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HomeMy WebLinkAbout2015-05-12 10:00AM REGULAR MEETING) BRAZOS COUNTY BRYAN,TEXAS NOTICE OF MEETING AND AGENDA BRAZOS COUNTY COMMISSIONERS COURT F1 1015 MAY -8 A II: 34' VIM Ud � 1J �'I' , THE COMMISSIONERS COURT OF BRAZOS COUNTY WILL MEET IN REGULAR SESSION ON MAY 12, 2015 AT 10:00 AM IN THE COMMISSIONERS COURTROOM OF THE COUNTY ADMINISTRATION BUILDING, 200 SOUTH TEXAS AVE., SUITE 106, BRYAN, TX 77803 1. 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. Consider and take action on agenda items 3 - 20: 3. Appointment of Stephen Yohner as a non -paid reserve deputy for Constable Precinct 4 q, Authorization for the following individuals to travel to Washington DC for National Pofice Week 5. Authorization for Commissioner Irma Cauley to travel to Washington D.C. with the Chamber of Commerce May 11 -14, 2015. g, Ratification of changes to the Bylaws of The Research Valley Partnership, Inc. 7. Approval of the committee for the evaluation of proposals for the construction of fleet facility: • a. Gary Arnold • b. Alan Munger • c. Ken Chadwick • d. Irene Jeff • e. Sammy Catalena • f. Purchasing (non - votinal • a. Legal (non - voting) E01. — Pg. 8. Approval of the following Job Descriptions: • a Building Event Worker (Class Code 817 Pos 31 Brazos Center • b Building Event Worker (Class Code 817 Pos 4) Brazos Center • c Clerk Temp. 1040 hours (Class 1713 Pas 2) District Clerk 9. Approval of exemption from competitive bidding reguirements for the purchase of RMS Software and services from Tiburon Inc pursuant to Section 262.024 (a)(_7) of the Texas Local Government Code. 10. Request from the Information Technology Department to approve the contract for the Tiburon Records Management System. 11. Request from the Information Technology Department for approval of the Interlocal Agreement with the City of Bryan for the Tiburon Records Management System 12, Approval of contract for appraisal services with Steve Lovett. 13. Permission to advertise RFP # 2015 -24. Construciton of Fleet Facility. 14, Consider and take action on the Halcon Resources utility permit to install temporary 10" aluminum 15. Tax Refund Applications for the following • a. Younakin and Associates - overpayment - $6027.49 16. Budget Amendments. Budget Amendments FY 14115 32.1 - 32.11 17. Personnel Change of Status. Personnel Action Forms 18. Payment of Claims. 19. Convene into the following Executive Sessions: • a. Executive Session pursuant to 551.074 to discuss the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of the position of Risk Manager. • b. Executive Session pursuant to 551.074 to discuss personnel matters. • c. Executive Session pursuant to 551.072 to discuss real property. 20. Consider and take possible action on executive sessions. 21. Sheriffs report on inmate population. 22. Acknowledaement of monthly reports submitted in April 2015, 23. Announcement of interest items and possible future agenda topics. 24. Call for Citizen input and /or concerns. 25. Adjourn. Vol. Pg. 7 G3 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 wiling on the agenda items andfor attend and make comment at the Commission meeting. Members of the public are reminded that the Brazos County Commissioners Court is a Constitutional Court, with both judicial and legislative powers, created under Article V, Section 1 and Section 18 of the Texas Constitution. As a Constitutional Court, the Brazos County Commissioners Court also possesses the power to Issue a Contempt of Court Citation under Section 81.024 of the Texas Local Government Code. Accordingly, members of the public in attendance at any Regular, Special and/or Emergency meeting of the Court shall conduct themselves with proper respect and decorum in speaking to, and /or addressing the Court; in participating in public discussions before the Court; and in all actions in the presence of the CourL Those members of the public who are Inappropriately attired and /or who do not conduct themselves in an orderly and appropriate manner will be ordered to leave the meeting. Refusal to abide by the Court's Order and /or confinued disruption of the meeting may result in a Contempt of Court Citation. It Is not the Intention of the Brazos County Commissioners Court to provide a public forum for the demeaning of any individual or group. Neither Is It the intention of the Court to allow a member (or members) of the public to insult the honesty and /or Integrity of the Court, as a body, or any member or members of the Court, or County employees, individually or collectively. Accordingly, profane, insulting or threatening language directed toward the Court and /or any person in the Court's presence and/or racial, ethnic or gender slurs or epithets will not be tolerated. Violation of these rules may result in the following sanctions; 1. cancellation of a speakers time; 2. removal from the Commissioners Court; 3, a Contempt Citation; and /or 4. such other and /or criminal sanctions as may be authorized under the Constitution, Statutes and Codes of the State of Texas. The County Commissioners Court can deliberate or take action only if a matter has been listed on an agenda properly posted prior to the meeting. During the public comment period, speakers may address matters not listed on the published agenda. The Open Meeting Law does not expressly prohibit responses to public comments by the Commissioners CourL However, responses from the County Judge or Commissioners to unlisted public comment topics could become deliberation on a matter without notice to the public. To ensure the public has notice of all matters the Commissioners Court will consider, the County Judge end /or Commissioners may choose not to respond to public comments, except to comect 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. IT: VleZ9l1CalN 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 News 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 community is required to attend or participate in the invocation and such decision will 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 77603 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) 3614102. Vol. AIT Pg. 6� y F� BRAZOS COUNTY BRYAN,T EXAS MINUTES May 12, 2015 BRAZOS COUNTY COMMISSIONERS COURT REGULAR MEETING 0 Signature Paoe.odf 0 File stamped AaendaodF Sian in stI .Ddf 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, May 12, 2015 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, Absent, Karen McQueen, County Clerk. 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 2. Call for Citizen input and /or concerns. Kristy Roe, Brazos County Tax Assessor /Collector announced to the Court that the new Tax Office location opened on Friday, May 8, 2015. They served 784 customers in the lobby and 118 were served in the drive through lanes. On Monday, May 11, 2015, they served 540 customers in the lobby and 116 were served in the drive through lanes. Consider and take action on agenda items 3 - 20: 3. Appointment of Stephen Yohner as a non -paid reserve deputy for Constable, Precinct 4. Item 3. Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 4 -0. Members voting Aye: Catalena , Mallard , Peters, Wassermann. Members Absent: Cauley. 4. Authorization for the following individuals to travel to Washington, DC for National Police Week 2015: Sgt David Villarreal, Deputies Jody Aranda, Phillip Anelli, Austin Elmore, and Josh Hearen. Travel will be at no cost to the county. Dates of travel are May 12 -16, 2015. Item 4. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 4 -0. Members voting Aye: Catalena, Mallard , Peters , Wassermann. Members Absent: Cauley. 5. Authorization for Commissioner Irma Cauley to travel to Washington D.C. with the Chamber of Commerce May 11 -14, 2015. 0 Item 5. Motion: Approve , Moved by Commissioner Kenny Mallard, Seconded by Commissioner Sammy Catalena. Passed. 4 -0. Members voting Aye: Catalena , Mallard , Peters , Wassermann. Members Absent: Cauley. 6. Ratification of changes to the Bylaws of The Research Valley Partnership, Inc. 0 Item 6 aif A copy of the ratified Bylaws are attached. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 4-0. Members voting Aye: Catalena , Mallard , Peters, Wassermann. Members Absent: Cauley. Approval of the committee for the evaluation of proposals for the construction of fleet facility: • a. Gary Arnold • b. Alan Munger • c. Ken Chadwick • d. Irene Jett • e. Sammy Catalena • f. Purchasing (non- voting) • g. Legal (non- voting) 0 Item T f Motion: Approve , Moved by County Judge Duane Peters, Seconded by Commissioner Kenny Mallard. Passed. 4 -0. Members voting Aye: Catalena, Mallard , Peters, Wassermann. Members Absent: Cauley. 8. Approval of the following Job Descriptions: • a. Building Event Worker (Class Code 817, Pos 3) Brazos Center • b. Building Event Worker (Class Code 817, Pos 4) Brazos Center • c. Clerk, Temp. 1040 hours (Class 1713, Pos 2) District Clerk Vol. oil Pg. 0 Ilen B. A copy of the job descriptions is attached. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner Lloyd Wassermann. Passed. 4 -0. Members voting Aye: Catalena , Mallard , Peters , Wassermann. Members Absent: Cauley. 9. Approval of exemption from competitive bidding requirements for the purchase of RMS Software and services from Tiburon, Inc. pursuant to Section 262.024 (a)(7) of the Texas Local Government Code. a ltemapcft Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 4 -0. Members voting Aye: Catalena, Mallard , Peters , Wassermann. Members Absent: Cauley. 10. Request from the Information Technology Department to approve the contract for the Tiburon Records Management System. Q Item 10.odf A copy of the contract is attached. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner Kenny Mallard. Passed. 4 -0. Members voting Aye: Catalena, Mallard , Peters, Wassermann. Members Absent: Cauley. 11. Request from the Information Technology Department for approval of the Interlocal Agreement with the City of Bryan for the Tiburon Records Management System. 0 Item 11. f A copy of the agreement is attached. Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 4 -0. Members voting Aye: Catalena , Mallard , Peters, Wassermann. Members Absent: Cauley. 12. Approval of contract for appraisal services with Steve Lovett. ID Item 12.odf The County Judge announced that action on this item would be postponed until after the Executive Session. After returning to open court from the Executive Session, the Court approved the attached contract for Appraisal Services. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 4 -0. Members voting Aye: Catalena , Mallard , Peters , Wassermann. Members Absent: Cauley. 13. Permission to advertise RFP # 2015 -24, Construciton of Fleet Facility. 0 Item 13.odf Motion: Approve , Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 4 -0. Members voting Aye: Catalena, Mallard , Peters , Wassermann. Members Absent: Cauley. 14. Consider and take action on the Halcon Resources utility permit to install temporary 10" aluminum water line within and along the right -of -way of Burt Road. Project will provide p -o2�% water to oil well. Site is located in Precinct 4. Item 14.pdf Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner Lloyd Wassermann. Passed. 4 -0. Members voting Aye: Catalena , Mallard , Peters, Wassermann. Members Absent: Cauley. 15. Tax Refund Applications for the following: • a. Youngkin and Associates - overpayment - $6027.49 10 Item 15.pdf Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Kenny Mallard. Passed. 4 -0. Members voting Aye: Catalena, Mallard , Peters , Wassermann. Members Absent: Cauley. 16. Budget Amendments. Budget Amendments FY 14/15 32.1 - 32.11 0 Item 16.pdf 32.1 Reallocate funds for Capital Improvements - Information Technology. 32.2 Reallocate funds for Associate Court No. 1. 32.3 Reallocate funds for Juvenile Services. 32.4 Reallocate funds for District Attorney. 32.5 Reallocate funds for HOT Fund. 32.6 Reallocate funds for HOT Fund. 32.7 Reallocate funds for Capital Improvements - Constable, Precinct 3. 32.8 Reallocate funds for Sheriff - Administration. 32.9 Transfer funds from General Contingency Fund to Capital Improvements - Information Technology. 32.10 Reallocate funds for Juvenile Services. 32.11 Reallocate funds for Juvenile Services. Motion: Approve , Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 4 -0. Members voting Aye: Catalena, Mallard , Peters , Wassermann. Members Absent: Cauley. 17. Personnel Change of Status. Personnel Action Forms ID Item 17.pdf A copy of the Personnel Change of Status requests is attached. Motion: Approve , Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 4 -0. Members voting Aye: Catalena, Mallard , Peters , Wassermann. Members Absent: Cauley. 18. Payment of Claims. LL) BILL LIST 05.12.15.pdf L=) Clams Shed.pdF 7132557 - 7132754 Vvi. ���' _ Pg._� Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Kenny Mallard. Passed. 4 -0. Members voting Aye: Catalena , Mallard , Peters, Wassermann. Members Absent: Cauley. 19. Convene into the following Executive Sessions: • a. Executive Session pursuant to 551.074 to discuss the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of the position of Risk Manager. • b. Executive Session pursuant to 551.074 to discuss personnel matters. • c. Executive Session pursuant to 551.072 to discuss real property. At this point, the County Judge announced the Court would consider items 21 through 24 then return to convene into Executive Session. Having considered the previously noted agenda items, the County Judge at 10:13 a.m. stated that the Court would convene into Executive Session as follows: •a. Executive Session pursuant to 551.074 to discuss the appointment, employment, evaluation, reassignment, duties discipline, or dismissal of the position of Risk Manager. The following individuals were asked to stay for the meeting: Bill Ballard, Civil Counsel Kendra Suhling, Civil Counsel Candy Gallego, Executive Assistant Bill Jeanes, Risk Management Director Jennifer Salazar, Human Resources Director •b. Executive Session pursuant to 551.074 to discuss personnel matters. The following individuals were asked to stay for the meeting: Bill Ballard, Civil Counsel Kendra Suhling, Civil Counsel Candy Gallego, Executive Assistant Bill Jeanes, Risk Management Director Laura Davis, Treasurer Jennifer Salazar, Human Resources Director Alan Munger, County Engineer Irene Jett, Budget Officer •c. Executive Session pursuant to 551.072 to discuss real property. The following individuals were asked to stay for the meeting: Bill Ballard, Civil Counsel Kendra Suhling, Civil Counsel Candy Gallego, Executive Assistant Alan Munger, County Engineer 20. Consider and take possible action on executive sessions. 19 Item 20 Enaaoernent Letter.odf D Itan 20 Real Estate Contract.odf At 11:18 a.m. the County Judge announced the meeting open to the public and on motion by Commissioner Catalena, seconded by Commissioner Mallard, the Court voted unanimously Vole Pg. 0?6 9 to approve an Engagement Letter for Dykema Cox Smith firm in El Paso, Texas to procure services to assist with a potential County Engineer employee. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner Kenny Mallard. Passed. 4 -0. Members voting Aye: Catalena , Mallard , Peters, Wassermann. Members Absent: Cauley. On a motion by Commissioner Wassermann, seconded by Commissioner Catalena, the Court voted unanimously to approve the real estate sale contract for land adjacent to Jones Butler Road. Motion: Approve , Moved by Commissioner Lloyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 4 -0. Members voting Aye: Catalena , Mallard , Peters , Wassermann. Members Absent: Cauley. On a motion by Commissioner Wassermann, seconded by Commissioner Catalena, the Court voted unanimously to approve the sale of three (3) parcels of land adjacent to Jones Butler Road. The buyer of the land is BCS Jones Butler, LLC. Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 4 -0. Members voting Aye: Catalena, Mallard , Peters, Wassermann. Members Absent: Cauley. 21. Sheriff's report on inmate population. Chief Deputy Jim Stewart stated there were 600 inmates in jail, 54 have electronic monitors and 8 are pending for monitors. Chief Stewart reminded the Court that the Law Enforcement Memorial is scheduled for Wednesday,May 13, 2015 at Veteran's Memorial Park. He encouraged everyone to attend. 22. Acknowledgement of monthly reports submitted in April 2015. 0 Item 22.pdf The Court acknowledged receipt of the Extension Service reports submitted in April 2015 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 Justice of the Peace Precinct 1 Justice of the Peace Precinct 2, Place 1 Justice of the Peace Precinct 2, Place 2 Justice of the Peace Precinct 3 Justice of the Peace Precinct 4 Constable Precinct 1 Constable Precinct 2 Constable Precinct 3 Constable Precinct 4 Road & Bridge Sheriff 23. Announcement of interest items and possible future agenda topics. There were no announcements. 24. Call for Citizen input and /or concerns. There was no citizen's input. r- _. --- - - -- Vol, 25_ Adjourn. Vol. Pg. -Z'1%. The foregoing minutes of the Commissioners Court meeting held May 12, 2015 have been examined and are approved in open Court this � day of Duane Peters County Judge SIZny Ca ena Commiss• ner, Precinct 2 Irm Cauley Commissioner, Precinct 4 Attest: C� K n McQueen County Clerk 5, in Bryan, Brazos County, GL.Lc1.LL�d,,,_ Commissioner, Precinct 1 Kenny Malla Commissions , Precinct 3 P9•_°? —�— Pg I of L BRAZOS COUNTY COMMISSIONER'S COURT /z� DAY OF /�&# , 20 /p �o AM/ Mn Name (PLEASE PRINT) LSaQC /_,4.41 Organization (PLEASE PRINT) �7CF� Pg 'Z of Z BRAZOS COUNTY COMMISSIONER'S COURT DAY OF '���� , 20L,�-j_ /0: o ANUPM, Name (PLEASE PRINT) Organization (PLEASE P�R�INT)f� _f :mss C� CO,r✓ I" ` Vol. 02 / / -__ Pg. W%�-1 r 6 BYLAWS OF The Research Valley Partnership, Inc. ARTICLE I. PURPOSE The purpose of The Research Valley. Partnership, Inc. (The Partnership) is The purpose of The Research Valley Partnership (The Partnership) is to be a catalyst for economic growth in The Research Valley without regard to municipal boundary, which engages higher education and private industry in order to achieve sustainable / high - quality economic development success. The ,Research Valley Partnership helps grow, expand, and attract non- retail business to the Research Valley through its " planning, services, and support. _ . .. ARTICLE II. .. . DIRECTORS AND OFFICERS This Corporation shall have the following voting Directors and Officers:. ineteen 1 Directors . and. four (4) ex- officio marchers as described below in Article III, provided that the number may be "' increased or decreased from time to time by an amendment to thew Bylaws, but no decrease shall have peleted: the effect of shortening the term; of any incumbent director, nor shall the total number of Directors be "' less than three 3 at _ - (} arry time.. The Directors shall elect from their members a Cha'vrtian, Chairman- Deleted: seventeen elect, and a Treasurer. The Chairman shall appoint the office of Secretary.. All other Officbrs shall be � deleted: Y required to be voting Directors of the Corporation. ARTICLE III.. APPOINTMENT AND QUALIFICATIONS OF DIRECTORS The Directors shall be appointed in the following manner: three.(3.) shall be appointed by the " . City Council of Bryan, three (3):shall be appointed by the City Council of College Station, three (3) shall :be appointed by the Brazos County Commissioner's Court, one (1) shall be appointed by the President of Texas A &M University, three shall be appointed b The Partnership, one 1 shall be . appointed by the Bryan- College Station Chamber of Commerce, two (2) shall be appointed by the Invest . '' LVJLMM Research Valley Leadership Council, one (1) shall be appointed by the President of the Texas A &Ivf 'deletes: — LHealth Science Center, one (1) shall be appointed by the Dean of the Dwight Look College of deleted: 2 ,Enizineering at Texas A&M University, and one (1) shall be appointed by the President of Bit n College's Brazos County Campuses. No more than two (2) appointees representing the City of Bryan, City of College Station and Brazos County to The Partnership Board shall be an elected member of City Council or Commissioner's Court. In addition to duties of The Partnership board members outlined herein, it shall be the duty of these elecfed:offrcials to serve a liaison function between The Partnership and the governing body of the governmental entity from which they were appointed. Such liaison role may include providing periodic April 2015 1 ." A RO Duane`Petera . Date: County Judge Vol. reports on the activities and plans of The Partnership to the governmental body and communication of the priorities of the governing . body to The,Partnershlp Board. The remaining non - elected representatives of the cities and county shall meet whatever qualifications the entity may establish. At . such time that the appointed elected representative should cease to be an elected official, he/she will be required to resign The Partnership Board position and the governmental entity affected will appoint a new representative from the entity to fill the vacant position. The Bryan City Manager and the College Station City Manager shall serve as ex- officio members of the Board of Directors, without vote. The Bryan Independent School District and College Station Independent School District Superintendents shall also serve as a iw officio members of the Board of Directors, without vote. The Chamber representative.will be appointed for a onc�year term. No voting Director may serve more than one unexpired term, plus two (2) consecutive three (3) .. y ear terms as Director of the Corporation except as noted below: regarding Immediate Past Chairman and elected officials. Any Director of the Corporation who is ineligible for immediate reappointment under the preceding sentence is ineligible for reappointment for a period of one (1) year following the expiration of his term. Notwithstanding the ineligibility of the Immediate Past Chairman, pursuant to the,preceding ' .: paragraph,.to continue to serve on the Board, the.Immediate Past Chairmen shall continue to serve as a voting member ofthe Board and a voting member of the Executive Committee until the end of the term of the than serving Chairman.. Elected officials maybe appointed:forgdditional terms or partial terms by their respective City Councils and Commissioners Court, not to exceed their term as an elected official. Deletedl av ARTICLE IV. ELECTION OF OFFICERS The Nominating Committee will be made up of the Chairman, Chairman - elect, Immediate Past _ Chairman and a representative ofthe City of Bryan, the City of College Station arid Brazos County. The Officers, other than the Directors, shall be elected at the, annual meeting ofthe Board of Directors provided for herein, and the Directors shall elect said Officers as provided for herein from . among their number. Each Director. "shall be entitled to one vote and it shalt require a majority vote to elect any Officer. The Officers shall hold office at the pleasure of the Board of Directors. ARTICLE V. .. . TERM OF OFFICE FOR THE OFFICERS The Officers of the Corporation shell:be elected annually in the manner provided for above. The term: of the office shall run from June.I of each year through May 31 of the following year; Each : Director and Officer shall serve from the.dale of his election and qualificatim until his successor is . elected and duly qualified. Nomination as Chairman requires one year's experience on The Partnership Board of Directors. . Each officer is elected to serve for'twelve months unless requested otherwise by the majority of The -Partnership Board of Directors. April 2015 2 VoL a / �q . i r 7. Brazos County ; Job Description r or eft Last Updated: September 2014 TetmIM ROMM 1.2O9n52012 T1a5.�2 Class Number: $19 Title: Building Event Worker Pay Group: 07 Department: Brazos Center FLSA Status: Non Exempt Reports To: Director and Event Coordinator Approved Date: 10/01/2014 EEOC Category: Service /Maintenance Position End When an event Is coming to an end you are to be present in the room. Temporary Vacuum mats in front of doors and in restrooms. Date: 09/30/2015 Employee Close overhead door completely. V acuum office every evening. Priorities are, Safety, Customer Service, Rules enforcement and Cleanliness Signature: General Summary: This is a temporary part time position that involves being responsible for the safety of the customers, setting up the rooms as specified in the layout book, overseeing the cleanliness of the budding and grounds, and must meet the cuslomeYs expectations as far as courtesy and prompt response to their requests. Essential Duties: Cleaning the restroo n floors with wet mops and disinfectant and vacuuming mats at the beginning of each shift. Restock the paper towels, hand soap and toilet paper. Cleaning the floors with wet mops for spills and food. Dust mop the concourse, assembly rooms and hallways regularly to remove excess dirt. Autosofub assembly room floors before setting up the tables and chairs. Empty all trash containers at the end of the eventlevening. Before the event seek out the person in charge and introduce yourself and tell them where you can be found throughout the event Make sure sound levels are appropriate for each group. During events you should be visible and available. Check rsetrooms every 30 minutes. Lock rooms that are not being used. Lock office when you are not in it and leave it locked at the end of the night. Check the areas the caterer or bartender use for cleanliness before they leave. When an event Is coming to an end you are to be present in the room. Before leaving for the night. check all rest rooms, clean and restock as needed. Vacuum mats in front of doors and in restrooms. Turn off all interior rights in the building. Store equipment and supplies appropriately. _ Make sure all exterior doors are locked. Close overhead door completely. V acuum office every evening. Priorities are, Safety, Customer Service, Rules enforcement and Cleanliness Other Duties as assigned. 1% Supervision Received: From Director and Event Coordinator a Education Required: High School graduation or Its equivalent. Preferred: while performing the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. The noise level in the work environment is usually Experience moderate. The employee is constantly required to work closely with others as a part of a team to perform Required: To perform this job successfully, an Individual must be able to perform each essential duty satisfactorily. The requirements listed below are representative of the knowledge, skill and/or abgity required. Preferred: work under time pressures and meet deadlines. Certificates, Licenses, Registrations Required: Nona. Preferred: Physical Demands TyplCal: The physical demands described here are representative of those that must be met 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. While perforning the duties of this job, the employee is regularly required to sit; use hand to ringer, handle, or 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 frequency lift and /or move objects weighing up to 50 pounds, such as tables and table carts. Specific vision abilities required for this job include close vision, distance vision, and the ability to adjust focus. Knowledge, Skills, 8 Abilities Typioal: Ability to follow oral and written instructions; ability to team to use janitorial equipment and supplies; ability to be courteous to the public and coworkers. Must be In good physical condition to perform strenuous work and heavy lifting; must be reliable and able to make good decisions. Work Environment Typical: The work environment characteristics described here are representative of those an employee encounters while performing the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. The noise level in the work environment is usually moderate. The employee is constantly required to work closely with others as a part of a team to perform multiple tasks smultaneously, and switch from one task to another. The employee is frequently required to work under time pressures and meet deadlines. R VE Duane Peters Date County Judge pg. %� Brazos County Job Description Last Updated: September 2014 -pcb . 