtained independently of the Bank or any agent of the Bank as to those merits and risks including, where relevant, its own judgment of the correct tax and accounting treatment of the Trader Contract at other Bank currency contract and it is not retying upon the view or advice by the Bank. (b) Master Foreign Exchange Agreements. If the Customer and the Bank have entered or hereafter enter into any master agreement relating to foreign exchange contracts, Trader Contracts shall be subject to the cancellation and closeout provisions of any such agreement providing for liquidation of foreign exchange contracts upon the occurrence of specked events (including those provisions relating to closeout netting), but shall not be subject to the other provisions of such agreement such as those relating to the creation of foreign exchange contracts and (unless otherwise agreed) payment netting. 02711 iWaryan CNte 6 Co. NI R4h13 Reserved. JPMosgan Chaw erlk, N A. Member FDIC. Ellgbliry for paliWlr produce said servicAS is subject to final dolerminaw by J Martian anNCr its affiliates. VOL pg. /9a� PN. 819834 DOC ID'. 2 Page 35 of 49 Certificate Regarding ACCOLInts 11111' loll I V 1.S092710 Instructions: Complete all relevant spaces with the requested information as applicable to the type of organization. Obtain signature of certifying signer(s) at the conclusion of the Certificate HEADING Customer Name: BRAZOS COUNTY TEXAS ( "Customer"( Tax Identification Number: 746000433 - ( "Client Entity") Business Name: ( "Business ") (Applicable only for Sole Proprietorship or business operating under an assumed name Jurisdiction of Organization. TExlas Type of Organization ❑ Corporation ❑ Sole Proprietorship ❑ Trust ❑ Unincorporated Association (Cheek One) ❑ Limited Liability Company [I Partnership (including Limited Liability Partnership) ❑ Business Trust (under Delaware or M�aasssach.,useetts, law only) ❑ Joint Venture Ip Governmental Entity (specify type):? LI N ❑ Other. A. DESIGNATION OF DEPOSITORY. This Certificate Regarding Accounts (this "Certificate ") is provided to any bank subsidiary of J.P. Morgan Chase d Co. (collectively, "Bank') with respect to any and all deposit accounts, related products and all Treasury Services products or services, that Customer currently has or may open in the future with Bank (collectively, the "Accounts "). B. CERTIFICATION (as applicable to Type of Organization) 1. Corporation, Limited Liability Company, PartnershiplLLP, Unincorporated Association, Business Trust. I am an officer, member, manager, director, or general partner (or person authorized to represent the member, manager, director or general partner), as applicable, of Customer. I certify to Bank that the governing body of Customer has adopted resolutions authorizing all actions and agreements described in this Certificate. Those resolutions were adopted in accordance with all requirements of law and of Customer's organizational documents, have been entered in the regular minute books of Customer, have not been rescinded, or modified, and are now in full force and effect. 2. Governmental Entity. I am either the custodian of the official records of Customer (the "Certifying Official "), or the public official authorized by law to establish and administer the financial accounts of Customer (the "Financial Officer"), and authorized to take all actions described in this Certificate. Bank has been designated a depository for funds of Customer in the manner required by applicable law. I certify to Bank that the governing body of Customer, if any, has adopted resolutions authorizing all actions and agreements described in this Certificate. Those resolutions were adopted in accordance with all requirements of law and of Customer's organizing statutes, charter, by -laws, ordinances, or other applicable laws and documents, have been entered in the regular minute books of Customer, and are now in full force and effect. 3. Trust. (Other than a business trust) I am (we are) all of the duly appointed and acting trustees) of the trust. I (we) certify to Bank that Customer's trust agreement and all other governing documents authorize the trustees to take all actions and enter Into all agreements described in this Certificate. and that such authorization is In accordance with all requirements of law now in full force and effect. 4. Joint Venture. We are all the joint venturers of Customer. We certify to Bank that the joint venturers of Customer have authorized all actions and agreements described in this Certificate, and that such authorization is now in full force and effect. PN: 819834 DOC ID: 3 _ Page 36 of 49 Vol. / %% pg• __lsc_ I Rif," 11111111 6. Sole Proprietor. 1 am the Customer, and I individually am the sole owner of the Business. The Business is not a corporation, partnership, limited liability company, or any other form of business entity. This Certificate constitutes a durable power of attorney appointing agents, each acting singly, to take any and all action authorized under this Certificate or any other document described in this Certificate. This power of attorney will survive my incompetence, incapacity, or disability. "Attorney -In- Fact" means any of the following listed persons, acting singly unless otherwise provided in this Certificate: C. AUTHORIZATIONS (applicable to all Types of Organizations) 6. Account Opening. Each Account Manager is authorized to open one or more Accounts from time to time with Bank. "Account Manager" means each person holding an officer title with Customer. If Customer is a limited liability company or partnership, 'Account Manager' means any member, manager, general partner, or trustee (or authorized official of a member, manager, general partner, or trustee) of Customer. However, if any names or titles are listed In the following line, "Account Manager" means only the following listed persons: . If Customer is a sole proprietor, 'Account Manager' means only Customer individually (i.e., the owner of the Business) or an Attorney -in -Fact, if designated by Customer. If Customer is a trust (other than a business trust), 'Account Manager' means only each Individual trustee and each person authorized 10 act on behalf of any entity trustee of Customer. If Customer is a joint venture, 'Account Manager' means only each joint venturer and each person authorized to act on behalf of the joint venture. If Customer is a governmental entity whose financial affairs are directed by a Financial Officer, "Account Manager' means only the Financial Officer. If Customer is a governmental entity whose financial affairs are directed by a governmental body, 'Account Manager means only the Certifying Official. Opening any Account will constitute Customers agreement to be bound by all of Bank's account terms, conditions, documents, and agreements (as they may be amended from time to time) executed or delivered in connection with the Account. ' Banking Services. "Authorized Person" means any Account Manager as designated above in Section C6. An Authorized Person may perform any or all of the functions listed below. Subject to any written agreement (and other forms applicable to the products and services), between Customer and Bank, any one Authorized Person is authorized to: (1) sign checks, drafts, notes, acceptances and other instruments (collectively referred to as "Items "); (2) take any action and/or give in instructions in writing, verbally, electronically or otherwise, ( "Instructions ") as provided in the account terms, United States addendum to account terms or other agreement between Customer and Bank; and (3) identify, implement and contract with Bank for cash management product and services relating to an Account and /or other general banking services for the benefit of Customer, including without limitation electronic funds transfer services, electronic information services, automated clearinghouse services, lockbox services, fraud prevention services, and automated sweep investment services. Use of any such service will constitute Customer's agreement to Bank's standard agreements applicable to the products or services requested. 8. Changes to Authorized Persons. The Secretary, any Assistant Secretary, or any Account Manager may instruct Bank to add, delete or otherwise make changes to Authorized Persons by a written notice to Bank ( "Change Notice "). The Change Notice should identify all changes to Authorized Persons, including persons added or deleted, certify the name, title, and signature of each additional Authorized Person, and set forth any limitations to the authority of Authorized Persons. 9. Deposits. Bank is authorized to accept for deposit, credit, collection, or any other purpose, items or electronic deposits payable to (1) Customer by any trade name or style used by Customer, or (2) any owner, shareholder, partner, member, manager, trustee, or venturer of Customer ( "Owner'), or (3) more than one Owner, either jointly or in the alternative. All Items may be deposited to any Account with or without endorsement. 