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HomeMy WebLinkAbout2016-02-02 10:00AM REGULAR MEETINGBRAZOS COUNW BRYAN,TEXAS i�lb AN 2q P 2 20 NOTICE OF MEETING AND AGENDA BRAZOS COUNTY COMMISSIONERS COURT THE COMMISSIONERS COURT OF BRAZOS COUNTY WILL MEET IN REGULAR SESSION ON FEBRUARY 2, 2016 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 Commissioner Catalena 2. Call for Citizen input and/or concerns. Consider and take action on agenda items 3 -19: 3. Re -appointment of the following Fire Commissioners for the Emeroency Services District #1: term of appointment is 01/01/2016 thru 12131/2017: 4. • a. Charfle Robertson • b. Dave Kissel • c. ScottAnnstrong Consider and take action on an agreement for the Payment and use of Brazos County funds by and between Brazos Valley Fair Rodeo and Brazos County. Texas. 6. Approval of Lincoln Life Insurance Renewal. 7. Reguest for approval of amendment of renewal extension with Texas DMV for lease of additional RTS (Registration and Title System) workstations. Vol. � P9•� 8. Reauest approval of funding aareement with Health For All, Inc. for FY 2016, 9, Interlocal Aamement between the City of College Station and Brazos County for work being done on Greens Prairie Road. 10, Interlocal Agreement with City of College Station for a quiet zone at Greens Prairie Trail and Drake Drives 11. Renewal of contract #2016.157R Motor Grader Blades with Valk Manufacturing Company. 12. Approval of contract #2016.161 for Courthouse freight elevator lack replacement and anprQvatto use Courthouse construction funds for unexpected cost to repair elevator. 13. Consider and take action on the Final Plat of Indian Lakes Subdivision, Phase XV (151; Lots 1.2. Block 26: 5.030 Acres: J.M. Barrera Survey. A-69: (College Station ETJ) Brazos County. Texas. Site is located In Pmolnet 1. 14. Tax Refund Applications for the following: • a. Heidi Amestov-overpayment$97.92 • b. Thompson Creek Cemetery -overpayment -$11.37 • c. Betty Norcomovernavment$136.29 • d. Mliton & Reaina Newberry -overpayment -$145.80 • e. Mingo Zhangoverpavment$136.29 • L Laura Hancock -overpayment -$10.99 ` 15. Budget Amendments. Budget Amendments FY 16/16 19.1-19.6. 16. Personnel Change of Status. Personnel Action Forms 17. Payment of Claims. 18. Convene into the following executive sessions: • a. Executive Session pursuant to Texas Government Code 551.074 to discuss the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of the position of Risk Manager. • b. Executive Session pursuant to Texas Government Code 551.0785 for deliberations involving medical or psychiatric records of a county employee. 19. Consider and possible action on Executive Sessions. 20, Acknowledgement of Investment Report for Quarter ending 12131/16. 21. Sheriffs report on inmate population. 22. Announcement of interest items and possible future agenda topics. 23. Call for Citizen Input and/or concerns. 24. Adjourn. Vol. i Pg. 4t i 4 PUBLIC COMMENTS Public Comment during the Commission Meeting may be for all matters, both on and off the agenda, and be limited to four minutes per person. Persons are Invited to submit comments In writing on the agenda Items and/or attend and make comment at the Commission meeting. Members of the public are reminded that the Brazos County Commissioners Court Is a Constitutional Court, with both judicial and legislative powers, created under Article V, Section 1 and Section 18 of the Tums Constitution. As a Constitutional Court the Brazos County Commissioners Court also possesses the power to issue e Contempt of Court Citation under Section 81.024 of the Texas Local Government Code. Accordingly, members of the public in attendance at any Regular, Special and/or Emergency meeting of the Court shall conduct themselves with proper respect and decorum in speaking to, and/or addressing the Court; In participating in public discussions before the Court; and In all actions in the presence of the Court Those members of the public who are inappropriately attired and/or who do not conduct themselves in an orderly and appropriate manner will be ordered to leave the meeting. Refusal to abide by the Coun Order and/or continued disruption of the meeting may result In a Contempt of Court Citation. It is not the Intention of the Brazos County Commissioners Court to provide a pubic 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 Courra presence and/or racial, ethnic or gender slurs or epithets will not be tolerated. Violation of these rules may result In the following sanctions: 1. cancellation of a speaker's time; 2. removal from the Commissioners Court; 3. a Contempt Cbation; 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 property posted prior to the meeting. During the public comment period, speakers may address matters not listed on the published agenda The Open Meeting Law does not expressly prohibit responses to public comments by the Cmmrrdssioners Court. However, responses from the County Judge of Commissloners to unlisted public comment topics could become deliberabon 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 anti/or Commissioners may choose not to respond to public comments, except to conect 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 7 551.042. INVOCATION Any invocation that may be offered before the official start of the Court meeting shag be to and for the benefit of the Court The views or beliefs expressed by the Invocation speaker have not been previously reviewed or approved by the Court and do not necessarily represent the religious beliefs or views of the Court in part or as a whole. No member of the community Is required to attend or participate in the Invocation and such decision will have no bnpaot on their right to actively participate In the business of the Court The Commissioners Courtroom of the County Administration Building, 200 South Texas Ave., Suae 106, Bryan, TX 77809 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. MINUTES FEBRUARY 2, 2016 BRAZOS COUNTY COMMISSIONERS COURT REGULAR MEETING A regular meeting of the Commissioners' Court of Brazos County, Texas was held in the Brazos County Commissioners Courtroom in the Administration Building, 200 South Texas Avenue, in Bryan, Brazos County, Texas, beginning at 10:00 a.m. on Tuesday, February 2, 2016 with the following members of the Court present: Duane Peters, County Judge, Presiding; Lloyd Wassermann, Commissioner of Precinct 1; Sammy Catalena, Commissioner of Precinct 2; Kenny Mallard, Commissioner of Precinct 3; Irma Cauley, Commissioner of Precinct 4; Karen McQueen, County Clerk. 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 Commissioner Catalena 2. Call for Citizen input and/or concerns There was no citizen's input. Consider and take action on agenda items 3-19: 3. Re -appointment of the following Fire Commissioners for the Emergency Services District #1; term of appointment is 01/01/2016 thru 12/31/2017: 9 a. Charlie Robertson • b. Dave Kissel • c. ScottArmstrong Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Irma Cauley. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 4. Request authorization to wire transfer funds in the amount of $100,000.00 from Hotel Occupancy Tax Fund division 11002500, account 73040000 (Brazos Valley Fair & Rodeo) to the Bank & Trust, Brazos Valley Fair & Rodeo account per approved FY 2016 budget and contract agreement for the payment and use of Brazos County HOT Funds by and between Brazos Valley Fair & Rodeo and Brazos County, Texas. Judge Peters announced that the Court would skip Item 4 to consider Item 5 first, and then return to Item 4. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner Irma Cauley. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 5. Consider and take action on an agreement for the payment and use of Brazos County funds by and between Brazos Valley Fair Rodeo and Brazos County, Texas. After voting on Item 5 the Court returned to Item 4. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 6. Approval of Lincoln Life Insurance Renewal. A copy of the renewal of policy is attached. Motion: Approve, Moved by Commissioner Kenny Mallard, Seconded by Commissioner Irma Cauley. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann Request for approval of amendment of renewal extension with Texas DMV for lease of additional RTS (Registration and Title System) workstations. A copy of the renewal agreement is attached. Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner Sammy Catalena. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 8. Request approval of funding agreement with Health For All, Inc. for FY 2016. Vol. a 3> Pg. /W - A copy of the funding agreement is attached. Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd Wassermann. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann Interlocal Agreement between the City of College Station and Brazos County for work being done on Greens Prairie Road. Commissioner Wassermann commented that this agreement is necessary because the City of College Station annexed the intersection near the railroad tracks. This agreement will allow Brazos County to work on the east side of FM 2154. A copy of the agreement is attached. Motion: Approve, Moved by Commissioner Kenny Mallard, Seconded by Commissioner Irma Cauley. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 10. Interlocal Agreement with City of College Station for a quiet zone at Greens Prairie Trail and Drake Drive. Commissioner Wassermann stated that the first meeting with Union Pacific took place on November 14, 2014 and a request was made at that time for a quiet zone. Union Pacific agreed to the quiet zone and it is in the approval process at this time. Commissioner Wassermann also noted that this is the only quiet zone in Brazos County. The nearest one is located in Caldwell. Texas. Judge Peters commented that the closing of Straub Road and Wade Road made it possible to request the quiet zone. Judge Peters said he appreciated all Commissioner Wassermann's efforts with this project. A copy of the agreement is attached. Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 11. Renewal of contract #2016-157R Motor Grader Blades with Valk Manufacturing Company. A copy of the renewal of contract is attached. Motion: Approve, Moved by Commissioner LLoyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard. Peters, Wassermann 12. Approval of contract #2016-161 for Courthouse freight elevatorjack replacement and Vol. Pg. /�� approval to use Courthouse construction funds for unexpected cost to repair elevator. Judge Peters commented that a cylinder failed on the remodeled freight elevator located at the Courthouse. A copy of the contract is attached. Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd Wassermann. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 13. Consider and take action on the Final Plat of Indian Lakes Subdivision, Phase XV (15); Lots 1-2, Block 26; 5.030 Acres, J.M. Barrera Survey, A-69; (College Station ETJ) Brazos County, Texas. Site is located in Precinct 1. Motion: Approve, Moved by Commissioner -Loyd Wassermann, Seconded by Commissioner Sammy Catalena. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 14. Tax Refund Applications for the folloWng: • a. HeidiAmestoy-overpayment-$97.92 • b. Thompson Creek Cemetery -overpayment -$11.37 • c. BettyNorcom-overpayment-$136.29 • d. Milton & Regina Newberry -overpayment -$145.80 • e. Mingli Zhang-overpayment-$136.29 • f. Laura Hancock -overpayment -$10.99 Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner Irma Cauley. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 15. Budget Amendments. Budget Amendments FY 15/16 19.1 - 19.6. Judge Peters noted that the division number on Budget Amendment 19.5 should be corrected from 6300700 to 63000500. Commissioner Catalena made the correction part of his motion, Commissioner Wassermann seconded and the item passed unanimously. 19.1 To record local provider participation mandatory payments for Rock Prairie Behavioral Health. 19.2 Reallocate funds for County Clerk- Election Services. 19.3 Reallocate funds for Capital Improvements - Jail. 19.4 Reallocate funds for Capital Improvements - Sheriff's Office. 19.5 Transfer of funds from Capital Improvements to Courthouse Renovation. Von. 9L-/ 3/ Pg. /__�� 19.6 Transfer of funds from Capital Improvements to Constable, Precinct 2. Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner LLoyd Wassermann. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 16. Personnel Change of Status. Personnel Action Forms A copy of the Personnel Change of Status requests is attached. Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd Wassermann. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 17. Payment of Claims. Claims 7140954 - 7141157 Motion: Approve w/ Conditions, Moved by Commissioner Sammy Catalena, Seconded by Commissioner Irma Cauley. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 18. Convene into the following executive sessions: • a. Executive Session pursuant to Texas Government Code 551.074 to discuss the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of the position of Risk Manager. • b. Executive Session pursuant to Texas Government Code 551.0785 for deliberations involving medical or psychiatric records of a county employee. At this point, the County Judge announced the Court would consider items 20 through 23 then return to convene into Executive Session. Having considered the previously noted agenda items, at 10:19 a.m. the County Judge stated that the Court would convene into Executive Session to deliberate pursuant to Sections 551.074 and Section 551.0785 as stated above. The following individuals were asked to stay for the meeting for both Executive Sessions: Candy Gallego, Executive Assistant Bill Ballard, Civil Counsel Kendra Suhling, Civil Counsel Jennifer Salazar, Human Resources Director 19. Consider and possible action on Executive Sessions. At 10:59 a.m. the County Judge announced the meeting open to the public and no action Vol. 02.3 / Pg. Lj65L would be taken on Executive Session (a). On Executive Session (b) a motion was offered by Commissioner Cauley, seconded by Commissioner Catalena, the Court voted unanimously to approve a specific medical procedure for a certain employee. Motion: Approve, Moved by Commissioner Irma Cauley, Seconded by Commissioner Sammy Catalena. Passed. 5-0. Members voting Ayes: Catalena, Cauley, Mallard, Peters, Wassermann 20. Acknowledgement of Investment Report for quarter ending 12/31/15. The Court acknowledged receipt of the Quarterly Investment Report ending December 31. 2015. 21. Sheriff's report on inmate population. Sheriff Chris Kirk stated there were 630 inmates in jail, 61 have electronic monitors and 21 are pending for monitors. 