4 (q) Te,,49M Mdaiin 1.206115n012 Class Number: 1819 Title: Building Event Worker Pay Group: 07 Department: Brazos Center FLSA Status: Non Exempt Reports To: Director and Event Coordinator Approved Date: 10/01/2014 EEOC Category: eri " /Maintenance Position End Date: 09/30/2015 Temporary Employee Signature: Vacuum mats in front of doors and in restrooms. General Summary: This is a temporary part time position that involves being responsible for the safety of the customers, setting up the rooms as specified in the layout book overseeing the cleanliness of the building and grounds, and must meet the customers expectations as far as courtesy and prompt response to their requests. Essential Duties: Cleaning the restmern floors with wet mops and disinfectant and vacuuming mats at the beginning of each shift. Restock the paper towels, hand soap and toilet paper. Cleaning the floors with wet mops for spills and food. Dust mop the concourse. assembly rooms and hallways regularly to remove excess dirt. Autoswb assembly room floors before setting up the tables and chairs. Empty all trash containers at the end of the eventfevening. Before the event seek out the person in charge and Introduce yourself and tell them where you can be found throughout the event. Make sure sound levels are appropriate for each group. During events you should be visible and available. Check restrooms every 30 minutes. Lode rooms that are not being used. Lock office when you are not in it and leave it locked at the and of the night Check the areas the caterer or bartender use for cleanliness before they leave. When an event is coming to an end you are to be present in the room. Before leaving for the night, check all rest rooms, dean and restock as needed. Vacuum mats in front of doors and in restrooms. Turn off all interior lights in the building. Store equipment and supplies appropriately. Make sure all exterior doors are locked. Close overhead door completely. V aceum office every evening. Priorities are, Safety, Customer Service, Rules enforcement and Cleanliness Other Duties as assigned. 1% Supervision Received: From Director and Event Coordinator Education Required: Hgh School graduation or its equivalent. Preferred: while performing the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. The noise level in the work environment is usually Experience moderate. The employee is constantly required to work closely with others as a pan of a team to perform Required: To perform this lob successfulty, an individual must be able to perform each essential duty satisfactorily. The requirements listed below are representative of the knowledge, skill and/or ability required. Preferred: work under time pressures and meet deadlines. Certificates, Licenses, Registrations Required: None. Preferred: Physical Demands Typical: The physical demands described here are representative of those that must be met by an employee to successfully perform the essential functions of this job. Reasonable accammodations may be 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 feel; reach with hands and arms; bend and kneel; and talc and hear. The employee frequently is required to stand and walk. The emptoyee must frequently lift and /or move objects weighing up to 50 pounds, such as tables and tabte carts. Specific vision abilities required forthisjob include dose vision, distance vision, and the ability to adjust focus. Knowledge, Skills, 8 Abilities Typical: Ability to follow oral and written instructions; ability to learn to use janitorial equipment and supplies; ability to be courteous to the pubic and coworkers. Must be in good physical condition to perform strenuous work and heavy lifting; must be reliable and able to make good decisions. Work Environment Typical: The work environment characteristics described here are representative of these an employee encounters while performing the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions. The noise level in the work environment is usually moderate. The employee is constantly required to work closely with others as a pan 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. PRO 7 4 � � is 1 C-) Duane Peters Date County Judge VOL � /y'__ pg.")- �D tJ Brazos County Job Description Last Updated: September 2014 `a5.2 T..Pmr wa,voeneamz Class Number. 1713 _ Tlde: Clk, Temp. 1040hrs Pay Group: 07 Departmerd: District Clerk FLSA Status: Non Exempt Report To: Supervisor & District Clerk Approved Oatw. 10101/2014 EEOC Category: Office and Clerical =9-9-f Typical: The physical demands tlascrhed here ere representative of those that must be met by an employee to successfully perform the essential functions of this jab. Reasonable accommodations may be made to enable Indivduals. thdbabilitles »perfmmtheessentslfuncllons. While performing the duties of this job. the employee Is regularly required to sit: use hands to flnger, handle or feel; reach with hands and anus; bend and knee; end talk and hear. The employee irequenLly Is required to stmtl and walk. The employee must frequently lit andtor move objects weighing up to 20 pounds, such as books and staclrs of records. epecilk vision abilitles required by this lob Include close vision, distance victor, and ability to adjust focus Knowledge. Skills, 8 Abilities Typical: Opera* tompWaR, Including epreatlaheel aM ward process ing software; reed and Interpret manuals and memos; pans= bask: mathematical calatatlons: write letters, memos, and telephone measagee; manage time elraGively; undereland ON follow Instructions; operate standard office equipmmt, such as copy machine, and facahnlle machine; communicate effectively. both orally eM In wWbg; and maintain effedlvo worM»g relationships with cnaworkem and the general public. Work EnvlMnrnenf - -- Typlcal: Thewwk environment cherectedsaca tlescdbM here are represenlativa of those an employee encuun »n while performing me eoeendel functions of this Job. Reasonable acrommodaflons may be made to enable iMNlduals with deablales to perform the essential functions. The noise level in the work environment k usually moderete. The employee is Constantly mqulmd to work closely with other M a pan of a team. The enloyee Is haquentty mqulmd to perfomn tedious and exacting work; to perform multiple tasks shueam oust'; to switch from one task to another, and to wank under time pressures meet deadlines. Duane Peters Date County Judge Vol. ORDER COMPETITIVE BIDDING REQUIREMENT DISCRETIONARY EXEMPTION OF A CONTRACT FOR A SOLE SOURCE ITEM MADE BY A COUNTY UNDER LOCAL GOVERNMENT CODE SECTION 262.024 This Agreement between Brazos County and Tiburon ( "Agreement ") for the provision of Contractor. Tiburon TE RMS Law Enforcement System, constitutes a contract for an item that can be obtained from only one source. The Brazos County Commissioners Court finds that the Agreement is a contract for a sole source item and is exempt from competitive bidding. This Order is made pursuant to V.T.C.A. Local Government Code §262.024(a)(7) and is to be entered into the Commissioners Court minutes. APPROVED BY THE BRAZOS COUNTY COMMISSIONERS COURT ON 5h-06 Duane Peters, County Judge -- v �I Vol- 11C7 brazos technology County of Brazos, TX 12845 FM 2154 Suite 140 Attn: Mary Blankenship College Station, TX 77845 ESTIMATE Quote Number: Date Created: Expires On: County of Brazos, TX 12845 FM 2154 Suite 140 Attn: Mary Blankenship College Station, TX77845 James Mulvey 00001630 4/10/2015 8:42 AM 5/18/2015 (979) 690 -2611 x1557 jmulvey@bTazostech.com to Page 1 of 1 SYSTEM IMPLEMENTATION TERMS AND CONDITIONS ( "Terms and Conditions ") This System Implementation Agreement (this "Agreement ') is entered into this day of April 2015 (the "Effective Date"), by and between the City of Bryan, Texas with offices at 303 S. Texas Ave., Bryan, TX 77803 (the "Client') and Tiburon, Inc., a subsidiary of TriTech Software Systems, having its primary place of business at 3000 Executive Parkway, Suite 500, San Ramon, California 94583 ( "Tiburon'). WHEREAS, this Agreement is entered into to provide additional Tiburon software and services as more fully defined in Exhibit I Tiburon quotation dated 3/24/2015, and Exhibit 2 Statement of Work attached hereto; WHEREAS, Client and Tiburon entered into a Software License Agreement (the "SLA ") dated September 28, 2005, and a Master Support Agreement (the "MSA ") dated February 14, 2006; and WHEREAS, the Tiburon software licenses provided under this Agreement shall be licensed in accordance with the SLA, and supported in accordance with the MSA; NOW THEREFORE, in consideration of the mutual covenants contained herein, the Client and Tiburon hereby agree as follows: 1.0 Definitions a. "As -Built Specifications" shall mean, with respect to any of the Tiburon Applications, the specifications for such Tiburon Application delivered to the Client upon the Client's acceptance of such Tiburon Application in accordance with the Statement of Work. b. "Derivative Works" shall mean, with respect to any Tiburon Application, any translation, abridgement, revision, modification, or other form in which such Tiburon Application may be recast, transformed, modified, adapted or approved after the Client's acceptance of the Tiburon Application in accordance with the Statement of Work. C. "Dispute" shall mean, with respect to an unresolved issue or controversy concerning a party's performance under these Terms and Conditions, which the non - Disputing System Implementation Agreement VOA. G Tiburon Inc. — City of Bryan, TX Party has been made aware of through a Dispute Notice, which shall be delivered to the non - Disputing Party within a reasonable amount of time from the date the actions or inaction causing the Dispute occurred. d. "Dispute Notice" shall mean, with respect to a writing signed by a duly authorized representative of the Disputing Party, titled "Dispute Notice ", describing the Dispute in detail, including any time commitment and any fees or other costs involved. e. "Documentation" shall mean, with respect to any Tiburon Application, those printed instructions, manuals, and diagrams pertaining to and furnished with such Tiburon Application. f. "Enhancement" shall mean, with respect to any Tiburon Application, a computer program modification or addition, other than a Maintenance Modification, that alters the 217 Pg Page 1 of 12 functionality of, or adds new functions to, such Tiburon Application and that is integrated with such Tiburon Application after the Client's acceptance of the Tiburon Application in accordance with the Statement of Work, or that is related to such Tiburon Application but offered separately by Tiburon after the Client's acceptance of the Tiburon Application in accordance with the Statement of Work. g. "Error" shall mean, with respect to any Tiburon Application, a defect in the Source Code for such Tiburon Application that prevents such Tiburon Application from functioning in substantial conformity with the As -Built Specifications pertaining thereto. It. "Maintenance Modifications" shall mean, with respect to any Tiburon Application, a computer software change to correct an Error in, and integrated into, such Tiburon Application, but that does not alter the functionality of such Tiburon Application and that is provided to the Client after the Client's acceptance of such Tiburon Application in accordance with the Statement of Work under the Support Terms and Conditions relating to such Tiburon Application. i. "Object Code" shall mean computer programs assembled or compiled from Source Code in magnetic or electronic binary form on software media, which are readable and usable by machines, but not generally readable by humans without reverse - assembly, reverse - compiling, or reverse - engineering. j. "Source Code" shall mean. computer programs written in higher -level programming languages, sometimes accompanied by English language comments. Source Code is intelligible to trained programmers and may be translated to Object Code for operation on computer equipment through the process of compiling. k. "System" shall mean the Client's computer automated system consisting of the Tiburon Applications combined with deliverables specified in the Pricing Summary to be delivered and installed by Tiburon under the Terms and Conditions, including without limitation servers and other computer and network hardware and equipment, operating systems, any database or other third party software products, any PC or other workstation equipment having access to any of the Tiburon Applications, any communications interfaces and any wiring, cabling and connections. 1. "Third -Party Products" shall mean all software and hardware components specified in the Pricing Summary and delivered by Tiburon under these Terms and Conditions for integration into the System other than the Tiburon Applications. m. "Tiburon Application" shall mean each software application developed by Tiburon and delivered to the Client under these Terms and Conditions and in accordance with the As -Built Specifications relating thereto, including all Maintenance Modifications thereto, all Derivative Works thereof, and all related Documentation. 2.0 Scope of Work Tiburon shall provide all design, development, installation, consulting, system integration, project management, training and technical services set forth in the Statement of Work attached hereto as part of Exhibit 1 and incorporated herein by this reference (the "Proposal') in connection with the delivery and implementation of the System. System Implementation Agreement Vol. Pg. Tiburon Inc. — City of Bryan, TX Page 2 of 12 3.0 Term of Terms and Conditions This Terms and Conditions shall take effect on the Effective Date after (i) it has been fully executed by duly authorized representatives of both parties, and (ii) Tiburon has received written notification from the Client that any certification or approval of these Terms and Conditions required by statute, ordinance, or established policy of the Client has been obtained. 4.0 Contract Price Tiburon the total amount set forth in the Proposal (the "Contract Price') in consideration for the delivery and implementation of the System in accordance with the Statement of Work and specifically excludes all sales tax(s). The Client hereby represents and warrants that it has duly appropriated or otherwise set aside funds in an amount at least equal to the Contract Price to satisfy its payment obligations hereunder. 5.0 Client Responsibilities The Client agrees to provide those services and facilities necessary for the completion of this project which are set forth as the Client's obligations or responsibilities (the "Client Responsibilities') in the Statement of Work. The Client acknowledges that the dates set forth in the Project Schedule for completion of the services to be provided by Tiburon under these Terms and Conditions depend upon the timely fulfillment of the Client Responsibilities. Tiburon shall not be responsible for any delays in the Project Schedule directly and primarily caused by the Client's failure to perform the Client Responsibilities. The Client's failure to perform the Client Responsibilities in accordance with the Project Schedule shall request submitted by Tiburon for information, clarification or approval of any designs, specifications, documents, or proposed change orders or amendments. The Client's failure to respond within this 10 -day response period shall constitute a material default under these Terms and Conditions. 6.0 Project Manager and Client Representative 6.1 Tiburon shall designate a single individual to act as the project manager (the "Project Manager'). The Project Manager shall ensure Tiburon's compliance with, and shall coordinate appropriate schedules in connection with, Tiburon's obligations hereunder. Tiburon may change the individual designated hereunder by providing the Client with advance written notice designating the new individual authorized to act as the Project Manager. 6.2 The Client shall designate, in a written notice delivered in accordance with Section 33 hereof, a single individual to act as the Client's authorized representative for purposes of these Terms and Conditions (the "Client Representative"). Such individual (a) must be authorized to act on the Client's behalf with respect to all matters relating to these Terms and Conditions; (b) shall ensure the Client's compliance with its responsibilities under these Terms and Conditions; and (c) shall coordinate appropriate schedules in connection with Tiburon's services under these Terms and Conditions. The Client may change the individual designated hereunder by providing Tiburon with advance written notice delivered in accordance with Section 33 hereof designating the new individual authorized to act as the Client Representative. constitute a material default under the Terms and Conditions. The Client shall respond within ten (10) business days to any written System Implementation Agreement VOA Tiburon Inc. — City of Bryan, TX Page 3 of 12 7.0 Confidential Information 7.1 All Client Confidential Information (as defined below) shall be held in strict confidence by Tiburon, and Tiburon shall not, without the Client's prior written consent, (a) disclose such information to any person or entity other than to Tiburon's employees or consultants legally bound to abide by the terms hereof and having a need to know such information in connection with Tiburon's performance of its obligations hereunder, or (b) use such information other than in connection with the performance of its obligations hereunder. The term "Client Confidential Information" shall include all Client data and other written information of a confidential nature clearly labeled by the Client as being confidential. Tiburon understands and agrees that the unauthorized use or disclosure of Client Confidential Information may irreparably damage the Client. In the event of Tiburon's breach or threatened breach of any of the provisions in this Section 7.1, the Client shall be entitled to an injunction obtained from any court having appropriate jurisdiction restraining Tiburon from any unauthorized use or disclosure of any Client Confidential Information. 7.2 All Tiburon Confidential Information (as defined below) shall be held in strict confidence by the Client, and the Client shall not, without Tiburon's prior written consent, (a) disclose such information to any person or entity other than to the Client's employees or consultants legally bound to abide by the terms hereof and having a need to know such information in connection with the Client's performance of its obligations hereunder, or (b) use such information other than in connection with the performance of its obligations hereunder. The term "Tiburon Confidential Information" shall include the Tiburon Applications and all other software applications developed by Tiburon, whether or not licensed to the System Implementation Agreement VOA. Tiburon Inc. — City of Bryan, TX Client, as well as any written information disclosed by Tiburon to the Client under these Terms and Conditions, including, but not limited to, any trade secrets, confidential knowledge, data, information relating to Tiburon products, processes, know -how, designs, formulas, methods, developmental or experimental work, improvements, discoveries, plans for research, new products, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers, information obtained through contact with Tiburon's customers, proprietary information of Tiburon's customers, and information regarding the skills and compensation of Tiburon's employees or other consultants. The Client understands and agrees that the Tiburon Confidential Information constitutes a valuable business asset of Tiburon, the unauthorized use or disclosure of which may irreparably damage Tiburon. In the event of the Client's breach or threatened breach of any of the provisions in this Section 7.2, Tiburon shall be entitled to an injunction obtained from any court having appropriate jurisdiction restraining the Client from any unauthorized use or disclosure of any Tiburon Confidential Information. 7.3 Notwithstanding Section 7.1 or Section 7.2 hereof, neither Client Confidential Information nor Tiburon Confidential Information shall include information which the recipient can demonstrate by competent written proof (a) is now, or hereafter becomes, through no act or failure to act on the part of the recipient, generally known or available or otherwise part of the public domain; (b) is rightfully known by the recipient without restriction on use prior to its first receipt of such information from the disclosing party as evidenced by its records; (c) is hereafter furnished to the recipient by a third party authorized to furnish the information to the recipient, as a matter of /� pg. ":2 gS7 Page 4 of 12 right and without restriction on disclosure; or (d) is the subject of a written permission by the disclosing party to disclose. 7.4 Notwithstanding Section 7.1 or Section 7.2 hereof, disclosure of Client Confidential Information or Tiburon Confidential Information shall not be precluded if: (a) such disclosure is in response to a valid order of a court or other governmental body of the United States or any political subdivision thereof; provided, however, that the recipient of such confidential information shall first have given notice to the other party and shall have made a reasonable effort to obtain a protective order requiring that the information to be disclosed be used only for the purposes for which the order was issued; (b) such disclosure is necessary to establish rights or enforce obligations under these Terms and Conditions, but only to the extent that any such disclosure is necessary for such purpose; or (c) the recipient of such confidential information received the prior written consent to such disclosure from the disclosing party, but only to the extent permitted in such consent. 7.5 The obligations hereunder with respect to each item of Client Confidential Information and Tiburon Confidential Information shall survive the termination of these Terms and Conditions. 7.6 Failure of either party to adhere to this section shall constitute a material default of these Terms and Conditions. defaults in the performance of any of its obligations hereunder, the other party may, at its option, terminate these Terms and Conditions by providing the defaulting party thirty (30) days' prior written notice of termination delivered in accordance with Section 33 hereof, which notice shall identify and describe with specificity the basis for such termination, and allow the non - terminating party to either cure the default or develop a mutually agreed to Resolution Schedule. If, prior to the expiration of such notice period, the defaulting party cures such default to the satisfaction of the non - defaulting party (as evidenced by written notice, termination shall not take place. 8.2 Termination due to Non - appropriation of Funds. The Client's obligation under this Agreement is subject to annual appropriation of funds by the City Council. In the event that funds are not appropriated for any fiscal year during the term of this Agreement, the Agreement shall terminate on the last day of the fiscal year for which funding has been approved. In such event, Client shall provide reasonable notice to Tiburon. Tiburon shall be paid for fees and expenses up to the date of such termination. 8.3 Consequences of Termination. Upon termination of these Terns and Conditions for whatever reason: (a) Tiburon shall be under no further obligation to provide services hereunder; (b) Tiburon shall return to the Client all Client Confidential Information in Tiburon's possession and shall certify in a written document signed by an officer of Tiburon that all such information has been returned; 8.0 Termination (c) the Client shall return to Tiburon all 8.1 Termination for Default. In the Tiburon Confidential Information in the event that either party hereto materially Client's possession (including, without System Implementation Agreement ' / p Page 5 of 12 Tiburon Inc. —City of Bryan, TX limitation, all devices, records, data, notes, reports, proposals, lists, correspondence, specifications, drawings, blueprints, sketches, materials, equipment or other documents or property relating to such Tiburon Confidential Information and all copies of any of the foregoing (in whatever medium recorded)) and all Third Party Products in its possession not yet accepted and not yet paid for in full together with all copies of documentation and other material related thereto, and shall certify in a written document signed by the Client Representative that all such information and material has been returned; (d) the Client shall cause payments to be made to Tiburon within thirty (30) days of receipt of invoice for all outstanding invoices submitted to the Client prior to the effective date of the termination and for all costs and expenses incurred prior to the effective date of the termination to the extent not invoiced prior to the effective date of the termination, based upon Tiburon's then-current labor rates; (e) All provisions of these Terms and Conditions that by their nature would reasonably be expected to continue after the termination of these Terms and Conditions shall survive the termination of these Terms and Conditions. 9.0 Indemnification Tiburon agrees to protect, defend, indemnify, and save the Client, its agents, officials, employees, or any firm, company, organization, or individual to whom the Client may be contracted, harmless from and against any and all claims, demands, actions, and causes of action of which Tiburon is given prompt notification and over which Tiburon is given control to resolve (the "Indemnified Matters'), which may arise on account of illness, disease, loss of property, services, wages, death or personal injuries resulting from Tiburon's negligence in the performance of the services hereunder; provided, however, that in no event shall Tiburon be liable for any loss or damages related to the operation, delay or failure of software or equipment provided by Tiburon or for the accuracy or completeness of data, and under no circumstances shall Tiburon be liable for special, incidental or consequential damages. Tiburon agrees to further indemnify the Client for all reasonable expenses and attorney's fees incurred by the Client in connection with the Indemnified Matters. 10.0 Shipping and Risk of Loss All sales and deliveries are F.O.B. Destination at which time risk of loss shall pass to the Client. Tiburon shall retain risk of loss for equipment, goods and materials delivered to Tiburon's possession at its development facilities for purposes of System development and integration until such equipment, goods and materials have been delivered to the Client's facilities. Tiburon reserves the right to make deliveries to the Client in installments, and these Terms and Conditions shall be severable as to such installments. 11.0 Warranty All products and services provided hereunder are being provided on an As -Is basis and Tiburon expressly excludes all warranties whether express or implied, including but not limited to the warranty of fitness for a particular purpose and warranty of merchantability. 12.0 Limitation of Liability In no event shall either party be liable for any damages resulting from loss of profit or business, or for any special, indirect, punitive, incidental or consequential damages, whether arising in an action of System Implementation Agreement Vol. Pg page a of 12 Tiburon Inc. — City of Bryan, TX °"� contract, tort or other legal theory and regardless of whether such party knew or should have known of the possibility of such damages. The laws in some states do not allow the exclusion or limitation of incidental or consequential damages, and the above limitation or exclusion shall be construed so as to give it the maximum practical effect without violating such laws. If a court of competent jurisdiction determines that relevant laws in force may imply warranties and liabilities which cannot be excluded or limited or which can only partly be excluded or limited, then the limits on Tiburon's liability set out in this agreement shall apply to the fullest extent permitted by law. Tiburon's liability for any claim, whether in tort, contract or otherwise, shall be limited to the total amount to be paid Tiburon under this agreement. 