10. Continued Effectiveness. This Certificate will continue in full force and effect until Bank actually receives written notice from Customer revoking or modifying this certificate and Bank has had a reasonable opportunity to act on it. Bank may conclusively presume that this Certificate is In effect and that the persons identified from time to time as Account Managers or Authorized Persons by this Certificate, any signature card, or any Change Notice have been duly elected or appointed and continue to hold such positions. Customer releases Bank from any liability and will indemnify Bank against any loss, liability, or expense arising from Bank's reliance on this Certificate or any other certification or instructions provided by the Secretary, any Assistant Secretary, or any Account Manager. D. ADDITIONAL PROVISIONS (only applicable to Trust or Governmental Entity) 11. Delegation of Authority for Trusts. If Customer is a trust (other than a business trust), each of the trustees expressly represents that the delegation of authority provided in this Certificate is for the ministerial act of executing Instruments payable by, providing instructions to, or making deposits in Bank with respect to trust assets in an Account, which are authorized by the trust instrument. Bank is entitled to rely on this representation in conducting any business relating to any Account of the trust. PN 819834 DOC ID 3 Page 37 of 49 VOL % % Pg. / %�/ III Vill 11111 12. Death, Resignation, or Inability of Trustee to Act. If Customer is a trust (other than a business trust) and any trustee dies, resigns, declines to serve, or is unable to act as trustee, each surviving trustee or successor trustee is obligated to notify Bank and to provide Bank with a new Certificate authorizing Bank to act on the order or instruction of any newly appointed trustee. 13. Authority of Governmental Entity. If Customer is a governmental entity and Bank at any time determines that Customer is not authorized, or may not be authorized, under applicable law or its organizational documents to open any Account or to engage in any transaction or purchase any services relating to the Accounts, Bank may demand conclusive evidence of Customer's authority. Notwithstanding any agreement to the contrary, if Customer fails to provide conclusive evidence of its authority upon demand, Bank may immediately and without prior notice terminate any Account or service provided to Customer, and Bank will not be liable to Customer for any damages in connection with that termination. E. CERTIFYING SIGNATURES 1. Applicable to all Types of Organizations EXCEPT Governmental Entity X Certifying Signature Capackyffille E -Mail Address Prone Number Executed this of X Certifying Signature Print Name: Capacity/Title E -Mail Address Phone Number PN: 819834 DOC 10: 3 � �;� Vol. =1 -L pg. /1�> Page 38 of 49 2. Applicable ONLY to Governmental Entity a) Certi}fy`f�J� signer is: inancial Office ❑ Certifying Official 1140 it/ ` Orfidal's Signature L veA l VLlR Aa✓rs Printed Name 1;iensv,et — Tille ldtgmg?,10azcs �9?9) 31,1-`/345 E•Mail Address Phone Nurtiber For a Governmental Entity certified by a Financial Officer, the following must also be completed by an official other than the Financial Officer: I certify that the Financial Officer named above holds the office indicated in the foregoing Certificate, and is authorized by law to establish and administer the Accounts of Customer and to take all actions and enter into all agreements described in the foregoing Certificate further certify that the signature set forth above is the Financial Officers signature. X ZZ /"-� Official's Signature Xi a- iG 6/)o 6ir- P�9�Name C.ULen ty f�l�Qi� Tide 1eC0f)nGr9hra205C041n1!V74k 9d t/ E•Mail Address PiriclpeNumber Executed thle 0/ day of ` PN: 819834 DOC ID: 3 - -- Page 39 of 49 Vol. Pg. / fL 10111111P CRA Instruction Sheet HEADING 1. Jurisdiction of Organization — This is the state, territory, or country where the entity was organized. 2. Tax Identification Number— Used by Internal Revenue Service (IRS) in the administration of tax laws. 3. Business Trust — A "business trust" as used in this Certificate (CRA) is a legal trust set up for the purpose of business in Delaware and Massachusetts. The purpose of a business trust is to operate a profit venture for the beneficiaries of the trust. 4. Governmental Entity (specify type) — Examples of governmental entities include municipality, county, state, government agency, school board, etc. A. DESIGNATION OF DEPOSITORY This is a statement regarding the purpose of this Certificate (CRA). B. CERTIFICATION — By Entity Type 1. Corporation, Limited Liability Company, Partnership/LLP, Unincorporated Association, or Business Trust— The appropriate officer must certify that the governing body of the Customer has adopted resolutions authorizing the actions and agreements described in this Certificate (CRA). After reading this paragraph, proceed to Section C. 2. Governmental Entity — There are 2 types of officials who may make the certifications in this Certificate (CRA) for a governmental entity, either a Certifying Official, or a Financial Officer. Certifying Official — This is a person who has been elected/appointed/charged with the responsibility for the offrJal records of the governmental entity that they represent, and holds an office comparable to a corporate secretary, e.g., for example, the Town or County Clerk, the Secretary of the School Board • Financial Officer - This is used for persons holding a specific governmental office which has been authorized by law to establish and administer Accounts for the governmental entity they represent, e.g., State Treasurer. After reading this paragraph, proceed to Section C. 3. Trust — (Other than a business trust) - The trustee or trustees must certify that all actions and agreements described in this Certificate (CRA) are In accordance with all requirements of law and of the Customers trust agreement and all other governing documents. After reading this paragraph, proceed to Section C. 4. Joint Venture — Each joint venturer must certify that all actions and agreements described in this Certificate (CRA) are authorized. After reading this paragraph, proceed to Section C. 6. Sole Proprietor — This section indicates who may take the actions described in this Certificate on behalf of the owner of the sole proprietorship. If any person will be authorized to act on the behalf of the sole proprietor, they must be designated in this Certificate (CRA). This person will be known as "Attorney -in- Fact ". A sole proprietor is not required to have an -Attorney -In- Fact ". After reading and filling In this paragraph, If applicable, proceed to Section C. C. AUTHORIZATIONS (Applicable to all Types of organizations) 6. Account Opening — This section identifies those persons (Account Managers) who will have authority to open Accounts for the entity described in this Certificate CRA _ Entity Type If this section Is left blank, the following persons are "Account Managers" authorized to open accounts Corporation, Unincorporated Association Any person holding an officer title with Customer LLC, Partnership, LLP Any member, manager, general partner, or trustee, as applicable, of Customer Sole Proprietor The Customer individually (i.e., the owner of the Business) or an Attorney -in -Fact, 0 designated by the owner of the business Trust (Other than a Business Trust) Each individual trustee or as specified in the trust agreement Joint Venture Each joint venturer Governmental Entity . If Customer is a governmental entity whose financial affairs are directed by a Financial Officer, "Account Manager' means only the Financial Officer. . If Customer is a governmental entity whose financial affairs are directed by a governmental body, 'Account Manager' means only the Certifying Official PN: 819834 DOC 10: 3 Page 40 of 49 Vol. �_ pg. CRA Instructions /Explanations Account Opening, continued: If paragraph B is filled in with one or more specific position thlesffunctions, such as 'vice president or controller, then only those persons holding that title and/or function will be allowed to open Accounts for Customer. If paragraph 6 is filled in with names of speck individuals, then only those individuals will be allowed to open Accounts for Customer. 7. Banking Services – Describes persons who are authorized to perform banking transactions for Customer and what those transactions may entail. "Authorized Persons "/"Account Managers' are designated in section C6 of this Certificate (CRA). 8. Changes to Authorized Persons –Describes how changes, additions, or deletions to those who are named as Authorized Persons maybe made. 9. Deposits – Describes what Customer is authorizing Bank to do with deposits made into its Accounts. 10. Continued Effectiveness –Describes the terms under which this Certificate (CRA) will remain in full force and effect. D. ADDITIONAL PROVISIONS (Only applicable to Trust or Governmental Entity) 11. Delegation of Authority for Trusts (Other than Business Trust) – Declaration of the trustees as to the purpose of the delegation of authority described in this Certificate (CRA). 