22. Announcement of interest items and possible future agenda topics. There were no announcements. 23. Call for Citizen input and/or concerns Steve Aldrich stated that he would like to thank the Court on behalf of the City of College Station for the approval of Item #9 and Item #10. 24. Adjourn. vol. a -? / pg. /o 9 The foregoing minutes of the Commissioners Court meeting held February 2, 2016 have been examined and are approved in open Court this 1 9 day of mairb) , 2016, in Bryan, Brazos County, Texas. Duane Peters County Judge Irmd Cauley k Commissioner, Attest: "Ka�n McQueen County Clerk ' GtZZ'a4 Lloyd Wassermann Commissioner, Precinct 1 Kenny MallaXA 14 Commissioner, Precinct 3 Vol. 3% _ Pg. /'-D BRAZOS COUNTY COMMISSIONER'S COURT e , DAY OF Name PRINT) 5?;iy r /- I/) /Z/ c it 20/4 M, Pa 1 OF Z Organization (PL>7�sE PRINT) ^ n n a /%% -OF CLL ICG/i S127/O�/ r Vol. g3/ Pg--L-f/ DaZo=Z BRAZOS COUNTY COMMISSIONER'S COURT 2�DAY OF 20� l/PM, Name (PLEASE PRLNT) vt S Organization (PLEASE PRIlvT) Vol. '? 3 / Pg./S,� 5 AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS BY AND BETWEEN BRAZOS VALLEY FAIR & EXPOSITION AND COUNTY OF BRAZOS, STATE OF TEXAS THE STATE OF TEXAS KNOW ALL PERSONS BY THESE PRESENTS COUNTY OF BRAZOS THIS AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS ("Agreement') is made and entered into by and between BRAZOS VALLEY FAIR & EXPOSITION, a Texas nonprofit corporation ("Fair') and COUNTY OF BRAZOS, STATE OF TEXAS ("County'), acting by and through duly authorized agents and offices, and is effective for all purposes on this October 1, 2015 ("Effective Date"). WITNESSETH WHEREAS, the County finds a public purpose in the encouragement, promotion, and maintenance of agricultural education, science, and research; and WHEREAS, the Fair was formed for educational, scientific and charitable purposes to encourage, promote and maintain agricultural science, research, and educational functions and to provide scholarships for youth participants ('Purpose"); and WHEREAS, the County has provided Funds (as defined herein) for the support of said Purpose; and WHEREAS, the Fair will provide educational programs and opportunities for the youth and adults of the community in the areas of agricultural science and research; and NOW, THEREFORE, for the mutual consideration stated herein, the receipt and sufficiency of which is hereby acknowledged, the Fair and County agree as follows: AGREEMENT 1. TERM. The Term of this Agreement shall be one (1) year from the Effective Date. FUNDS. Fair shall be funded from certain available revenues generated pursuant to the Hotel Occupancy Tax, Texas Tax Code, Chapter 352, and shall be disbursed by the County during the Term of the Agreement. Fund disbursement shall be authorized by Hotel Occupancy Tax Committee. The County has no control or authority over the Funds and shall make no disbursements of said Funds without Hotel Occupancy Tax Committee authorization. 1. FAIR EMPLOYEES. The County shall provide salaries in the proportions set forth in this Paragraph 3, for the following positions: 2015-2016 AGREEMENT FOR THE PAYMENT AND_USE-OF_BRAZOS-COUNT-Y-FU DS Final Page 1 Vol. Pg. /SJ a. 100% of the Assistant Fair Manager position; b. 100% of the Senior Fair Manager position; c. 100% of the Clerk III position; and d. 33.34% of the General Fair Manager position. Health insurance and other benefits equivalent to that of County employees shall be available in the same proportions set forth in this Paragraph 3.a -d. These Fair Employees will be treated as County employees for purposes of personnel and payroll policies and procedures. These Fair Employees are subject to the same statutory provisions as County employees regarding all wages and benefits. Fair Employees shall be available to assist in all aspects of the operation of the Brazos County Expo. 2. PAYROLL SERVICES. The County shall provide payroll services for all Fair Employees for the Term of this Agreement. OFFICES. Fair Employees shall be allocated use of office space at the Brazos County Expo Complex for the Term of this Agreement. The County may relocate Fair Employee's offices as needed at the sole discretion of the County. Utilities for Fair Employee offices shall also be provided by the County. 4. LEGAL SERVICES. County may provide, at the County's sole discretion, general legal services for the Fair on a case by case basis. The County may cease to provide legal services at any time the County deems there to be a possible conflict of interest, or if the County determines that the legal services requested by the Fair are of a nature that is incompatible with County duties. 5. GENERAL OFFICE SUPPLIES AND EQUIPMENT. The County shall provide one (1) computer, office furniture and telephones/facsimile. 6. VEHICLES. The County shall provide one (1) vehicle to the Fair for use in conjunction with Fair activities and business. The County shall provide insurance for said vehicle at no cost to the Fair. Use of County vehicles by Fair Employees must comply with County policies on vehicle usage. INFORMATION TECHNOLOGY SERVICES. The County shall provide the following Information Technology services during the Term of the Agreement: a. Internet access b. Computer hardware configuration and installation c. General troubleshooting and IT help desk services 8. EXTERNAL AUDIT REQUIREMENTS. (IF REQUESTED BY the BRAZOS COUNTY AUDITOR) The Fair agrees that County, or its designated representative, shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. The Fair agrees to maintain such records for possible audit for a minimum of three (3) years after the termination date of this Agreement, unless a longer period of records retention is stipulated. The Fair agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. The Fair agrees that County, or its designated representative, shall further have the right to 2015-2016 AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS Final Page 2 vol. ^, 3 / pg._01 review and to copy any records and supporting documentation for prior years in which County provided funds to the Fair under prior Agreements. Any audit will be conducted by County personnel or an independent third party, as determined or agreed to by the Brazos County Commissioners Court. If the Brazos County Commissioners Court determines that the audit will be conducted by an independent third party, all costs and expenses associated with said audit will be solely paid for by the Fair. During said audit, The Fair shall require that a management letter be prepared by auditor. The management letter shall identify issues not required to be disclosed in the annual financial report but shall state any concerns and suggestions noted during the audit. Annual financial statements (audited if available) are due to County within six (6) months of completion. 9. RECORDS, The Fair is responsible for all record keeping associated with Fair activities. The Fair shall maintain and make available for inspection by the County upon request, consistent with federal and state law, any and all records the County determines, at its sole discretion, to be necessary for the Commissioners Court of Brazos County to justify its continued participation in supporting the Fair with funding. Said records shall be retained and made available for inspection and audit by the County upon reasonable notice. The Fair shall retain all records for a period of five (5) years. 10. VENUE AND GOVERNING LAW. The validity of the Agreement and all matters pertaining thereto shall be governed and determined by the Constitution and the laws of the State of Texas. Venue for any suit filed against County shall be in Brazos County. 11. INDEMNITY. The parties hereto agree to indemnify one another for and hold one another harmless from and against all suits, claims, demands, liabilities, or actions resulting or alleged to result from the breach, violation or non-performance of the services stated herein and for any damage to any person resulting from any action or omission or negligence on the part of each party thereto. 12. SOVEREIGN IMMUNITY. The parties understand that the County does not waive or relinquish any immunity or defense on behalf of itself, officers, employees, agents, and volunteers as a result of its execution of this Agreement and the performance of the covenants contained herein. Further, the County is not responsible for any civil liability that arises from any act or omission made within the course and scope of this Agreement. The parties understand and agree that the County does not assume civil liability under any theory of law for the actions of the Fair in providing services hereunder. 13. SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. if a court of competent jurisdiction finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it may become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. 14. ENTIRE AGREEMENT. This Agreement contains the entire understanding between the parties hereto concerning the subject matter contained herein. There are no representations, agreements, arrangements or understanding, oral or written, between 2015-2016 AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS Final Page 3 Vol. 3 > P9 or among the parties hereto, relating to the subject matter of the Agreement, which are not fully expressed herein. 15. COUNTY INVOLVEMENT. The County and Fair state that to the best of their knowledge, no officer, agent, or employee of the County who exercises any function or responsibility in connection with the carrying out of this Agreement or the services to which it relates has personal interest, direct or indirect, in this Agreement. 16. TERMINATION. This Agreement may be terminated by either party upon thirty (30) days written notice. Such notice shall be mailed return receipt requested to the non - terminating party at the addresses listed below. 17. NOTICES. All notices to the Brazos Valley Fair & Exposition shall be sent by certified or registered mail, addressed to: Brazos Valley Fair & Exposition 200 South Texas Avenue, Suite 329 Bryan, Texas 77803 with a copy to: Fair General Manager 5827 Leonard Road Bryan, Texas 77807 All notices to County of Brazos shall be sent by certified or registered mail, addressed to: County of Brazos 200 South Texas Avenue, Suite 332 Bryan, Texas 77803 18. ACCEPTANCE OF TERMS. The signature of both parties shall evidence acceptance of these terms. [SIGNATURES TO FOLLOW ON NEXT PAGE] 2015-2016 AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS Final Page 4 Vol. ✓�% Pg. /fG Brazos Valley Fair & Exposition County of Brazos a Texas nonprofit corporation �---�tateb'f`kXgs -39 M ATTEST County Clerk, Brazos County By:® Karen McQueen m iP , County Judge 2015-2016 AGREEMENT FOR THE PAYMENT AND USE OF BRAZOS COUNTY FUNDS Final Page 5 Vol. 9 �, Pg. %f % n um&n Financial Group.,. .Lincoln Financial Group is the marketing name for Lincoln National Corporation and its affiliates. November 24, 2015 Tha Lincoln National Life Insurance Company 8801 Indian Hills Drive Omaha, NE 681144066 toll free (800) 423-2785 Brazos County w .LFG.ccm 200 South Texas Ave Bryan, TX 77803 RE: Renewal for Policy Number(s): 86-0051003 We are proud to provide your company with quality group products and services at a cost that delivers sound value. Each renewal period, we analyze current benefit and rate structures to determine the appropriate rates for continued group insurance protection for your valued employees. This process includes recalculation of the premium rates to reflect factors like: • plan features • demographics • nature of business • experience • any adjustments to our underlying rate structure Based upon our review, your renewal rates, effective 21112016, are as follows: Coven a z - Rate Basis f Currant I C;urrem 1 Renewal f me.val i.en.•vnl Rei ., - ;Rale I (rnLY,y :Rate 1: A.Yrtiy 'tamtity Guarwtec Premium ?� ,nrsn +Jnal"-. J. Life per $1,000 0.140 $1,935.92 0.185 $2,558.16 5622.26 2/1!2017 ARBA per $1,000 0.027 $373.36 0.027 5373.36 $0.00 2/1/2017 Premium Totals: $2,309.28 ;'. ` ' $2,931.54 $62226 7.'7-' _ ... The monthly premium shown is based upon current billed lives and volume. We appreciate your business and look forward to the continued opportunity to meet your group insurance needs. If you have any questions or if we can be of further assistance, please contact your local group representative at 1-866-510-0750. Sincerely, Julie Reyes Group Underwriting INSURORS OF TEXAS GENERAL P O Box 2683 County Judge Vol. Pg. Waco, TX 76702 a: Crystal Budny This letter serves as a policy amendment and should be kept with your policy. Lincoln Financial Group focuses on making life easier for you by doing business the way you want to do business -via the Web, telephone, IVR, e-mail and fax. We are committed to being there when you need us! Visit us on the web at www.lincoln4benefits.com or contact us at 1 (600) 423-2765. Vol. ___c2 J/ Pg. /✓`3� STATE OF TEXAS (Rev. Sept. 2014) COUNTY OF BRAZOS AMENDMENT ONE [LEASE OF STATE OF TEXAS REGISTRATION AND TITLE SYSTEM (RTS) INFORMATION RESOURCES AND SUPPORT] TO AGREEMENT FOR THE USE OF STATE OF TEXAS AUTOMATION EQUIPMENT THIS AMENDMENT is made between the "State" and the "County' pursuant to the addition of SECTION 1 Subchapter A. Chapter 520 Section 520.0093 of the Texas Transportation Code as enacted by the 82" Lega islature of the State of Texas for the purposes of providing the County of BRAZOS , Texas an option to lease additional RTS workstationslitems directly from the State This amendment incorporates all the terms and provisions regarding responsibility for: equipment installation, RTS programming and hardware/software configuration, security, maintenance, equipment repair and replacement, equipment movement, unauthorized equipment use, building electrical requirements, accountability/inventory of equipment training, and supplies provided in the Agreement for the Use of State of Texas Automation Equipment dated 02-26-95 In addition to the provisions of the original county agreement, TxDMV's responsibility for equipment installed at non - county tax assessor -collector sites, e.g. privately owned, for profit enterprises performing registration and title functions for the county tax office; will be limited to ensuring the equipment remains operational. The county will be responsible for all training, user support, forms, supplies, user policy and procedures, etc., associated with this leased equipment. This amendment will remain in force for as long as the Agreement for the Use of State of Texas Automation Equipment remains effective. This Amendment provides a new option for the County to obtain additional RTS Information Resources and Support not identified in the Agreement for Use of State Automation Equipment. The process for requesting these resources and annual cost and billing information associated with this lease are included in Exhibit A to this Amendment. RTS workstations identified below and/peripheral equipment identified on Exhibit A which are leased under the provisions of this amendment will be installed following approval of the County Commissioner's Court. This amendment will be signed below by the County Judge or will be supported by a certified copy of the Commissioner's Court Order or Resolution which will be attached, and the Director of the Vehicle Titles and Registration Division of the Texas Department of Motor Vehicles. The County of BRAZOS , Texas will lease 3 additional RTS workstation(s)/items and requests that it/they be installed at the following County Tax Office manager or controlled site(s): Site Name`._ '.',New,(N) or Site Address Number of Items ... 