13.0 Non - Discrimination Tiburon agrees that in performing its tasks under these Terms and Conditions, it shall not discriminate against any worker, employee, or applicant, or any member of the public, because of age, race, sex, creed, color, religion, or national origin, nor otherwise commit an unfair employment practice in violation of any state or federal law. 14.0 Conflict of Interest Tiburon warrants that, to the best of its knowledge and belief, no person except bona fide employees, agents, consultants or representatives of Tiburon or any of its subcontractors has been employed or retained to solicit or secure these Terms and Conditions. 15.0 Independent Contractor Status The Client and Tiburon are independent Conditions, and nothing herein shall be construed to create a partnership, joint venture, or agency relationship between the parties hereto. Neither party shall have any authority to enter into agreements of any kind on behalf of the other and shall have no power or authority to bind or obligate the other in any manner to any third party. The employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any purpose whatsoever. Each party hereto represents that it is acting on its own behalf and is not acting as an agent for or on behalf of any third party. 16.0 Third Party Beneficiaries This Terms and Conditions is entered into for the sole benefit of the Client and Tiburon and, where permitted above, their permitted successors, executors, representatives, administrators and assigns. Nothing in these Terms and Conditions shall be construed as giving any benefits, rights, remedies or claims to any other person, firm, corporation or other entity, including, without limitation, the general public or any member thereof, or to authorize anyone not a party to these Terms and Conditions to maintain a suit for personal injuries, property damage, or any other relief in law or equity in connection with these Terms and Conditions. 17.0 Governing Law All questions concerning the validity, operation, interpretation, construction and enforcement of any terms, covenants or conditions of these Terms and Conditions shall in all respects be governed by and determined in accordance with the laws of the State of Texas without giving effect to the choice of law principles thereof. The United Nations Convention on the International Sale of Goods shall not apply contractors under these Terms and �i System Implementation Agreement Vol. --o� Pg. a /r Titwron Inc. —City of Bryan, TX Page 7 of 12 to any transactions contemplated by these Terms and Conditions. 18.0 Intentionally Deleted 19.0 Venue All legal proceedings brought in connection with these Terms and Conditions may only be brought in a state or federal court located in the County of Brazos, State of Texas. Each party hereby agrees to submit to the personal jurisdiction of those courts for any lawsuits filed there against such party arising under or in connection with these Terms and Conditions. 20.0 Amendment No amendment or other modification of these Terms and Conditions shall be valid unless pursuant to a written instrument referencing these Terms and Conditions signed by duly authorized representatives of each of the parties hereto. Any additional terms and conditions, including those contained on Client's PO shall have no force or effect. 21.0 Waiver In order to be effective, any waiver of any right, benefit or power hereunder must be in writing and signed by an authorized representative of the party against whom enforcement of such waiver would be sought, it being intended that the conduct or failure to act of either party shall imply no waiver. Neither party shall by mere lapse of time without giving notice or taking other action hereunder be deemed to have waived any breach by the other party of any of the provisions of these Terms and Conditions. No waiver of any right, benefit or power hereunder on a specific occasion shall be applicable to any facts or circumstances other than the facts and circumstances System Implementation Agreement Tiburon Inc. — City of Bryan, TX EL specifically addressed by such waiver or to any future events, even if such future events involve facts and circumstances substantially similar to those specifically addressed by such waiver. No waiver of any right, benefit or power hereunder shall constitute, or be deemed to constitute, a waiver of any other right, benefit or power hereunder. Unless otherwise specifically set forth herein, neither party shall be required to give notice to the other party, or to any other third party, to enforce strict adherence to all terms of these Terms and Conditions. Notwithstanding the foregoing, neither party shall be deemed to have waived their right to sovereign immunity. 22.0 Force Majeure Neither party will be liable for any failure or delay in the performance of its obligations under these Terms and Conditions (and the failure or delay will not be deemed a default of these Terms and Conditions or grounds for termination) if both of the following conditions are satisfied: (1) the failure or delay could not have been prevented by reasonable precautions, and cannot reasonably be circumvented by the non - performing party through the use of alternate sources, work - around plans, or other means; and (2) the failure or delay is caused, directly or indirectly, by reason of fire or other casualty or accident; strikes or labor disputes; inability to procure raw materials, equipment, power or supplies; war, terrorism or other violence; any law, order, proclamation, regulation, ordinance, demand, or requirement of any governmental agency or intergovernmental body other than a party hereto; or any other act or condition beyond the reasonable control of the non - performing party. Upon the occurrence of an event which satisfies both of the above conditions (a "Force Majeure Event'), the non - performing party will be excused from any further performance of those obligations under ���. Pg a%� Page 8of12 these Terms and Conditions affected by the Force Majeure Event for as long as (a) the Force Majeure Event continues; and (b) the non - performing party continues to use commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay. Upon the occurrence of a Force Majeure Event, the non - performing party will immediately notify the other party by telephone (to be confirmed by written notice within two (2) business days of the failure or delay) of the occurrence of a Force Majeure Event and will describe in reasonable detail the nature of the Force Majeure Event. 23.0 Severability If any provision of these Terms and Conditions shall for any reason be held to be invalid, illegal, unenforceable, or in conflict with any law of a federal, state, or local government having jurisdiction over these Terms and Conditions, such provision shall be construed so as to make it enforceable to the greatest extent permitted, such provision shall remain in effect to the greatest extent permitted and the remaining provisions of these Terms and Conditions shall remain in full force and effect. 24.0 Entire Terms and Conditions These Terms and Conditions sets forth the final, complete and exclusive agreement and understanding between Tiburon and the Client relating to the subject matter hereof and supersedes all prior agreements (oral or written), representations, understandings or negotiations with respect to the matters covered by this Agreement. �)(" VIIIIKIJ OWM"Bill)IIIRY'LIM System Implementation Agreement /�) PQ• Tiburon Inc. — City of Bryan, TX Page 9 of 12 EACH PARTY'S ACCEPTANCE HEREOF IS EXPRESSLY LIMITED TO THE TERMS OF THIS AGREEMENT WITH RESPECT TO THE SUBJECT MATTER HEREIN AND NO DIFFERENT OR ADDITIONAL TERMS CONTAINED IN ANY PURCHASE ORDER, CONFIRMATION OR OTHER WRITING SHALL HAVE ANY FORCE OR EFFECT UNLESS EXPRESSLY AGREED TO IN WRITING BY THE PARTIES. CITY OF BRYAN, TX Accepted By (Signature) Printed Name Title Date System Implementation Agreement Tiburon Inc. — City of Bryan, TX TIBURON, INC. Accepted By (Signature) Printed Name Title Date i �i= P9•�1�� Page 10 of 12 EXHIBIT 1 To System Implementation Terms and Conditions Tiburon Quotation dated 4/16/2015 follows this cover page. System Implementation Agreement VOA �/ p page 11 of 12 Tiburon Inc. — City of Bryan, TX - -- g TI BURN . A TriTech Software Systems Company Bryan, TX Police Department Brazos County Sheriff For Tiburon Law, Total Enforcement Edition 4/16/2015 TIBURON TotalEoforcennent IRMS.. RMS Server License Included RMS Workstation Licenses (Not to exceed existing RMS Licenses) Included UCR Included NCIC /State Interface Included TRACS Interface Included Brazos eCitation Interface Included Protective Order Interface Warrant Interface Tyler Technology's Odyssey Interface Driver's License Magstrip Reader Interface TIC RMS to TE RMS Data Conversion The information contained in this document is proprietary to Tiburon and is offered soleyfor the purpose of evaluation. Copyright 2014 Tiburon CONFIDENTIAL Bryan, TX TE RMS Migration - Contract Quote 9 A Included Included Included Included Included Page 2 of 4 T1 BU %trN PRICING All prices are in U.S. Funds. Taxes, if applicable, are extra. Upon Customer's acceptance of this Quote Document, Company shall begin preparation of an implementation schedule, to be mutually agreed upon by the parties. PAYMENT Tiburon is providing the implementation at a price of $300,854. • One -time services payment of $215,000 shall be due and payable upon Client's acceptance of this Quote (Comprised of $38,950 by Bryan and $176,050 by Brazos County). • $63,000 ($23,310 paid by Bryan and $39,690 by Brazos County each year). • Payments above will be invoiced to each agency separately. The first annual fee of $63,000 is due on the annual maintenance due date of 10/1/2015. Note: No scheduling of resources will occur until after the first payment milestone of $215,000 is paid. This Proposal may be cancelled at Tiburon's discretion upon written notice to Client if the first payment milestone is not paid when due. VALIDITY 120 days • The services to be provided hereunder will be implemented in accordance with the attached Statement of Work subject to the attached Implementation Terms and Conditions. • The licenses to be provided hereunder are subject to the existing Software License Agreement. • The support services to be provided hereunder will be provided in accordance with the attached Warranty and Maintenance Support Guidelines. The information contained in this document is proprietary to Tiburon and is offered solelyfor the purpose of evaluation. Copyright 2014 Tiburon CONFIDENTIAL Bryan, TX TE RMS Migration - Contract Quote - - Page 3 of 4 V01. �/%9' pg,� t Due at Contract Signing 10/1/2015 10/1/2016 10/1/2017 10/1/2018 1 10/1/2019 Client Payments 215,000 63,000 63,000 63,000 63,000 63,000 Deferred Upgrade Fee 21,53D 19,457 17,280 14,994 12,593 Total 5 Year Maintenance 2015 Maintenance 41,470 2016Malntenance 43,543 2017 Maintenance 45,720 2018 Maintenance 48,006 2019 Maintenance 1 50,407 Note: No scheduling of resources will occur until after the first payment milestone of $215,000 is paid. This Proposal may be cancelled at Tiburon's discretion upon written notice to Client if the first payment milestone is not paid when due. VALIDITY 120 days • The services to be provided hereunder will be implemented in accordance with the attached Statement of Work subject to the attached Implementation Terms and Conditions. • The licenses to be provided hereunder are subject to the existing Software License Agreement. • The support services to be provided hereunder will be provided in accordance with the attached Warranty and Maintenance Support Guidelines. The information contained in this document is proprietary to Tiburon and is offered solelyfor the purpose of evaluation. Copyright 2014 Tiburon CONFIDENTIAL Bryan, TX TE RMS Migration - Contract Quote - - Page 3 of 4 V01. �/%9' pg,� t .�;. � gip• !y By signing in the space provided below, I am representing that I am authorized to sign on behalf of Customer: City of Bryan Texas By this signature, Client accepts this Proposal: Signature Printed Name /Title County of Brazos Texas this Proposal: Signature Dwmt Printed Name / Title Date McI l f 10. aD ►5 Date I The information contained in this document is proprietary,F to Tiburon and is offered solely for the purpose of evatuatton. , Copyright 2014 Tiburon p CONFIDENTIAL '\I� p9/ Bryan. TX TE RMS Migration - Contract Quote - Pape 4 of 4 EXHIBIT 2 To System Implementation Terms and Conditions Tiburon Statement of Work dated 04/15/2015 follows this cover page. System Implementation Agreement Vol. Pg� ° Page 12 of 12 Tiburon Inc. — City of Bryan, TX COMMISSIONER COURT MINUTES OF MAY 12, 2015 ARE CONTINUED IN VOLUME 220 PAGE 1 Fo. � � y _ pg. 36) / COMMISSIONER COURT MINUTES OF MAY 12, 2015 ARE CONTINUED FROM VOLUME 219 Vol. pg. Bryan Police Department, TX April 15, 2015 «� m & T Bryan TX Police Department Brazos County Sheriff Statement of Work (SOW) For Subscription Tiburon Law, Total Enforcement Edition Tiburon Statement Of Work (SOW) Page 1 of 59 42014 Tiburon, Inc. All rights reserved. 'I. _ _ pg.-,,2 Bryan Police Department, TX April 15, 2015 INTRODUCTION.............................................................................. ............................... 3 PROJECT MANAGEMENT COMMITMENT .................................... ............................... 5 TASK 1 PROJECT KICKOFF .................................................... ............................... 7 TASK 2 BUSINESS PRACTICE REVIEW ................................. ............................... 8 TASK 3 FINALIZE HARDWARE REQUIREMENTS ................. ............................... c TASK 4 PROJECT SCHEDULE .............................................. ............................... 10 TASK 5 INITIAL SYSTEM INSTALLATION ............................ ............................... 11 TASK 6 SYSTEM INTERFACES ............................................. ............................... 12 TASK 7 DATA MIGRATION .................................................... ............................... 13 TASK 8 SYSTEM ADMINISTRATION TRAINING ................... ............................... 15 TASK 9 APPLICATION SOFTWARE FUNCTIONAL DEMONSTRATION............ 16 TASK 10 APPLICATION TRAINING .......................................... ............................... 17 TASK 11 SPECIALIZED FEATURE TRAINING ........................ ............................... 18 TASK 12 REFRESHER TRAINING ............................................ ............................... 19 TASK 13 PRODUCTION CUTOVER .......................................... ............................... 20 ATTACHMENT AA INTERFACE DELIVERABLES LIST .......... ............................... 21 ATTACHMENT A.2 HARDWARE CONFIGURATION .................... .............................26 WORKSTATION SOLUTION ...................................................... .............................26 MOBILESOLUTION ................................................................. ............................... 26 ATTACHMENT A.3 ACCEPTANCE TEST PLAN .......................... ............................... 27 Tiburon Statement Of Work (SOW) i Page 2 of 59 A2014 Tiburon, Inc. All rights reserved. VOL �� � Pg. 3 Bryan Police Department, TX April 15, 2015 INTRODUCTION This Statement of Work (SOW) defines the principle activities and responsibilities of the Client and Tiburon, Inc. (Tiburon) for the implementation of Tiburon Applications (the 'Project') defined below. Statement of Work tasks may not always start and complete in a sequential manner, but may overlap. The completion and acceptance of any task is not contingent upon the completion of a previously defined task unless specifically identified. The Tiburon applications to be deployed in accordance with this Statement of Work include: On Premise Solution Two environments: Production and Train Interfaces deployed to Production environment only Tiburon RMS • Accident Module (Additional Cost for State - Specific Accident Reporting) • Aided Case Module • Alarm Module • Alerts and Notifications • Arrest Module • Case Report Module • Chat Messaging System • Citations Module (Additional Cost for State - Specific Citation /e- ticketing) • Diary Module • Event Module (CAD Call for service module) • Field Interview Module • Impounds Module • Master Location, Person and Vehicle Data Merge • Order of Protection Module • Incident Based Reporting— UCR • Permit/Licensing Module • Personnel Module • Photo Imaging Support • Pin Mapping • Property Module • Custom Query /Reporting Module • Vacant House Module • Warrants Module • Workflow Notification System Development and approval of Client- specific application - related documentation will occur as follows: Tiburon Statement Of Work (SOW) page 3 of 59 1 2014 Tiburon, Inc. All rights reserved. `rr)l g 2 0 pq Bryan Police Department, TX April 15, 2015 Tiburon will deliver a baseline specification document, in electronic format for each Tiburon application that will be delivered under this project prior to the development of Client- specific tailoring and configuration parameters. The Business Practice Review (BPR) is a forum that provides Tiburon the opportunity to demonstrate the system(s) purchased, collect configuration information to set up the system(s) and identify any business practices that need to be reviewed in order to incorporate the new system into the current working environment. Tiburon will document the collected information and deliver said document in electronic format to the Client for review and approval. The baseline specification document(s) together with the approved BPR document will become the blueprint for configuring the Tiburon applications for delivery under this Statement of Work. Attachment A.1 is an Interface Deliverable List. Tiburon will deliver, in electronic format, a Client - specific document describing the interfaces — said document to be developed as a part of the Interface BPR and thereafter referred to as the Interface Control Document (ICD). Tiburon Statement Of Work (SOW) I '/'J ° aZ o p Page 4 of 59 L2014 Tiburon, Inc. All rights reserved. A - -- Bryan Police Department, TX April 15, 2015 PROJECT MANAGEMENT COMMITMENT Client and Tiburon shall each designate a project manager to oversee the Project and support the following: Tiburon Responsibilities: a. Maintain Project communications with the Client's Project Manager. b. Schedule, coordinate, and facilitate all Tiburon staff, and subcontractor support, to ensure Project progress and completion in accordance with the Project Schedule. c. Manage and enforce the process for scope management and the project Change Order Process. d. Together with the Client's Project Manager, identify at least two weeks prior to the need, Client personnel, equipment, facilities and resources required for project task completion. e. Conduct status meetings with the Client's Project Manager as required by Client. f. Provide responses within ten (10) business days to Client inquiries. g. Prepare and submit a monthly Project status report that identifies the activities of the previous month, as well as activities planned for the current month. Those reports shall be delivered no later than the tenth (10th) calendar day of each month. h. Conduct and participate in weekly project status meetings. During the meeting, discussion will be focused on the progress of project tasks. Tiburon will maintain and update a tracking document as needed and provide to participants. The meeting may be conducted on -site or via telephone conferencing. Any weekly meeting may be cancelled by mutual consent. i. Ensure that appropriate quality assurance procedures are defined and followed for system compliance with specifications and requirements. j. Develop and maintain, throughoutthe life cycle of the project, a risk management plan that includes risk assessment, project and organizational impact and mitigating actions. Client Responsibilities: a. Maintain Project communications with Tiburon's Project Manager b. Schedule all client staff, and interface /third -party support, to ensure project progress and completion in accordance with the project schedule. c. Coordinate and facilitate all appropriate Client staff, and third -party (vendors and /or agencies) support, so as not to impede Project progress and completion in accordance with the Project Schedule. d. Participate in status meetings with Tiburon Project Manager. e. Provide responses within ten (10) business days to Tiburon inquiries, and document submittals. f. In order to maintain CJIS compliance, the Client will provide Tiburon, Inc. with VPN access to Client's location upon request and for limited duration based on the work being performed, utilizing the Cisco Anyconnect Client for external connectivity to Client servers. Tiburon Statement Of Work (SOW) 1%2014 Tiburon, Inc. All rights reserved. „nl. Pg.. e r Page 5 of 59 Bryan Police Department, TX April 15, 2015 g. Client must provide high speed connectivity and ensure that the computers are on an accessible network to allow Tiburon technical support personnel access for the deployment of the Server and Client Software. Client is responsible for installing the Client Software on the remaining Client Workstations according to the instructions provided by Tiburon. h. Make available workspace at the Client's Project site for Tiburon's Project Manager. This space should include a desk and chair and electrical connections. i. Locate telephones at the workspace and adjacent to the central processor for the duration of the Project. Tiburon will be responsible for all Tiburon - initiated long- distance charges while on -site. j. Provide assistance in managing and enforcing the process for scope management and the project Change Order Process. k. Upon verification that milestones have been achieved, ensure prompt signature authorization is affixed to the Service Acceptance Form and said form is returned timely to Tiburon Project Manager, Tiburon Statement Of Work (SOW) ' — =- Pg. __ _ Page 6 of 59 L2014 Tiburon, Inc. All rights reserved. �_ Bryan Police Department, TX April 15, 2015 TASK 1 PROJECT KICKOFF Task Description: A Project Initiation Meeting will be scheduled on a mutually agreed -to date and conducted by Tiburon. The objectives of this meeting are: Client and Tiburon personnel introductions; Review Project described in this Statement of Work; Review Client and Tiburon roles and responsibilities; Establish a clear chain of communication and authority; Review Initial Project Schedule; Set a date for the Business Practice Review; and, Review the process, agenda, and the resource and scheduling requirements. Tiburon Responsibilities: a. Coordinate with Client Project Manager to establish a schedule and agenda for the meeting. b. Conduct the Project Initiation Meeting by telephone conferencing. c. Deliver (1) one electronic complete set of baseline specification documents for Tiburon Law application listed above. Introduction to Tiburon Law: Provides an overview of the Tiburon Total Enforcement solution to new end users. Working in Tiburon Law: Provides end users with comprehensive "how to" topics detailing steps to take for all Tiburon Law procedures not related to administrating and /or maintaining Tiburon Law. Setting up and Maintaining Tiburon Law: Provides end users that have administrative and /or maintenance permissions with comprehensive "how to" topics detailing steps to take for all administrative and maintenance procedures in Tiburon Law. Client Responsibilities: a. Coordinate with Tiburon Project Manager to establish a schedule and agenda. b. Assign appropriate Client personnel to attend and participate. Completion Criteria: This task is considered complete when: Project Initiation Meeting has been held; and Baseline specification documentation has been delivered. Task completion is subject to the Client's signature on the task completion letter presented by Tiburon upon completion of all Completion Criteria above. Tiburon Statement Of Work (SOW) L2014 Tiburon, Inc. All rights reserved Page 7 of 59 Bryan Police Department, TX April 15, 2015 TASK 2 BUSINESS PRACTICE REVIEW Task Description: The Business Practice Review is a process of evaluating the Client's existing business practices in conjunction with Tiburon Law Application functionality. Client and Tiburon will meet (for a maximum of two (2) business days) to review the baseline specification documentation for the Application. Key objectives of this meeting are to promote understanding of system functionality and identify product configuration requirements. This process will enable the Client to identify any existing operating policies and/or procedures that may be modified to accommodate Tiburon Application functionality. Tiburon Responsibilities: a. Utilize the baseline specification documents as a guide for demonstration Tiburon Law Application functionality. b. Document and deliver the completed BPR document. Client Responsibilities: a. Require participation of appropriate Client staff with operational, policy, and procedure expertise, and decision - making authority, to analyze business practices in relation to the functionality of the Tiburon Application. b. Provide pertinent information, data, records, and documents, and make configuration decisions for the Tiburon Law Application. c. Provide pertinent information, record layouts, and documents necessary to establish interface with all local and remote systems. d. Provide Tiburon any record layouts and documents necessary to establish the connectivity to any local or remote system or facilities. Completion Criteria: This task will be complete when the Business Practice Review is completed. Task completion will be confirmed by the Client's signature on the task completion letter presented by Tiburon. Task completion is required before Tiburon will proceed with any further project work. Tiburon Statement Of Work (SOW) ,I d r; Page 8 of 59 12014 Tiburon, Inc. All rights reserved. Bryan Police Department, TX April 15, 2015 TASK 3 FINALIZE HARDWARE REQUIREMENTS Task Description: Tiburon and the Client will validate the system hardware configuration list in Attachment A.2. This list will be utilized by the Client for procuring the system hardware and third party software components. All such items shall be procured in a timely manner to support the Project Schedule. Tiburon Responsibilities: a. Provide mutually agreed upon final list of all hardware, third party software, and third party services required for this project to the Client. Client Responsibilities: a. Provide, upon request, information on existing hardware /system software components and terminal networks, as well as projected utilization statistics and other information as may be reasonably required to validate final hardware requirements. b. Review and approve the final hardware configuration document within ten (10) business days of being presented by Tiburon. c. Procure equipment d. Ensure that all equipment can be physically installed in equipment room(s). e. Install Hardware Completion Criteria: This task is complete when Tiburon has provided the final hardware configuration document, and is subject to the Client's signature on the task completion letter presented by Tiburon. Procurement and installation of the hardware /software is not required for task completion. Tiburon Statement Of Work (SOW) i VO1. Q pg. /Q Page 9 of 59 1,2014 Tiburon, Inc. All rights reserved. Bryan Police Department, TX April 15, 2015 TASK 4 PROJECT SCHEDULE Task Description: Develop the Project Schedule and define the inter - dependencies among tasks. Upon Client approval, the project schedule will supersede any previously agreed upon Project Schedule. Tiburon Responsibilities: a. Work with Client to develop the Project Schedule. b. Deliver the Project Schedule document for Client review and approval. Client Responsibilities: a. Work with Tiburon to develop the Project Schedule. b. Review and accept the Project Schedule. Completion Criteria: This task is complete upon Client's written acceptance of the Project Schedule and is subject to the Client's signature on the task completion letter presented by Tiburon. Tiburon Statement Of Work (SOW) Fvol 6 Pg.