12. Death, Resignation or Inability of Trustee to Act – Describes the obligations of the trustees in the event that any trustee is unwilling or unable to perform his or her role. 13. Authority of Governmental Entity – Describes what actions Bank may take should Bank determine that Customer is not or may not be authorized to open Accounts or transact banking business. E. CERTIFYING SIGNATURES (Who can sign the Certificate (CRA)) Entity Type Certifying Signature must be: Corporation, Limited Liability Company, Unincorporated The CEO, CFO, COO. President, Vice President, Treasurer Association, Business Trust Secretary or Assistant Secretary of the organization or other equivalent officer Only 1 signature is required, or as specified in the customer's organizational documents Partnership, Limited Liability Partnership Managing Partner or each Partner, if a Managing Partner has not been designated Trust (Other than Business Trust) All trustee(s) or as specified in the trust agreement Joint Venture Joint Venturer(s) Each Joint Venturer should sign Governmental Entity represented by a Financial Officer Financial Officer accompanied by a second official signer who authorized by law as described in these instructions: page 1, certifies that the person signing holds the office indicated section B2. Governmental Entity represented by a "Certifying Official' as Certifying Official described in these instructions: page 1, section B2. Sole Proprietorship Owner PM. 819834 DOC 10 -. 3 " –'— Page 41 of 49 11 K111 1,911 ADDENDUM TO ACCOUNT TERMS I United States of America V1.3_00_27_13 This addendum ('Addendum') supplements the Bank's Account Terms and applies solely to Accounts maintained in the United States of America ('U.S ") and to Services provided in connection with such U.S. Accounts, regardless of the location where Account Services are executed or performed. Capitalized terns used in the Addendum, not otherwise defined, have the meanings set forth in the Account Terns. By using any Account maintained in the U.S., the Customer acknowledges receipt of, and agrees to be bound by the Account Terms and this Addendum, each as may be amended or supplemented from time to time. The INTRODUCTION to the Account Terms is hereby supplemented with the following provision: The Bank performs Account functions and Service activities in various locations, by various methods including electronic or automated means, and through various interbank and third party collection, payment and date arrangements, including those provided by the U.S. Federal Reserve Bank System, check truncation and image exchange systems, and collection /payment clearinghouses. These functions, services, arrangements and systems are subject to laws, federal regulations, banking system practices and procedures, operating circulars, interbank agreements, and clearinghouse and association rules (collectively, "Rules & Regulations' ) and the Uniform Commercial Code. Unless prohibited by applicable law, the Customers and the Bank's respective rights and obligations arising from all such Account activities and Services shall be governed by the Uniform Commercial Code Official Text and Comments (excluding its choice of law rules) (the "UCC') applicable to funds transfers and the bank deposit, collection or payment of negotiable Instruments and other items, as varied by the applicable Rules & Regulations, Account Terms and Service Terms. Section 3 of the Account Terms (Deposits) Is hereby supplemented with the following provisions: 3.4 The Bank may provide or make available upon request a receipt or similar document for certain deposits to the Customer's Account. However, the amount on such receipt or similar document is based solely on the deposit ticket. Credits for all deposits (whether or not accompanied by a deposit ticket), including bulk deposits, are subject to verification. Items deposited into an Account, handled for collection or exchanged for currency are received by the Bank as the Customer's collection agent, and are for collection only, subject to the Bank's collection of final payment thereon. The Bank reserves the right to make adjustments to the Account for any errors, including any errors appearing on the deposit ticket or occurring during processing or otherwise, but the Bank has no obligation to do so for de minimis discrepancies. 3.5 The Bank may handle Items drawn on a non -U.S. bank or Items payable in a foreign currency on a collection basis, not for deposit, even if the Bank has received the Items as part of a deposit. The Customer may not receive provisional credit for such Items, or if provisional credit has been given the Bank may revoke it. Credit for Items payable in a foreign currency will be converted into U.S. dollars at a foreign exchange rate and spread, and at such date and time, as the Bank determines in Its discretion. 3.6 The Customer must place its endorsement on the back of an Item only in the area within 1.5 inches from the trailing edge of the Item. The trailing edge of the Item is defined as the left -hand edge of the check looking at it from the front. If the Customer is authorized in writing to endorse Items on the Bank's behalf, the Customer agrees to comply with the endorsement standards of the Bank. 3.7 If the Customer encodes information on an Item, the Customer warrants to the Bank and to all other collecting and paying banks of that Item that it is properly encoded and the Customer will be liable for any loss related to any encoding error, including any loss due to delay in processing caused by the encoding error. 3.8 The Customer should not use carrier documents (Items placed inside envelopes) in either high-speed forward or return cash letters. The Customer shall be solely responsible for any delays, losses or claims resulting from its use of carder documents in high -speed forward or return cash letters. If the payor bank, drawer or payee on any Item that was deposited to Customer's Account returns the Item to the Bank, or makes a claim based on an asserted unauthorized signature or endorsement or an asserted alteration, the Bank may accept that return or pay that claim and charge any Customer Account for all or any part of the amount of the Item, even if the claim is made after final payment of the item. If the Customer deposits or cashes an Item drawn on or by the Bank and the Item or any endorsement is asserted to be forged, unauthorized or altered, the Bank may charge back all or any part of the amount of the Item, even if the charge back is made after the final payment of the item, or creates an Account overdraft. 3.9 The Customer agrees that the Bank may tolled any Item deposited to Customers Account by electronic means, in which case the Bank has no duty to inspect such Item during the automated deposit and collection process. 3.10 The Bank may agree with other banks and clearing houses to vary procedures regarding the collection or return of Items, and to vary applicable deadlines, to the maximum extent permitted by applicable Rules & Regulations, the UCC or banking practice. 3.11 The Customer will not deposit any substitute checks (that are not returned Items) unless the Bank expressly agrees to accept such Items for deposit. In the event the Bank processes any substitute check deposits in the absence of such express agreement, the Customer agrees that such processing shall not be deemed to be the Bank's agreement to accept any substitute checks for deposit and Customer will be solely responsible for any loss or claim in connection with that deposit. PN: 819834 DOC ID. 4 1 Vol. pg. // 9 I Page 42 of 49 1 ;12 11l 3.12 The Bank is not liable for any deposit made through the use of the Bank's night depositories until the Bank issues a deposit ticket or other receipt acknowledging the deposit. The Bank's count of the amount deposited In a night depository will be conclusive. The Customer is solely responsible for any loss incurred from the disappearance, theft, or loss of any envelope, bag, or money before the Bank verifies the contents of the deposit. 3.13 If the Customer deposits a remotely created check ( "RCC "), as such term is defined in Federal Reserve Regulation CC, the Customer warrants to the Bank, with respect to each RCC, that the person on whose account the RCC is drawn, authorized the issuance of such RCC in the amount and to the payee stated on the RCC. The Customer authorizes the Bank to debit the Customer's account for any claim or return based upon an unauthorized RCC and the Customer agrees to indemnify and hold the Bank harmless from and against any claims, liabilities, costs and expenses (including attorneys' fees) resulting directly or indirectly from any breach of the foregoing warranty. All other Account and Service Terms governing an Item will apply to an RCC. 3.14 The Bank may issue one or more automated teller machine ( "ATM ") cards ( "Cards ") and personally identifiable numbers ('PINS ") to Customer's employees or agents for use In initiating certain Account transactions at Bank owned ATMs. Unless otherwise agreed by Bank, Customer agrees to use and cause its employees and agents to use the Cards only at ATMs owned by the Bank and Customer shall be responsible for each Card and liable for any transactions and related fees initiated or charged upon using such Card. The Customer agrees that the types of transactions offered through the use of any Card may he limited by the Bank, in Its sole discretion. The Bank has the right to cancel any Card at any time and for any reason, and will notify Customer of such cancellation. All ATM transactions are subject to verification. Any deposit transaction through an ATM that is not made on a business day or made after the Bank's designated cut-off time will.be processed on the Bank's next business day. The Customer agrees