'F4ictinn unty Judge BRAZOS DatL Jeremiah Kuntz, Director Date Vehicle Titles and Registration County Pg. /4e-- EXHIBIT "A" To Amendment One State of Texas, County of BRAZOS 1. If a County desires additional RTS information resources, e.g. workstations or peripheral equipment, beyond that which is allocated by the State, the equipment and support may be leased at County expense from the State. Counties should contact their supporting Vehicle Titles and Registration Division Regional Office for information and the necessary form to amend their existing Agreement for the Use of State of Texas Automation Equipment, that is, their "County Agreement." 2. Submitting a signed amendment form to Jeremiah Kuntz, Director, Vehicle Titles and Registration Division, will constitute the County's formal request to lease RTS workstations and will signify that the County Tax Assessor -Collector has the funds necessary to lease this equipment. 3. The cost of leasing a basic RTS workstation will be $1,500 per year, except if the installation is at a new site that is a site where RTS has not previously been installed. In this case, a "one time' additional fee of $2,500 for the first workstation will be charged. The cost of leasing other RTS information resources and support is reflected below. Counties will identify the type and amount of the equipment desired by appropriately annotating this quantity below. 4. During the first year of installation, the county will be billed during the month immediately following the month in which the equipment is installed for the pro -rated portion of the State fiscal year that remains. Thereafter, billing will occur annually during the first month of the State's fiscal year (September), 5. The county may request the State remove the equipment at any time and it will be removed within 30 days of the request being received by TxDMV. The county will forfeit any portion of the annual lease fee that remains. 6. Equipment leased by a county will remain in the county unless replaced by the State or until the County requests that it be removed. 7. Annual costs for the above equipment and services are subject to change annually. Counties will be notified at least 90 days in advance of proposed changes. 8. Counties will annotate below (by site and quantity) equipment requirements. Total annual costs can be projected using the table provided. TxDMV will compute final costs and the county will be billed in accordance with paragraph 4 above. 'The Basic Workstation includes all standard items for full functionality (monitor, CPU, keyboard, printer, software, support, and cash drawer, if necessary), in a normal environment. 2 The Remote Sticker Printing System (RSPS renewal) includes all standard items for full functionality at your subcontractor (laptop, bar code reader, printer, software, support, and two flash drives). 3 The RSPS (DTA) includes all standard items for full functionality at your subcontractor vehicle dealer (laptop, printer, software, support, and two flash drives). Item T e. Couht Site' . Quantit ;Individual Item Cost . Totat An 1 aI Cost 1. Workstation, Basic Bryan, TX 3 $1,500.00 $4,500.00 2. Remote Sticker Printing System Renewal2 600.00 3. Remote Sticker Printing System DTA 600.00 4. Uninterrupted Power Supply 125.00 5. Printer Laser, HP 8000 (high capacity) 1,100.00 6. Additional Printer 250.00 7. Bar code reader ! 550.00 8. 1 New Site Cost one time fee 2,500.00 ;Annual.Leasing;Fee � $4,50 .00_ 'The Basic Workstation includes all standard items for full functionality (monitor, CPU, keyboard, printer, software, support, and cash drawer, if necessary), in a normal environment. 2 The Remote Sticker Printing System (RSPS renewal) includes all standard items for full functionality at your subcontractor (laptop, bar code reader, printer, software, support, and two flash drives). 3 The RSPS (DTA) includes all standard items for full functionality at your subcontractor vehicle dealer (laptop, printer, software, support, and two flash drives). FUNDING AGREEMENT BETWEEN BRAZOS COUNTY AND HEALTH FOR ALL, INC. THIS FUNDING AGREEMENT ("Agreement") effective October 1, 2015 is entered into by and between Brazos County, Texas, acting by and through its duly elected County Commissioners (hereinafter "County"), and the Health for All, Inc. (hereinafter "Service Provider"), located at P.O. Box 5913, Bryan, Texas 77805, RECITALS WHEREAS, the medical care of the County's eligible indigent population has become a growing problem; and WHEREAS, pursuant to Chapter 61 of the Texas Health and Safety Code, the County is the payor of last resort for the provision of basic health care services to eligible indigent county residents; and WHEREAS, the County is required by Chapter 61 of the Health and Safety Code to provide, as a payor of last resort, certain basic health care assistance to its eligible count residents and desires to do so through the Service Provider, NOW THEREFORE the parties agree to the following terms and conditions to provide such eligible indigent health care. AGREEMENT Term The Agreement shall continue in force and effect for a term of twelve (12) months commencing on the 1st day of October, 2015 and terminating 30th day of September, 2016. Cancellation This Agreement may be canceled by any of the parties hereto upon sixty (60) days written notice as provided herein. Services to be Performed by Service Provider Service Provider shall provide the following services through trained, staff to qualified county residents pursuant to the guidelines currently implemented for making such determination: physical exams, educational information, information on sources of prescription medication and/or access to "sample" or subsidized medications, coordination of physician care during hospitalization (collectively "Services"). Heath For All Agreement—_ __—__ Page l of 15 Vol. a.�i Pg._/1�a Use of County Funds Funds to be furnished to Service Provider as stated below shall be used provide support for the increase in providers, operations, and access to healthcare. The primary goal of the project is to expand the capacity at the free clinic thereby improving access to chronic disease management and preventive services for the indigent population in the region. The County and Service Provider acknowledge that the County's purpose in providing funds hereunder is to provide medical assistance to eligible indigent applicants and help expand access to primary care clinic space, hours, and clinic staffing and that trained personnel of Service Provider is designed to accomplish these goals. Funds will not be used to purchase or build a clinic or office nor will they be used to purchase land. County's Payment The County agrees to provide the Service Provider a maximum sum of $25,000.00 ("Funds") for the term of this Agreement. This sum shall be paid quarterly. Responsibilities of Service Provider Service Provider will be responsible for providing the following Services pursuant to this Agreement: Completing all necessary application forms to potentially eligible indigent individuals. 2. Obtaining and compiling information on each applicant for Service Provider's Services with regard to residency and financial qualifications. 3. Maintaining this Agreement. 4. Provision of the Service Provider's Services as defined herein. 5. Maintaining data files on clients/patients and the Services provided thereto. Responding to all and any inquiries by the County regarding the Service Provider and its Services. Assisting the County with information needed for audit purposes. Providing the County with quarterly financial statements. Providing the County with any and all certified audits of Service Provider and the management letter prepared in connection therewith. Health For All Agreement —__—_ Page.2 oj15 rV0- l. � 31 Pg. IBJ 10. Providing financial statements evidencing how County funds are spent. Such statements to be submitted to County one (1) week prior to the funding dates set forth herein above. 11. Providing the County with statistics evidencing the number of Brazos County residents using the Service Provider's Services and the percentage Brazos County residents comprise of the total population using Service Provider's services. Record Retention The Service Provider shall be responsible for record keeping on all Services provided to those individuals using its services and all financial records. The Service Provider agrees to maintain and make available for inspection by the County upon request, consistent with personal privacy, and subject to the limitation of state law, any and all records the County determines, in its sole discretion, to be necessary for the County to justify its continued participation in supporting the Service Provider with funding. Such records shall be retained for at least three (3) years from the date the service was provided. These records shall be made available for inspection and audit by the County, if it so desires. Accounting and Audit The Service Provider agrees that County, or its designated representative, shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. The Service Provider agrees to maintain such records for possible audit for a minimum of three (3) years after the termination date of this Agreement, unless a longer period of records retention is stipulated. The Service Provider agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. The Service Provider agrees that County, or its designated representative, shall further have the right to review and to copy any records and supporting documentation for prior years in which County provided funds to the Service Provider under prior Agreements. Any audit will be conducted by County personnel or an independent third party, as determined by the Brazos County Commissioners Court. If the Brazos County Commissioners Court determines that the audit will be conducted by an independent third party, all costs and expenses associated with said audit will be solely paid for by the Service Provider. Discrimination The Service Provider shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Service Provider shall take affirmative action to ensure that applicants who are employed are treated during employment, without regard to their race, color, religion, sex, or national Health For All Agreement -Page . of 15 vol. �rU Pg. /�` origin. Such action shall include, but not be limited to, the following; employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rated of pay or other forms of compensation; and selection for training, including apprenticeship. The Service Provider agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. Confidentiality The Service Provider shall comply with applicable local, State and Federal statutes, laws and regulations as well as administrative rules regarding confidential records or other information obtained by the Service Provider concerning persons served under this Agreement. The records and information shall be protected by the Service Provider from unauthorized disclosure. Health Insurance Portabilitv and Accountabilitv Act. The Service Provider certifies that it is in compliance with the Health Insurance Portability and Accountability Act of 1996 (HIPAA) Public Law No. 104-191, 45 CFR Parts 160, 162 and 164, the Social Security Act 42 U.S.C. 1320d-2 through 1320d-7, in that such Service Provider may not use or disclose protected health information other than as permitted or required by law and agrees to use appropriate safeguards to prevent use or disclosure of the protected health information. The Service Provider shall maintain for a minimum of six (6) years all protected health information. Indemnity The Service Provider agrees to and shall indemnify and hold harmless and defend the County, its officers, agents, and employees from and against any and all claims, losses, damages, causes of action, suits, and liability of any kind, including claims of respondent superior or vicarious liability, including all expenses of litigation, court costs, and attorney's fees, for injury to or death of any person or any breach of Agreement arising out of or in connection with any work done by the Service Provider pursuant to this Agreement. Insurance Each party to this agreement is responsible for maintaining its own liability insurance and worker's compensation insurance, and each party will provide proof of same to the other party on request. The Service Provider shall maintain during the term of this Agreement a $1,000,000.00 malpractice insurance policy and a General Liability Policy of $1,000,000.00 naming Brazos County, as an additional insured. Such coverage shall be designated as primary over any coverage Brazos County may have in force. Service Provider shall provide a Certificate of Insurance for both policies which shall provide for a fifteen (15) days advance notice to County of the cancellation of such policy. Health For All AgreementPage-4,of"15 F ._o/ P9=./6J— Independent Contractor In all activities or Services performed hereunder, the Service Provider is an independent contractor, and not an agent or employee of the County. The Service Provider, as an independent contractor, shall be responsible for all medical services provided and medical decisions made pursuant to the terms of this Agreement. The Service Provider shall supply all materials, equipment and labor required for providing of medical services as required herein. The Service Provider shall have ultimate control over the execution of the work under this Agreement. County shall have no control over any decision, recommendation, or action taken by the Service Provider pursuant to this Agreement. The County assumes no liability for actions of the Service Provider under this Agreement, including, but not limited to, the negligent acts and omissions of Service Provider's agents, employees and subcontractors in their performance of the Service Provider's duties