— Page 10 of 59 L2014 Tiburon, Inc. All rights reserved. Bryan Police Department, TX April 15, 2015 TASK 5 INITIAL SYSTEM INSTALLATION Task Description: For a Subscription installation, install System software required on servers located on Premise to support software configuration and the demonstration of the Application and interfaces. Tiburon Responsibilities: a. Install primary Tiburon Law software and configure databases (Primary & Backup), on Premise. b. Provide documentation to the Client on how to install the Tiburon Law client on workstations. Client Responsibilities: a. The client is responsible for setting up firewalls, internet connectivity, and VPN access to the database at all remote locations (Tiburon recommends Upload Speed of 5 mb /s, Download speeds 15 mb /s and Cisco ASA5510 Firewall). b. The Client will procure, inventory, and install the Client procured hardware configuration and operating systems. The equipment to be installed will be sufficient to support initial software installation, application program configuring, initial interface development, and testing activities. c. Provide a site adequate for the installation, operation, and maintenance of all computer and workstation equipment. d. Provide all communication lines, modems, hubs, routers, cabling and other components necessary for system operation and maintenance that are not provided by Tiburon. e. Assume responsibility for any modifications to any furniture as required for workstation operation and maintenance. f. Assist with the installation and verify operation of interfaces to any Client - provided networks. g. Provide TCP /IP communications support for any existing networks, workstations, and printers that access the Tiburon Applications. h. Install and test all remote workstations and communications equipment and install the application client on all workstations. i. If applicable, confirm delivery of Tiburon - provided hardware. Fax copies of all packaging /delivery documents to Tiburon. Completion Criteria: This task is complete when the system installation is completed, and is subject to the Clients signature on the task completion letter presented by Tiburon. Tiburon Statement Of Work (SOW) L2014 Tiburon, Inc. All rights reserved. Vol. "�20 _ pg./� Page 11 of 59 Bryan Police Department, TX April 15, 2015 TASK 6 SYSTEM INTERFACES Task Description: Install and test the following interfaces in the production environment only - as defined in Attachment A.1, Interface Deliverables List. Tiburon Responsibilities: a. Test interfaces to demonstrate conformance with the ICD(s). Client Responsibilities: a. Assume responsibility for any hardware, software licenses, modifications, or additions to any systems not supplied, installed, tested, or licensed by Tiburon. b. Act as the liaison between the agencies and third -party vendors required to support the interfaces. c. Provide Tiburon with the physical connections for each interface, to allow Tiburon to test the functionality of each interface in an appropriate environment. d. If the interfaces are currently in operation, it is the Client's responsibility to disconnect each of the interfaces from the operational environment to facilitate interface testing. Testing may be required more than once during the project to ensure operational readiness. Completion Criteria: This task is complete when all interfaces have been demonstrated to function in accordance with the ICD. Delays or unavailability of external systems and /or interfaces not made available to Tiburon shall not delay completion of this task. In those cases where demonstration is delayed through no fault of either the Client or Tiburon, the Client shall authorize the demonstration of the interface function at a later date. Such rescheduling of interface demonstrations shall not delay the scheduled go -live or any subsequent tasks. Task completion will be confirmed by the Client's signature on the task completion letter provided by Tiburon. A separate task completion letter will be generated for interfaces for each Tiburon application. Vol. � "go Pg /3 Tiburon Statement Of Work (SOW) LA2014 Tiburon, Inc. All rights reserved. Page 12 of 59 Bryan Police Department, TX April 15, 2015 TASK 7 DATA MIGRATION Task Description: Tiburon will provide data migration services for the data to be migrated and imported into the Tiburon Law application. The data will be sourced from the client's identified system(s): Tiburon Total Command RMS. Client will provide the extracts of the data in a mutually agreed upon and acceptable format to Tiburon for migration. Tiburon will create and provide a data migration plan. There should be an initial data migration, loading, and testing of the specified legacy application data into the new application database(s) based upon the approved data migration plan. Final data migration MUST be completed prior to placing the Tiburon Application in production use. Tiburon's Responsibilities: a. With Client, review the data that will be migrated into the Tiburon Applications. b. Analyze source data, generate field mapping documents, and deliver a data migration. c. Perform an initial data migration process to load the test files and review resulting test files with Client, document any problems, and collaborate with Client on a plan for corrective actions. d. Following initial data migration, execute migration programs in accordance with the approved data migration plan, based on Client's data files. e. Review resulting files with Client, document any problems, and collaborate with Client on a plan for corrective action to place the data into production. The following Tiburon Total Command RMS data will be migrated and loaded: Data for all of the TE Master entities: Person, Vehicle, Property, Locations and Organizations will be populated as well as the TE Case Reports, Arrest, Property and Citation data records. Total Command RMS data will be converted to existing TE tables and columns. Total Command RMS data that does not have a corresponding column in the TE database will not be converted. Tiburon will not go live until the Data Migration is completed. Limitations of Database Migration: Tiburon will apply its best efforts to convert the data as identified above. In some cases, migration of all requested data to the new system may not be possible. For example, in the event the source data element does not have an equivalent field in Tiburon Law database, that data element will not be migrated. Data will be migrated as is and will not be changed and/or cleaned during the process. Client's Responsibilities: a. Client is responsible to provide the extracts of the data in a mutually agreed upon and acceptable format that meets the requirements that Tiburon sets forth for migration, including an electronic copy of the State Law File and local ordinances. b. Client is responsible for providing information, documents and answering general questions regarding data mapping of the legacy system to Tiburon's system. c. Client is responsible for identifying and having available system knowledge experts for each system considered for data migration. d. Client shall test the migrated data, multiple times if needed, and provide feedback for resolution in a timely fashion in accordance with the Project Schedule. von. a ? o pg. /4 Tiburon Statement Of Work (SOW) Page 13 of 59 1,2014 Tiburon, Inc. All rights reserved. Bryan Police Department, TX April 15, 2015 Completion Criteria: This task is complete after Tiburon has delivered the final migrated data. In case of errors, this task will be complete upon the Client's approval of a corrective action plan. Task completion will be confirmed by the Client's signature on the task completion letter provided by Tiburon. Tiburon Statement Of Work (SOW) I 0 Pg' -A� Page 14 of 59 02014 Tiburon, Inc. All rights reserved. — - - - -- Bryan Police Department, TX April 15, 2015 TASK 8 SYSTEM ADMINISTRATION TRAINING Task Description: Tiburon will provide onsite, instructor led Administrator Training regarding the configuration, use and operation of the software. Training will be conducted between the hours of 8:00am and 5:00pm, local time, Monday through Friday. Tiburon will provide the following onsite instructor led training classes at Client designated facility: RMS Administrator Training —1 session, 32 hours of class per session with a maximum of 4 administrators per agency and a maximum of 10 users per class and a maximum of 8 hours in the day. Administrators will be trained on the process to configure and setup the RMS Software to best accommodate Client agency's business practices and, where appropriate, a joint agency deployment. Tiburon Responsibilities: a. Provide a training plan. b. Provide a sample set of test/training files. c. Provide one (1) print -ready master copy for all training materials for this task no less than ten (10) days prior to training. Client Responsibilities: a. Client will designate in writing a single point of contact as a training liaison for all training activities and any related technical issues. b.. Designate appropriate Client staff to receive training. c. Ensure there are representatives from each department and /or agency as required or needed to meet the client's needs for the long term maintenance of the application. d. Provide a classroom facility that will accommodate the expected number of students. The classroom facility must include a computer projector, and computer workstation for the instructor, and a computer workstation with the application client installed for each Client participant. e. Provide one paper copy of the training materials for each student. f. Upon request from Tiburon, provide access up to two hours to training facility prior to starting training and up to two hours after training has been completed each day. Completion Criteria: This task is complete when Tiburon has conducted the training courses described above. Task completion will be confirmed by the Client's signature on the task completion letter provided by Tiburon. Tiburon Statement Of Work (SOW) D / Page 15 of 59 L2014 Tiburon, Inc. All rights reserved. - - - -- - - Bryan Police Department, TX April 15, 2015 TASK 9 APPLICATION SOFTWARE FUNCTIONAL DEMONSTRATION Task Description: Tiburon will demonstrate compliance of the system to the User Guides by performing the steps set forth in AttachmentA.3, Acceptance Test Plan. This task will be completed prior to user training and shall only be performed once. The Acceptance Test Plan (ATP) will be conducted onsite by Tiburon and supported by the Client as described in Client Responsibilities below. Tiburon will demonstrate the RMS functions through the steps identified in the ATP. Should any function not be demonstrated or should a function fail during the test, Tiburon shall demonstrate only the said function once it is repaired and working properly, through a remote connection if the function cannot be repaired while staff is onsite. Tiburon shall not start the functionality test over, nor be required to demonstrate any other functionality twice. Upon completion of the steps within the Acceptance Test Plan, that test plan shall be deemed accepted by both parties, and then the System shall be deemed ready to go into live production use; "Cutover" or "Go Live" according to the Project Schedule. Tiburon reserves the right to update the test plan or change it prior to the scheduled ATP. Tiburon Responsibilities: a. Conduct Functional Demonstration at the client facility. Client Responsibilities: a. Provide adequate facility to demonstrate the ATP. b. Provide workstations to support the demonstration. c. Ensure workstations running Tiburon application(s) are located at each workspace and have access to the following: Client's system Print service d. Ensure the attendance and /or availability of all client resources during the ATP, as required by Tiburon, to ensure timely completion of the ATP. e. Document all discrepancies. Completion Criteria: This task is complete when Tiburon application software functions have been demonstrated to operate in accordance with the ATP. Task completion will be confirmed by the Client's signature on the task completion letter provided by Tiburon. Vol. F'< Tiburon Statement Of Work (SOW) L,2014 Tiburon, Inc. All rights reserved. Page 16 of 59 Bryan Police Department, TX April 15, 2015 TASK 10 APPLICATION TRAINING Task Description: Tiburon will provide onsite instructor led Train the Trainer training regarding the use and operation of the software. Training will be conducted between the hours of 8:00am and 5:00pm, local time, Monday through Friday. Tiburon will provide the following onsite instructor led training classes at Client designated facility: RMS Train - The - Trainer Training —1 session, 32 hours of class per session, 1 user per available workstation with a maximum of 10 users per class and a maximum of 8 hours per day. This class is focused on providing Client designated Trainers with an understanding of the use and operation of the RMS Software in preparation for these trainers to hold Client Training Sessions on the use and operation of the RMS Software. I�p Yiy5 WE'- `L4 z !3 i i Y xx % TrammgSessions ;,s { "4Fb. . Sesionp Maxrmurn Nuinber�of Uurat�on Participants Sessions .f Tiburon Law . I Train the Trainer Tiburon Responsibilities: For each of the training courses described above, Tiburon will: a. Provide a training plan that addresses each application and module being trained. b. Provide one (1) print -ready master copy, and one (1) CD -ROM, for the training materials no less than ten (10) days prior to training. Client Responsibilities: For each of the training courses described above, the Client will: a. Complete final input (or changes) of agency- specific data (i.e., code tables and parameters). b. Designate appropriate Client staff to receive training. c. Ensure there are representatives from each department and /or agency as required or needed to meet the client's needs for the long term use and maintenance of the application. d. Provide a classroom facility that will accommodate the expected number of students. The classroom facility must include a computer projector, and computer workstation for the instructor, and a computer workstation with the application client installed for each Client participant. e. Provide one paper copy of the training materials for each student. f. Upon request from Tiburon, provide access up to two hours to training facility prior to starting training and up to two hours after training has been completed each day. Completion Criteria: This task is complete when Tiburon has presented all the scheduled training and is subject to the Client's signature on the task completion letter prepared by Tiburon. Tiburon Statement Of Work (SOW) C f ^j Page 17 of 59 L2014 Tiburon, Inc. All rights reserved. nl. K Bryan Police Department, TX April 15, 2015 TASK 11 SPECIALIZED FEATURE TRAINING Task Description: Tiburon will provide remote instructor led Specialized Feature Training regarding the use and operation of the software. Training will be conducted between the hours of 8:OOam and 5:OOpm, local time, Monday through Friday. Tiburon will provide the following remote instructor led training classes at Client designated facility: RMS Specialized Feature Training — 24 hours. This training is focused on providing Client an understanding of the specialized functionality available in TE such as Property Room Management, Law Code management, UCR Report processing, Workflow management and Third Party interfaces through multiple short sessions, generally with one or two participants. Tiburon Responsibilities: For each of the training courses described above, Tiburon will: a. Provide a training plan that addresses each application and module or function being trained. b. Provide one (1) print -ready master copy for the specialized guidelines /training materials no less than ten (10) days prior to training. Client Responsibilities: For each of the training courses described above, the Client will: a. Complete final input (or changes) of agency - specific data (i.e., code tables and parameters). b. Designate appropriate Client staff to receive training. c. Ensure there are representatives from each department and /or agency as required or needed to meet the client's needs for the long term maintenance of the application. d. Provide a classroom facility that will accommodate the expected number of students. The classroom facility must include a computer projector, and computer workstation for the instructor's remote connection, and a computer workstation with the application client installed for each Client participant. e. Provide one paper copy of the training materials for each student. Completion Criteria: This task is complete when Tiburon has presented all the scheduled training and is subject to the Client's signature on the task completion letter prepared by Tiburon. Tiburon Statement Of Work (SOW) L2014 Tiburon, Inc. All rights reserved. Vol. Zo 0 Pg. /_ Page 18 of 59 Bryan Police Department, TX April 15, 2015 TASK 12 REFRESHER TRAINING Task Description: Tiburon will provide remote Refresher Training regarding the use and operation of the software. Training will be conducted between the hours of 8:OOam and 5:OOpm, local time, Monday through Friday. Tiburon will provide the following remote training classes at Client designated facility: RMS Refresher Training — 16 hours of class,/ user per available workstation with a maximum of 10 users per class and a maximum of 8 hours per day. This training is focused on providing Client a more complete understanding of the use and operation of the RMS Software through a review of system features and by addressing Client questions. This is remote training presented in focused sessions held between two and six months post go live. Tiburon Responsibilities: For each of the training courses described above, Tiburon will: a. Provide a training plan that addresses each application and module or function being trained. b. Where applicable, provide one (1) print -ready master copy for the guidelines /training materials no less than ten (10) days prior to training. Client Responsibilities: For each of the training courses described above, the Client will: a. Complete final input (or changes) of agency- specific data (i.e., code tables and parameters). b. Designate appropriate Client staff to receive training. c. Provide a list of questions and/or RMS features to be addressed in the session to Tiburon no less than ten (10) days prior to the training. d. Ensure there are representatives from each department and /or agency as required or needed to meet the client's needs for the long term maintenance of the application. e. Provide a classroom facility that will accommodate the expected number of students. The classroom facility must include a computer projector, and computer workstation for the instructor's remote connection, and a computer workstation with the application client installed for each Client participant. f. Provide one paper copy of the training materials for each student. Completion Criteria: This task is complete when Tiburon has presented all the scheduled training and is subject to the Client's signature on the task completion letter prepared by Tiburon. Tiburon Statement Of Work (SOW) I V(DI. Q pg. d� Page 19 of 59 IA2014 Tiburon, Inc. All rights reserved. Bryan Police Department, TX April 15, 2015 TASK 13 PRODUCTION CUTOVER Task Description: Tiburon will assist the Client in placing the Tiburon Law application in operational status, and support the Client with onsite staff for up to three (3) consecutive days, not to exceed 6 hours per day. Tiburon technical staff will provide remote support. The Client may wish to delay the cutover of specific subsystems or modules, but such delays will not preclude Tiburon from proceeding with subsequent tasks. If the client desires remote support for delayed items, a change order will be provided. System maintenance and Support guideline will be provided prior to Tiburon's staff's departure. Any appropriate invoices will be issued at that time. Tiburon Responsibilities: a. Notify the Client when the Tiburon Application is ready for live production status. b. Monitor the operation of the Tiburon Application for up to three (3) consecutive days. c. Assist Client staff in utilizing and supporting the system(s). d. Assist the Client in entering Technical Support Requests (TSRs) and in the use of the Tiburon Client Technical Support System JCS) and Client Support Center (CSC). e. Complete the attachments to the Master Support Agreement (Exhibit 7 to the System Implementation Agreement) and deliver same to client for signature. f. Provide a copy of the System Maintenance and Support Guidelines. g. Complete the attachments to the Software License Agreement (Exhibit 6 to the System Implementation Agreement) and deliver same to client for signature. h. Begin Maintenance on day of Cutover and issue invoice for Maintenance or other services as applicable. Client Responsibilities: a. Begin operational use of the system(s). b. Sign and date the Client approved Master Support Agreement included in the original contract, with the new attachments. c. Sign and date the Client approved Software License Agreement included in the original contract, with the new attachments. Completion Criteria: This task is complete when the Tiburon Application is placed in live production operation and is subject to the Client's signature on the task completion letter prepared by Tiburon, and Client's receipt of executed attachments for the MSA and SLA. Client signature on MSA and SLA is not necessary for completion of this task. Tiburon Statement Of Work (SOW) I VO(.� fir= Page 20 of 59 L,2014 Tiburon, Inc. All rights reserved. Bryan Police Department, TX April 15, 2015 ATTACHMENT A.1 INTERFACE DELIVERABLES LIST Tiburon will provide interface processing for exchange of data with other Client systems. The information contained in Attachment A.1 provides a best effort description, based on the information available, of the interfaces included. Tiburon will work with the Client to develop a more in depth Interface Control Document (ICD) during contract negotiations. Depending on the breadth of the functionality scope adjustments required to deliver the desired functionality the price of the interface or interfaces may need to be adjusted. The following list identifies the interfaces to be delivered to complete the Tiburon RMS functionality integration with other Client systems deployed. Tiburon product integration: Total Command CAD Analytics for TE RMS Driver License Swipe Third Party Interfaces: BRAZOS Citation CRASH Accident Tyler Technology Odyssey TE from Brazos Citation - Interface Control Document Interface Version: To be Created. Short Description: Tiburon to provide an interface with BRAZOS Citation processing software allowing TE to import and process Citation data to TE Citation records. Long Description: BRAZOS shall provide Citation data in an acceptable format to match the TE prescribed schema for TE based Citation records. TE will consume the Citation data, creating the appropriate supporting records and giving the user access to Citation records as well as statistical and analysis information. Platform: Windows Tiburon S stems Involved: Tiburon Law, Total Enforcement Edition 3 -Part S stems Involved: BRAZOS Citation Baseline or Custom (Explanation Baseline Required if Custom): Transport(s): TCP /IP protocol Data Format(s): XML Other Technical S ecifications: None Tiburon Statement Of Work (SOW) ^I. �� G, Page 21 of 59 1x2014 Tiburon, Inc. All rights reserved. Bryan Police Department, TX Tiburon Responsibilities: Provide a network location where BRAZOS will place the Citation data. Modify RMS to incorporate data from BRAZOS Citation processing. Create new Master Person and /or Master Vehicle records when a record is submitted to TE without an existing Master Person or Master Vehicle TE record ID. Create a generic TE Citation record with the data provided by BRAZOS. Install TE software supporting the BRAZOS Citation interface on the Client's test environment. Upon Client's testing, correct any discrepancies in operation based on the scope description. Install the updated TE software supporting the BRAZOS Tiburon Statement Of Work (SOW) 7 Page 22 of 59 42014 Tiburon, Inc. All rights reserved. Vol. o< P9.— Bryan Police Department, TX April 15, 2015 Citation interface on the Client's Production environment Client and 3m-Party Access the prescribed network location and submit the Responsibilities: Citation data for consumption by TE. Submit completed Citation records in a prescribed schema format for processing by TE. Provide a mechanism to validate the Citation information prior to its submission to TE. De to ment Team: Tiburon's RMS Deployment Team Additional Notes: None. Client Sites: None. Links: None. Document History: TBC Tiburon Statement Of Work (SOW) L>2014 Tiburon, Inc. '�J7 - 'Page 23 of 59 All rights reserved. Bryan Police Department, TX April 15, 2015 TE from CRASH Traffic Accident Reporting - Interface Control Document CRASH is new development and any deviation from the ICD is subject to additional cost and schedule adjustment. Tiburon Statement Of Work (SOW) Page 24 of 59 �yO L2014 Tiburon, Inc. All rights reserved, pQ• o?S�_ Interface Version: To be Created. Short Description: Incorporating an interface with CRASH Traffic Accident processing software allowing TE to import and process Traffic Accident data to TE accident records. Long Description: CRASH shall provide Traffic Accident data in an acceptable format to match the TE prescribed schema for TE based Accident records. TE will consume the CRASH Traffic Accident data, creating the appropriate supporting records and giving the user access to traffic accident information in TE. Platform: Windows Tiburon Systems Involved: Tiburon Law, Total Enforcement Edition 3` -Party Systems Involved: CRASH Traffic Accident Baseline or Custom (Explanation Baseline Required if Custom): Transport(s): TCP /IP protocol Data Format(s): XML Other Technical Specifications: None Tiburon Responsibilities: Provide a network location where CRASH will place the Traffic Accident data. Modify RMS to incorporate data from CRASH Traffic Accident processing. Create new Master Person and /or Master Vehicle records when a record is submitted to TE without an existing Master Person or Master Vehicle TE record ID. Create a generic TE Accident record with the data provided by CRASH. Install TE software supporting the CRASH Traffic Accident interface on the Client's test environment. Upon Client's testing, correct any discrepancies in operation based on the scope description. Install the updated TE software supporting the CRASH Traffic Accident interface on the Client's Production environment Client and 3' -Party Access the prescribed network location and submit the Traffic Responsibilities: Accident data for consumption by TE. Submit completed Traffic Accident records in a prescribed schema format for processing by TE. Provide a mechanism to validate the Traffic Accident information prior to its submission to TE. De to mentTeam: Tiburon's RMS Deployment Team Additional Notes: None. Client Sites: None. Links: None. Document History: TBC Tiburon Statement Of Work (SOW) Page 24 of 59 �yO L2014 Tiburon, Inc. All rights reserved, pQ• o?S�_ Bryan Police Department, TX April 15, 2015 Protective Order Interface Tyler Odyssey to export Protective Order information into Tiburon RMS Orders of Protection module. Tiburon will develop a standard Orders of Protection XML schema and the web services to support it. Tyler will transform data coming from the Odyssey, and present it to Tiburon's standard web services for upload to the Tiburon RMS Orders of Protection Module. Update data (Service, Cancelled) will populate the Tiburon RMS OOP module fields "OOP Status," 'Effective From Date," "Effective To Date, "Respondent Date of Service," and "Cancellation Date." Warrant Interface • Tyler Odyssey to export Class A, B, C, and Felony Warrants and capias data into Tiburon RMS Warrants Module. Tiburon RMS will enhance its standard Warrant XML Schema and web services to support the transfer. Tyler will transform the Odyssey data, and present it to Tiburon's standard web services for upload to the Tiburon Warrants Module. Update data (Served, and Recalled) will be sent to Tiburon RMS and must populate the Tiburon RMS "Warrant Status" and "Status Date /Time" fields. Tiburon will enhance the RMS as follows: Updates to Warrants in Odyssey will push new Status updates to the Tiburon RMS Warrant and appropriate associated module records. The Warrant status will be displayed in any Case Report associated with the Warrant in the Association area of the Case Report. Tiburon RMS Users will manually create Case Reports associated with Warrants and those Case Reports will display the associated Warrant Status Updates. If the user needs to see more detailed information re: the Warrant, the user can open the Warrant by selecting the hyperlink within the Case Report. TE RMS to Tyler Odyssey Jail Manager (2 -way interface) • The Tiburon Total Enforcement (TE) RMS will push Arrest Report data in its standard XML format for the Jail System to consume. Tyler Jail Manager will transform that data and consume the data to create a booking record, populating the appropriate booking record fields with the Arrest data. Tiburon RMS will provide an export of the Arrest Report data in XML format via its standard Arrest export schema. Tyler will create an interface service that will automatically import Arrest data provided by the Tiburon RMS system and update or create new booking records. Tiburon RMS Users will manually validate and push arrest records to Tyler Jail Manager when they have completed the required data. • Tyler Jail Manager will push jail booking information in an acceptable format for the Tiburon RMS to consume. The format will conform to Tiburon's standard Arrest XML Schema. Tiburon RMS will consume the data and create the appropriate Arrest Report from the data provided. Tyler will provide functionality to generate an export from the Jail Booking record with the data required, in Tiburon's standard XML format for Tiburon RMS to consume. This will create a Tiburon RMS Arrest Report. Tyler will automatically invoke this process for those bookings where Arrest data was not provided from TE RMS to support the booking process. Tyler will push the data to TE RMS one time only per the appropriate booking record charge. Tyler will transform their data to conform to the Tiburon RMS standard XML schema. Tiburon Statement Of Work (SOW) �r �) �) Page 25 of 59 L%2014 Tiburon, Inc. All rights reserved. Bryan Police Department, TX April 15, 2015 ATTACHMENT A.2 HARDWARE CONFIGURATION Tiburon Law will run on Microsoft Windows (7/8) internet connected computers and Tablets but is not currently supported for use on OS (iPad) or Android tablet devices. Recommended Server Hardware as TE Virtual Servers: • App server -Dual 6Core Procs 8G13 Memory • Database Server -Dual 6Core Procs 16GB Memory • No separate requirement for State Interface Service Required Desktop Specification Windows 7 or Windows 8 32- or 64 -bit (64 -bit install highly recommended) Core i5 Intel Base Processor 2.0 GH or higher or higher Highly Recommended Newo Gen Intel Core U 4 GB RAM (8 gig of RAM recommended or Higher) Minimum 160 GB hard drive or higher Minimum 19" Display Monitor 10/100/1000 NIC (Standard network connectivity) Speakers for audio alerts Required Laptop / Tablet Specifications Windows 7 or Windows 8 32- or 64 -bit (64 -bit install highly recommended) Core i5 Intel Base Processor 2.0 GH or higher Hiahly Recommended New 4i Gen Intel Core U 4 GB RAM -B GB RAM preferred when using a 64 bit OS 160 GB hard drive 17" Monitor 10/100/1000 NIC (Standard network connectivity) Must support wireless internet access card. Please contact Wireless Provider for coverage. Note: A 3 megabit down and upload circuit is a safe baseline. 