to obtain possession and return to the Bank or destroy all cancelled Cards. If the Customer believes a Card or PIN has been lost or stolen, the Customer shall immediately contact the Bank's ATM call center. - 3.15 The Bank strictly prohibits the use of any Account or Card to conduct transactions (including, without limitation, the acceptance or receipt of credit or other receipt of funds through an electronic funds transfer, or by check, draft or similar instrument, or the proceeds of any of the foregoing) that are related, directly or indirectly, to unlawful Internet gambling. The term "unlawful Internet gambling," as used in this section, shall have its meaning set forth in 12 C.F.R. Section Part 233, Section 233.2(bb). The Customer agrees not to conduct any transactions through the Account that directly or indirectly involve or are related to unlawful Internet gambling, including, without limitation, the acceptance or receipt of any funds or deposits in connection therewith. Section 4 of the Account Terms (Payment of Items) is hereby supplemented with the following provisions: 4.5 The Bank may, in its discretion, cash Items drawn on an Account when presented by the holder. If a payee who is not a deposit customer of the Bank presents an Item drawn on the Account for cash, the Bank may refuse to cash the Item, or may charge the payee a fee if the Bank does cash the Item. 4.6 Requirements for two or more signatures on Items drawn on the Account or limits on the amount for which any an Item can be drawn are solely for the Customer's own Internal control purposes and the Bank will not be liable for paying any Item (1) lacking the required number of signatures, or (ii) drawn in an amount exceeding the maximum limit assigned to the signer, provided the Bank followed its customary procedures when paying the Items. 4.7 The Bank offers the Customer Services reasonably designed to detect and /or deter check fraud and reduces the likelihood that a fraudulent, unauthorized, counterfeit or altered Item will be paid. Customer agrees that if it fails to use such Services, that failure will constitute Customer negligence contributing to the making of an unauthorized signature or payment of an altered Item, and the Customer will assume the risk that Items presented for payment against Its Account may be forged or altered. In that event, Customer will be precluded from asserting any claims against the Bank for paying any unauthorized, altered, counterfeit or other fraudulent Items that such Service was designed to detect or deter, and the Bank shall not be required to re- credit Customer's Account or otherwise have any liability for paying such gems to the extent the Service would likely have prevented such loss. In the event the Bank receives or is presented with Items which appear to ba duplicates of each other, the Bank may return one or more of such Items. 4.8 The Customer assumes all responsibility and liability for any claims or losses that the Customer or the Bank may suffer as a result of the Customer's: (r) issuance of an Item in such a manner that information, marks or bands on the back of the Item obscures endorsements; or (ii) placement of an endorsement on the back of the Item which obscures other endorsements; and which thereby causes a delay in the forward andlor return processing of the Item. The Bank retains the right to refuse to accept an Item for deposit If the back of the Item is obscured. 4.9 If an Item issued by the Customer is transferred or negotiated outside of the U.S. and is subsequently sent to the Bank for deposit, collection of payment in the U.S., the Customer shall be deemed to make, to the Bank, the transfer and presentment warranties under the UCC, as if such Item were negotiated or otherwise transferred in the U.S.. 4.10 A stop payment Instruction from the Customer will be effective on an Item If: (1) the Bank receives the stop payment Instruction with a reasonable opportunity to act on such Instruction, which shall be at least one (1) full Business Day following the Business Day'of the Bank's confirmed receipt of the Instructions at the applicable Bank location; (ii) the Instruction is in the form required by the Bank and the information is complete; and (iii) the Item is not yet paid or cashed. For purposes of this Section, "Business Day" means a day on which the Bank Is generally open for business in the Jurisdiction where the Account is maintained. Stop payment Instructions on Items, unless otherwise provided, will be valid for one (1) year and will automatically renew up to six (6) additional years unless the Bank confirms receipt of the Customer's revocation of a stop payment Instruction. The Customer may request, through the Bank's call center or other authorized representative, a non - renewable stop payment, which will be effective for a 180 -day period. The Bank shall not be liable for any Item properly paid or cashed prior to the PN: 819834 DOC ID: 4 I Vol,. Pg. zoo I Page 43 of 49 N li effective time of a stop payment request. The Bank may properly return any item which is the subject of a stop payment request. However, the Customer acknowledges that a stop payment Instruction does not limit or vary its obligation to pay the subject Item and, notwithstanding a stop payment instruction, the Bank may properly pay such an hem to a person entitled to enforce it. 411 Any Item Issued by the Customer drawn on as Account shall be deemed to be endorsed in the name of the payee if. the Item is endorsed or deposited into an account in a name that is substantially similar to that of the payee; the payee is a fictitious person; the Customer was wrongfully or erroneously induced to issue the Item payable to the stated payee; the deposit of the hem was accomplished by an employee entrusted with responsibility for the Item or person working in concert with such an employee; or the Customer or payee failed to act with ordinary cafe with respect to the Item. The Bank shall not be liable for any loss arising from any such endorsed or deposited Item, or for the loss caused by the alteration or unauthorized signature on any Item issued by the Customer, unless the Customer establishes that the Bank failed to handle the Item with ordinary care, and that such failure substantially contributed to the loss. If the Bank's failure to act with ordinary care substantially contributed to the loss on the item, the loss shall be allocated between the Customer and the Bank based upon their respective failure to exercise ordinary care which contributed to the loss. For purposes of this section, 'employee' shall Include Customer and its independent contractors and Third Parties, and their respective employees, delivery agents, officers, directors, attorneys, fiduciaries, administrators, service providers, and other agents, 4.12 The Bank may process any Item for payment from a Customer Account by electronic means, in which case, the Bank's exercise of ordinary care in payment of that item does not obligate the Bank to inspect the Item during the automated payment process. Section 5 of the Account Terms (Funds Transfer Instructions) is hereby supplemented with the following provision: 5.7 Automated Clearing House ('ACH ") entries will be subject to the rules of the National Automated Clearing House Association and any other applicable Rules & Regulations, to which the Customer agrees to be bound. Credit given by the Bank to the Customer for an ACH credit entry shall be provisional, until the Bank receives final payment. If the Bank does not receive final payment, the Bank may revoke the provisional credit and charge back the amount of the entry to the Account, or obtain a refund from the Customer, in which case the originator of the credit entry shall not be deemed to have paid the Customer the amount of such entry. The Bank shall not be obligated to notify the Customer of the receipt of a payment order or ACH entry for credit or debit to an Account. Section 7 of the Account Terms (Account Statements) Is hereby supplemented with the following provisions: 7.2 The Customer acknowledges that Account Statements and images of paid Items are available to it and are sufficient to allow it to make all inspections and reports of Account activity including errors, as required in this Section. The Bank is not required to return paid or cancelled Items with the Account Statement. 