as described under this Agreement. The Provider agrees to hold harmless Brazos County against any and all liability, loss, damage, cost or expenses, including attorney's fees, arising from the intentional torts, negligence or breach of Agreement of the Service Provider, with the exception of acts performed in conformance with an explicit, written directive of the County, through its authorized agents. The Service Provider may not subcontract any portion of this Agreement nor delegate any duties hereunder without prior written approval by Brazos County. In emergencies, the Service Provider will request approval in writing within at least (24) twenty-four hours of the use of a subcontractor to fulfill any obligations of this Agreement. Licensinq The Service Provider is required to maintain all applicable licensing permits to practice medicine. All permits to or certification necessary to operate the Provider's clinics shall also be maintained. Copies of any applicable licenses are to be filed with Brazos County. Events of Default: The following shall be considered events of default: a. Failure to maintain license to practice medicine or any restrictions being placed upon such license by the Texas State Board of Medicine making the providing of services hereunder impossible or difficult. b. Failure to maintain all permits and licenses necessary to keep Service Provider's clinics in operation. Health For All Agreem Page 5 of 15 Vol. Pq._7_4 c. Cancellation of Service Provider's medical malpractice insurance. Upon an event of default, the County may terminate this Agreement on three (3) days written notice mailed by certified mail return receipt requested to the address listed below. Right of Audit and Monitorinq Service Provider agrees that County, or its designated representative, shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. Service Provider agrees to maintain such records for possible audit for a minimum of three (3) years after the termination date of this Agreement, unless a longer period of records retention is stipulated. Service Provider agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Service Provider agrees that County, or its designated representative, shall further have the right to review and to copy any records and supporting documentation for prior years in which County provided funds to the Service Provider under prior Agreements. Any audit will be conducted by County personnel or an independent third party, as determined by the Brazos County Commissioners Court. If the Brazos County Commissioners Court determines that the audit will be conducted by an independent third party, all costs and expenses associated with said audit will be solely paid for by the Service Provider. Venue and Governing Law The venue of this Agreement is Brazos County, Texas, and this Agreement shall be governed by and in accordance with the laws of the State of Texas. Notices All notices required to be given hereunder shall be deemed to be duly given by delivering such notice or by mailing it, registered mail to the other party at the following addresses: Health for All, Inc. C/O Executive Director P.O. Box 5913 Bryan, Texas 77805 Further Assurances Brazos County C/O Commissioners Court 200 S. Texas Ave., Suite 310 Bryan, Texas 77803 Each party hereto agrees to perform any further acts and to execute and deliver Health For All Agreement Vol. pg-!�Lpage6 of 15 any further documents which may be necessary to carry out the provisions of this Agreement. Severability In the event that any of the provisions or portions thereof, of this Agreement, are held to be unenforceable or invalid by any court of competent jurisdiction, the validity and enforceability of the remaining provisions or portions thereof shall not be affected thereby. Amendments This Agreement may be modified or amended at any time during its term by mutual consent of the parties, expressed in writing, and signed by the parties. Waiver No failure of Brazos County to assert any right or remedy hereunder will act as a waiver of its right to assert such right or remedy at a later time nor constitute a "course of business" upon which Service Provider may rely, for the purpose of denial of such a right or remedy to Brazos County. Prior Notification The Service Provider agrees to notify Brazos County prior to issuing public announcements or press releases concerning work done pursuant to this Agreement, or funded in whole or in part by this Agreement, and to cooperate with Brazos County in joint or coordinated releases of information. Notice of Change The Service Provider shall give thirty (30) days prior written notice to Brazos County, if there is a change in the Service Provider's legal status, federal employer identification number (FEIN) or address. Brazos County reserves the right to take any and all appropriate action. The Service Provider agrees to hold harmless Brazos County for any acts or omissions by the County resulting from the Service Provider's failure to notify of these changes. In the event Service Provider becomes a party to any litigation, investigation or transaction that may reasonably be considered to have a material impact on its ability to perform under this Agreement, the Service Provider will immediately notify Brazos County in writing. Tax Exempt Status As a political subdivision of the State of Texas, Brazos County is tax exempt. Tax exemption certification will be furnished upon request. Health For All Agreement, Vol. —�— Pg'-1—tC�Pa7 of 15 Sovereion Immunit This Agreement is expressly made subject to Brazos County's Sovereign Immunity, Title 5 of the Texas Civil Practices and Remedies Code, and all applicable Federal and State law. The parties expressly agree that no provision of this Agreement is in any way intended to constitute a waiver or any immunities from suit or from liability that the Brazos County has by operation of law. Nothing in this Agreement is intended to benefit any third party beneficiary. Assignability This Agreement is not assignable by the Service Provider without the prior written consent of the County. Fiscal Funding Clause Notwithstanding any provisions contained herein, the obligations of the County under this Agreement are expressly contingent upon the availability of funding for each item and obligation contained herein for the term of the Agreement and any extensions thereto. The Service Provider or any other person or entity directly or indirectly employed by the Service Provider or any other person or entity to whom the Service Provider may be liable to, shall have no right of action against the County in the event the County is unable to fulfill its obligations under this Agreement as a result of lack of sufficient funding for any item or obligation from any source utilized to fund this Agreement or failure to budget or authorize funding for this Agreement during the current or future fiscal years. In the event that the County is unable to fulfill its obligations under this Agreement as a result of lack of sufficient funding, or if funds become unavailable, the County may, in its sole discretion, provide funds from a separate source or may, in its sole discretion, terminate this Agreement by written notice to the Service Provider at the earliest possible time under the circumstances. Entire Agreement This Agreement contains the entire understanding between the parties hereto concerning the subject matter contained herein. There are no representations, agreements, arrangements; or understandings, oral or written, between or among the parties hereto, relating to the subject matter of the Agreements, which are not fully expressed herein. Health For All Agreement'7 �� / 9 Pa8e18 of 15 1 Vol. ei P g•/�/ In witness whereof, the parties hereto have caused this Agreement to be executed by their duly authorized representatives. SERVICE PROVIDER Cjea for All, Inc Date cutive Directo 21W604?kVn N ukl-" BRAZOS COUNTY, TEXAS uane Peters Date County Judge ATTEST: Karen McQueen, County Clerk Health For AUAgreemen( VOI pgg, 9of 15 --.__ BRAZOS COUNTY BUSINESS ASSOCIATE AGREEMENT A. Acknowledgment of HIPAA Obligations and Other Regulations Implementing the ("HIPAA"). The parties acknowledge that federal regulations relating to the confidentiality of individually identifiable health information require covered entities to comply with the privacy standards adopted by the U.S. Department of Health and Human Services as they may be amended from time to time, 45 C.F.R. parts 160 and 164, subparts A and E ("the Privacy Rule") and the security standards adopted by the U.S. Department of Health and Human Services as they may be amended from time to time, 45 C.F.R. parts 160, 162 and 164, subpart C ("the Security Rule"). Collectively, the Privacy Rule and the Security Rule are referred to herein as "HIPAA Rules." The HIPAA Rules, as well as any applicable state confidentiality laws, require Covered Entity to ensure that business associates who receive confidential information in the course of providing services on behalf of Covered Entity comply with certain obligations regarding the confidentiality of health information. "Covered Entity" and "Business Associate" are defined in the HIPAA Rules, and for the purposes of this Agreement, shall refer to Brazos County and Service Provider, respectively. B. Purposes for which Protected Health Information May Be Used or Disclosed. In connection with the services provided by Business Associate on behalf of Covered Entity pursuant to this Agreement, Covered Entity may use and disclose protected health information ("PHI"), as defined in the HIPAA Rules. C. Business Associate Obligations. Business Associate agrees to comply with applicable federal and state confidentiality and security laws, including, but not limited to the Privacy Rule and Security Rule, including without limitation: 1. Use of Protected Health Information ("PHI"). Business Associate shall not use PHI except as necessary to fulfill the purposes of this Agreement. Business Associate is permitted to use and disclose PHI as necessary for the proper management and administration of Business Associate or to carry out its legal responsibilities and its responsibilities under this Agreement. However, Business Associate shall in such case: (a) provide training to members of its workforce regarding the confidentiality requirements in the HIPAA Rules and this Agreement; Health For All Agreement Vol. �?/ Fg.l �l Pagelllof15 (b) obtain reasonable assurances from the person to whom the information is disclosed that it will be held confidential and further used and disclosed only as required by law or for the purpose for which it was disclosed to the person or entity; (c) agree to notify the Covered Entity of any instances of which it is aware in which the PHI is used or disclosed for a purpose that is not otherwise provided for in this Agreement or for a purpose not expressly permitted by the HIPAA Rules; and (d) ensure that all disclosures of PHI are subject to the principle of "minimum necessary use and disclosure," i.e., only PHI that is the minimum necessary to accomplish the intended purpose of the use, disclosure, or request may be disclosed. 2. Disclosure to Third Parties. If Business Associate discloses PHI received from Covered Entity, or created or received by Business Associate on behalf of Covered Entity, to agents, including a subcontractor, Business Associate shall require the agent to agree to the same restrictions and conditions that apply to Business Associate under this Agreement. Business Associate shall ensure that any agent, including a subcontractor, agrees to implement reasonable and appropriate safeguards to protect the confidentiality, integrity, and availability of the electronic PHI that it creates, receives, maintains, or transmits on behalf of the Covered Entity. Business Associate shall be fully liable to Covered Entity for any acts, failures or omissions of the Agent in providing the services as if they were Business Associate's own acts, failures or omissions, to the extent permitted by law. Business Associate further expressly warrants that its Agents will be specifically advised of, and will comply in all respects with, the terms of this Agreement. 3. Data Aggregation. In the event that Business Associate works for more than one Covered Entity, Business Associate is permitted to use and disclose PHI, but only in order to analyze data for permitted health care operations, and only to the extent that such use is permitted under the HIPAA Rules or the issuing court's orders. 4. De -identified Information. Use and disclosure of de -identified health information is permitted, but only if (i) the precise use is disclosed to Covered Entity and permitted by Covered Entity in its sole discretion and (ii) the de -identification is in compliance with 45 CFR §164.502(d), and any such de -identified health information meets the standard and implementation specifications for de -identification under 45 CFR §164.514(a) and (b). 5. Notice of Privacy Practices. Business Associate shall abide by the limitations of any Notice of Privacy Practices ("Notice') published by the Health For A!( Agreemen l Vol. � 1 pg'J7 /'aSep 11 of 15 Covered Entity of which it has knowledge. Covered Entity shall provide to Business Associate such Notice when it is adopted. Any use or disclosure permitted by this Agreement may be amended by such Notice. However, the amended Notice shall not affect permitted "uses and disclosures on which Business Associate relied prior to such notice. 6. Withdrawal of Consent or Authorization. In the absence of applicable specific consent or authorization for the use of his or her PHI, and the individual revokes such consent or authorization in writing, or the effective date of such authorization has expired, or the consent or authorization is found to be defective in any manner that renders it invalid, Business Associate shall if it has notice of such revocation, expiration or invalidity, to cease the use and disclosure of any such individual's PHI except to the extent it has relied on such use or disclosure, or where an exception under the Privacy Rule expressly applies. Use or Disclosure That Would Violate HIPAA. Business Associate is prohibited from further use or disclosure of PHI in a manner that would violate the requirements of the HIPAA Rules if the PHI were used or disclosed by the Covered Entity, Safeguards. Business Associate shall maintain appropriate safeguards to ensure that PHI is not used or disclosed other than as provided by this Agreement or as Required by Law. Business Associate shall implement administrative, physical and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of any electronic PHI it creates, receives, maintains, or transmits on behalf of Covered Entity. 