3G Minimum - 4G OR 4G LTE (Highly Recommended) Must support adequate number of USB ports for peripherals Must support adequate power (voltage) for peripherals (some scanners are not properly powered by certain notebooks) Required Wireless Internet Card & Monthly Service - Provider to be chosen by the Client Tiburon Statement Of Work (SOW) Vol. � rC Page 26 of 59 L,2014 Tiburon, Inc. All rights reserved. r� m z A a a E 'O r O O 'N n W `y N d N O .• . N n .L`C Q y O i o aN c � €' v 0 N p N C O L p u LL T W L @ w O OO N C sN N u � T V O� l N U p O r° t Ja N N u N r cc N w'YVO U N N 0 L W LN ' � CN� z E � j U m _ N m m e m y = pC_ 9 ° � o ? Cmw m aN oc m x � w4d N O — aOE E O N m C L o La OC . OO . OO L U • N d N N y N y N N ¢EQ>oUhaO c a� �Q D � w N A C N 0d� U N N vi 0 Q W N Co d� Q � O 0 a A n n n 'm A W C p ° t d omO E a OU NOc - � o c v oR d U U ? :N . 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Q T E L Q N � cmi c� � S2.2.- O v d o ma N N r r m j j j > v� T m m m m m m ��� W f!7 T. ik � � N N i ik � � N N tll fq 'O 'O 'O 'O 'O v U (V I- N J O1 C C 9 V m O V O V m OI U O J IL LL } L O 0 d E r a O d m E Q❑ m U m � O �F- CO V N� Q p -4 1D m °a O N a a r m m i ik � � N N i ik � � N N INTERLOCAL COOPERATIVE AGREEMENT PROVIDING FOR THE OPERATION AND MAINTENANCE OF THE TIBURON TOTAL ENFORCEMENT RECORDS MANAGEMENT SYSTEM IN A MULTI- AGENCY CONFIGURATION BETWEEN THE CITY OF BRYAN AND THE COUNTY OF BRAZOS THE STATE OF TEXAS § ;Ka111 � I I Y•L�):� :1 t7:ViCtiL�j, This Agreement between the City of Bryan, a political subdivision of the State of Texas, and the County of Brazos, a political subdivision of the State of Texas, is made pursuant to the provisions of the Interlocal Cooperation Act, V.T.C.A., Government Code, Chapter 791. WHEREAS, it has been found and determined by the Commissioners' Court of the County of Brazos, Texas, and by the City Council of the City of Bryan, Texas, that utilizing one records management system ( "RMS ") to serve the law enforcement agencies of the City of Bryan and the County of Brazos shall result in increased efficiency and economy to the citizens of the County of Brazos; and WHEREAS, the City of Bryan and the County of Brazos have determined that Tritech's Tiburon Total Enforcement Records Management System ( "TE RMS ") is the appropriate system for this purpose; and WHEREAS, the County of Brazos and the City of Bryan desire to enter into an agreement by which the City of Bryan will install and run the TE RMS software on server hardware and storage already owned by the City of Bryan, according to the terms and conditions as set forth herein; and WHEREAS, the City of Bryan and County of Brazos already share records across the current shared records management system under a 2004 multi- agency license; and NOW, THEREFORE, for and in consideration of the mutual covenants, agreements, and benefits to the parties herein named, it is agreed as follows, to -wit: I. PURPOSES OF AGREEMENT 1.01 The purposes of this Agreement is to capture and clarify the responsibilities of the Brazos County and the City of Bryan Information Technology Departments regarding the hardware and network infrastructure, services, support and administration necessary to successfully run and maintain the Tiburon Total Enforcement Records Management System ( "TE RMS ") in a multi- agency configuration. IL TERM OF AGREEMENT 2,01 This Agreement shall commence on the 1" day of June 2015, and extend until the 31" day of December 2019. Upon completion of this initial term or any subsequent renewal period, this Agreement shall automatically renew for additional one (1) year periods unless either party gives the other notice of non - renewal at least sixty (60) days prior to the end of the relevant term or period. III. BACKGROUND 3.01 On April 1, 2004 the City of Bryan (COB) acquired the Tiburon Computer Aided Dispatch (CAD) system and the associated Law Records Management System (RMS) and Fire Records Management System. The project, including the licensing and professional services, cost $924,708. The Law Enforcement Records Management portion of this cost was $189,999. As part of this project COB also acquired a multi - agency license for use of the RMS. On August 12, 2014, Tiburon provided written confirmation of this purchase. 3.02 Since 2004, Brazos County (the County) has utilized COB's CAD system for dispatching its law enforcement officers. The County has paid a portion of the annual maintenance cost based on its percentage of calls for service. 3.03 A justice software system (TSG) that had a rudimentary, integrated RMS was already in use at the County. The County elected not to invest in an interface between the Tiburon RMS and the TSG RMS. Therefore the multi- agency license was not utilized and the County and COB maintained law enforcement records in two disparate systems. 3.04 COB has already invested in existing server hardware and storage that can and will be used for a new RMS. 3.05 The County is replacing its justice software, along with the integrated records management system ( "RMS "), with Tyler Technologies' Odyssey. Tyler Technologies does not recommend their Odyssey RMS as it is suitable only for much smaller counties. Therefore, the County must acquire a separate RMS and integrate this RMS with Odyssey. 3.06 The County wishes to acquire the Tiburon Law RMS, Total Enforcement edition ( "TE RMS ") and COB wishes to replace their legacy RMS with TE RMS. IV. DATA CONVERSION AND INTEGRATION 4.01 COB and the County will utilize the multi- agency license acquired by COB in 2004 to share records across the agencies where and when appropriate. This Agreement is not intended to document the cross- agency record sharing details. 4.02 Tritech Tiburon has integrated the TE RMS with its CAD system. 4.03 COB will convert its legacy RMS data to the new TE RMS. 4.04 The County will not convert any of its legacy RMS data to the new TE RMS. V. SYSTEMS ADMINISTRATION 5.01 TE RMS is integrated with the existing CAD system and COB has elected to run TE RMS in its data center. TE RMS will be loaded and run on server hardware and storage already owned by COB. COB has the sufficient hardware, storage, and backup capacity at the time this Agreement is executed to support this project. 5.02 COB staff will provide primary systems administration services for server hardware, operating systems, database systems, storage and backup subsystems. COB will maintain these in keeping with accepted industry best practices. COB will be responsible for any costs associated with keeping these systems under support and service agreements. COB will also be responsible for backing up the TE RMS system and securing these backups. 5.03 In consideration of the costs for keeping these systems under support and service agreements, and in consideration of the administration and backup services COB will provide for these systems, the County shall pay a greater share of the TE RMS annual maintenance and support contract costs. The ratio 7\101-O2 of TE RMS annual maintenance support contract costs is documented in the TE RMS contract, attached as Exhibit A. This agreement is not intended to document the cost -share ratio. 5.04 Both the COB and the County staff will designate a technical support coordinator (TSR). The COB TSR will be the primary contact for the purposes of operations and maintenance under this agreement. Each respective staff TSR, or their technical designate, will have the ability to open support issues with the appropriate vendor representative. Both parties agree to work in a mutually cooperative fashion by keeping TSR informed and included in the majority of all support and technical conversations, whether they are electronic or verbal conversation. 5.05 Enhancements to the baseline functionality will require a mutually cooperative effort between both the COB and the County technical and functional staff. However, neither the COB, nor the County will require the permission of the other to ask and pay for additional functionality. Primary objective for mutual cooperation is to ensure there is no adverse effect to the others functional or operational expectations of the system. VI. RESOURCE UTILIZATION 6.01 It is understood that if the TE RMS requirements exceed COB's existing hardware resources (i.e., processors, memory, storage, etc.) either as a result of updates, patches, upgrades, or as general system usage demands increase over the term of this Agreement, COB and the County will share the cost of additional resources equally. 6.02 It is generally understood that the COB system availability for the TE RMS will meet or exceed a standard 98% metric. 6.03 Exceeding existing resources shall be defined as utilization which is projected to surpass 70% of total capabilities within the next budgeting cycle. VII. LEGAL RESPONSIBILITY 7.01 Subject to the limitations as to damages and liability under the Texas Tort Claims Act, and without waiving its governmental immunity, each party to this Agreement agrees to hold harmless each other, its governing board, officers, agents and employees for any liability, loss , damages, claims or causes of action caused or asserted to be caused, directly or indirectly by any other party to this Agreement, or any of its officers, agents or employees as a result of its performance under this Agreement. 7.02 If a Party to this Agreement requires that one or more of its records be edited, removed, or otherwise changed in a timely manner, such Party is responsible for arranging for such a change to be manually processed to its data by its System Administrator. VIII. RELATIONSHIP OF PARTIES AND LIABILITY. 8.01 Nothing in this Agreement shall be deemed to create an employment relationship between any of the Parties to this Agreement. The Parties do not waive and do intend to assert any available defenses and /or limitations on liability. No Party shall be considered to be an agent of any other Party. The Parties acknowledge that none of the parties has waived its sovereign immunity by entering into this Agreement. IX. TERMINATION C) �� 9.01 Each party to this Agreement may terminate it by giving ninety (90) days prior written notice. The County of Brazos shall provide such notice to the City Manager. The City of Bryan shall provide such notice to the Brazos County Judge. Such notice of termination shall be given by registered mail, return receipt requested, to the appropriate party at the following addresses: CITY OF BRYAN, TEXAS: BRAZOS COUNTY, TEXAS: City Manager County Judge P.O. Box 1000 200 S. Texas Ave., Suite 332 Bryan, Texas 77805 Bryan, Texas 77803 X. SAVINGS CLAUSE 10.01 If one or more provisions or terms contained in this Agreement shall, for any reason, be held invalid, illegal, or otherwise unenforceable, such invalidity, illegality, or unenforceability shall not affect any other provision or term hereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision or term had never been contained herein. APPROVED by Bryan City Council at a regular meeting held on the U!'day of 2015 ATTEST: �A'Mary'Lynne Stratta, City Secretary APPROVED AS TO FORM: Q-,)(, L, anis K. Rampton, City Attorney CITY OF BRYAN: Jason P. Bie ayor APPROVED by Brazos County Commissioners Court at a meeting held on the _ day of 2015. APPROVED AS TO SUBSTANCE: Chris Kirk Brazos County Sheriff ATTEST: Karen McQueen Brazos County Clerk COUNTY OF BRAZOS Duane Peters County Judge APPROVED AS TO FORM: Bill Ballard Assistant County Attorney APPROVED by Brazos County Commissioners Court at a meeting held on the !eday of 2015. APR ED TO SUBSTANCE: CO T F BRAZ Chris Kirk / Duane Peters Brazos County Sheriff County Judge ATTEST: AL Karen McQueen Brazos County Clerk APPROVED AS TO FORM: Bill Ballard - Assistant County Attorney TE RMS CONTRACT AGREEMENT BETWEEN COUNTY AND APPRAISER THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES; CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. THIS AGREEMENT is made on the 121h day of May, 2015. Between the COUNTY: BRAZOS COUNTY, TEXAS c/o Brazos County Commissioners' Court Attention: County Judge 200 South Texas Ave., Ste. 332 Bryan, Texas 77803 and the APPRAISER: Steve Lovett 3 % o co L.oyerr Wc C I &Ie- S7A7?0JJ 0 77 7785 for the following PROJECT: Market value appraisal of approximately 3.06 acres of noncontiguous land located adjacent to Jones- Butler Road, College Station, Texas. The COUNTY and APPRAISER agree as set forth below. ARTICLE I APPRAISER'S RESPONSIBILITY 1.1 APPRAISER'S SERVICE 1.1.1 The APPRAISER'S services consist of those services performed by the APPRAISER, APPRAISER'S employees and the APPRAISER'S consultants as enumerated in Articles 2 and 3 of this Agreement. 1.1.2 The APPRAISER'S services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the Work. The APPRAISER shall submit for the COUNTY'S approval a schedule for the performance of the APPRAISER'S services which may be adjusted as the Project proceeds and shall include allowances for periods of time required for the COUNTY'S review and for approval of submissions by authorities having jurisdiction over the Project. Time limits established by this schedule approved by the COUNTY shall not, except for reasonable cause, be exceeded by the APPRAISER or the COUNTY. ARTICLE II SCOPE OF APPRAISER'S BASIC SERVICES 2.1 DEFINITION A ement Between County and APPRAISER D 6 '/ Page I of 5 gre ty Vin,. _ I 2.1.1 The APPRAISER'S Basic Services consist of conducting a market value appraisal of approximately 3.06 acres of noncontiguous land located adjacent to Jones - Butler Road, College Station, Texas. ARTICLE III ADDITIONAL SERVICES DELETED INTENTIONALLY ARTICLE IV COUNTY'S RESPONSIBILITY 4.1 The COUNTY shall provide full information regarding requirements for the Project 4.2 The COUNTY shall designate a representative authorized to act on the COUNTY'S behalf with respect to the Project. The COUNTY, or such authorized representative, shall render decisions in a timely manner pertaining to documents submitted by the APPRAISER in order to avoid unreasonable delay in the orderly and sequential progress of the APPRAISER'S service. 4.3 The COUNTY shall give prompt written notice to the APPRAISER if the COUNTY becomes aware of any fault or defect in the Project or non - conformance with the contract documents. Any delay by the COUNTY in providing said notice shall not constitute a waiver, a bar or act to estop the COUNTY from exercising any of its rights under this contract. 4.4 Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by the APPRAISER, obtain advice of an attorney, insurance counselor and other consultants as the COUNTY deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of the APPRAISER. 4.5 The proposed language of certificates or certifications requested of the APPRAISER or the APPRAISER'S consultants shall be submitted to the APPRAISER for review and approval at least 14 days prior to execution. The COUNTY shall not request certifications that would require knowledge or services beyond the scope of this Agreement. ARTICLE V INTENTIONALLY DELETED. ARTICLE VI USE OF APPRAISER'S DRAWINGS, SPECIFICATIONS AND OTHER DOCUMENTS 6.1 The COUNTY shall be the absolute and unqualified owner of documents prepared pursuant to this Agreement by the APPRAISER with the same force and effect as if the COUNTY prepared same. Ageement Between County and APPRAISER �� C) r',. iage 2 of 5 ARTICLE VII TERMINATION, SUSPENSION OR ABANDONMENT 7.1 This Agreement may be terminated by either party upon not less than fourteen (14) days written notice should the other party fail to substantially perform in accordance with the terms of Us Agreement through no fault of the party initiating the termination. 7.2 If the COUNTY suspends the Project for more than thirty (30) consecutive days, the APPRAISER shall be compensated for services performed prior to notice of such suspension. 7.3 This Agreement may be terminated by the COUNTY upon not less than fourteen (14) days written notice to the APPRAISER in the event that the Project is permanently abandoned. If the COUNTY abandons the Project for more than ninety (90) consecutive days, the APPRAISER may terminate this Agreement by giving written notice. 7.4 If the COUNTY fails to give prompt written authorization to proceed with any phase of services after completion of the immediately preceding phase, the APPRAISER may, after giving seven (7) days written notice to the COUNTY, suspend services under this Agreement. 7.5 In the event of termination that is not the fault of the APPRAISER, the APPRAISER shall be compensated for services performed prior to termination, together with Reimbursable Expenses, if any, then due. 7.6 APPRAISER shall bill and collect all fees and costs from BCS Jones Butler 37.26, L.P.; however, APPRAISER acknowledges that COUNTY is the client and all privity of contract exists between APPRAISER and COUNTY, and no third parties. ARTICLE VIII MISCELLANEOUS PROVISIONS 8.1 Unless otherwise provided, this Agreement shall be governed by the law of the principal place of business of the COUNTY. Venue for any dispute or disagreement regarding the terms of this Agreement shall be in Brazos County, Texas. 8.2 Causes of action between the parties to this Agreement pertaining to acts or failures to act shall be deemed to have accrued and the applicable statutes of limitation shall commence to run not later than either the date of Substantial Completion, or the date of issuance of the final Certificate for Payment for acts or failures to act occurring after Substantial Completion. 8.3 The COUNTY and the APPRAISER respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representative of such other party with respect; to all covenants of this Agreement. Neither the COUNTY nor the APPRAISER shall assign this Agreement without the express written consent of the other party. 8.4 This Agreement represents the entire integrated agreement between the COUNTY and the APPRAISER and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both the COUNTY and the APPRAISER. Agreement Betxten County and APPRAISER /nl K' /- fte3 of 8.5 Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the COUNTY or the APPRAISER. 8.6 COMPLIANCE AND STANDARDS. The APPRAISER agrees to perform the work hereunder in accordance with generally accepted standards applicable thereto, and shall use that degree of care and skill commensurate with the profession to comply with all applicable state, federal and local laws, ordinances, rules and regulations relating to the work to be performed hereunder and the APPRAISER'S performance. 8.7 INDEMNIFICATION: APPRAISER shall save and hold harmless the COUNTY from and against any and all claims and liability due to activities of the APPRAISER, its agents or employees, performed under this Agreement and which result from any negligent act, error, or omission of the APPRAISER, or of any person employed by the APPRAISER. The APPRAISER shall also save harmless the COUNTY from and against any and all expenses, including attorney's fees which might be incurred by the COUNTY in litigation, or otherwise, resisting said claims or liabilities which might be imposed on the COUNTY as the result of such activities by the APPRAISER, its agents or employees. ARTICLE IX PAYMENTS TO THE APPRAISER 9.1 APPRAISER SHALL INVOICE BCS JONES BUTLER 37.26, L.P. FOR ALL SERVICES, COSTS AND FEES ASSOCIATED WITH THE PROJECT. ARTICLE X OTHER CONDITIONS OR SERVICES 10.1 INSURANCE 10.1.1 The APPRAISER shall file with the COUNTY a Certificate of Errors and Omissions Insurance having minimum limits of One Million and No /100 Dollars ($1,000,000.00) for each occurrence and annual One Million and No /100 Dollars ($1,000,000.00) aggregate. Such Errors and Omissions Insurance shall have a deductible not in excess of Two Hundred Thousand and No /100 Dollars ($200,000.00) self - insured. Such Certificate shall bear the endorsement "Not to be canceled without thirty (30) days prior notice to BRAZOS COUNTY, TEXAS." The APPRAISER shall maintain the Errors and Omissions Insurance at all times this Agreement is in effect and for a period of five (5) years after completion of the Project. Failure to maintain the required insurance shall be deemed to be a material breach of this Agreement. 10.1.2 The APPRAISER shall also provide Worker's Compensation, automobile and comprehensive general liability policies. The APPRAISER shall deliver the insurance certificates to the COUNTY. The coverage provided herein shall contain an endorsement providing thirty (30) days notice to the COUNTY prior to any cancellation of coverage. Said coverage shall be written by an insurer acceptable to the COUNTY and shall be in a form acceptable to the COUNTY. If the APPRAISER has canceled or allowed to lapse any of these insurance policies then the COUNTY may pay for such insurance and may hold the amount of such payment out of the APPRAISER's fees or be otherwise reimbursed. Failure to maintain the required insurance shall be deemed to be a material breach of this Agreement. This Agreement entered into as of the day and year first written above. Pa e4 or5 Agreement Between County and APPRAISER g The undersigned officers and/or agents of the parties hereto are the properly authorized officials and have the necessary authority to execute this Agreement on behalf of the parties hereto, and each party hereby certifies to the other that any necessary resolution extending said authority have been duly passed and are now in force and effect. BRAZOS COUNTY, TEXAS - Q l� Duane Peters, County Judge Acting by and through the authority of the Brazos County Commissioners Court Attest: L4911 W1 I Approved as otm: Assis County Attorney APPRAISAL FIRM by: Steve Lovett Principal Agreemcnt Between County and APPRAISER 19 11Z O 0 Page S of 5 i 5 gt , �3- c 1% _ F _ F IN Friday, May 8"', 2015 Mike Gentry Via Electronic Mall C/O SCS Jones Butler 37.26, LP West, Webb, Allbritton & Gentry, P.C. 1515 Emerald Plaza College Station, Texas 77845 Re: Appraisal of the current Market Value of the real property in owned by Brazos County in +/- 3.06 acres of non contiguous land and near the existing Tones - Butler Road right -of -way, Cra Burnett League, A -7, Brazos County, Texas. Dear Mr. Gentry: Upon the Brazos County Commissioner's Court approval of the Agreement Between County and the Appraiser, and BCS Jones Butler 37.26, LP agreement to pa the appraisal fee, I will prepare an appraisal of the above referenced property. The purpose of the appraisal will be to estimate the current Market Value of the real property interest owned by Brazos County In +/- 3.06 acres of non - contiguous land along and near the existing Jones - Butler Road right -of -way in the Crawford Bu nett League, A -7, Brazos County, Texas. The Honorable Judge Duane Peters anc the Commissioners' Court will be the client and Intended user of the appraisal. It is understood the fee for the appraisal will be $3,450, and will be due upon del very of three copies of the report addressed to Judge Peters, It is further understoo the appraisal fee will be paid by BCS Jones Butler 37.26, LP. The appraisal wi I be delivered on or before 45 days from the date both agreements are fully execute 1. The appraisal will be an independent estimate of market value and the payment c rthe fee shall not be contingent upon any value estimate reported. The appraisal w II be prepared in compliance with the Uniform Standards of Professional Appraisal Pra tice (USPAP), Thank you for the opportunity to be of service. Sincerely yours, 5keve4l. 74_,a* "AovAr ....... Steven- Trent.Lovett...... ..... .... - State Certified Gemral Real Estate ADpralser CertiRate Na. Tx- 1327517 -G Attachments / Enclosures • Conditions of Appraisal Agreement • Assumptions and Limiting Conditions 3600 Lovett Lane, College Station, Texas 77845 - Tele: 979.774.8943 - Fax: 979.774.7133 • Email: Page 2 of 5 CONDITIONS OF APPRAISAL AGREEMENT 1. Premise: The appraisal report will comply with the Professional and Ethical Standards as set forth by the Uniform Standards of Professional Appraisal Practice (USPAP). The appraisal will be addl`essed to the client, or as directed by the client. 2. Compensation: The fee is due and payable as designated in the contract letter; the retainer, if any, is to be mailed to S. T. Lovett and Associates along with a signed copy of this Condit) ns of Appraisal Assignment which constitutes authorization to start the assignment. The appraisers compensation Is In no event contingent upon a predetermined value or conclusion. 3. Completion Date: Every effort will be made to deliver the reports as per the specified date In the contract letter. If delays occur for reasons beyond the appraiser's control, such as not receiving necessary data required from the client in a timely manner, changes in the scope of services of the assignment, acts of God, etc., the due date will be extended. 