7.3 The Customer shall inspect each Account Statement and all payments and charges reported thereon, promptly upon receipt. The Customer must notify the Bank in writing of any unauthorized, improper, or missing endorsements within six (6) months after the date of the Account Statement on which that item was reported to have been paid. The Customer must notify the Bank in writing, within a reasonable period of time not to exceed 60 calendar days of the date of an Account Statement, of (i) the failure to receive the Account Statement, or (ii) of any errors, unauthorized payments, charges, alterations, discrepancies or irregularities reported on the Account Statement ( "Errors'). The Customer must provide the Bank with all information necessary for the Bank to investigate any claim based upon an endorsement or Enor, and must provide all supporting evidence that the Bank requests. Failure to comply within the time frames set forth above shall be deemed conclusive proof that the Customer failed to exercise reasonable care and promptness in examining Account Statements and paid Items or identifying Errors and that such failure may cause subsequent loss to the Bank. If the Customer fails to comply with the notice requirements set forth above, the Bank is not required to reimburse the Customer for the Customer's claimed loss and the Customer shall be barred from bringing any action against the Bank. 7.4 If an Account has no activity other than charges assessed or Interest credited by the Bank for a period of at least six (6) months, the Bank Is not required to provide an Account statement until the Account has additional activity. If an Account has no activity other than charges assessed or interest credited by the Bank for a period of at least twelve (12) months, the Customer may be unable to access the Account until appropriate contact is made between the Customer and the Bank. Section 16 of the Account Terms (Account Disclosures) Is hereby supplemented with the following provisions: 15.4 U.S. federal regulations lima the number of pre - authorized or automatic transfers or withdrawals or telephonictelectronic Instructions (Including check, draft, debit card or similar order payable to third parties) that can be made from a savings account (including a savings sub - account (as described below) and a money market deposit account) to a total of six (6) per calendar month or statement cycle or similar; period. The Customer agrees to comply at all times with such restrictions. Exceeding these withdrawal limits may result in the Bank converting the savings account into a non - interest bearing demand deposit account, with any attendant changes in pricing and account terms and conditions. Further, the Bank is required by U.S. law to reserve the right to require at least seven (7) days notice prior to a withdrawal from a savings account (including a savings sub - account) or an interest - bearing negotiable order of withdrawal account ('NCW Account'). 15.5 The Customer, if eligible, may open a NOW Account. There is no limit an the number of withdrawals that the Customer may make from the demand deposit or NOW sub - account. 15.6 The Bank is authorized, for regulatory reporting and internal accounting purposes, to divide an Account: (1) in the case of a demand deposit checking Account, Into a non - interest bearing demand deposit sub-account and a non - Interest bearing savings sub - account; (ii) in the case of a PN: 819834 DOG ID: 4 Fv�• -- .�C.�G� Pg �/ Page 44 of 49 10,114 ll NOW Account, into an interest bearing NOW sub - account and an interest bearing savings sub - account, and, in both cases, to transfer funds on a daily basis between these sub - accounts in accordance with U.S. low at no cost to the Customer. The Bank will record the sub - accounts and any transfers between them on the Bank's books and records only. The sub - accounts and any transfers between them will not affect the Account number, balance requirement or use of the Account, except as described herein. 15.7 The Bank will establish a target balance for the Customer's demand deposit or NOW sub - account, which d may change at any time. To the extent funds in the demand deposit or NOW sub - account exceed the target balance, the excess will be transferred to the Customer's savings sub - account, unless the maximum number of transfers from the savings sub - account for that calendar month or statement cycle have already occurred. If withdrawals from the demand deposit or NOW sub - account exceeds the available balance in the demand deposit or NOW sub - account, funds from the Customer's savings sub - account will be transferred to the demand deposit or NOW sub - account up to the entire balance of available funds in the savings sub - account to cover the shortfall and to replenish any target balance that the Bank has established for the demand deposit or NOW sub- account. If a sixth transfer is needed during a calendar month or statement cycle, it will be for the entire balance in the Customer's savings sub - account, and such funds will remain in the demand deposit or NOW sub - account for the remainder of the calendar month or statement cycle. 15.8 The Bank, for its administrative purposes may designate a branch of the Bank as the branch of record of an Account which may be different from the branch at which the Account is opened. This designation requires no action on the part of the Customer and will not change the Bank's operations, Services or customer support. 15.9 Bank's relationship with Customer concerning the Accounts is that of a debtor and creditor. No fiduciary, quasi - fiduciary or, other special relationship exists between Bank and Customer or any third parties regarding the Accounts. Section 18 of the Account Terms (Governing Law) Is hereby supplemented with the following provisions: 16.1 Section 16.1 is replaced with the following provision: Subject to the UCC as modified by the Rules & Regulations, which shall control, and unless otherwise specifically provided in any Service Tents, the Account Terms, the Account Documentation, Service Terns and the fights and obligations of the Customer and the Bank in respect of each Customer Account maintained in the U.S. shall be governed by end construed in accordance with the laws of the State of New York, (without regard to Its conflict of laws rules), incorporating general commercial bank practices applicable to the type of Account and Services provided to the Customer. The rights and remedies of the Bank under this Addendum, the Account Terms, the Account Documentation, the Service Terns, and any other agreement by the Customer in favor of the Bank are in addition to the rights and remedies of the Bank under applicable law (as provided above in this Section), are cumulative and may be exercised successively or concurrently, and are retained by the Bank. 16.4 In the event the Bank is required to remit funds to any state as abandoned property, the Account may be charged for fees in remitting funds to that state. In addition, the Bank may charge fees in connection with its handling of dormant funds and accounts. These charges are not refundable, Section 17 of the Account Terms (Miscellaneous) Is hereby supplemented with the following provision: 17.151f the Customer is a bank or financial institution and is not organized under the laws of the U.S., it shall not permit its customers to conduct banking transactions in the U.S. through the Customer's Account, and shall not provide its customers with check stock, drafts, wire transfer capabilities or any other means by which its customers are able to draw on the Customer's Account. These types of arrangements are typically called "payable through accounts" and are prohibited under these Account Terns. The Customer acknowledges that the sale of U.S. dollar checks or drafts to third parties is explicitly prohibited without the express written approval of the Bank. AVAILABILITY POLICY - FOR ACCOUNTS MAINTAINED IN THE U.S. The Bank's policy is to make funds available to the Customer on the same, next or second business day after the day of deposit depending on the type of deposit and when the deposit is made as described below. If the Customer will need the funds from a deposit immediately, the Customer should ask the Bank when the funds will be available. A. Determining the Day of a Deposit. If a deposit is made to an account on a business day before the Bank's cutoff time established for that location (which will be no earlier than 2 p.m. local time), then the Bank will consider that day to be the day of deposit. However, If a deposit is made after the cutoff time or on a day that is not a business day, then the Bank will consider the deposit to have been made no later than the next business day. For determining the availability of deposits, every day is a business day, except Saturdays, Sundays, and federal holidays. Availability with respect to any deposit will be determined by the location of the banking center or other facility where the deposit was received. For deposits made at the Bank's automated teller machines (ATMs) the cutoff time is 11 p.m. Eastern Time unless otherwise noted on the ATM screen. B. Same Day Availability. Funds from the following deposits made at a banking center or at an ATM that do not require deposit envelopes will be available on the business day the Bank determines the deposit is made: • Cash; • Wire transfers; and PN. 819834 DOG ID. 4 E/I p9. Page 45 of 49 __ — ]E_lz . Electronic direct deposits to an account. N��BW�911 C. Next Day Availability. Funds from the following deposits are available on the first business day after the business day the Bank determines the deposit is made: U.S. Treasury checks that are payable to the Customer; Checks drawn on a Bank affiliate that holds the applicable account (excluding a Controlled Disbursement site); and At least, the first $200 from a day's total deposits. funds from the following deposits are also available on the first business day after the If the deposit is made in person to a Bank employee, business day the Bank determines the deposit is made: • State and local government checks that are payable to the Customer, if a special deposit slip, available upon request at any Bank banking center is used; • Cashier's, certified, and