9. Records Management. Upon termination of this Agreement, Business Associate agrees to return or destroy all PHI received from Covered Entity that Business Associate maintains in any form and shall comply with federal and state laws as they may be amended from time to time governing the maintenance or retention of PHI. If the return or destruction of PHI is not feasible, Business Associate agrees to extend the protections of this Agreement to the information and limit further uses and disclosures to those purposes that make the return or destruction of the information infeasible. 10. Individual Rights Regarding Designated Record Sets. If Business Associate maintains a designated record set (as defined in the HIPAA Rules) on behalf of Covered Entity, Business Associate agrees as follows: Health For All Agreement Vol. pg._O� Wage L oj15 (a) Correction of PHI. Business Associate agrees that it will amend PHI maintained by Business Associate as requested by Covered Entity. (b) Individual Right to Copy or Inspection. Business Associate agrees that, if it maintains PHI in a designated record set for the Covered Entity, it will permit an individual to inspect or copy PHI about the individual in that set under conditions and limitations required under 45 CFR §164.524. The Covered Entity is required to take action on such requests as soon as possible but not later than 30 days following receipt of the request. Business Associate agrees to make reasonable efforts to assist Covered Entity in meeting this deadline, to the extent the requested information is maintained by Business Associate and not the Covered Entity. The information shall be provided in the form or format requested, if it is readily producible in such form or format; or in summary, if the individual has agreed in advance to accept the information in summary form. A reasonable, cost -based fee for copying health information may be charged. (c) Individual Right to Amendment. Business Associate agrees, if it maintains PHI in a designated record set, to make amendments to PHI at the request and direction of Covered Entity pursuant to 45 CFR §164.526. If Business Associate maintains a record in a designated record set that is not also maintained by Covered Entity, Business Associate agrees that it will accommodate an individual's right to have access to and amend PHI about the individual in a designated record set in accordance with the Privacy Rule set forth at 45 CFR §164.526, unless the regulation provides for a denial or exception that applies. 11. Accounting of Disclosures. Business Associate agrees to make available to the individual and/or the Covered Entity from whom the PHI originated, information required for an accounting of disclosures of PHI with respect to the individual, in accordance with 45 CFR §164.528, and incorporating exceptions to such accounting designated under the regulation. Such accounting is limited to disclosures that were made in the six (6) years prior to the request (not including any disclosures prior to the compliance date of the Privacy Rule). (a) Covered Entity is required to take action on such requests as soon as possible but not later than 60 days following receipt of the request. Business Associate agrees to use its best efforts to assist Covered Entity in meeting this deadline. Health For All Agreement Vol. _ � I— PC,—�-4 Page 113 of 15 (b) Such accounting must be provided without cost to the individual or Covered Entity if it is the first accounting requested by an individual within any 12 month period; however, a reasonable, cost -based fee may be charged for subsequent accountings if Business Associate informs the individual in advance of the fee and is afforded an opportunity to withdraw or modify the request. (c) Such accounting shall be provided as long as Business Associate maintains the PHI. D. Internal Practices. Books, and Records. Business Associate shall make available its internal practices, books, and records relating to the use and disclosure of PHI received from, created, or received by Business Associate on behalf of the Covered Entity to the U.S. Department of Heath and Human Services or its agents for the purpose of determining the Covered Entity's compliance with the HIPAA Rules, or any other health oversight agency, or to the Covered Entity. E. Indemnification. To the extent permitted by law, Business Associate agrees to indemnify and hold harmless Covered Entity from and against all claims, demands, liabilities, judgments or causes of action of any nature for any relief, elements of recovery or damages recognized by law (including, without limitation, attorney's fees, defense costs, and equitable relief), for any damage or loss incurred by Covered Entity arising out of, resulting from, or attributable to any acts or omissions or other conduct of Business Associate or its agents in connection with the performance of Business Associate's or its agents' duties under this Agreement. This indemnity shall apply even if Covered Entity is alleged to be solely or jointly negligent or otherwise solely or jointly at fault; provided, however, that a trier of fact finds Covered Entity not to be solely or jointly negligent or otherwise solely or jointly at fault. This indemnity shall not be construed to limit Covered Entity's rights, if any, to common law indemnity. F. Covered Entity shall have the option, at its sole discretion, to employ attorneys selected by it to defend any such action, the costs and expenses of which shall be the responsibility of Business Associate. Covered Entity shall provide Business Associate with timely notice of the existence of such proceedings and such information, documents and other cooperation as reasonably necessary to assist Business Associate in establishing a defense to such action. These indemnities shall survive termination of this agreement and Covered Entity reserves the right, at its option and expense, to participate in the defense of any suit or proceeding through counsel of its own choosing. Health For All Agreement Vol ' � � � � f g -1/`� Fage I4 ojl5 G. Rights of Proprietary Information. The Covered Entity retains any and all rights to the proprietary information, confidential information, and PHI it releases to Business Associate. H. Termination for Breach. Without limiting the termination provisions herein, if Business Associate breaches any provision in this Section entitled "Use and Disclosure of PHI", Covered Entity may, at its option, access and audit the records of Business Associate related to its use and disclosure of PHI, require Business Associate to submit to monitoring and reporting, and such other conditions as Covered Entity may determine is necessary to ensure compliance with this Article; or Covered Entity may terminate this Agreement on a date specified by Covered Entity. I. Reference. Any reference in this Section entitled "Use and Disclosure of PHP' means the section of the Privacy Rule or the Security Rule, as applicable, as in effect or as amended. 111 Section entitled "Use and Disclosure of PHP' K. Precedent and Ambiguity. If any term of this Section entitled "Use and Disclosure of PHP' conflicts with another term of this Agreement, the term contained in this Section shall be controlling. Any ambiguity in this Section entitled "Use and Disclosure of PHP' shall be resolved to permit Covered Entity to comply with the HIPAA Rules. L. Survival of Key Provisions. The provisions of this Section entitled "Use and Disclosure of PHP' shall survive the termination of this Agreement. Accepted: FV 0" ��� Pt.y% Health For All Agreement So � i,s INTERLOCAL AGREEMENT BETWEEN CITY OF COLLEGE STATION AND BRAZOS COUNTY THIS INTERLOCAL AGREEMENT ("Agreement") is hereby made and entered into by and between the CITY OF COLLEGE STATION, TEXAS, a Texas Home Rule Municipal Corporation (hereinafter "College Station"), and BRAZOS COUNTY, TEXAS (hereinafter "County"), a political subdivision of the State of Texas, each acting by and through its duly authorized agents (referred to collectively as the "Parties"). WHEREAS, Chapter 791 of the Texas Government Code, also known as the Interlocal Cooperation Act, authorizes all local govermnents to contract with each other to provide a governmental function or service that each party to the contract is authorized to perform individually and in which the contracting parties are mutually interested; and WHEREAS, on October 23, 2014, union Pacific Railroad ("UPRR") officials met local officials including Brazos County and College Station officials, as well as residents, to discuss UPRR's plans to close two existing railroad crossings located at Straub Road and Wade Road in College Station and the Railroad's plans to construct a new railroad crossing at Greens Prairie Trail;.and WHERAS, on December 8, 2014 and December 11, 2014, Brazos County officials met with residents at public meetings to further discuss UPRR's plans and Brazos County roadway plans involving closures of Straub Road and Wade Road and construction of a new road along Greens Prairie Trail from I&GN Road to FM 2154; and WHEREAS, on January 13, 2015, the Brazos County Commissioners Court agreed to execute an agreement with UPRR for closure of the Wade Road and Straub Road crossings (Railroad Milepost 64.66 and 65.3 1, Navasota Subdivision, County of Brazos, State of Texas); and WHEREAS, the Brazos County Commissioners Court further announced plans to acquire right- of-way and construct an extension of a county road to extend from the intersection of FM 2154 and Greens Prairie Trail for approximately 868 feet to I&GN Road; and WHEREAS, on January 29, 2015 City of College Station provided Notice of Annexation Proceedings to Enlarge and Extend Boundary Limits to include the proposed rail crossing at Greens Prairie Trail west of FM 2154; and WHEREAS, on April 9, 2015, the City of College Station annexed 233 acres of land including that portion of FM 2154 located at its intersection with Greens Prairie Trail; and WHEREAS, such annexation now requires Brazos County to construct a portion of the above - referenced extension within the College Station city limits; and WHEREAS, TEXAS TRANSPORTATION CODE, Section 251.012, requires the consent of the City Council of the City of College Station, Texas, in order for the Brazos County Commissioners Court to expend county funds to finance the construction of that portion of the above -referenced street extension that is located within College Station city limits; and PDKonvert.16797 I .K_in_Legistar Vol. _. WHEREAS, the City of College Station's City Council approved Resolution No. 08-2-15-2d on August, 27`h, 2015, consenting to allow Brazos County to expend County funds to finance the construction of an extension of Greens Prairie Trail within College Station city limits, from its intersection within FM 2154, west to the City limits ("Property"); NOW, THEREFORE IN CONSIDERATION of the recitals and mutual covenants made herein by the parties hereby mutually agree as follows: ARTICLE I RESPONSIBILITIES OF PARTIES 1.1 County will provide the following on the Property; temporary traffic signal installation, grading, drainage, flexible base/asphalt pavement, rigid base/concrete pavement, pavement markings and appropriate signage. 1.2 College Station agrees to timely cooperate with the County and any contractors in all matters related to the improvement of the Property. ARTICLE H MISCELLANEOUS TERMS 2.1 Interlocal Cooperation Act. The Parties expressly acknowledge that each Party to this Agreement is a local government as that term is defined in the Interlocal Cooperation Act. Nothing in this Agreement will be construed as a waiver or relinquishment by either Party of its right to claim such exemptions, privileges, and immunities as may be provided by the Constitution and the Laws of the State of Texas. 2.2 Amendment. The terms and conditions of this Agreement may be amended upon mutual consent of all Parties. Mutual consent will be demonstrated by approval of each governing body of each Party hereto. No amendment to this Agreement shall be effective and binding unless and until it is reduced to writing, duly approved and signed by the authorized representatives of both Parties. 2.3 Termination. This Agreement may be terminated for cause upon sixty (60) days advance written notice by either Party after providing written notice and giving the other Party an opportunity to cure any alleged breach. 2.4 Public Information Coordination. Public disclosure of information and related activities conducted under this Agreement may be required pursuant to the Freedom of Information Act and the Texas Public Information Act. 2.5 Hold Harmless. To the extent permitted by the Constitution and the laws of the State of Texas and subject to the limitations as to liability and damages in the Texas Tort Claims Act and without waiving its governmental immunity, each party 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 have been caused directly or pnPCon e.M16797 LK_in_Legistar E e2 3/ Pg.>7� indirectly by any other party to this Agreement or any of its officers, agents or employees, or as the result of its performance under this Agreement. 2.6 Invalidity. If any provision of this Agreement shall be held invalid, illegal, or unenforceable by a court or other tribunal of competent jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The Parties shall use their best efforts to replace the respective provision or provisions of the Agreement with legal terms and conditions approximating the original intent of the Parties. 2.7 Notice. Any official notices by one Parry to another must be in writing and be personally delivered or sent by registered or certified United States Mail, properly addressed to the respective Parties as stated below. Any other day to day communication by the Parties' staff may be by any other means of sufficient communication. City of College Station P.O. Box 9960 College Station, Texas 77842 Attn: City Manager Brazos County 200 S. Texas Ave. Suite 332 Bryan, Texas 77803 Atm: County Judge 2.8 Entire Agreement. This Agreement contains the entire agreement between the parties and supersedes any and all prior agreements, arrangements, or understandings between the Parties relating to the subject matter of this Agreement. No oral understandings, statements, promises, or inducements contrary to the terms of this agreement exist. This Agreement cannot be changed or terminated orally. No verbal agreement or conversation with any officer, agent, or employee of any Party before or after the execution of this Agreement shall affect or modify any of the terms or obligations hereunder. 2.9 Texas Law. This Agreement has been made under and shall be governed by the laws of the State of Texas. 