4. Changes: The appraiser will complete the assignment to the best of his ability In compliance with professional and ethical standards of the appraisal Industry. Assignment changes that are not in keeping with these standards will necessitate a new contract letter and renegotiation of the original fee; or billed at a time basis, plus a possible surcharge above the original fee. S. Cancellation: This agreement may be canceled by the client by written notice, or tele hone, followed by written notice to the appraiser. All services expended to the date of cancellation NIII be billed by a statement based on professional time and expenses Incurred. 6. Collection: All appraisal fees and expenses are due upon delivery of the report. A late charge of 1% per month of the total shall be Imposed on balances unpaid 30 days after the date of stat ment. The client will be responsible for all reasonable costs Incurred in collecting any and all fees, including court costs and attorney's fees. 7. Additional Report Copies: Additional copies will be furnished upon request, and payment of $0.75 per page per report. S. Assumptions & Limiting Conditions: This agreement and the completed report shall be subject to the attached Assumptions and Limiting Conditions, which will be Included In the appraisal r 1port. 9. Acceptance: Acceptance of and /or use of this appraisal report constitutes acceptance of the foregoing General Underlying Assumptions and General Limiting Conditions. The appraiser's duties, pursuant to the employment to make the appraisal, are complete upon delivery and acceptance of the appraisal report. However, any corrections or errors should be called to the attention �bf the appraisers) within 60 days of the delivery of the report. 10. Confidential Data: Data assembled for the assignment will remain the property of the Data.provided.by the. client, will_ be held in.flle, unless_otherwise Instructed_by the,clleat, and, confidential. However, the appraiser is authorized by the client to disclose the report to a representatives of the Texas Appraiser Licensing and Certification Board, if requested. I hereby agree to the terms and conditions of the appraisal as outlined above. .aake'e�ty Z,"v ' Lao?c%Ta Of Be-e, -"o-�A" EO rj.If K-- Date Page 3 of 5 ASSUMPTIONS AND LIMITING CONDITIONS GENERAL ASSUMPTIONS • To the best of the appraiser's ability, the analysis, opinions, and conclusions were deve the report was prepared in accordance with the Uniform Standards of Professional Practice (USPAP). and It is assumed title to the property is assumed to be good and merchantable, and In fees simple, unless otherwise stated. The appraiser assumes no responsibility for matters of a legal nature affecting the property appraised or the title thereto, nor does the appraiser render an i opinion aS to the title, • The property is appraised free and clear of any or all (tens or encumbrances unless otherwise stated. I • It is assumed that the severance of the mineral rights will not affect the surface value of the subject property. • Responsible ownership and competent property management are assumed. • The Information furnished by others Is believed to be reliable. However, no warranty lsgiven for Its accuracy. • All engineering Is assumed to be correct. There has not been an engineering survey of the structural stability of the Improvements, if any, supplied to this firm or Its employees regarding the subject property. It is assumed that there are no significant problems associated with any improvement that will detract from the Investment potential of the property. The plot p ans and Illustrative material in this report are Included only to assist the reader In visualizing the property. • The appraiser(s) assume that there are no hidden or unapparent conditions of the 0party, subsoil, or structures that render It more or less valuable than otherwise comparable p operty. There has not been a soil or subsoil study supplied to this firm or Its employees rega Ing the subject property. It will be assumed that no adverse soll or subsoil conditions exist th�t would affect the long term investment potential of the property. No responsibility Is assumed forsuch conditions or for arranging for engineering studies that may be required to dlscov r them. Furthermore, the appraiser is not an expert In determining the presence or ab ence of hazardous substance, defined as all hazardous or toxic materials, waste, pollu ants or contaminants (Including but not limited to asbestos, PCB, UFFI, communicable diseases from present or former occupants, or other raw materials or chemicals) used In constriJction or otherwise present on the property. The appraiser assumes no responsibility for the studies or analysis which would be required to conclude the presence or absence of such substances or for loss as a result of the presence of such substances. Thevalue estimate reported herein s based on the assumption that the subject property Is not so affected. It- Is -assumed- that-there 4s. full -compliance- with -all--appllcable federal, --statel-a -local -- - - - - -- environmental regulations and laws unless noncompliance Is stated, defined, and considered in the appraisal report. • It Is assumed that all applicable zoning and use regulations and restrictions have been cccI plied with, unless a nonconformity has been stated, defined, and specifically considereq n the appraisal report. • It Is assumed that all required licenses, certificates of occupancy, consents, or other Ieli lative or administrative authority from any local, state, or national government or private en Ity or organization have been or can be obtained or renewed for any use on which the value eslimate contained in this report Is based. Page 4 of 5 It Is assumed that the utilization of the land and improvements Is within the boundarles or property lines of the property described and that there is no encroachment or trespass unless specifically noted in the report. It Is assumed that all mechanical fixtures, If any, Including, but not limited to, electrical, plumbing, HVAC and structural items are In working order and not subject to significant deferred maintenance unless otherwise stated In this report. Furthermore, It is assumed that all plumbing and electrical work complies with all applicable rules, regulatl ons, codes and standards unless otherwise stated In this report. Special assumptions may have been made In some of the sections of the report for the purpose of determining an estimate of value. These assumptions are necessary in regard to such Items as hidden construction details, etc. These assumptions are based upon the best knowledge and judgement of the appraiser, and are believed to be typical of the actions of buyers, sellers and Investors In the market. LIMITING CONDITIONS The appraiser has no present or prospective Interest In either the property being appraised, or with the parties involved. • The appraiser will not be required to give consultation, testimony or appear In court bebause of having made the appraisal with reference to the subject property In question; unless arrangements have been previously made. • Possession of the report does not carry with it the right of publication. Out- of- context'quoting from or partial reprinting of this appraisal report Is not authorized. Further, neither all 'nor any part of this appraisal report shall be disseminated to the general public by the use of media for public communication without prior written consent of the appraisers signing this appraisal report. • Disclosure of the contents of this report is governed by the Texas Appraiser Licensing and Certification Board. Neither all nor any part of the contents of this report (especially any conclusions as to value, or the Identity of the appraisers or the firm with which they are connected) shall be disseminated to the public through advertising media, public relations media, news media, sales media, or any other public means of communication without prior consent and approval of the authors. • The distribution of the total valuation In this report, between land and Improvements, Is applicable only as a part of the whole property. The land value, or the separate value of the improvements, must not be used In conjunction with any other appraisal or estimate and is Invalid If so used. An appraisal related to an estate In land that Is less than the whole fee simple estate, applies only to the fractional Interest Involved. The value of this fractional Interest plus the value of all other fractional interests may or may not equal the value of the entire fee simple estate _ _...._..considered as -a.. whole—Where. property-rights ...other.than ..fee_title...are ..the .subject. of the.._._..._ . _ ....... appraisal, the property rights appraised will be specifically outlined In the letter of transmittal and the report. All information, comments and conclusions appertaining to the subject and other properties represent the personal opinion of the appraiser formed after examination of the property or properties. While It Is believed that the Information, estimates, analyses and concluslons drawn therefrom are correct, the appraiser does not guarantee them and assumes no liability for errors In facts, analysis or judgement. The Americans with Disabilities Act ( "ADA") became effective January 26, 1992. The F has not made a specific compliance survey and analysis of this property to determine Vol, II O pg. % Page 5 of 5 or not It Is In conformity with the various detailed requirements of the ADA. It Is possible that a compliance survey of the property, together with a detailed analysis of the requirements of the ADA, could reveal that the property Is not In compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Since the appraiser has no direct evidence relating to this issue, possible noncompliance with the requirements of ADA in estimating the value of the property has not been considered. • No environmental Impact studies were either requested or made In conjunction with this appraisal report. The appraiser thereby reserves the right to alter amend, revise, or rescind any of the value opinions based upon any subsequent environmental Impact studies, research of Investigation. • The appraisal report related to a geographical portion of a larger parcel Is applied only to such geographical portion and should not be considered as applying with equal validity to other portions of the larger parcel or tract, The value for such geographical portions may or may not equal the value of the entire parcel or tract considered as an entity. • Acceptance of and /or use of this appraisal report constitutes acceptance of the foregoing General Underlying Assumptions and General Limiting Conditions. The appraiser's duties, pursuant to the employment to make the appraisal, are complete upon delivery and acceptance of the appraisal report. However, any corrections or errors should be called to the attentlon of the appraiser(s) withln 60 days of the dellvery of the report. Brazos County Purchasing Department 200 S. TX AVE., SUITE 352 BRYAN, TX 77503 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 proposals on the following: DATE: May 6, 2015 BID NUMBER: REQUEST FOR PROPOSAL NUMBER: 2015 -24 REQUEST FOR QUALIFICATIONS NUMBER: TITLE: Construction of Fleet Facility REQUESTING DEPARTM APPROVAL SIGNATURE: DATE APPROVED: Vol. Pg._7 is BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT: Road & Bridge MEETING DATE: May 12, 2015 SUBJECT: Temporary Utility Permit — Halcon Resources Consider and take action on the Halcon Resources utility permit to install temporary 10" aluminum water line within and along the right -of -way of Burt Road. Project will provide water to oil well. Site is located in Precinct 4. SUBMITTED BY: Q'& 'W' Darrell W. Kolwes Right of Way Agent This request is APPROVED BY: Irma C ey Commissioner Precinct 4 by Commissioners' Court Peters, County Judge DATE: 511 °V'S APPLICATION FOR WATER UTILITY PERMIT DESIGNATING PLACEMENT OF UTILITY IN COUNTY RIGHT OF WAY TO: THE COUNTY ENGINEER OF BRAZOS COUNTY, TEXAS Pursuant to the Texas Utility Code, Section 181.024, comes now Halcon Resources [company name], hereinafter referred to as "Company" a Texas [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: Facility to Cross Road Road Name & Block Number Length of Crossing TYPE OF CONSTRUCTION CHECK ONE Depth Distance Bored lacked Driven Cased Burt Road 30 °41'12.27 "N 30041'21.47 "N On Surface 0.77 mile 96 027'04,78 "W 96 026'31.43 "W Facility to Parallel County Road Within Right -Of -Way Road Name and Block Number From To Depth Distance Burt Road 30 °41'12.27 "N 30041'21.47 "N On Surface 0.77 mile 96 027'04,78 "W 96 026'31.43 "W CONSTRUCTION TYPE 10" Diameter Wan Thickness PROJECT WILL LAY TEMPORARY 10" Material Specification Aluminum Maximum Operation Pressure 50 PSI ALUMINUM WATER LINE ALONG RIGHT OF WAY. 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 IN). If such construction is not begun by the 601' 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 pr attempted exercise by said holder of the aforesaid rights and privileges. VOL Pg'._ 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 PRECAUTION 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 jar damages and/or destruction of lines, cables, etc, based upon ifs 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 for 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 lime, 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 ApplicamlCompany. Failure to obtain this permit and/or notify the County Engineer's Office within 24 hours of beginning construction shall constitute grounds for job shuldown. 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. c.ot\ RQso��ce 5 Company Name B: S' ature won e-(' Title X700 Address ( City ' State Zip 1� - 7 �,``� - 9L1 Telephone Number r� J M� cL %r\ Email: Vol. �2 0 pg. �� 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 5� — q- — /(!�— except as noted below: EXCEPTIONS: (Month/Day/Year) Ae Brazos County Engineer Vol. d Pg. �� i /| � � +. £ j / E 0 $ k ) k 0 a 0 } $ a § j 2 2 2 S � E I CI � o- «aa Vo . E��� / / LU o \ z R G HT «_y f / \ \ / \ \ § < § \ } g 2 « LLJ / \ \ § / % } LLI \ / < � o 3 < \ 2 UJ _ E / 2 k ® 9 / ® / / \ \ / m ¥ 2 / \ 7 \ 2 § Q § § § § 0 7 7 k > EKI < k¢ § < / 00< Eb» < zV) e � o- «aa Vo . E��� 3 �.r 4= . f a • o �4 q $ v 0 N s e v, ir W a4t j m s r f ir O M ^� l , /r. a d _N 3 �.r 4= . f a • o �4 q $ v 0 N s e v, 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 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. 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 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 overnight, requires specific ni hg ttime traffic control measures pursuant to the TMUTCD; V01._ pg. �� 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 anytime work is being performed. 3. Plan must set forth the time of completion for the job. 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. 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 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 feet. 4. Water Lines: All water lines must be a minimum 3&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 to 2 feet, nominally 1' Phone — 2 to 4 feet, nominally 3' Gas — 4 to 6 feet, nominally 5' Cable -6 to 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 fmal approval of each utility location. 7. The length of any trench to be opened in advance of the pipe, conduit or duct's 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 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; Vol. o< o� pg �� 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. 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 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. 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, 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 Corps of Engineers for all designated wetlands and environmentally sensitive lands. E. Emereencv 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 Iv. C;)-2 A�� 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 existine facilities 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. G. Relocation of utilities 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 at the expense of the Utility Company. 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 - 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 Type of Pipeline (below deenest 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 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. Fei 9, pi�Igg gg 8 g.°,n2:o�eeR� tE3x -•��^.SS�FCa leis F�= °:A�3ffiR� 1 n� + Olt e�gt sus §_ E ' 9 Este. t`P 7 ;5 11 � �c 2 O W 55�� "aa5YgRgS5 ejj"g� $yg58ffi �i ^— gw` W 1� gig a g— H B�S eigg salls 2�p_oh -Si@f M. `H sag S �N i €gya���gigiR a » mgt5 _____________— ,__ —___ 5 xS C ..vwous " • � } ! 1 • .w onus a ae a IwIMV$ JMImV9 IAL 09 r W9 of +w+ A ILEA w. 9s xt I-At vin W+09 x1• <Dyg 1M Inc.19 daG I1nV9 a ,eo lrws ��'°tn u•. oAd•.e dea .c �F� a�x CHSEk S I safvrq .n v.ln. s� . .o • � e .\ IsPn • IVf 1. NI• wi'.e. kkiiicnwoa... e. +M... n..:w .. :.an�a ,m ..R or Aa ay.. • w\ eM 1. R\�o.sn q1 '. \o. MI \Gild .Vlnwi�irorol. RV pwanN of I�fA •I V\ !. •�n � ryyljlliYlO Vol. Pg. .p f W O J 7 O w x 8 N U Z= i O N O W a u .U.• Z > W C � U Y pK 3 W O w J O x� a w V 4.1 CL V) ci Y W O C % 0 � N O v � 2Q' _ 1 W �OC a W V C U ~ Q C>C N u Y O BRAZOS COUNTY, TEXAS BUDGET AMENDMENT(S) FOR THE 2014 -2015 BUDGET YEAR NO. 14/15 32.1— 32.11 On this the 12th day of May 2015 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 12th day of May 2015 the Courtheard and approved a budget amendment for the 2014 -2015 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 9 September 2014, the following amendment(s) to the original budget are hereby authorized, as described on the attached page(s). ADOPTED AND APPROVED this the 12th day of May 2015. THE COMMISSIONERS COURT OF BRAZOS COUNTY, TEXAS. By: 9� Duane Peters, County Judge Original: County Clerk's Office and Attached to the original budget L— c--) �// -_ 1� BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14115 - 32.1 of funds to the correct account for the APC Transfer Power Switches Project and Network Switch Project Items that were VoL C) Pg.G� BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14115 - 32.2 D il�_�� Date Vol. — aC Pg.� - to BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14115 - 32.4 Vol. o� -' c) Pg._-.2 _ Reallocation BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No, 14115 - 32.4 C� P9 I BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14/15 - 32.5 two Vol. G Pg� BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14115 - 32.6 of funds to install a 15' light pole at the entrance of the Expo. This will provide better lighting to Lenord Road and better traffic Constable Pct. #3 to the BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14/15 - 32.7 G �T �5jla /! Approval - Date Vol. �� BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14/15 - 32.8 :YiC�C {4R ". Lo b pg 97 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14115 - 32.9 5/12/2015 FUND DIV ACCT PROJ DRICR ACCOUNT NAME Increase Decrease 0100 11001500 61130000 CR Contingency 1316-8-0.43 0100 91110000 DR Transfer to Capital Improvement Fund 13 680.43 4500 49028000 CR Transfer from General Fund 13 680.43 4500 63000500 80286000 CR Equipment - Other 162 369.57 4500 63000500 80211000 DR Computer Software 176,050.00 General Contingency Fund and Capital Improvement IT Reallocation of funds to the proper account for the Tiburon RMS Project. 51►A1 i y Judge Approval .. _... ___ _ Date BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14/15.32.10 5/12/2015 -- Reallocation of funds to purrhm three tables diet were brokm byj�enile youth. BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 14115 - 32.11 5/1212015 fj9�17`ij�r_i'SK�lli- 1,❑y(� ACCOIATAAME m 1 11 111 11 :I 111 -� �- Pg. /6 C/ PERSONNEL (� CHANGE OF STATUS REQUESTS Commissioner Court Date: May 12, 2015 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 Brazos Center Brazil, Adam Resignation Brown, Matthew New Hire Urso, Kylie New Hire District Attorney Chavarria - Sifuentez, Maritza Promotion District Clerk Morrison, Martha Reinstated Juvenile Burns, Pamela J New Hire Records Management Horn, Aubrey New Hire Lanehart, Ginger Resignation Road and Bridge S.O. — Admin Talley, Diana Hernandez, Salomon Hines, Scott Martinez, Paul Pollock, John Approved in Commissioners' Court: May 12, 2015: County Judge's or Commissioner's Signature: (This Copy to be attached to minutes) Step Increase Promotion Transfer w /in Dept. Transfer w /in Dept. Transfer wfin Dept. 1 2O Ms. Kendra L. Suhling Taus Board of Legal 8peolaeaWn Brazos County 300 East 26th Street Suite 1300 Bryan, Texas 77803 Re: Preparation and Filing of Petition for H -1 B Status on behalf of Prarthana Banerji Dear Ms. Suhling: Thank you for the opportunity to be of service to Brazos County (the "County "). We will endeavor to provide the highest quality legal services In a responsive, efficient manner if engaged. We would like to take a moment to clarify the terms and conditions of our representation. Scope of Service You have asked our firm to represent the County in connection with preparing and filing of an H- 113 petition on behalf of Prarthana Banerji with U.S. Citizenship and Immigration Services (USCIS). It is our understanding that Ms. Banerji is currently in H -18 status and will port from another employer. We have to determine that Ms. Banerji is currently in compliance with H -16 status before submitting any petition to port. The normal limitation for H -1B status is six consecutive years under the regulation, which is applicable to multiple employers. The County understands that we are not its general counsel and that our acceptance of this engagement does not involve representing the County's interests in any matter other than that described above. Furthermore, the County understands that we do not have a continuing obligation to advise the County concerning subsequent legal developments that might have a bearing on its affairs generally. After the completion of the matter as to which we are representing the County, we will not have a duty to advise the County of subsequent legal developments that might have a bearing on that matter. The County understands that the matter as to which you have asked us to represent it in connection with may have federal or state tax consequences. You have advised us that the County does not wish to retain our firm with respect to any tax or business planning matters, and consequently such matters are not within the scope of this engagement. California I Illinois I Michigan I Minnesota I Texas I Washington D:C. /off 6011497.1_ __ Dykema Cox Smith ®VI <EMA COX SMITH Wells Fargo Plaza 229- Nedh– MnsesStreet- 60te3000 — EI Paso, Texas 79901 WWW.DYKEMA.COM Tel: 915.541.9300 Fax: 915.541.9399 Direct Dial: 915.541.9360 Email: kwalkero@dykema,com May 6, 2015 Kathleen Campbe4 WaGar Via e-mail, KSuhlinana brazoscountvtx.aov Soxd Ceredad In tmmlpranUm and 140onalo Low Ms. Kendra L. Suhling Taus Board of Legal 8peolaeaWn Brazos County 300 East 26th Street Suite 1300 Bryan, Texas 77803 Re: Preparation and Filing of Petition for H -1 B Status on behalf of Prarthana Banerji Dear Ms. Suhling: Thank you for the opportunity to be of service to Brazos County (the "County "). We will endeavor to provide the highest quality legal services In a responsive, efficient manner if engaged. We would like to take a moment to clarify the terms and conditions of our representation. Scope of Service You have asked our firm to represent the County in connection with preparing and filing of an H- 113 petition on behalf of Prarthana Banerji with U.S. Citizenship and Immigration Services (USCIS). It is our understanding that Ms. Banerji is currently in H -18 status and will port from another employer. We have to determine that Ms. Banerji is currently in compliance with H -16 status before submitting any petition to port. The normal limitation for H -1B status is six consecutive years under the regulation, which is applicable to multiple employers. The County understands that we are not its general counsel and that our acceptance of this engagement does not involve representing the County's interests in any matter other than that described above. Furthermore, the County understands that we do not have a continuing obligation to advise the County concerning subsequent legal developments that might have a bearing on its affairs generally. After the completion of the matter as to which we are representing the County, we will not have a duty to advise the County of subsequent legal developments that might have a bearing on that matter. The County understands that the matter as to which you have asked us to represent it in connection with may have federal or state tax consequences. You have advised us that the County does not wish to retain our firm with respect to any tax or business planning matters, and consequently such matters are not within the scope of this engagement. California I Illinois I Michigan I Minnesota I Texas I Washington D:C. /off 6011497.1_ __ Ms. Kendra L. Suhling May 6, 2015 Page 2 While this letter is intended to address the specific legal services described above, these terms and conditions will also apply to any additional legal services that we may agree to provide in the future. Required Initial Information: To proceed with our analysis of H -1B eligibility for a prospective employer, we would need the following information to start: • Name /contact information for the employer representative with whom we should discuss the proposed H -18 position, including title, proposed salary, and minimum academic and prior experience requirements for the position. • Email address and phone contact information of proposed employee, • Proposed start date. • Copy of offer letter. We are attaching a document Intake checklist for your reference. We would normally send the proposed a link electronically for document and Information intake via our case management system post engagement. Preparation of a petition for H -16 status involves communications with the employer's representative(s), USCIS, the Department of Labor ( "DOL "), and the compilation of documents for presentation to USCIS and the DOL. There USCIS filing fees for the HAB petition are available at www.uscls.00v, but they Include: $325.00 for the 1 -129 Petition filing fee, $500.00 for the Fraud Prevention and Detection fee, and $7501$1,500.00 for the H -16 program fee. USCIS charges an additional $1,225.00 for the premium processing service, which is optional,and requires USCIS to adjudicate the H -1 B petition within 15 days, unless a request for evidence ( "RFE ") is necessary. We estimate the legal fees associated with the preparation and submission of the H -1 B petition and supporting documentation to USCIS, including assistance with the required Public Access File ( "PAF ") would cost between $3,900.00 to $4,300,00, for these legal services, not including costs and filing fees. This estimate does not Include the cost to respond to an RFE. Please note that the approval of an H -1 B petition Involves the creation of a timely PAF and payment of the higher of the actual or prevailing wage determined by the Department of Labor. Staffing I, Kathleen Campbell Walker and Susan Ramos, will be the attorneys primarily responsible for the representation, with the assistance of other attorneys and /or paralegals as may be appropriate. It is very Important that the County Is satisfied with our services and responsiveness at all times. When questions or comments arise about our services, staffing, billings, or other aspects of our representation, please contact me. My direct telephone number is 915 - 541 -9360 and my e-mail address is kwalker @dykema,com. In addition, we request that any e-mail correspondence to staff (e.g. administrative assistants, paralegals, secretaries) be VOI 6011497.1 Ms. Kendra L. Suhling May 6, 2015 Page 3 copied to the attorney assigned to your matter so that we can work effectively to provide you the most responsive service. It is our goal to provide quality legal services in an efficient, economical manner. This may require Involving other firm attorneys with the requisite skills, and paralegals, who are not attorneys but who prepare documents and do support work under an attorney's supervision. From time to time, two or more of our attorneys and /or staff may confer or attend meetings or proceedings on the County's behalf. Although this approach might seem to result in duplication of effort, it is our belief that this practice facilitates communication, improves the quality of the work, and better serves the County's legal needs. Responsibilities We will rely upon information and guidance provided by you and the County throughout this representation. To enable us to effectively represent the County, it agrees to fully and accurately disclose to us all facts that may be relevant to the matter or that we request. The County agrees to keep us apprised of developments relating to the matter. The County also agrees to assist and cooperate with us as appropriate in dealing with the matter. government. The County agrees that we shall communicate on a regular basis with you and /or the designated point of contact on this matter by the County and such other person(s) as may be designated in writing to us. Either at the beginning or during the course of our representation, we may express our opinions concerning the matter, various courses of action or the possible results. Any such statement made by any shareholder or employee of our firm is Intended to be an expression of opinion only, based on information available to us at the time, and must not be construed by the County as a statement of fact, promise or guarantee of any particular result. No guarantees are possible in matters such as this. Fees, Disbursements, and Other Charges Many factors are considered in determining our fees, Including the novelty and difficulty of the questions involved; the skill and amount of time required to perform the services properly; the experience, reputation, and ability of those performing the services; the likelihood that the engagement will preclude other employment; the time limitations Imposed by you or the circumstances; the amount involved and results obtained; and any other factors that may be relevant under applicable rules of professional conduct. Project billing, general billing, gat rate billing or other options best serve client needs on some projects. For other projects, our fees are based on the hourly rate for the attorneys and /or paralegals Involved. Each lawyer and paralegal has an hourly billing rate based generally on his or her years of experience and special skills. We multiply the hourly rate by the time spent on your behalf. Vol. 6011497.1 Ms. Kendra L. Suhling May 6, 2015 Page 4 The hourly rates for the attorneys who may work on this matter range from $295.00 to $475.00. The rate for paralegals is $125.00 to $155.00. Our initial engagement will be limited to preparing and filing the petition for W -1 B status on Ms. Banerji's behalf. If the County asks us to assist it with other matters, we will prepare a separate engagement letter for that representation. Please contact me If you have questions or concerns about our fees or billing procedures. Advance for Fees and Charges The County agrees to deposit $2,000.00 with us (to be deposited in the firm Trust Account) as an advance towards the legal fees In connection with our representation. The advance will be deposited In our Trust Account. We will charge legal fees and charges against the advance and credit them on our billing statements, These fees DO NOT INCLUDE FILING FEES, which are to be paid directly by the County to USCIS. In the event our fees exceed the advance deposited with us, we will bill the County for the excess. Otherwise, any unused portion of the deposit will be returned to the County at the conclusion of our representation. Typical causes of legal time being increased on matters include, but are not limited to: 1. incomplete information provided. 