teller's checks that are payable to the Customer, if a special deposit slip, available upon request at any Bank banking center, is used; and i • Federal Reserve Bank checks, Federal Home Loan Bank checks, and postal money orders, if these items are payable to the Customer. If a special deposit slip is not used, availability of funds from these deposits will follow the schedule identified in the Availability of Other Check Deposits section below. D. Availability of Other Check Deposits. Generally, funds from all other deposits of checks drawn on banks (as defined in Federal Reserve Regulation CC) will be available no later than the second business day after the day of deposit. Checks that require special handling may receive delayed availability. The amount of funds available to the Customer will be reduced by the amount of any deposited check that is returned unpaid. If the Bank reprocesses the check, the funds will become available no later than the second business day aftair the business day in which the check is reprocessed. I E. Longer Delays May Apply. In some cases the Bank may not make all of the funds that are deposited by check available. Depending on the type of check deposited, funds may not be available as set forth above. However, the first $200 of the aggregate deposit will be available on the first business day after the day of deposit. If the Bank is not going to make all of the funds from a deposit available at the times shown above, it will notify the Customer and, specify when the funds will be available. If a deposit is not made directly to a Bank employee, or H the Bank decides to take this action after the Customer has left the premises, the Bank will mail or otherwise send the notice to the Customer by the business day after the day of deposit. Funds deposited by check may be delayed for a longer period under the following circumstances: • The Bank believes a deposited check will not be paid; • Deposited checks for all of the Customer's accounts total more than $5,000 in any one day; • The Customer redeposited a check that has been returned unpaid; • The Customer has overdrawn one or more of its accounts repeatedly in the last six months; or • There is an emergency, such as failure of communications or computer equipment. In such circumstances, funds will generally be available no later than the seventh business day after the day of deposit. Inclement weather or transportation problems may lead to additional delays under certain availability schedules. Customer may have specific availability schedules related to a banking service. F, Special Rules for New Accounts. If the account is a new account, the following special rules may apply during the first thirty days the account is open: • Funds from deposits of the first $5,000 of that day's total deposits of cashier's, certified, teller's, traveler's and federal, state and local government checks will be available on the first business day after the day of deposit if the deposit meets certain conditions. For example, the checks must be payable to the Customer. The excess over $5,000 will be available no later than the ninth business day after the day of deposit. If the deposit of checks (other than U.S. Treasury checks) is not made in person to one of the Bank's employees, the first 55,000 may not be made available until the second business day after the day of deposit; and . Funds from all other check deposits will be made available no later than the fifteen business day after the day of deposit. This Availability Policy and availability schedules may be changed without notice. i ® 2013 JPMorgan Chase & Co. All rights reserved. JPMorgan Chase Bank, N.A. Member FDIC. Vol. Pg. PN: 819834 DOC ID: 4 Page 46 of 49 n�10 Certificate Of Incumbencyl JPMorgan Chase Bank, N.A. The undersigned certifies that: I am an authorized official of BRAZOS COUNTY TEXAS, duly organized and existing under the laws of the State 01 ,^t ('Organization "); that the information presented below is correct and the persons named below are presently holding the offices set fonh opposite their respective signatures below; and each such signature is his or her genuine signature: Type or PAM Name Signatures (Please sign Inside the box) Phone and Fax I (Name) LAURA r*YL,R DAMS (Phone) 499 361 - -y %S dk Z�S�otrTTf MV11 E2 (F 1 344-11911 E -Mail Address Idnv�s brttz. -stu;n Fa. ov iN Q) ; Ja ✓ I 1 (P one 3G/ �JS9 itle) oeonnerRhiritawoun A E•Mail Address 9 i (Name) (Phone) (Title) (Fax) E -Mail Address � (Name) (Phone) (Title) (Fax) E -Mail Address (Name) (Phone) (Title) (Fax) E-Mail Address In Witness Whereof,) have hereunto subscribed my name and affixed the seal of the Organization, if applicable, this Day of 2U_ By: Signature Print Name Title By Signature Print Name d9F PN. 819834 DOC ID: 5 Vol P9' ° `O Page 47 of 49 I���Ihf'�RWilll Business Signature Card CHECK Signatures for Now Accounts) SIGNATURE 1 Additional Signatures for � Qus 6UA177 /je AS6'QER- Replace AL Signatures on Carp of ONE: toot 9, bm.�sn {X. y79 .30-41349- PRIN Accounts TITLE I SIGNATURE 13t'awimileA -iL (. Conn f Account s AL I Client NamelAccount Holder: BRAZOS COUNTY TEXAS ConncrC�.�aaJ.scoun �. i (For Sole Proprietor or Disregarded Entity. TITLE I SIGNATURE C ia;nual []Facsimile indicate the name OI Me owner. I E-MAIL ADDRESS PHONE NUMBER Account Title: Q 1 — PRINT N E anuel q rd�acaimile J TITLE � f� /CCT.�1L —sv! 7S+ �• SIGNATURE ' Address I PHONE NUMBER ;ILO S Ire)(A6 A %rE S-ale City, State, zip Bryan TX, TX, 778030000, USA Account Number(a): Telephone Number p r{qq 3(e/ -y340 ID Number. (For Sole Proprietor or Disregarded Entity, indicate TIN of owner. 746000433 INSTRUCTIONS; Use BBLLAACK OR BLUE ink. Place the Manual or Facsimile algnoture within the box boundaries only. Do Not overlap signatures. Indicate if the signature is Manual or a�mile in ti ne'PRINT NAME' box. When providing a Facsimile Signature, provide a Manual Signature too. For your security, cross out all unused signature boxes before signing the signature card below. PRINT NAME i TITLE SIGNATURE 1 ©Manual / '\ ©Facsimte i vR 1Wi -N,05 � Qus 6UA177 /je AS6'QER- EMAIL ADDRESS PHONE NUMBER toot 9, bm.�sn {X. y79 .30-41349- PRIN TITLE I SIGNATURE 13t'awimileA -iL (. Conn f AL I E-MAIL ADDRESS I PHONE NUMBER ConncrC�.�aaJ.scoun �. 79- 3�i-y`3`S� PRINT NAME TITLE I SIGNATURE C ia;nual []Facsimile Wan tiV► � V I E-MAIL ADDRESS PHONE NUMBER Q 1 — PRINT N E anuel q rd�acaimile J TITLE � f� /CCT.�1L —sv! 7S+ �• SIGNATURE ' E -MAIL ADDRESS I PHONE NUMBER The undersigned, an authorized representative at the Account noleer, cenmes that nelsne nas revlewea me unu......:u„ w ........ a ,,, ,,,:, Signature Card, the Certificate Regarding Accounts, account authorization documents, and/or organizational documents of the Account Holder ('Authorized Documents'), and finds the information in this Signature Card accurate on this date and in accordance with the Authorization Documents. The Account Holder acknowledges receipt of, and agrees to be bound by, the terms and conditions governing the operation of accounts and services provided by JPMorgan Chase Bank, National Association, ('the Bank'), including the Account Terms and Service Terms, as may be amended or supplemented from time to time. The undersigned is authorized to certify the names, tbies, and signatures of authorized signers named In this Signature Card on this/these account(s) pursuant to the Authorization Documents. The undersigned certifies that the signatures presented on these pages are the signatures of persons authorized to sign and otherwise act on behalf of the Account Holder with respect to its account(s), banking transactions or, services. The Bank is entitled to rely on the authority of the named person(s) until the Bank receives written revocation of such authority. No �. - �........u.... ...:n w— epe.a:... ,,... .r.e erica Anc a In ad nn it I PN. 819834 DOC ID: 6 va. Pg. % Page 48 of 49 Authorized Signature:, `. .... % TiUe: %t� -�� (: Dale: Authorized Signature: / Tiae /Coil /1 4,(�,�I� - INTERNAL USE ONLY '•:,THE ABOVE INFORMATION AND SIGNATURE(S) WERE VER IED BY: Print Name Initials: Completion Date.._.. _ PN. 819834 DOC ID: 6 va. Pg. % Page 48 of 49 I Client Name /Account Holder. BRAZOS COUNTY TEXAS Account Title: Tax ID Number: Card of 746000433 Account I I Telephone Number: I Date: m Nuber)s): ADDITIONAL SIGNA PRINT NAME TITLE SIGNATURE i ❑Manual []Facsimile E -MAIL ADDRESS PHONE NUMBER PRINT NAME TITLE SIGNATURE I OManual OFacsimile E-MAIL ADDRESS PHONE NUMBER PRINT NAME I TITLE SIGNATURE [Manual DFamimlle E -MAIL ADDRESS PHONE NUMBER PRINTNAME I TITLE SIGNATURE ElManual []Facsimile . E -MAIL ADDRESS PHONE NUMBER PRINT NAME I TITLE SIGNATURE ❑Manual []Facsimile E -MAIL ADDRESS PHONE NUMBER PRINT NAME I TITLE SIGNATURE ❑Manual ❑Facsimile I E -MAIL ADDRESS PHONE NUMBER PRINT NAME I TITLE SIGNATURE ❑Manual, ❑Facsimile E -MAIL ADDRESS PHONE NUMBER Vol. / % 7 Pg. PN: 819834 DOC ID: 6 Page 49 of 40 Business Signature Card 1 1'151 l V2,01022 12 CHECK .sAA Slpneturss for New Account(a) SIGNATURE Atldltlonel Signatures for Brazos County y Tax Assessor/Collector Replece A0 Signatures on Card -L of 1 ONE: 1°r kroe @brazoscountytx.gov 979- 361 -4471 PRINT NAME Accounts SIGNATURE i Manual ❑ Facsimile Bea Westbrook Chief Deputy Brazos Co. Tax Office Accounts E- MAILADDRESS Client NamelAccount