2.10 Venue. Performance and all matters related thereto shall be in Brazos County, Texas, United States of America. 2.11 Authority to Contract. Each party has the full power and authority to enter into and perform this Agreement and the person signing this agreement on behalf of each Party has been properly authorized and empowered to enter into this Agreement. The persons executing this agreement hereby represent that they have authorization to sign on behalf of their respective governmental bodies. 2.12 Waiver. Failure of any Party, at any time, to enforce the provision of this Agreement, shall in no way constitute a waiver of that provision, nor in any way affect the validity of this agreement, any part hereof, or the right of either Party thereafter to enforce each and every provision hereof. No term of this Agreement shall be deemed waived or breach excused unless the waiver shall be in writing and signed by the Party claimed to have waived. Furthermore, any consent to or waiver of a breach will not constitute consent to or waiver of or excuse of any other different or subsequent breach. PDFConvert 16797 1Xin_Legistu 2.13 Multiple Originals. It is understood and agreed that this Agreement may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes. NOW THEREFORE, this Agreement is made and entered into by and between the City of College Station and Brazos County. This Agreement shall be effective when signed by the last party signing which makes the Agreement fully executed. CITY OF COLLEGE STATION By: Nancy Berry, Mayor Date: ATTEST: City Secretary Date: APPROVED AS TO FORM City Attorney Date: APPROVED City Manager Date: Chief Financial Officer Date: AT EST: Karen McQueen, Coung Clerk Date:�_�_ APPROVED As -TO-F Bill Ballar 2yi�opnsto Date: // �u PDFCo.,ed.16797 LK_in_Legismr v01. a 3 Pg. �� INTERLOCAL AGREEMENT BETWEEN CITY OF COLLEGE STATION AND BRAZOS COUNTY THIS INTERLOCAL AGREEMENT ("Agreement") is hereby made and entered into by and between the CITY OF COLLEGE STATION, TEXAS, a Texas Home Rule Municipal Corporation (hereinafter "College Station"), and BRAZOS COUNTY, TEXAS (hereinafter "County"), a political subdivision of the State of Texas, each acting by and through its duly authorized agents (referred to collectively as the "Parties"). WHEREAS, Chapter 791 of the Texas Government Code, also known as the Interlocal Cooperation Act, authorizes all local governments to contract with each other to provide a governmental function or service that each party to the contract is authorized to perform individually and in which the contracting parties are mutually interested; and WHEREAS, on October 23, 2014, Union Pacific Railroad ("UPRR') officials met local officials including Brazos County and College Station officials, as well as residents, to discuss UPRR's plans to close two existing railroad crossings located at Straub Road and Wade Road in College Station and the Railroad's plans to construct a new railroad crossing at Greens Prairie Trail; and WHERAS, on December 8, 2014 and December 11, 2014, Brazos County officials met with residents at public meetings to further discuss UPRR's plans and Brazos County roadway plans involving closures of Straub Road and Wade Road and construction of a new road along Greens Prairie Trail from I&GN Road to FM 2154; and WHEREAS, on January 13, 2015, the Brazos County Commissioners Court agreed to execute an agreement with UPRR for closure of the Wade Road and Straub Road crossings (Railroad Milepost 64.66 and 65.3 1, Navasota Subdivision, County of Brazos, State of Texas); and WHEREAS, the Brazos County Commissioners Court further announced plans to acquire right- of-way and construct an extension of a county road to extend from the intersection of FM 2154 and Greens Prairie Trail for approximately 868 feet to I&GN Road; and WHEREAS, on January 29, 2015 City of College Station provided Notice of Annexation Proceedings to Enlarge and Extend Boundary Limits to include the proposed rail crossing at Greens Prairie Trail west of FM 2154; and WHEREAS, on April 9, 2015, the City of College Station annexed 233 acres of land including that portion of FM 2154 located at its intersection with Greens Prairie Trail; and WHEREAS, such annexation now requires Brazos County to construct a portion of the above - referenced extension within the College Station city limits; and WHEREAS, TEXAS TRANSPORTATION CODE, Section 251.012, requires the consent of the City Council of the City of College Station, Texas, in order for the Brazos County Commissioners Court to expend county funds to finance the construction of that portion of the above -referenced street extension that is located within College Station city limits; and PDPCon,eA.16797 1.K_in_Legist,,r t vol. .�31 — Pg. / 8/ WHEREAS, the City of College Station's City Council approved Resolution No. 08-2-15-2d on August, 27h, 2015, consenting to allow Brazos County to expend County funds to finance the construction of an extension of Greens Prairie Trail within College Station city limits, from its intersection within FM 2154, west to the City limits ("Property"); NOW, THEREFORE IN CONSIDERATION of the recitals and mutual covenants made herein by the parties hereby mutually agree as follows: ARTICLE I RESPONSIBILITIES OF PARTIES 1.1 County will provide the following on the Property; temporary traffic signal installation, grading, drainage, flexible base/asphalt pavement, rigid base/concrete pavement, pavement markings and appropriate signage. 1.2 College Station agrees to timely cooperate with the County and any contractors in all matters related to the improvement of the Property. ARTICLE H MISCELLANEOUS TERMS 2.1 Interlocal Cooperation Act. The Parties expressly acknowledge that each Party to this Agreement is a local government as that term is defined in the Interlocal Cooperation Act. Nothing in this Agreement will be construed as a waiver or relinquishment by either Party of its right to claim such exemptions, privileges, and immunities as may be provided by the Constitution and the Laws of the State of Texas. 2.2 Amendment. The terms and conditions of this Agreement may be amended upon mutual consent of all Parties. Mutual consent will be demonstrated by approval of each governing body of each Party hereto. No amendment to this Agreement shall be effective and binding unless and until it is reduced to writing, duly approved and signed by the authorized representatives of both Parties. 2.3 Termination. This Agreement may be terminated for cause upon sixty (60) days advance written notice by either Party after providing written notice and giving the other Party an opportunity to cure any alleged breach. 2.4 Public Information Coordination. Public disclosure of information and related activities conducted under this Agreement may be required pursuant to the Freedom of Information Act and the Texas Public Information Act. 2.5 Hold Harmless. To the extent permitted by the Constitution and the laws of the State of Texas and subject to the limitations as to liability and damages in the Texas Tort Claims Act and without waiving its governmental immunity, each party 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 have been caused directly or PDPConvert.16797 LK_in_Izgistar Voi. Py. 8z indirectly by any other party to this Agreement or any of its officers, agents or employees, or as the result of its performance under this Agreement. 2.6 Invalidity. If any provision of this Agreement shall be held invalid, illegal, or unenforceable by a court or other tribunal of competent jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The Parties shall use their best efforts to replace the respective provision or provisions of the Agreement with legal terms and conditions approximating the original intent of the Parties. 2.7 Notice. Any official notices by one Party to another must be in writing and be personally delivered or sent by registered or certified United States Mail, properly addressed to the respective Parties as stated below. Any other day to day communication by the Parties' staff may be by any other means of sufficient communication. City of College Station P.O. Box 9960 College Station, Texas 77842 Attn: City Manager Brazos County 200 S. Texas Ave. Suite 332 Bryan, Texas 77803 Attn: County Judge 2.8 Entire Agreement. This Agreement contains the entire agreement between the parties and supersedes any and all prior agreements, arrangements, or understandings between the Parties relating to the subject matter of this Agreement. No oral understandings, statements, promises, or inducements contrary to the terms of this agreement exist. This Agreement cannot be changed or terminated orally. No verbal agreement or conversation with any officer, agent, or employee of any Parry before or after the execution of this Agreement shall affect or modify any of the terms or obligations hereunder. 2.9 Texas Law. This Agreement has been made under and shall be governed by the laws of the State of Texas. 2.10 Venue. Performance and all matters related thereto shall be in Brazos County, Texas, United States of America. 2.11 Authority to Contract. Each parry has the full power and authority to enter into and perform this Agreement and the person signing this agreement on behalf of each Party has been properly authorized and empowered to enter into this Agreement. The persons executing this agreement hereby represent that they have authorization to sign on behalf of their respective governmental bodies. 2.12 Waiver. Failure of any Party, at any time, to enforce the provision of this Agreement, shall in no way constitute a waiver of that provision, nor in any way affect the validity of this agreement, any part hereof, or the right of either Party thereafter to enforce each and every provision hereof. No tern of this Agreement shall be deemed waived or breach excused unless the waiver shall be in writing and signed by the Party claimed to have waived. Furthermore, any consent to or waiver of a breach will not constitute consent to or waiver of or excuse of any other different or subsequent breach. PDPConvert.16797 I Xin_Legistar Vol. 2.13 Multiple Originals. It is understood and agreed that this Agreement may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes. NOW THEREFORE, this Agreement is made and entered into by and between the City of College Station and Brazos County. This Agreement shall be effective when signed by the last party signing which makes the Agreement fully executed. CITY OF COLLEGE STATION By: Nancy Berry, Mayor Date: ATTEST: City Secretary Date: APPROVED AS TO FORM City Attorney Date: APPROVED City Manager Date: Chief Financial Officer Date: PDFConver .16797 1.K in I,egisw By: 11^1 Duane Peters, Date: ATTE ' �� / �l�t 0v aren McQueen, County Clerk Date: 119, 1 LO APPROVED A ORM Bill Ballard, CivilICo_u el Date: Vol. a .3l_ pg. / - 10 INTERLOCAL AGREEMENT BETWEEN CITY OF COLLEGE STATION AND BRAZOS COUNTY THIS INTERLOCAL AGREEMENT ("Agreement') is hereby made and entered into by and between the CITY OF COLLEGE STATION, TEXAS, a Texas Home Rule Municipal Corporation (hereinafter "College Station"), and BRAZOS COUNTY, TEXAS (hereinafter "County"), a political subdivision of the State of Texas, each acting by and through its duly authorized agents (referred to collectively as the "Parties"). WHEREAS, Chapter 791 of the Texas Government Code, also known as the Interlocal Cooperation Act, authorizes all local governments to contract with each other to provide a governmental function or service that each party to the contract is authorized to perform individually and in which the contracting parties are mutually interested; and WHEREAS, the County has received multiple requests to implement a quiet zone along the railroad corridor running parallel to FM 2154 in Brazos County, designated on Exhibit "A", attached hereto and incorporated herein for all purposes ("Quiet Zone"); and WHEREAS, any implementation of the Quiet Zone would require approval by the Federal Railroad Authority ("FRA"); and WHEREAS, the County had decided to move forward in pursuing a Quiet Zone; and WHEREAS, the County has received a proposal from CTC, Inc. to assist with the design, engineering and implementation of the proposed Quiet Zone and acceptance of the Quiet Zone by the FRA; and WHEREAS, the railroad crossing at Greens Prairie Trail was annexed by the City of College Station on or about April 9, 2015 ("Annexation Property"); and WHEREAS, the Annexation Property crossing is located within the proposed Quiet Zone; and WHEREAS, College Station and the County have reached an agreement on cost sharing and obligations with regard to creation of the Quiet Zone; NOW, THEREFORE IN CONSIDERATION of the recitals and mutual covenants made herein by the parties hereby mutually agree as follows: ARTICLE I RESPONSIBILITIES OF PARTIES 1.1 Pursuant to 49 CFR §222.37 the Parties agree the County is delegated authority to establish the Quiet Zone on behalf of both the County and College Station. The County shall do this in part through contacting with CTC, Inc. for the performance of services related to the establishment of the Quiet Zone. The County shall ensure the performance of the following services from CTC, Inc. in relation to the implementation, design and engineering of the Quiet bbc31641-9e3e-4006-a77c-e76968377edf.docx Vol. Zone: a. Provide status meetings and project updates to the Parties. b. Conduct on-site inspections to confirm proposed improvements. c. Analyze Quiet Zone options using FRA calculator and present options to College Station and County for approval. d. Coordinate, prepare documents and conduct diagnostic team field review on site. e. Prepare Notice of Intent for College Station submittal and for County submittal. f. Prepare responses for City to Notice of Intent comments and for County Notice of Intent comments. g. Conduct final inspection prior to Quiet Zone establishment. h. Prepare Notice of Establishment; assist College Station and County with Noticc of Establishment. i. Provide Union Pacific Railroad and FRA coordination. j. Project management, accounting and administration k. Achieve and obtain Quiet Zone designation. (collectively, "Scope of Services") 1.2 The fee for the Scope of Services will not exceed $23,410.00 ("Fee"). 