2. Multiple follow -ups to obtain information. 3. Failure to disclose relevant information. (e.g. prior filings, correspondence, arrests, visa applications, determination of Inadmissibility, immigration or customs violations, etc. 4. Translations. Conflicting Representation It is agreed that our firm reserves the right to continue to represent or to undertake to represent existing or new clients in any matter that Is not substantially related to our work for the County. Our firm agrees, however, that the prospective consent to conflicting representation reflected In the preceding sentence shall not appty in any instance where, as the result of our representation of the County, we have obtained sensitive, proprietary or otherwise confidential information that, if known to any such other client of ours, could be used in any such other matter by such client to the County's material disadvantage. Electronic Communications Technology is ever evolving and electronic communications cannot be fully protected from unauthorized interception. In addition, human error may at times result in electronic communications being missent, Nonetheless, for efficiency purposes, the County authorizes the firm to transmit information, including information of a confidential nature relating to our representation of the County by facsimile, unencrypted e-mail or cellular telephone when we believe that Is appropriate. Should the County have any concerns about our use of facsimile, unencrypted e-mail or cellular telephone, it should advise us as to the preferred mode of transmitting such information relating to its work. sollaszl a .2- 0 AOL5� General Provisions Except as modified by the accompanying engagement letter, the following provisions will apply to the relationship between Cox Smith Matthews Incorporated and our clients: 1. The Iime for which a client will be charged will include, but will not be limited to, telephone and office conferences with a client and counsel, witnesses, consultants, court personnel, and others; conferences among our personnel; factual Investigation; legal research; responding to clients' requests to provide Information to auditors in connection with reviews or audits of financial statements; drafting of letters, pleadings, briefs, and other documents; travel lime; waiting time in court or elsewhere; and time in depositions and other discovery proceedings. 2. In addition to our fees, we will be entitled to payment or reimbursement for disbursements and other charges Incurred in performing services such as photocopying, messenger and delivery, air freight, computerized research, depositions, court transcripts, videotape recording, travel (Including mileage, parking, airfare, lodging, meals, and ground transportation), tong distance telephone, telecopying, word processing, court costs, and filing fees. To the extent we directly provide any of these services, we reserve the right to adjust the amount we charge, at any time or from time to time, as we deem appropriate, In light of our direct costs, our estimated overhead allocable to the services, and outside competitive rates. Unless special arrangements are made, fees and expenses of others that exceed $750.00 (such as experts, Investigators, witnesses, consultants, and court reporters) will not be paid by our firm and will be the responsibility of, and billed directly to, the client. 3. Although we may from time to time for a client's convenience, furnish estimates of fees or charges that we anticipate will be Incurred on a client's behalf, these estimates are subject to unforeseen circumstances and are by their nature Inexact. We will not be bound by any estimates except as otherwise expressly set forth In the engagement letter or otherwise agreed to by us in writing. 4. Fees, disbursements, and other charges will be billed monthly and are payable upon presentation. There often is an unavoidable delay In reporting disbursements and other charges, and therefore not all disbursements and charges may be billed at the same time as the related legal services. S. A client shall have the right at any time to terminate our services and representation upon written notice to the firm. Such termination shall not, however, relieve the client of the obligation to pay for all services rendered and disbursements and other charges made or incurred on behalf of the client prior to the dale of termination. 6. We have the right to terminate representation subject to applicable legal and ethical rules governing attorney - cllent relationships. We also have the right to terminate the representation for good cause or If the client's conduct interferes with an effective attorney - cllent relationship. Reasons for terminating the representation may Include, but are not limited to, the ollenfs failure to honor the terms of the engagement letter, the client's failure to pay amounts billed in a timely manner, the client's failure to cooperate or follow our advice on a material matter, or any fact or circumstances that would, In our view, Impair an effective attorney-client relationship or would render our continuing representation unlawful or unethical. We also reserve the right to withdraw from our representation if the continuation of the representation will result In an unreasonable financial burden on the firm or the client has rendered the representation unreasonably difficult. If we elect to do so, the client will take all steps necessary to free us of any obligation to perform further, including the execution of any document (Including forms for substitution of counsel) necessary to complete our withdrawal, and we will be entitled to be paid for all services rendered and disbursements and other charges made or Incurred on behalf of the client prior to the date of withdrawal. 7. The parties hereto agree that this Agreement Is performable in Bexar County, Texas and that the sole and exclusive venue for any claim arising under this Agreement shall be in the state and federal courts sitting to Boxer County, Texas. 6011487.1 Vol. i Pg.�G� lama I Texas to preserve and Improve our legal system. I am licensed by the Supreme Court of Texas. I must therefore abide by the Texas Disciplinary Rules of Professional Conduct, but I know that professionalism requires more than merely avoiding the violation of laws and rules. I am committed to this creed for no other reason than it Is right. THE TEXAS LAWYER'S CREED A MANDATE FOR PROFESSIONALISM Promulgated by The Supreme Court of Texas and the Court of Criminal Appeals November 7,1989 awyer. I am entrusted by the People of 4. 1 will advise my client that civility and I. OUR LEGAL SYSTEM A lawyer owes to the administration of justice personal dignity, Integrity, and Independence. A lawyer should always adhere to the highest principles of professionalism. 1. 1 am passionately proud of my profession. Therefore, "My word is my bond." 2. 1 am responsible to assure that all persons have access to competent representation regardless of wealth or position In life. 3. 1 commit myself to an adequate and effective pro bono program 4. 1 am obligated to educate my clients, the public, and other lawyers regarding the spirit and letter of this Creed. 5. 1 Will always be conscious of my duty to the judicial system. II. LAWYERTOCLIENT A lawyer owes to a client allegiance, learning, skill, and Industry. A lawyer shall employ all appropriate means to protect and advance the client's legitimate rights, claims, and objectives. A lawyer shall not be deterred by any real or imagined fear of judicial disfavor or public unpopularity, nor be Influenced by mere self - interest. 1. 1 will advise my client of the contents of this creed when undertaking representation. 2, 1 will endeavor to achieve my client's lawful objectives In legal transactions and in litigation as quickly and economically as possible. 3. 1 will be loyal and committed to my client's lawful objectives, but I will not permit that loyalty and commitment to Interfere with my duly to provide objective and Independent advice. 6011497.1 courtesy are expected and are not a sign of weakness. 5. 1 will advise my client of proper and expected behavior. 6. 1 will treat adverse parties and witnesses with fairness and due consideration. A client has no right to demand that I abuse anyone or indulge In any offensive conduct. 7. 1 will advise my client that we will not pursue conduct which Is Intended primarily to harass or drain the financial resources of the opposing party, 8. 1 will advise my client that we will not pursue tactics which are Intended primarily for delay. 9. 1 will advise my client that we will not pursue any course of action which Is without merit. 10. 1 will advise my client that I reserve the right to determine whether to grant accommodations to opposing counsel In all matters that do not adversely effect my client's lawful objectives. A client has no right to Instruct me to refuse reasonable requests made by other counsel. 11. I will advise my client regarding the availability of mediation, arbitration, and other alternative methods of resolving and settling disputes. 111. LAWYER TO LAWYER A lawyer owes to opposing counsel, in the conduct of legal transactions and the pursuit of litigation, courtesy, candor, cooperation, and scrupulous observance of all agreements and mutual understandings. III feelings between clients shall not Influence a lawyer's conduct, attitude, or demeanor toward opposing counsel. A lawyer shall not engage In unprofessional conduct In retaliation against other unprofessional conduct. 1. 1 will be courteous, civil, and prompt in oral and written communications, 2. 1 will not quarrel over matters of form or style, but I will concentrate on matters of substance. 3. 1 will Identify for other counsel or parties all changes I have made in documents submitted for review. 4. 1 will attempt to prepare documents which correctly reflect the agreement of the parties. I will not Include provisions which have not been Vol O °q, %O % agreed upon or omit provisions which are 17. 1 will comply with all reasonable discovery necessary to reflect the agreement of the parties, requests. I will not resist discovery requests 5. 1 will notify opposing counsel, and, If which are not objectionable. I will not make appropriate, the Court or other persons, as soon objections nor give instructions to a witness for when hearings, depositions, the purpose of delaying or obstructing the as practicable, atet meetings, conferences or closings are cancelled. discovery process. I will encourage witnesses to respond to all deposition questions which are 6. 1 will agree to reasonable requests for reasonably understandable. I will neither extensions of time and for waiver of procedural encourage nor permit my witness to quibble formalities, provided legitimate objectives of my about . words where their meaning Is reasonably client will not be adversely affected, clear. 7. 1 will not serve motions or pleadings in any manner that unfairly limits another party's opportunity to respond. 8. 1 will attempt to resolve by agreement my objections to matters contained In pleadings and discovery requests and responses. 9. 1 can disagree without being disagreeable. I recognize that effective representation does not require antagonistic or obnoxious behavior. I will neither encourage nor knowingly permit my client or anyone under my control to do anything which would be unethical or Improper if done by me. 10. 1 will not, without good cause, attribute bad motives or unethical conduct to opposing counsel nor bring the profession into disrepute by unfounded accusations of Impropriety. I will avoid disparaging personal remarks or acrimony towards opposing counsel, parties and witnesses. I will not be Influenced by any III feeling between clients. I will abstain from any allusion to personal peculiarities or idiosyncrasies of opposing counsel. 11. 1 will not take advantage, by causing any default or dismissal to be rendered, when I know the Identity of an opposing counsel, without first Inquiring about that counsel's Intention to proceed. 12. 1 will promptly submit orders to the Court. I will deliver copies to opposing counsel before or contemporaneously with submission to the Court. i Wil promptly approve the form of orders which accurately reflect the substance of the rulings of the Court. 13. 1 will not attempt to gain an unfair advantage by sending the Court or Its staff correspondence or copies of correspondence. 14. 1 wig not arbitrarily schedule a deposition, court appearance, or hearing until a good faith effort has been made to schedule it by agreement. 15. 1 will readily stipulate to undisputed facts In order to avoid needless Costs or Inconvenience for any party. 16, 1 will refrain from excessive and abusive discovery. 18. 1 will not seek Court Intervention to obtain discovery which is clearly improper and not discoverable. 19. 1 will not seek sanctions or disqualification unless it is necessary for protection of my client's lawful objectives or Is fully juslifed by the circumstances. IV, LAWYER AND JUDGE Lawyers and judges owe each other respect, diligence, candor, punctuality, and protection against unjust and Improper criticism and attack. Lawyers and judges are equally responsible to protect the dignity and independence of the Court and the profession. 1. 1 will always recognize that the position of judge is the symbol of both the judicial system and administration of justice. I will refrain from conduct that degrades this symbol. 2. 1 will conduct myself in Court in a professional manner and demonstrate my respect for the Court and the law. 3. 1 will treat counsel, opposing parties, the Court, and members of the Court staff with courtesy and civility. 4. 1 will be punctual. 5. 1 will not engage In any conduct which offends the dignity and decorum of proceedings. 6. 1 will not knowingly misrepresent, mischaracterize, misquote or miscue facts or authorities to gain an advantage. 7. 1 will respect the rulings of the Court. 8. 1 will give the Issues in controversy deliberate, Impartial and studied analysis and consideration. 9. 1 will be considerate of the time constraints and pressures Imposed upon the Court, Court staff and counsel in efforts to administer justice and resolve disputes. ORDER OF THE SUPREME COURT OF TEXAS AND THE COURT OF CRIMINAL APPEALS The conduct of a lawyer should be characterized at all limes by honesty, candor, and fairness. in 6011497.1 Vol. 0- Pg• o L fulfilling s or hot primary duty to a client, a C. L. Ray lawyer must be ever mindful of the profession's Raul A. Gonzales broader duly to the legal system. Oscar H. Maury Eugene A. Cook The Supreme Court of Texas and the Court of Jack Hightower Criminal Appeals are committed to eliminating a Nathan L. Hecht practice In our State by a minority of lawyers of Lloyd A. Doggett abusive tactics which have surfaced in many Justices parts of our country. We believe such tactics are a disservice to our citizens, harmful to clients, The Court of Criminal Appeals and demeaning to our profession. The abusive tactics range from lack of civility to outright hostility and obstructionism. Such behavior does not serve Justice but tends to delay and often deny Justice. The lawyers who use abusive tactics instead of being part of the solution have become part of the problem. The desire for respect and confidence by lawyers from the public should provide the members of our profession with the necessary Incentive to attain the highest degree of ethical and professional conduct. These rules are primarily asphational. Compliance with the rules depends primarily upon understanding and voluntary compliance, secondarily upon re- enforcement by peer pressure and public opinion, and finally when necessary by enforcement by the courts through their Inherent powers and rules already in existence. These standards are not a set of rules that lawyers can use and abuse to Incite ancillary litigation or arguments over whether or not they have been observed. We must always be mindful that the practice of law Is a profession. As members of a learned art we pursue a common calling In the spirit of public service. We have a proud tradition. Throughout the history of our nation, the members of our Citizenry have looked to the ranks of our profession for leadership and guidance. Let us now as a profession each rededicate ourselves to practice law so we can restore public confidence in our profession, faithfully serve our clients, and fulfill our responsibility to the legal system. The Supreme Court of Texas and the Court of Criminal Appeals hereby promulgate and adopt "The Texas Lawyer's Creed - A Mandate for Professionalism" as attached hereto and made a part hereof. In Chambers, this 71h day of November, 1989. The Supreme Court of Texas Thomas. R. Phillips, Chief Justice Michael J. McCormick, Presiding Judge W. C. Davis Sam Houston Clinton Marvin O. Teague Chuck Miller Charles F. (Chuck) Campbell Bill While M. P. Duncan, 111 David A. Berchelmann, Jr. Judges Franklin S. Spears 6011497.1 �/p�, _� pg. /G Jc Ms. Kendra L. Suhling May 6, 2015 Page 5 General Provisions The General Provisions attached to this letter set forth additional terms and conditions. These General Provisions are incorporated into this letter and apply to our representation to the extent not expressly Inconsistent with this letter. Complaint to State Bar The State Bar of Texas requires that we advise the County as follows: "The State Bar investigates and prosecutes professional misconduct committed by Texas attorneys. Although not every complaint against or dispute with a lawyer involves professional misconduct, the State Bar Office of General Counsel will provide you with information about how to file a complaint. For more information, you may call 1.800- 932 -1900. This Is a toll -free call." Texas Lawyer's Creed Under the Rules of the Texas Supreme Court and the State Bar of Texas, we are required to advise our clients of the contents of the Texas Lawyer's Creed, a copy of which is attached. If this letter correctly reflects the County's understanding of the terms and conditions of our representation, please sign the enclosed copy and return it and the deposit of $2,000.00 to the undersigned. Upon the County's acceptance, these terms and conditions will apply retroactively to the date we first performed services on the County's behalf. This letter will not become effective and we will have no obligation to provide legal services until the County's representative signs and returns the copy of this letter to the undersigned. This engagement letter proposal shall remain effective for acceptance by the County for 15 business days. We are pleased to have this opportunity to be of service and to work with the County. Very truly yours, DYKEMA COX SMITH By, ✓ lri-u Kathleen Cap1pbell Walker For the Firm I read and understand the terms and s set forth in this letter (Including the attached General Provisions) and agree to them. —� Date: r-�, ms pu p hers 6011497.1 20 PROMULGATED BY THE TEXAS REAL ESTATE COMMISSION (TREC) r UNIMPROVED PROPERTY CONTRACT wnaTIw NOTICE; Not For Use For Condominium Transactions 1. PARTIES: The parties to this contract are and _ ees Jones Buz to sell and convey to Buyer and Buyer acr 2. PROPERTY: Lot 4 -2e -2014 (Seller) agrees ,Block Addendum , Addition, r exas, Known as Jone s tl r 4 (address/zip coda), or as ascribed on attached exhiblt togelher with all rights, privileges and appurtenances pertaining thereto, including but not limited lo; water rights, claims, permits, strips and gores, easements, and cooperative or association memberships (the Property). 3. SALES PRICE: A. Cash portion of Sales Price pa able b Buyer at closing ................. $ B. Sum of all financing described below rexcluding any loan funding fee or mortgage Insurance premium) ...... . ......... . ...... . . ...... $ C. Sales Price (Sum of A and B) ...... ............................... $ 4. FINANCING (Not for use with reverse mortgage financing) The portion of Sales Price not payable In cash will be paid as follows: (Check applicable boxes below) ❑ A. THIRD PARTY FINANCING: One or more third party mortgage loans In the total amount of $ (excluding any loan funding fee or mortgage Insurance ppremlum), (1) Property Approve: If the Properly does not satisfy the lenders' underwrlting requirements for the loan(s) (including, but not limited to appraisal, Insurability and lender required repairs), Buyer may terminate this contract by giving notice to Seller prior to closing and the earnest money will be refunded to Buyer. (2 Credit Approval: (Check one box only tai attached Third Party Financing Addendum forCrieditApprofor val. the financing described In the ❑ (b) This contract is not subject to Buyer being approved for financing and does not Involve FHA or VA financing. ❑ B. ASSUMPTION: The assumption of the unpaid principal balance of one or more promissory notes described In the attached TREC Loan Assumption Addendum. E) C. SELLER FINANCING: A promissory note from Buyer to Seller of $ secured by vendor's and deed of trust lien, and containing the terms and conditions described in the attached TREC Seller Financing Addendum. If an owner policy of title Insurance is furnished, Buyer shall furnish Seller with a mortgagee policy of title Insurance, 5. EARNEST MONEY: Upon execution of contract by all parties, Buyer shall deposit $ 1.00 as earnest money with University Title company as escrow agent, at 1021 University Drive E. C3 Tx 77840 (address). Buyer shall deposit additional earnest money of with escrow agent within N/A days after the effective date of this contract. If Buyer falls to deposit the earnest money as required by this contract, Buyer will be In default. 6. TITLE POLICY AND SURVEY: A. TITLE POLICY: Seller shall furnish to Buyer at ❑ Seller's 9 Buyer's expense an ownees policy of title Insurance (Title Policy) Issued by University Ti a Cosenanv [34suring Buyer d exclusions cludln existing building and zoning ordlnancea) and the following excapdons: ed, Utility easements created by the dedloalion deed or plat of the subdivision Ih which the 6 The standard printed exception as to marital rights. 7 ;The standard printed exception as to waters, tidelands, beaches, streams, and related matters. (B)The standard printed exception as to discrepancies, conflicts shortages In area or boundary lines, encroachments or protrusions, or overlappping Improvements: x❑ 9 will not be amended or deleted from the title policy; C3 be amended to read, "shortages In area" at the expense of ❑ Buyer ❑ Seller, Initialed for identification by Buyer and Setter TREC NO. 9-11. w W,EA � fAcu:efi76ci1J66 Au v7rm.