Holder, BRAZOS COUNTY TEXAS v 979 - 361 -4489 PRINT NAME TITLE (For Sale Proprietor or Disregarded Entity, Manual ❑Faesimue Roger Westbrook Accounting Supervisor Brazos Co. Tax Office I E•MAILADDRESS Indicate the named the owner, rwestbrook @brazoscountytx.g v 979- 361 -4476 PRINT NAME TITLE Account Tlde: Manual ElFacstmde Patricia E. Taylor Staff Accountant Brazos County Tax Office ( t- /O-Y MAIL ADDRESS E-MAIL PHONE NUMBER etaylor@brazoscountytx.gov VJINA- J. st J City, State, Zip Bryan TX, Address: 300 E. 26! , GdiM a! 0 TX, 778030000, USA Account h N Telepone Number: b Number(s): Tea to Number: (For Sole Proprietor or Disregarded Entity, Indicate TIN of owner, 746000433 INSTRUCTIONS: Use OR BLUE Ink. Place the Manual or Facsimile slpnature w�Nln the box boondar es only. Do Not overlap signatures. Indicate If the signature Is Manual ore acsimlle In the'PRINT NAME' box. When providing a Facsimile Signature, provide a Manual Signature too. For your security, cross out all unused signature boxes before signing the signature card below. i PRINT NAME TITLE SIGNATURE Manual Kristeen Roe Brazos County y Tax Assessor/Collector ' f E-MAIL ADDRESS PHONE NUMBER kroe @brazoscountytx.gov 979- 361 -4471 PRINT NAME TITLE SIGNATURE i Manual ❑ Facsimile Bea Westbrook Chief Deputy Brazos Co. Tax Office w E- MAILADDRESS PHONENUMBER bwestbrook @brazoscountytx.g v 979 - 361 -4489 PRINT NAME TITLE SIGNATURE I Manual ❑Faesimue Roger Westbrook Accounting Supervisor Brazos Co. Tax Office I E•MAILADDRESS PHON NUMBER rwestbrook @brazoscountytx.g v 979- 361 -4476 PRINT NAME TITLE SIGNATURE Manual ElFacstmde Patricia E. Taylor Staff Accountant Brazos County Tax Office ( t- /O-Y MAIL ADDRESS E-MAIL PHONE NUMBER etaylor@brazoscountytx.gov 979 -361 -4495 I The undersigned, an authorized representative of the Account Holder, cerbfleS trial he/she has reviewed the Imornation contained to that Mature Card, the Cerfiflcate Regarding Accounts, account authorization documents, and/or organizational documents of the Account Holder ('Authortzed Documents'), and finds the information In this Signature Card accurate on this date and in accordance with the Autitodzation Documents. The Account Holder acknowledges receipt of, and agrees to be bound by, the terns and conditions governing the operation of accounts and services provided by JPMorgan Chase Bank, National Association, ("the Bank "), including the Account Terms and Service Terms, as may be amended or supplemented from time to time. The undersigned is authorized to certify the names, titles, and signatures of authorized signers named in this Signature Card on this/these account(s) pursuant to the Authorization Documents. The undersigned certifies that the signatures presented on these pages are the signatures of persons authorized to sign and otherwise act on behalf of the Account Holder with respect to Its account(s), banking transactions or Services. The Bank Is entitled to rely on the authority of the named person(s) until the Bank receives written revocation of such authority. No notice of revocation will be effective until the Bank has a reasonable 0000rtunitv to act on it. Authorized Signature: ) Title: I Data: Authorized Signature: ) This: ) Date: PN: 618834 DOC 10: 6 - i Page 48 of 46 v✓ INDEPENDENT AUDITORS' REPORT AND FINANCIAL STATEMENTS SEPTEMBER 3012013 Dunne Peters County Judge va. � P9• �= TABLE OF CONTENTS Page Independent Auditors' Report ....................... 1-2 Financial Statements Statements of Financial Position . , . , ........ . Statement of Activities ............ ........... . Statement of Functional Expenses .................. . Statements of Cash Flows ..... ............ ..... . Notes to Financial Statements .................... . 3 4 5 6 7 -11 e�' Craig, PC V; dy Thompson. CPA /CFP 4500 Carter Creek Parkway, Suite 201 Peggy Adcock, CPA Ronnle Craig, CPA Bryon,Texas 77802-4456 Sandy Beavers. CPA Dillard Leverkuhn. CPA (979) 260-9696 - Fax (979) 26&%a3 Alline Briers, CPA emoiC flrm*tdaaPa.COM Gay Vick Craig, CPA Kay Dobbins, CPA Andrea Derrlg. CPA Emily Hogan. CPA Lyn Kudemba, CPA James Larkin, CPA INDEPENDENT AUDITORS' REPORT M aa"e aTrraxe1. CPA Marian Rose Varlsco, CPA Mary Joy Venuti, CPA To the Board of Directors of Aggieland Humane Society We have audited the accompanying financial statements of Aggieland Humane Society (a nonprofit organization), which comprise the statement of financial position as of September 30, 2013, and the related statements of activities, functional expenses, and cash flows for the year then ended, and the related notes to the financial statements. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is-to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 1 Vol. 9T pg. 3 _ I Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Aggieland Humane Society as of September 30, 2013, and the changes in its net assets and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America. Report on Sammartced Comparative Information We have previously audited the Aggieland Humane Society's 2012 financial statements, and our report dated January 15, 2013, expressed an unmodified opinion on those audited financial statements. In our opinion, the summarized comparative information presented herein as of and for the year ended September 30, 2012, is consistent, in all materiel respects, with the audited financial statements from which it has been derived. i THOMPSON, DERRIG & CRAIG, PC December 12, 2013 2 Vol. P9 AGGIELAND HUMANE SOCIETY STATEMENTS OF FINANCIAL POSITION SEPTEMBER 30, 2013 AND 2012 Assets: Current assets Cash and cash equivalents Short-term investments Accounts receivable Total current assets Property and equipment (net) Other assets Restricted investments Cash surrender value of life insurance Total other assetes Total Assets Liabilities: Current liabilities Accounts payable Accrued expenses Total current liabilities Net Assets: Unrestricted Temporarily restricted Total net assets Total Liabilities and Net Assets 2013 2012 $ 285,455 105,366 17,346 408,167 $ 216,015 98,979 17,189 332,183 1,078,812 1,073,077 2,949 2,949 19,802 2,949 22,751 $$ 1® $ 45,808 $ 38,553 19,022 18,587 64,830 57,140 1,419,063 1,327,324 6,035 43,547 1,425,098 $ 1,489,928 See independent auditors' report and notes to financial statements. Vol. �'7 .la9'____� 1,370,871 $ 1,428,011 AGGIELAND EDMANE SOCIETY STATEMENT OF ACTIVITIES FOR THE YEAR ENDED SEPTEMBER 30, 2013 WITH COMPARATIVE TOTALS FOR 2012 See Independent auditors' report and rotes to financial sbdemams- vets- Temporarily Totals Unrestricted Restricted 2013 2012 Support and Revenue: Animal care revenue: $ 85,876 $ E 85,876 E 86,727 Adoption Impoundment 22,%2 32,962 22,658 surrender few 5,653 - 5,653 6,524 Disposal services 5,532 5,532 5,514 Tap am microchips 262,551 - 262,551 217,827 Government contracts 254,286 - 254.286 253,184 Room and board 6,398 - 6,398 3,681 Rabies quarantine fees 9,257 9.257 _ 15,283 652,515 - 652,313 611,398 Contributions and tLndraising: Contributions 204,012 3,500 207,512 244AM Volunteer program 18,125 - 18,123 - In -kind contributions (Note 4) 489,097 - 489,097 356 557 711,234 3,500 714,734 601,040 Other. Investment/Interest income 2,521 - 2,521 3,077 Miecellaneousincome 18,214 - 18,214 25,588 OII and gas royalties 21,351 - 21,351 97,155 Gain on disposition of assets 800 800 ' investment gains(losses) 1,518 - 1.518 24.243 Amu released from restrictions 41,012 (41,012) 85,416 41012 44,404 150,063 Total Support and Revenue 1,449,165 (37,512) 1,411,653 1.362.501 Program (animal care) 1,148,265 - 1,148,265 9806469 Fundraising 113,352 - 113,352 80,443 Administrative 95,809 951809 139,607 Total Expenses 1,357,426 1,357,426 1,200,519 Change In net assets 91,739 (37,512) 54,227 161,982 Beginning net assets 1,327,324 43,547 1,370,871 1,208,889 Ending net assets $ 1S $ 6,035 $$ 1,4® $$ 1,3® See Independent auditors' report and rotes to financial sbdemams- vets- Salaries Payroll races Payroll related hemp Advertising Veterinary expenses Fundralsing Spay/ neuter expanses Kennel supplies Computer expense Depreciation expense . Insuemtee Auto mtpense Microchip mgmse Education Repairs and maintenance Telephone and utilities Directors and officers insurance Crematltm expense Bank charges Rent Retail goods Office eryenses Professional fees Miscellaneous expanses S AGGIELAND HUMANE SOCIETY STATEMENT OF FUNCTIONAL EXPENSES FOR THE YEAR ENDED SEPTEMBER 30, 2013 WITH COMPARATIVE TOTALS FOR 2012 Torah Program (Animal Care) Fuodrahlnll Administrative 2013 2012 262,670 20,331 34,369 329,065 166,073 91,124 61,739 9,877 14,377 3,099 1,749 13,245 7,911 6,626 16,320 6,947 3,959 83,238 13,326 S 26,267 39,400 2,033 3,030 3,437 3,155 34,040 231,481 21,592 147,406 1,974 7,902 91,124 4,792 61,739 3,098 19,733 1,749 19,169 2,208 6,197 5,506 3,498 1,680 3,378 3,378 10,621 - 10,010 7,865 22,026 10,026 $ 328,337 S 342,993 23,414 26,338 42,961 70,205 363,105 231,481 166,073 147,406 21,392 1,982 91,124 97,665 61,739 67,705 19,733 21,339 19,169 13,343 6,197 9,724 3,498 8,141 13,243 13,394 7,911 4,160 8,834 9,868 22,026 29,024 1,680 1,690 6,947 8,732 6,756 5,733 964 10,621 2,328 23,834 13,167 93,264 39,091 13,326 9,784 TOTAL EXPENSES S 1,148263 S 113352 $ 95,809 S 1,337,426 S 1200,319 Sae independent auditors' tepott and nary to financial wrements. Vol. / % 7 Pg. /`i AGGIELAND HUMANE SOCIE'T'Y STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED SEPTEMBER 30, 2013 AND 2012 Cub Flows from Operating Activities: Change in net assets Adjustments to reconcile change in net assets to Net cash provided by operating activities: Depreciation Gain on disposition Unrealized (gain) loss on investments Change in operating assets and payables: Accounts receivable Prepaid expenses Accounts payable Accrued expenses Net cash provided by operating activities Cash Flows from Investing Activities: Purchase of property and equipment Net change investments Net cash used by investing activities Change in crib M,s Ending cash 2013 2012 $ 54,227 $ 161,982 19,169 15,543 (800) - (1,518) (24,243) (157) 12,031 - 2,348 7,255 2,138 435 (11,322) 78,611 158,477 (24,104) (22,023) 14,933 (455) (9,171) (22,478) 69,440 135,999 216,015 80,016 $ 285,455 $ 216,015 See independent auditors' report and notes to financial statements. Vol. 19(l Pg. 0�/3' AGGIELAND HUMANE SOCIETY NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2013 AND 2012 Note 1— Summary of Significant Accounting Policies The Aggieland Humane Society (formerly Brazos Animal Shelter, Inc.) is a nonprofit corporation, chartered in the State of Texas on October 31, 1980. The Aggieland Humane Society's purpose is to improve the quality of life for people and animals of the Brazos Valley through professional animal services. Counties served by the Aggieland Humane Society are Brazos, Burleson, Grimes, Leon, Madison, Robertson and Washington counties. The Aggieland Humane Society is supported by private donations, contracts with local governments, fundraising events, and fees for services. The Aggieland Humane Society has no stockholders or equity owners and is governed by a board of directors made up of community volunteers. The mission of the Aggieland Humane Society is to provide humane shelter, care, and placement for stray and unwanted animals, promote the human animal bond and responsible pet ownership to enhance the quality of life for the people and animals in our community. The financial statements of the Aggieland Humane Society have been prepared on the accrual basis of accounting and accordingly reflect all significant receivables, payables, and other liabilities. The Aggieland Humane Society's financial statements present information regarding its financial position and activities according to three classes of net assets: unrestricted, temporarily restricted, and permanently restricted. The preparation of financial statements in conformity with generally accepted accounting principles includes the use of estimates that affect the financial statements. Accordingly, actual results could differ from those estimates. Cash and cash equivalents The Aggieland Humane Society considers all highly liquid investments with a maturity of twelve months or less when purchased to be cash equivalents. Fair value of financial instruments The carrying amounts of cash equivalents, receivables, and accounts payable approximate fair value because of the short maturity of those instruments. See ind t auditors' report. 7 w E E01. Pg. AGGIELAND HUMANE SOCIETY NOTES TO FINANCIAL STATEMENTS SEPTEMBER 309 2013 AND 2012 Note 1— Summary of Significant Accounting Policies (Continued) Acquisitions of furniture and equipment in excess of $1,000 are capitalized. Donated equipment is recorded at fair market value at the date of the donation. Purchased equipment is recorded at cost. Depreciation is provided over the estimated useful lives of the respective assets using the straight -line method. Public ffwpgl revenue, and pledges Chants and other contributions of cash and other assets are considered to be available for unrestricted use unless specifically restricted by the donor. When a donor restriction expires, that is, when a stipulated time restriction ends or purpose restriction is accomplished, temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statement of activities as net assets released from restrictions. The Aggichmd Humane Society is a not- for -profit organization exempt from federal income taxes under Internal Revenue Code 501(cx3). The Aggieland Humane Society believes that it has appropriate support for any tax positions taken, and as such, does not have any uncertain tax positions that are material to the financial statements. The information returns remain open and subject to review by taxing jurisdictions for three years after they are filed. Note 2 — Restrictions on Net Assets Temporarily restricted net assets consist of donor - restricted funds to be used for future expenses. Note 3 — Retirement Plan Prior to March 2012, the Aggieland Humane Society has a qualified annuity plan under Internal Revenue Code 403(b) covering substantially all employees. Any full -time employee of the Aggieland Humane Society was eligible to participate in the plan after thirty days of service. The Aggieland Humane Society matched employee contributions up to seven percent of their covered salary. The Aggieland Humane Society contributed $10,342 to the plan for the year ended September 30, 2012. The Aggieland Humane Society board decided to terminate the plan in March 2012. See independent auditors' report. Vol. 197 ?9. �� AGGIELAND HUMANE SOCIETY NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2013 AND 2012 Note 4 — Donated Services and Support The value of donated services and materials included as contributions and corresponding expenses for the years ended September 30, 2013 and 2012 are as follows: 2013 2012 Fundraising $ 55,240 S 46,000 Vet and vet tech services 124,500 108,750 Cr - 3,261 Advertising 285,173 162,232 Vehicle - 1,700 Drugs and supplies 24,184 34,614 $ 489,097 S 356,557 The Aggieland Humane Society also received donated services from numerous volunteers performing non - professional functions. The value of these services is not reflected in the accompanying financial statements because they do not meet the criteria for recognition. However, the value of these services for the year ended September 30, 2013 is estimated to be approximately $86,000 based on total volunteer hours of 8,988 and an average hourly rate of $9.60. Note 5 — Property and Equipment Property and equipment at September 30, 2013 and 2012 consisted of the following: 2013 2012 Land $ 182,787 $ 182,787 Buildings 900,377 891,929 Kennels 63,724 45,568 Furniture, fixtures & office equipment 17,770 17,770 Vehicles 22,763 26,158 1,187,421 1,164,212 Less: accumulated depreciation (108,609) (91,135) Net property and equipment $ 1,078,812 $ 1,073,077 Note 6 — Commitments The Aggieland Humane Society rents a copier for $220 per month in a lease agreement that ends in October 2014. Future lease payments under this agreement are as follows: 2014 $ 2,640 2015 $ 220 See independent auditors' report: Eck 7 �, : �. 2�� AGGIELAND HUMANE SOCIETY NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2013 AND 2012 Note 7 — Investments Short-term investments consist primarily of stocks and money market funds. The fair value of investments is estimated based on quoted market prices as of the last trading day for the Aggieland Humane Society's fiscal years. The fair values at September 30, 2013 and 2012 are as follows. 2013 2012 Money Market $ 18,000 $ 1,541 Stocks 105,366 118,781 $ 123,366 $ 120,322 Investment return for the years ended September 30, 2013 and 2012 is summarized as follows: 2013 2012 Interest and dividends $ 2,521 $ 3,077 Unrealized gains (losses) 1,518 24,243 $ 4,039 $ 27,320 FASC 820 - 10.65, Fair Value Measurements and Disclosures, establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels: Level l inputs consist of unadjusted quoted market prices in active markets for identical assets and have the highest priority, and Level 3 inputs have the lowest priority. The Aggieland Humane Society uses appropriate valuation techniques based on the available inputs to measure the fair value of its investments. When available, the Aggieland Humane Society measures fair value using Level I inputs because they generally provide the most reliable evidence of fair value. No Level 2 inputs were available, and Level 3 inputs were only used when Level l or Level 2 inputs were not available. Level 1— The fair value of securities and other investment instruments is based on quoted net asset values of the shares held at year end. 2013 2012 Level 1: Investments $ 105,366 $ 120,322 $ 105,366 $ 120,322 See independent auditors' report. I AGGIELAND HUMANE SOCIETY NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2013 AND 2012 Note 8 — Summary of Change in Net Assets For the year ended September 30, 2013, changes in net assets attributable to program (animal care), contributions and fundraising, and administration are as summarized below. In -kind amounts shown include contributed services and materials totaling $489,097. Program Contributions Other/ (animal care) and Fundraising Administrative Total Support and revenue $ 652,515 $ 714,734 (1) $ 44,404 $ 1,411,653 Expenses 1,148,265 (2) 113,352 (3) 95,809 1,357,426 $ (495,750) $ 601,382 $® $54 (1) includes $489,097 in -kind (2) includes $433,857 in -kind (3) includes $55,240 in -kind Note 9 — Date of Management Review Management has evaluated subsequent events through December 12, 2013, the date the financial statements were available to be issued. See independent auditors' report. 1 _ F Vol. _1 P9•