1.3 College Station agrees to timely cooperate with the County and its contractor CTC, Inc. in all matters related to the establishment of the Quiet Zone including with respect to notice requirements and to do all things necessary and reasonable to comply with requests made by CTC, Inc. and the FRA in furtherance of the designation and implementation of the Quiet Zone. Likewise, County agrees to timely cooperate and take all measures reasonably necessary and reasonable to comply with requests made by CTC, Inc. and the FRA in furtherance of the designation and implementation of the Quiet Zone. 1.4 County will be responsible for administering its contract with CTC, Inc. including paying the Fee within thirty (30) days of performance and invoicing by CTC, Inc. Following this, College Station will reimburse the County for one-half (1/2) of the Fee within thirty (30) days of receiving invoice from the County, up to a maximum amount of $11,705.00. ARTICLE II MISCELLANEOUS TERMS 2.1 Interlocal Cooperation Act. The Parties expressly acknowledge that each Party to this Agreement is a local government as that term is defined in the Interlocal Cooperation Act. Nothing in this Agreement will be construed as a waiver or relinquishment by either Party of its right to claim such exemptions, privileges, and immunities as may be provided by the Constitution and the Laws of the State of Texas. 2.2 Amendment. The terms and conditions of this Agreement may be amended upon mutual consent of all Parties. Mutual consent will be demonstrated by approval of each governing bbc31641.903 406-a77c-e76968377edfdocx LV(—)i ��g.-- -- body of each Party hereto. No amendment to this Agreement shall be effective and binding unless and until it is reduced to writing, duly approved and signed by the authorized representatives of both Parties. 2.3 Termination. This Agreement may be terminated for cause upon sixty (60) days advance written notice by either Party after providing written notice and giving the other Party an opportunity to cure any alleged breach. 2.4 Public Information Coordination. Public disclosure of information and related activities conducted under this Agreement may be required pursuant to the Freedom of Information Act and the Texas Public Information Act. 2.5 Hold Harmless. To the extent permitted by the Constitution and the laws of the State of Texas and subject to the Iimitations as to liability and damages in the Texas Tort Claims Act and without waiving its governmental immunity, each party 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 have been caused directly or indirectly by any other party to this Agreement or any of its officers, agents or employees, or as the result of its performance under this Agreement. 2.6 Invalidity. If any provision of this Agreement shall be held invalid, illegal; or unenforceable by a court or other tribunal of competent jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The Parties shall use their best efforts to replace the respective provision or provisions of the Agreement with legal terms and conditions approximating the original intent of the Parties. 2.7 Notice. Any official notices by one Party to another must be in writing and be personally delivered or sent by registered or certified United States Mail, properly addressed to the respective Patties as stated below. Any other day to day communication by the Parties' staff may be by any other means of sufficient communication. City of College Station P.O. Box 9960 College Station, Texas 77842 Attn: City Manager Brazos County 200 S. Texas Ave. Suite 332 Bryan, Texas 77803 Attn: County Judge 2.8 Entire Agreement. This Agreement contains the entire agreement between the parties and supersedes any and all prior agreements, arrangements, or understandings between the Parties relating to the subject matter of this Agreement. No oral understandings, statements, promises, or inducements contrary to the terms of this agreement exist. This Agreement cannot be changed or terminated orally. No verbal agreement or conversation with any officer, agent, or employee of any Party before or after the execution of this Agreement shall affect or modify any of the terms or obligations hereunder. 2.9 Texas Law. This Agreement has been made under and shall be governed by the laws of the State of Texas. bhe31641-9e3e-40f6-a77c-e76963377cdfdocx ------------ 3 Vol. a 2.10 Venue. Performance and all matters related thereto shall be in Brazos County, Texas, United States of America. 2.11 Authority to Contract. Each parry has the full power and authority to enter into and perform this Agreement and the person signing this agreement on behalf of each Parry has been properly authorized and empowered to enter into this Agreement. The persons executing this agreement hereby represent that they have authorization to sign on behalf of their respective governmental bodies. 2.12 Waiver. Failure of any Party, at any time, to enforce the provision of this Agreement, shall in no way constitute a waiver of that provision, nor in any way affect the validity of this agreement, any part hereof, or the right of either Party thereafter to enforce each and every provision hereof. No term of this Agreement shall be deemed waived or breach excused unless the waiver shall be in writing and signed by the Party claimed to have waived. Furthermore, any consent to or waiver of a breach will not constitute consent to or waiver of or excuse of any other different or subsequent breach. 2.13 Multiple Originals. It is understood and agreed that this Agreement may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes. NOW THEREFORE, this Agreement is made and entered into by and between the City of College Station and Brazos County. This Agreement shall be effective when signed by the last parry signing which makes the Agreement fully executed. CITY OF COLLEGE STATION By: Nancy Berry, Mayor Date: ATTEST: City Secretary Date: APPROVED AS TO FORM City Attorney Date: BRA�OSCO TY 1 By: Duane Peters, Ct}ty Date: ln�ilge f r (O ATTE _ Karen McQueen, oun Clerk Date: 'L� 2 APPROVED AS TO FORM Bill Ballard, C�i , 1 m, Date: lj� it bb01641-9e3e-40 r6-07c-e76968377cdtdoex------------ -E--- APPROVED City Manager Date: Chief Financial Officer Date: 56c31641-9c3e-40f6-.77c-e76968377cdf.docx Vol. a 3/ =Pg. /� 9� Exbibit A bbc31541-9e3c4Of6-a77c-e76969377cdF.docx CN PRAIRIE PAWN TR e J�¢ / JQo Vol. vOp ti n O� Q r G� \ DR INTERLOCAL AGREEMENT BETWEEN CITY OF COLLEGE STATION AND BRAZOS COUNTY THIS INTERLOCAL AGREEMENT ("Agreement') is hereby made and entered into by and between the CITY OF COLLEGE STATION, TEXAS, a Texas Home Rule Municipal Corporation (hereinafter "College Station"), and BRAZOS COUNTY, TEXAS (hereinafter "County"), a political subdivision of the State of Texas, each acting by and through its duly authorized agents (referred to collectively as the "Parties"). WHEREAS, Chapter 791 of the Texas Government Code, also known as the Interlocal Cooperation Act, authorizes all local governments to contract with each other to provide a governmental fimction or service that each party to the contract is authorized to perform individually and in which the contracting parties are mutually interested; and WHEREAS, the County has received multiple requests to implement a quiet zone along the railroad corridor running parallel to FM 2154 in Brazos County, designated on Exhibit "A", attached hereto and incorporated herein for all purposes ("Quiet Zone"); and WHEREAS, any implementation of the Quiet Zone would require approval by the Federal Railroad Authority ("FRA"); and WHEREAS, the County had decided to move forward in pursuing a Quiet Zone; and WHEREAS, the County has received a proposal from CTC, Inc. to assist with the design, engineering and implementation of the proposed Quiet Zane and acceptance of the Quiet Zone by the FRA; and WHEREAS, the railroad crossing at Greens Prairie Trail was annexed by the City of College Station on or about April 9, 2015 (`Annexation Property"); and WHEREAS, the Annexation Property crossing is located within the proposed Quiet Zone; and WHEREAS, College Station and the County have reached an agreement on cost sharing and obligations with regard to creation of the Quiet Zone; NOW, THEREFORE hN CONSIDERATION of the recitals and mutual covenants made herein by the parties hereby mutually agree as follows: ARTICLE I RESPONSIBILITIES OF PARTIES 1.1 Pursuant to 49 CFR §222.37 the Parties agree the County is delegated authority to establish the Quiet Zone on behalf of both the County and College Station. The County shall do this in part through contracting with CTC, Inc. for the performance of services related to the establishment of the Quiet Zone. The County shall ensure the performance of the following services from CTC, Inc. in relation to the implementation, design and engineering of the Quiet bbc31641-96..40r6-a77c-06969377cdf.docx Zone: a. Provide status meetings and project updates to the Parties. b. Conduct on-site inspections to confirm proposed improvements. c. Analyze Quiet Zone options using FRA calculator and present options to College Station and County for approval. d. Coordinate, prepare documents and conduct diagnostic team field review on site. e. Prepare Notice of Intent for College Station submittal and for County submittal. f Prepare responses for City to Notice of Intent comments and for County Notice of Intent comments. g. Conduct final inspection prior to Quiet Zone establishment. h. Prepare Notice of Establishment; assist College Station and County with Notice of Establishment. i. Provide Union Pacific Railroad and FRA coordination. j. Project management, accounting and administration k. Achieve and obtain Quiet Zone designation. (collectively, "Scope of Services") 1.2 The fee for the Scope of Services will not exceed $23,410.00 (`Fee"). 1.3 College Station agrees to timely cooperate with the County and its contractor CTC, Inc. in all matters related to the establishment of the Quiet Zone including with respect to notice requirements and to do all things necessary and reasonable to comply with requests made by CTC, Inc. and the FRA in furtherance of the designation and implementation of the Quiet Zone. Likewise, County agrees to timely cooperate and take all measures reasonably necessary and reasonable to comply with requests made by CTC, Inc. and the FRA in furtherance of the designation and implementation of the Quiet Zone. 1.4 County will be responsible for administering its contract with CTC, Inc. including paying the Fee within thirty (30) days of performance and invoicing by CTC, Inc. Following this, College Station will reimburse the County for one-half (1/2) of the Fee within thirty (30) days of receiving invoice from the County, up to a maximum amount of $11,705.00. ARTICLE H MISCELLANEOUS TERMS 2.1 Interlocal Cooperation Act. The Parties expressly acknowledge that each Parry to this Agreement is a local government as that tem is defined in the Interlocal Cooperation Act. Nothing in this Agreement will be construed as a waiver or relinquishment by either Party of its right to claim such exemptions, privileges, and immunities as may be provided by the Constitution and the Laws of the State of Texas. 2.2 Amendment. The terms and conditions of this Agreement may be amended upon mutual consent of all Parties. Mutual consent will be demonstrated by approval of each governing bbc31641-9040f6-a77c-06968377edEdocx --- body of each Party hereto. No amendment to this Agreement shall be effective and binding unless and until it is reduced to writing, duly approved and signed by the authorized representatives of both Parties. 2.3 Termination. This Agreement may be terminated for cause upon sixty (60) days advance written notice by either Party after providing written notice and giving the other Party an opportunity to cure any alleged breach. 2.4 Public Information Coordination. Public disclosure of information and related activities conducted under this Agreement may be required pursuant to the Freedom of Information Act and the Texas Public Information Act. 2.5 Hold Harmless. To the extent permitted by the Constitution and the laws of the State of Texas and subject to the limitations as to liability and damages in the Texas Tort Claims Act and without waiving its governmental immunity, each party 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 have been caused directly or indirectly by any other party to this Agreement or any of its officers, agents or employees, or as the result of its performance under this Agreement. 2.6 Invalidity. If any provision of this Agreement shall be held invalid, illegal, or unenforceable by a court or other tribunal of competent jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The Parties shall use their best efforts to replace the respective provision or provisions of the Agreement with legal terms and conditions approximating the original intent of the Parties. 2.7 Notice. Any official notices by one Party to another must be in writing and be personally delivered or sent by registered or certified United States Mail, properly addressed to the respective Parties as stated below. Any other day to day communication by the Parties' staff may be by any other means of sufficient communication. City of College Station P.O. Box 9960 College Station, Texas 77842 Arm: City Manager Brazos County 200 S. Texas Ave. Suite 332 Bryan, Texas 77803 Attn: County Judge 2.8 Entire Agreement. This Agreement contains the entire agreement between the parties and supersedes any and all prior agreements, arrangements, or understandings between the Parties relating to the subject matter of this Agreement. No oral understandings, statements, promises, or inducements contrary to the terms of this agreement exist. This Agreement cannot be changed or terminated orally. No verbal agreement or conversation with any officer, agent, or employee of any Party before or after the execution of this Agreement shall affect or modify any of the terms or obligations hereunder. 2.9 Texas Law. This Agreement has been made under and shall be governed by the laws of the State of Texas. bbc31641-90eA0f6-07c-u76963377cdfdocx vol. d Su-- pg.-/ 2.10 Venue. Performance and all matters related thereto shall be in Brazos County, Texas, United States of America. 2.11 Authority to Contract. Each party has the full power and authority to enter into and perform this Agreement and the person signing this agreement on behalf of each Party has been properly authorized and empowered to enter into this Agreement. The persons executing this agreement hereby represent that they have authorization to sign on behalf of their respective governmental bodies. 2.12 Waiver. Failure of any Party, at any time, to enforce the provision of this Agreement, shall in no way constitute a waiver of that provision, nor in any way affect the validity of this agreement, any part hereof, or the right of either Party thereafter to enforce each and every provision hereof. No term of this Agreement shall be deemed waived or breach excused unless the waiver shall be in writing and signed by the Party claimed to have waived. Furthermore, any consent to or waiver of a breach wilt not constitute consent to or waiver of or excuse of any other different or subsequent breach. 