= Om,W,u RWV[a8 w8hypfam98yxfpLOeh 18010 FY1lOn ki"IImB, f,eaer, APoNgm (8046 wxxmm &aaO,ayb Vol. B. COMMITMENT: Within 20 days after the Title Company shall furnish to Buyer a commitment for title Insurance lealble coDles of restrictive covenants and documents ai rnt and Exceptlon lvery will be autci Is earlier. If, due are not delivered C. SURVEY: The survey must be made by a'registers( Title Company and Buyers lender(s). (Check one box El (1) Within 5 days after the effective date of Title Company Seller's existing survey of the Affidavit promulgated by the Texas Department to furnish the existing survey or affldavlt obtain a new survey at Sellers expanse no if the exlsting survey or affidavit Is not accept Buyer shall obtain a new survey at ❑ Seller's M ❑ (2) Within R/a OR days aft( Buyer's expense. Buyer Is , date specified In this paragra ❑ (3) Within days furnish a new survey to Buye D. OBJECTIONS: Buyer may obi disclosed on the survey 0th Commitment other than Items a special flood hazard area Management Agency map; or E. .to,,, = Tleaa Pe902018 4.28.2014 Delves a copy of this contract, Seller Dmmitment) and, at Buyer's expense, ono"' exceptions In the Commitment xcepiions. Seller authorizes the Title rments to Buyer at Buyer's address )ccuments are not delivered to Buyer ratically extended up to 15 days or 3 to factors beyond Setter's control, the within the time required, Buyer may to Buver. land surveyor acceptable to the contract, Seller shall furnish to Buyer and )party and a Residential Real Property Insurance (T -47 Affidavit). If Seiler falls hin the time prescribed, Buyer shall )r than 3 days prior to Closing Date. to Title Company or Buyer's lander(s), yer's expense no later than 3 days prior the effective date of this contract, Buyer shall obtain a new survey at emed to receive the survey on the date of actual receipt or the t, whichever is earlier. ter the effective date of this contract, Seller, at Seller's expense shall .t in writing to (i defects, exceplions, or encumbrances to title; than Items A(1) through 7) above; or disclosed In the A(1) through (3) above; (II) any portion of the Property lying In ?one V or A)) as shown on the current Federal Emergency 111) any exceptions which prohibit the following use or activity: the Closina Date or (it) 10 dove after Buyer receives the vided Seller Is not obligated to Incur any or or any third party lender within 15 days Date will be extended as necessary. It its contract will terminate and the earnest objections. OLICY: Broker advises Buyer to have an abstract of title covering the i attorney of Buyer's selection, or Buyer should be furnished with or a Title Policy Is furnished, the Commitment should be promptly of Buyer's choice due to the time limitations on Buyer's right to on eat. (2)M MBERSHIPIN PROPERTY OWNERSASSOCIATION `S):T mandatory membership In a property owners association mandatory membership In a property owners associatio 55.012, Texas Property Code, that, as a purchaser of pro Identified In Paragraph 2 in which the Property Is located, of the property owners associatlon(s . Restrictive cov occupancy of the Property and all dedicatory instrume maintenance, and operation of this residential community the Real Properly Records of the county In which the F restrictive covenants and dedicatory Instruments may be A subject to subject to ryer under community a member use and Sect on 207.003, Properly Code, entitles an owner to receive copies of any document that governs the establishment, maintenance, or opperation of a subdivision, Including, but not limited to, restrictions, bylaw, rules and regula�icne and a resale certificate from a property owners' association. A resae certificate contans (nfcrmatlon Including, but not limited to statements specifying the amount and frequency of regular assessments and the style and cause number of lawsuits to which the property owners' association Is a party, other than lawsuits relating to unpaid ad valorem taxes of an Individual member of the association. These documents must be made available to you by the property owners' association or the association's agent on your request. if Buyer Is concerned about these mat rs, TREC promulgated Addendum for Inlllaled for Identification by Buyer ! and Seller TREC NO. 9-11 ProducedvAhzlpFo,nrabyz1pLogU 1007 eon )Ale Road, Fraser, h h?40020, a�.rv.zioLaalt.mm Brazos Countyto Vol. 0 concerning aaaae acme a ae e i seac Page of 4.28.2014 lasso Prope rly) Property Subject to Mandat(Ad ory Membership In a Properly Owners Association should be used. (3)STATUTORY TAX DISTRICTS: If the Property is situated In a utility or other statutorily' created district providing water, sewer, drainage, or flood control facilities and services, Chapter 49, Texas Water Code, requires Seller to delver and Buyer to sign the statutory notice relating to, the tax rate, bonded Indebtedness, or standby fee of the district prior to (4)TIDE WATERS: If the Property abuts the tidally Influenced waters of the state, §33.135, Texas Natural Resources Code, requires a notice reganfinp coastal area propertyy to be Included In the contract. An addendum containing the notice promulgated by TREC or reqquired byy the parties must be used. (5)ANNEXATION; If the Property is located outside the limits of a municipality, Seller notifies Buyer under §5.011, Texas Property Code, that the Property may now or later be Included In the extraterritorial jurisdiction of a municipality and may now or later be subject to annexation by the municipality. Each muntcf(palily maintains a map that depicts Its boundaries and extraterritorial jurisdiction. To determine If the Properly Is located within a municipality's extraterritorial jurisdiction or is likely to be located within a munlcipalityy'a extraterritorial jurisdicton, contact all municipalities located In the general proximity of the (6) PROPERTY LOCATED IN A CERTIFICATED SERVICE AREA OF UTILITY SERVICE PROVIDER; Notice required by §13.267, Water Code: The real property, described in Paragraph 2, that you are about to purchase may be located In a cemficated water or sewer service area, which is authorized by law to provide water or sewer service to the properties In the certificated area. if your property Is located in a certificated area there may be special costs or charges that you will be required to pay before you can receive water or sewer service. There may be a period required to construct lines or other facilities necessary to provide water or sewer service to your proppeerly. You are advised to determine If the property is in a certificated area and contact the utility service provider to determine the cast that you wit be required to pay and the period, If any, that Is required to provide water or sewer service to your properly. The undersigned Buyer hereby acknowledges recelpi of the foregoing notice at or before the execution of a binding contract for the purchase of the real property (7) PUBLIC IMPROVEMENT DISTRICTS: If the Property Is ih a public Improvement district, §5.014, Property Code, requires Seller to notify Buyer as follows: As a purchaser of this parcel of real proper you are obligated to pay an assessment to a municipality or county for an Improvement pro)ect undertaken by a public Improvement district under Chapter 372, Local Government Code. The assessment may be due annually or In periodic Installments. More Information concerning the amount of the assessment and the due dates of that assessment may be obtained from the municipality or county levying the assessment. The amount of the assessments Is subject to change. Your failure to pay the assessments Could result In alien on and the foreclosure of your properly. (8) TEXAS AGRICULTURAL DEVELOPMENT DISTRICT: The Property ❑ Is jRI is not located in a Texas Agricultural Development Distdct. For additional Information, contact the Texas Department of Agriculture. (9)TRANSFER FEES: If the Property Is subject to a private transfer fee obligation, §5.205, Property Code requires Seller to notify Buyer as follows: The private transfer fee ob gallon may be governed by Chapter 6, Subchapter G of the Texas Property Code. (10) PROPANE GAS SYSTEM SERVICE AREA: If the Property Is located In a propane gas system service area owned by a distribution system retailer, Seller must give Buyer written notice as required by 8141.010, Texas Utilities Cade. An addendum containing the notice approved by TREC or required by the parties should be used. 7. PROPERTY CONDITION: A. ACCESS, INSPECTIONS AND UTILITIES: Seller shall permit Buyer and Buyer's agents access to the Properly at reasonable times. Buyer may have the Property Inspected by inspectors selected byy Buyer and licensed by TREC or otherwise ppermlited by law to make Inspections. Seller at Seller's expense shall Immediately cause exls8ng utilities to be turned on and shat] B. ACCEPTANCE OF PROPERTY CONDITION: "As Is" means the present condition of the Property with any and all defects and without warranty except for the warranties of title and the warranties N this contract. Buyer's agreement to accept the Property As Is under Paragraph 7B (1) or (2) does not preclude Buyer from Inspecting the Properly under Paragraph 7A, from negotiiating repairs or treatments In a subsequent amendment, or from terminating this (contract during the Option Period, If any, xp (1 Check ernaccepts the Property As Is. I] (2) Buyer accepts the Property As Is provlded Seller 81I1�xpense, shall complete the Initialed for identification by Buyer and Seller s -�_ TREC N0, 9 -11 Pwduedw11h*Faan6byx1PLog1r leg IrWen Milo Road, Fraser,?&hlgm 4602e wwx.e xmm Breeas Countyio F-1- g. __��3 Cancerning ' noti" Road (p rest of o96 77845 Page 4 of following specific repairs and repairs and treatments.)) C. COMPLETION OF SNIPS* Unless olherwlse agreed In wrltln : fI Seller shall complete all agreed repairs and treatments prior to the Closing Date; and (11 el( required permits must be obtained, and repairs and treatments must be performed by persons who are licensed to provide such repairs or treatments or, If no license is required by law, are commercially engaged in the trade of providing such repairs or treatments. At Buyer's election, any transferable warranties received by Seller with respect to the repairs and treatments will be transferred to Buyer at Buyer's expense. If Seller falls to complete any agreed repairs and treatments prior to the Closing Date, Buyer may exercise remedies under Paragraph i6 or extend the Closing Date up to 5 days, If necessary, for Seller to complete repairs and treatments. D. ENVIRONMENTAL MATTERS: Buyer Is advised that the presence of wetlands, toxic substances Including asbestos and wastes or other environmental hazards, or the presence of a threatened or endanggered species or Its habitat may affect Buyer's Intended use of the Property. If Buyer Is concerned about these matters, an addendum promulgated by TREC or required by the parties should be used. E. SELLER'S DISCLOSURES: Except as otherwise disclosed In this contract, Seller has no knowledge of the following: (1) any flooding of the Property which has had a material adverse effect on the use of the Property; (2)any pending or threatened litigation, condemnation, or special assessment affecting the Property; (3; any environmental hazards that materially and adversely affect the Properly; (4 any dumpsite, landfill, or'underground tanks or containers now or previously located on the Property; (5) any wetlands, as defined by federal or state law or regulation, affecting the Property; or (6) any threatened or endangered species or their habitat affecting the Properly. 8. BROKERS' FEES: All obligations of the parties for payment of brokers' fees are contained in separate written agreements. 8. CLOSING: A. The closing of the sale will be on or before or within 7 days after objections made under Paragraph 6D have been cured or waved , lchever date Is later (Closing Date). If either party fait to dose the sale by the Closing Date, the non - defaulting B. At closing exercise the remedies contained In Paragraph 15. (1) Seller shall execute and deliver a general warranty deed conveying title to the Property to Buyer and showing no additional exceptions to those permitted In Paragraph 6 and furnish tax statements or cerliflcates showing no delinquent taxes on the Property. J2 Buyyer shall pay the Sales Price In good funds acceptable to the escrow agent. 3�Beller and Buyer shall execute and deliver any notices, statements, certificates, affidavits, releases, loan documents and other documents reasonably required for the closing of the sale and the issuance of the Title Policy. (4)There will be no liens, assessments or security Interests against the Property which will not be satisfied out of the sales proceeds unless securing the payment of any loans assumed by Buyer and assumed loans will not be In default. 10. POSSESSION: A. Buyer's Possession: Seller shall deliver to required condltlon upon closing and funding. B. Leases: (1)After the Effective Data, Seller may r mineral leases) or convey any Interest in th (2) If the Property Is subject to any lease tr - and any- move•Ir after the Effective Date of the contract. Buyer possession of the Properly in Its present or execute any lease ( Includino but not limited to 11. SPECIAL PROVISIONS: (Insert only factual statements and business details applicable to the sale. TREC rules prohibit licensees from adding tactual statements or business details for which a contract addendum or other form has been promulgated by TREC for mandatory use.) Sea Addendum I Initialed for Identification by Buyer _ and Seller TREC NO. 9 -11 PraducedvdthzlPFwa4yby10L-6t-1a Flfteen Mbaoed,FrmerHchban4eO29 ,w.w pLmrx.com Brazes County to pg. Contract Concerning .. Uar Rood eel . Station, 77945 Page 0 or 8 4 -28 -2014 Addrewo ropeny 12. SETTLEMENT AND OTHER EXPENSES: A. The following expenses must bepaId at or prior to closing: (1) Expenses payable by Sailer ("a"o 's Expen6as): (a) Releases of existing (fens, including prepayment penalties and recordln fees; release of Seller's loan Ilability; tax statements or certificates; preparation of deed; one -half of escrow fee; and other expanses payable by Seller under this contract. (b} Seller shall also pay an amount not to exceed $ to be applied in the following order: Buyer's Expenses which Buyer s pro to rom payln by FHA, VA, Texas Veterans Land Board or other govammentaf loan programs, art then to other Buyer's Expenses as allowed by the lender. (2) E Pe no as payable by Buyer (Buyer's Expenses): Appralsal fees; loan applicatlon fees; adjusted origination charges credit reports; properatllion of loan documentta; Interest on the notes from date of disbursement to one month prior to dates of first month[ y payments; recordin fees; copies of easements and restrictions; loan title policcyy with endorsements reguj5red by fender; loan- related Inspection fees, photos, amorlizatlon schedules; one -halt of escrow fee; alt prepaid Items, including requ)red premiums for flood and hazard Insurance, reserve deposits for Insurance, ad valorem taxes and special governmental assessments; final compliance inspection; courier fee; repalr inspection; underwrlgnB fee; wire transfer fee; expenses Incident to any loan; Private Mortgage Insurance Premium (PMQ, VA Loan Funding Fee, or FHA Mortgage Insurance Premium (MIP) as . required by the lender; and other expenses payable by B er under this contract. B. If any expense exceeds an amount expressly stated In this contract for such expense to be paid by a party, that party may terminate this contract unless the other party agrees to pay such excess. Buyer may not pay charges and fees expressly prohibited oy FHA, VA, Texas Veterans Land Board or other governmental loan program regulations. 13. PROBATIONS AND ROLLBACK TAXES: A. PROBATIONS: Taxes for the current year, Interest, maintenance fees, assessments, dues and rents will be pprorated through the Closing Date. The tax proration may be calculated taking Into conslderallon any change In exemptions that will affect the current year's taxes. If taxes for the current year vary from the amount prorated at closing, the pe tes shelf adiust the prorations when tax statements for the current year are available. If taxes are not paid at or prior to closing, Buyer shall pay taxes for the outran f year. B. ROLLBACK TAXES: If this sale or Buyer's use of the Properly after closing results In the assessment of additional taxes penalties or Interest (Assessments) for periods prior to closing, the Assessments will be the obllgatlon of Buyyer. If Seller's change In use of the Properly prior to closing or denial of a special use value Ion on the Property claimed by Seller results In Assessments for periods prfor to closing, the Assessments will be the obllgagon of Seller. Obligations Imposed by this paragraph will survive closing. 14. CASUALTY LOSS: If any ppart of the Properly is damaged or destroyed by fire or other casually offer the effective date of Ills contract, Seller shall restore the Protal to Its prevlous condition as soon as reasonably possible, but In any event by the Closing Date, ff Seller falls to do so due to factors beyond Seller's control, Buyer may (a tterminate this contract and the earnest money will be refunded to Buyer (b) extend the time �or performance up to 15 days and the Closing Date will be extended as necessary or (c) accept the Property In Its damaged condition with an assignment of Insurance proceeds and receive credit from Seiler at closing In the amount of the deductible under the Insurance poll%y. Seller's obligations under this paragraph are Independent of any other obligations of Seller under this contract. 15. DEFAULT: If Buyer falls to comply with this contract, Buyer will be in default, and Seller may (a) enforce speclflo performance, seek such other relief as may be provided by law or both, or ie terminate this contract and receive the earnest money as liquidated damages, (hereby releasinngg both pontes from this contract. If Seller fails to comply with this contract Seller will be In deleutt and Buyer may (u enforce specific performance, seek such other relief as may be provided by law or both, cr �m terminate this contract and receive the earnest money, thereby releasing bol}r parties from this contract. 16. MEDIATION: It is the policy of the State of Texas to encourage resolution of disputes through alternative dispute resolution procedures such as mediation. Any dispute between Seller and Buyer related to this contract which Is not resolved through informal discussion will be submitted to a mutually acceptable mediation service or provider. The parties to the mediation shall bear the mediation costs equally. This paragraph does not preclude a party from seeking equitable -- -relief from -a court -of competent-)urlsdicllon: - - - -- - -- -- - - -- -- - - -- - - -- __. 17. ATTORNEY'S FEES: A Buyer, Seller, Llsltng Broker, Other Broker, or escrow agent who prevails In any legal proceeding related to this contract is entitled to recover reasonable attorney's fees and all costs of such proceeding. 18. ESCROW: A. ESCROW: The escrow agent Is not (1) a party to this contract and does not have Ilability for the performance or nonperformance of any party to this contract, (11) liable for Interest on the earnest moneyy and (III) flable for the loss of a earnest money caused by the failure of any financial Insti(uilon in whloh the earnest m ney has deposited unless the financial Institution Is acting as escrow agent. Initialed for Identification by Buyer and Seller TREC NO. 9-11 Producedxrlh2lpf'omre6yxiFLagix 1 007 Flaesn Mile Rod, Fraser, Mlohlgan 48020 wme.zlamlx.com Brazos County to 9. Contract Concerning s = d ( Address s Page 6 of 9 4. 98.2014 ( rase of Properly) B. EXPENSES: At closing, the eamest money must be apppiled first to any cash down payment, then to buyer's Expenses and any excess refunded to Buyer. If no closing occurs, escrow agent may: (1) rovire a written release of liability of the escrow agent from all arties, (H) require payment of unpaid expenses incurred on behalf of a party, and ((III) only deduct from the earnest money the amount of unpaid expenses Incurred on behalf of the parry receiving the earnest money, C. DEMAND: Upon termination of this contract, either party or the escrow agent may send a release of earnest money to each party and the parties shall execute counterparts of the release and deliver same to the escrow agent. If either party falls to execute the release, either party may make a written demand to the escrow agent ror the earnest money. If onto one party makes written demand for the earnest money, escrow agent shall promptly ro de a copy of the demand to the other party. If escrow agent does not receive written ohjsotlon to the demand from the other party within 16 days, escrow agent may disburse the earnest money to the party making demand reduced by the amount of unpaid expenses incurred on behal of the party receiving the earnest money and escrow agent may pay the same to the creditors. If escrow agent complies with the provisions of this paragraph, each party hereby releases escrow agent from all adverse claims related to the disbursal of the earnest money, D, DAMAGES: Any party who wrongfully falls or refuses to sign a release acceptable to the escrow agent wlthln 7 days of rscelpt of the request will be Itable to the other pparty for liquidated damages in en amgt equal to the sum of: (I) three (Imes the amount of the eamest money; (II) the earnest moneIII) reasonable attorney's fees; and (Iv) all costs of suit. E. NOTICES: Escrow ent's notices will be eltective when sent In compliance with Paragraph 21. Notice of objection te demand will be deemed effective upon receipt by escrow agent. 99. REPRESENTATIONS: All covenants, representations and warranties In this contract survive closing. If any represenlatlon of Seller In this contract Is untrue on the Closing Date, Seller will be In default. Unless expressly prohibited by written agreement, Seller may continue to show the Property and receive, negotiate and accept back up offers. 20. FEDERAL TAX REQUIREMENTS: If Seller Is a "foreign person; as defined by applicable law, or If Seller falls to deliver an affidavit to Buyer that Seller is not a °foreign person,' then Buyer shall withhold from the sales proceeds an amount sufficient to comply with applicable tax law and deliver the same to the internal Revenue Service together with appropriate tax forms. Internal Revenue Service regulations require filing written reports If currency in excess of specified amounts Is received In the transaction. 21. NOTICES: All notices from one party to the other must be In writing and are effective when mailed to, hand- dellvered at, or transmitted by facsimile or electronic transmission as follows: To Buyer at: 1515 Emerald Plaza College station. Texas c/o Mike Gentry, Esq. Telephone: (979)694 -7000 Facsimile: (979) 694 -8000 To Seller at: 300 E. 26th Street Bryan, TX 77903 - c/o Kendra Suhlino, Esq. Telephone:. (979) 361 -4300 Facsimlle:N /A OR SEE ADD E-mail; mike, gentry @weetwebblaw.00m E- mail;ksuhlincr@brazoeaountytx.0v 22. AGREEMENT OF PARTIES; This contract cannot be changed except b their written agreement. contains the entire agreement of the parties and Addenda this are (check all applicable boxes: which are a part of contract ❑ ThW Party Financing Addendum for Credit ❑ Addendum for Coastal Area Property Approval ❑ Environmental Assessment, Threatened or ❑ Seller Financing Addendum Endangered Specles and Wetlands ❑ Addendum'for Propert yy Subject to Addendum -- - - -- Mandatary Membership In a Property--- Owners Association -- ❑— Addendum far. Property Located - Seaward - •- •- ••• —• - -- of the Gulf Intracoastal Waterway ❑ Buyer's Temporary Residential Lease ❑ Addendum for Sale of Other Property by ❑ Seller's Temporary Residential tease Buyer ❑ Addendum for Reservation of OII, Gas ❑ Addendum for Property in a Propane Gas System Service Area and Other Minerals ❑ Addendum for "Back -Up" Contract Other (lis . ndum Initiated for Identification by Buyer _ and Seller TREC NO. 9-11 Pmduwdvft*Fmm* by zlptoeb, 1800FlIteen Mlle Road, Fraser, M:sh4an 4so2a w zloLockco Brazos County to Vol. ��__Q Pg. ��� Contract of 0 4- 28.2014 23. TERMINATION OPTION: For nominal consideration, the recelpt of which Is hereby acknowledged by Seller, and Buyer's agreement to pay Seller $100 (Option Fes) which Seller or listing Broker must recelvo within 3 days after the effective date of this contract, Seller ggrants Buyer the unrestricted right to terminate this contract by giving notice of terminat)on to Seller within see Addendu days after the effective date of this contract (Option Period). If no dollar amount Is stated as the Option Fee or If Buyer falls to pay the Option Fee to Seller within the time prescribed, this paragraph will not be a part of this contract and 9uyer shall not have the unrestricted right to terminate this contract. If Buyer gives notice of terminallon within the time prescribed, the Option Fee will not be refunded; however, any lamest money will be refunded to Buyer. The Option Fee 0 will ❑ will not be credited to the Sales Price at closing. Time Is of the essence for this paragraph and strict compliance with the time for performance Is required. 24. CONSULT AN ATTORNEY BEFORE SIGNING: TREC rules prohibit real estate licensees from giving legal advice. READ THIS CONTRACT CAREFULLY, Buyer's Sellers Attorney Is: Mike Gentry Attorney is: Kendra Stribling 1515 Emerald Plaza 300 E. 26th Street College Station, Taxes 77845 Bryan, Texas 77803 Telephone: (979) 694 -7000 Telephone: (979) 361 -4300 Facsimile: (979) 694 -8000 Facsimile: N/A OR SEE ADD E-mail: mike. gentry@ weetwebblaw. eom_ E-mail: ksuhlinggbrazoacountytx,gov EXECUTED the day of r1N (E CTl IDATE), (BROKER: FILL fN —T 1—FE TE OF FINAL ACCEPTANC Buye Seller ECS Jones Butler 3726, L.P. Brazos County The form of this contract has been approved by the Texas Real Estate Commission. TREC larms are Intended for use only by trained real estate licensees. No representation Is made as to the legal validity at adequacy of any pprovlslon in any specific transactions. It Is not Intended for complex transactons. Texas Real Estate C nnmisslon, P.O. Box 12188,_ Austin, TX 78711.2168, (512) 036 -5000 (hltp1Avvnvtrec.1exas.gov) TREC NO. TREC NO. 9-11 modoaed WxhzlpFormabyzlpLaglx 18070 R11een Milo Road, Ffaser, MIdIgan46026 wvnv xloLaolxoom &azaz county to F01� -1- 02 rJ P9. �. Jones Butler Road Contract Concerning college Station. TR 77845 Page 6of8 4-28 -2014 (Address of Properly) BROKER INFORMATION (Print name(s) only. Do not sign) none none owerimmarFirm License Usling Broker Firm License o. represents ❑ Buyer only as Buyeta agent represents ❑ Seller and Buyer as an intermediary ❑ Seller as Listing Broker's subagent ❑ Seller only as Seller's agent Name of Aswdate's Licensed Supervisor Talephone Name of Associates Ikensed supervisor elephona AssoclaWs Name Telep one UsUng Asaodatea Name Toleplarni Other Brokoes Address acs mle Listing Brokers Olffim— ress Faostmile city State Zip Cily lea Ip ssodale's Emall Address LislingAssodaM Emal Address Selling Assoclate's Name Telephone Name of Selling Associate's Licensed Supervisor ele ne Se ling Associate's 0111ce Address Facslmile City State Zip ,Selling Associate's Email Address Listing Broker has agreed to pay Other Broker of the total sales price when the Listing Broker's foe Is received. Escrow agent Is authorized and directed to pay other Broker from Listng Broker's fee at closing. OPTION FEE RECEIPT Receipt of $ loo. oo (Option Fee) In the form of Is acknowledged. Seller or Listing Broker Date CONTRACT AND EARNEST MONEY RECEIPT - Receipt of -(] Contract and 0 -$- -- - - - -- - Earnest Money In the form of - -• - -- - - - - -- - Is acknowledged. Escrow Agent: Date: By: Emalf Address Address Telephone: Facsimile: City State ZIP TREC NO. 9-11 ProdjcodvrthzlpFOm,&byvipLOglx 18070 FIIWOn MIIe Road, Frase4 Michigan 48020 a a w.elol.eokx.com areaae carry to Vol- _ 07 _.0 pg. %�� Addendum to Unimproved Property Contract This Addendum Is attached to and made a part of that certain Unimproved Property Contract ( "Contract") by and between Brazos County ( "Seller") and SCS Jones Butler 37,26, L.P. ( "Buyer"). 1. Prover . The Property Is all of the area Included In the Quit Claim Deed from Missouri Pacific Railroad Company to the County of Brazos, Texas recorded on August 28, 1968 In the Official Records of Brazos County, Texas at Volume 272, Page 425; LESS the area conveyed by Brazos County to the City of College Station in 2006 for the Jones Butler Road right of way; and LESS the area conveyed by Brazos County to Palomares Construction, Inc. in 2008; subject, however, to the condition that the final legal description of the Property shall be determined by a survey prepared by Curds Strong and shall be sub(ectto approval by both the Seller and the Buyer. Upon approval of the survey, the legal description set forth therein shall become the "Property" as herein defined. 2. Aporalsal. The Property shall be appraised by S.T. Lovett & Associates pursuant to a contract between the Seller and the appraiser, The cost of the appraisal shall be paid by the Buyer. 3. Sales Price The Sales Price shall be equal to the appraised value of the Property as determined by the appraisal referenced above. 4, Oat10o to Terminate. In consideration of the payment of the Option Fee, within five (5) business days following receipt of the appraisal by the Buyer and the Seller, either party may terminate this contract by written notice to the other party, but If the parties do not terminate, then the dosing shall be scheduled and the Sales Price shall be equal to the amount set forth In the appraisal. S. Ciosine. The Closing shall occur within ten (10) days following the date of receipt of the appraisal. 6. Assignment. The Buyer may assign the rights under the Contract but only so long as the assignee Is the owner of the adjacent property that Is currently owned by the Buyer. 7. Deed. The form of the deed will be a deed without warranty on the form promulgated by the Texas State BarAssocla[lon. Buyer's Initials Seller's Initials Addendum Page 1 of 1 a1�17 « / //