2.13 Multiple Originals. It is understood and agreed that this Agreement may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes. NOW THEREFORE, this Agreement is made and entered into by and between the City of College Station and Brazos County. This Agreement shall be effective when signed by the last party signing which makes the Agreement fully executed. CYI'Y OF COLLEGE STATION By: By: Nancy Berry, Mayor Duane Date: Date: ATTEST: City Secretary Date: APPROVED AS TO FORM City Attorney Date: ATTEST: wren McQueen, Count C erk Date: A_Af/4- APPROVED AS TRQORM Bill Ballard, Civil Counsel Date: oZ` Q "- A' W31641-9e3e-40[6-a77c-e76963377etlGdocx LVOL Pg._ ��� APPROVED City Manager Date: Chief Financial Officer Date: bbc31641-9e3eA0f6-a77,c76968377cdfdacc Vol, a,3j--- po. /9G Exhibit A bbc31641-9e3e40f6-e77c-c76969377edfdocx ---- LN PRAIRIE DAW N TR I DR labor required at our standard billing rates. Pleased note that should we experience problems removing the cylinder from the ground, KONE Inc. will submit a price for the additional work. Any additional material required and KONE Inc., will bill additional Incidental expenses incurred at our normal billing rates. We will Install and plumb the PVC casing in which your new cylinder will be encased. The reasons for the PVC casing are to help prevent electrolysis and corrosion. We will install the new cylinder. We will then flush and clean the entire system. We will fill the system with new hydraulic fluid. We will then pressure the system and connect the piston to the car sling. We will then test, adjust and perform an Inspection with the focal inspector to ensure that the car is operating properly. Work NOT Included in the Elevator Contract When needed, we will provide protection for floors, walls and elevator entrances for normal activities associated with this work. If special drilling or excavation of contaminant material equipment is required, the owner will be responsible for all building protection and alterations needed to bring this equipment in, use, and take off the premises. To complete this installation, the following items must be preformed or furnished by the owners or their agent according to governing codes. The price and installation schedule of the elevator contractor is based on the following conditions prevailing at the beginning and during installation of the elevator equipment and Include the following: Provide electric power for light, tools, hoists, welding, drilling rig (if necessary), etc. required for the duration of this project. Owner will provide full access to the work area for the contractors workers and their agents at all times during the agreed upon work hours for the duration of the project. The owner will provide all necessary permits for welding, gas, burning and cutting in the elevator hoistway. The owner is responsible for deactivation and reactivation of all fire, smoke and/or combustion sensors in the work area that may be activated by the effects of the operations required to complete this work. We warranty the complete job, labor, and material, for one (t) year after completion. Price Our P _ _ _ ., 00.00,(TW,OMUN,DRED FIFTY ONErTHOUSAN THREE HUNDRED. AND -00/100 DOLLARS)Splus applicable_taxe's. The above quoted price is based upon the agreed upon milestone payments. Our price Includes applicable labor, material and permit fees. Pricing is subject to KONE's Terms and Conditions for tendered repairs and is valid until 30 days after the above stated proposal date. During the course of our work, should deficiencies, code violations, or other issues be discovered, we will promptly notify Purchaser and provide a separate quotation to correct these issues. Vol. _ ?.5'1 Pg l doZ Milestone Payments Due The below quoted price is based on agreed upon milestones upon completion of work. 10% administrative fees due for booking, processing and ordering $ 25,130.00 20% due after car hanging, Jack survey $ 50,260.00 30% due when cylinder is delivered to Brazos County Courthouse $ 75,390.00 40% due after completion of project $ 100.520,00 Receipts will be provided when payment Is received BONDING'REQUIREMENTS — -. .1 - I a The contractor mu's`t,lrovlde tothe'Purc:hastrig Department, -perforrr4nce b6rid end a payme bond,�iech ln�thejri�-�unt of166%.i6f the't6tal co'ntraicti 'sum' -within ten (10) 616ndlar days aft recHpta.'corporate suretydu' BY TO PC)LiCY.FiE.4UiREMENTS.FOR.C-ERTIF-ICATE-'OF.INSURANCE CONTRACTOR'S INSURANCE (1) 'jsCommercfal GeneralLia HAY Insurance wit a 2 1: DDOqqrnbinid SlngleLlmlt and shall liicluile coverage for acts of ndeper dent contractors Contractor will provide Owners and Contractors - c, ' .' an Protective Liability ("OCPU') policy naming all Brazos County as the Named Insureds. This policy will remain in effect until Contractor's work is completed and accented by Owner- Limits to he S? (3}.'AutomribilePublleLlabllfty Insurance with a:$1,000,000 Combtried.Single.Omit,in 'self - 1 pL3 q -2 propelled vehicles used In connection with the contract, whether owned, non -owned or hired. The Certificate of Insurance'fumished to Brazos County shall contain a provislon that coverage under'such'pollcles;shall not ,be canceled,or,,materially changed until at least 30 days orlor written notice has been given to Brazos County. CCEPTANCE: The foregoing Agreement Is hereby signedand cepte in u on ehalfof BRAZOS'COUNTY � i (Signature) `uanf Pt l/,5 (Print Name) (Print Tl�e) `it Date: O / 2— i Respectfully submitted by, KONE Inc. Allison Anderson -Fob Sales Consultant (A rove By) Authoriz a ntative Title Date:gL'gl.C2L/2GC1 G _P9 _¢? _ __-- TERMS AND CONDITIONS This proposal Is subJed to the following germs and Conditions, all of which am hereby agreed to Purchaser agrees to pay the amount of any tax Imposed by any exlsting law, or by any law ended after the dale al this Agreement. based upon the transfer, use, ownership or possession of the equipment Involved In the services rendered herein. KONE reserves the right to dlsmntlnue aur work at anytime unel we have assurance, satisfactory to us, the/ payments x111 be made es agreed. Final payment shat become duo and payable upon completion or the work described In this Agmement. Failure to pay any sun due to KONE within thirty (30) days of the Invelco will be a material breach. A delinquent payment charge calculated at the rate of I% % per month. or It such rate Is usurious then at the maxfmum rate under applicable law, shall be applied to the delinquent payments. In the event of default on the payment provisions herein. Purchaser agroas to pay, in addition to any defaulted amount, all attorney fees. collection cast ar court costs In cannedion therewith The machinery, Implements and apparatus haNdmd hereunder remain KONE's personal property and KONE retains gee thereto until hill payment Is made, with right to retake possession of the same at the cost of the Purchaser If default is made In any of the payments, Impactive of he manner of atfachment to the realty, the acceptance of noted, or the sale, mortgage cur lease cr the premises. The states requiring notice prior to filing a lien, this notice requirement Is hereby complied with KONE shall not be liable for damage or delay caused dhecify or Indirectly by accidents, embargoes, strives, lockouts. work Interruption or other labor dispute, in. (heft, Roods, or any cause beyond KONE's control. Regardless or the typo of delay, KONE shall not be gable for any Indirect, consequential, or special damages Including but not lilted to fines, penalties, loss of prefils, goodwill. business or loss of use of equipment or property. Purchaser agrees to provide safe access to the equipment and machine mom areas. Should conditions develop beyond KONE's control, making the building or premises in which KONE's personnel are working made. KONE msarves the right to discontinue nark un01 such waste can6eons are corrected. Should damage ocour to KONE's material w work on the premises, by fire, theft or otherwise. Purchaser more compensate us therefore. KONE undertakes to perform this work in conformity with the usual applied codes and standards, hcwever, no guarantee can be made that all code violations or defects have been found, This vrak Is net Intended as a guarantee against failure or malhndlou of equipment at any future time. It Is agreed and understood Mat KONE Is not rosponsllie for damages, either to the vertical Imnsporiaticn equlpment or to the building, or for any Personal Injury ordeath, arising from or meeting from any code required safety teals pedonned an tuts equipment Nothing In this agreement shall be construed to mean that KONE assumes BM liability of any nature whatsoever wising out of. relating to or In any way connected with the use or operation of the equipment described above. Purchaser shall be solely responsible for he use, repair and maintenance, of the equipment and for taking such steps Including but not limited to providing attendant personnel. warning signs and cher controls necessary to ensure he safely of the user or safe operation of the equipment, Neither KONE nor its affiliates, subsidiaries Or divisions shall be responsible or liable for any damages, claims, sults, expenses and payments on account of or resulting from any Injury, death or damage to property arising or resulting from the misuse. abuse or neglect of he equlpment heroin named or any other device covered by his contract. Purchaser shall at all times and at Purchaser's own cost, maintain a commercial general liability policy covering bodily injury and pmpany damage with the limits of Itabeity Purchasers aulemarily carry (naming KONE as addigoni Insured) arising out of the servicas provided under his Auhorimlion and/or he ownership, maintenance, use or oparallon of he equlpmam described herein. It Is agreed and understood that Purchaserls soletyresponsible forongoing maintenance and care of the equipment described above. ITIS EXPRESSLY UNDERSTOOD, INCONSIDERATION OF OUR PERFORMANCE OF THIS WORK THAT PURCHASER ASSUMES ALL LIABILITY FOR THE USE, MAINTENANCE OR OPERATION OF THE EQUIPMENT DESCRIBED ABOVE AND FOR ANY INJURY, INCLUDING DEATH, TO ANY PERSON OR PERSONS AND FOR DAMAGE TO PROPERTY OR LOSS OF USE THEREOF, ON ACCOUNT OF OR RESULTING FROM THE PERFORMANCE OF THE WORK TO BE DONE HEREIN, AND AGREES TO THE EXTENT PERMITTED BY LAW TO DEFEND, INDEMNIFY AND HOLD HARMLESS KONE, ITS OFFICERS, DIRECTORS AND EMPLOYEES FROM ALL DAMAGES, CLAIMS, SUITS, EXPENSES AND PAYMENTS ON ACCOUNT OF OR RESULTING FROM ANY SUCH INJURY, DEATH OR DAMAGE TO PROPERTY, EXCEPT THAT RESULTING FROM THE SOLE NEGLIGENCE OF KONE INC. Pumhaserhemby waives any and fig rights Of recovery, arising as a matter or law or otherwise, which Purchaser might new or hereafter have against KONE Inc KONE warrants the materials and wehkmanshlp of the equipment for 90 days after Completion. Purchaser's remedy Is Ilmhed to repair or replacement of a dofective part, In KONE's sole discretion The womanly is limited to he replacement or repair of the pan Itself, and excludes labor. In no event shall KONE be responsible for damage due to normal mar and tear, vandalism, abuse, misuse, neglect, work or repairs or modifications by others, or any other cause beyond the control of KONE. KONE disdabns any otherwananty of any kind, either expressed or Implied, Including without limitation the Implied warranties of merchantability or fitness fore particular purpose, or noninfringemord. Unless otherwise agreed, It is understood that the work shall be performed during regular working hours of regularworking days of the elevator trade. If Overtime work Is mutually agreed upon and performed, the additional price, at KONE's usual rates for such work, shall be added to the contract price herein named. It Is expressly understood and agreed all prior agreements written or verbal regarding the subject maser herein ail void and the acceptance of Ude Agreement shag constitute the contract for the material and work specified In bids Agreement. Any changes to this Agreement must be made In writing and signed by both parties. The tams and conditions set forth herein shall consetAft the complete agreement for any work performed. AND shall prevail over and supersede arry terms and conditions contained In any documents provided by the Purchaser. The Purchaser does hereby agree the exclusive venue for any dispute between the parses shall be In the county of Rook Island, IL TERAS A&M UNIVERSITY SYSTEM 301 Tarrow Street, 2na Floor College Station, Texas 77840 Minimum Prevailing Wage Rate County: Brazos Revised: 10/07/14 CLASSIFICATION RATE NOTES Acoustic Ceiling Installer 11.68 Asbestos Abatement Worker 12.49 Carpenter 14.57 Concrete - Pour and Finish 13.78 Crane Operator 23.15 Driver 11.26 DrywallInstaller 10.87 Electrician - Journeyman 18.96 Electrician-Ap Apprentice 11.67 EfevatorMechanic-Journeyman 52.38 Elevator Mechanic - Apprentice 45.98 Fire Protection - Controls 12.80 Fire Protection - Pipefitter 19.30 Formwork Builder 11.31 Glazier 13.67 HVAC - Journeyman 18.74 HVAC - Apprentice 11.87 HVAC - Controls 15.10 Insulator 12.00 Ironworker 14.09 Laborer/Helper 10.64 Mason 12.67 Equipment Operator - Light 11.60 Equipment Operator - Heavy 11.75 Painter 10.19 Pipefitter-Journeyman _ Pipefitter - Apprentice -24.29 14.19 Plasterer 13.68 Plumber - Journeyman FF 23.99 Plumber - Apprentice 14,47 Reinforcing Steel Worker 10.80 Roofer 15.85 Stone Mason 14.60 Terrazzo Instal ler 9.76 Tile Setter 14.08 Waterproofer 12.17 Note. Listed minimum prevailing wage rate is the base hourly wage mte including tinges. ACOR�® `ll,.../ CERTIFICATE OF LIABILITY INSURANCE r PATE IMMIOpfYYYYI 112712016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER($), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the pollcy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER Aon Risk Services Central, Inc. Chicago IL Office 200 East Randolph Chicago, IL 60601 CONCT NAME: Aon Client Services 'AdPHON a 866-283-7122 ac No: 847-963-5390 EMAIL ADDRESS, INSUREWS AFFORDING COVERAGE NAM a 1/1/2016 INSURFRA: Old Republic Insurance Company 24147 EACH OCCURRENCE 3 10,000,000 INSURED KONE Inc. Attn: insurancerequests@kone.com INSURER e: IF PSC Insurance Company LTD. NIA INSURER C: INSURER O: One KOINE Court Moline IL 61265 INSURER E: INSURER F: A COVERAGES CERTIFICATE NUMBER: 28307863 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWTHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR LTR TYPE OF INSURANCE ADOL U R POUCYNUMBER POLICYEFF MMODIYTYY POUCYEXP MMIDENYYYY LIMRS A �/ COMMERCIALGENERALI-ABILITY CIAIMSMADE OCCUR MWZY 57732 1/1/2016 1/1/2017 EACH OCCURRENCE 3 10,000,000 AO f� i% SES E. poterencest S 10,000,000 MED EXP (Aryi oneperson) 3 0 PERSONAL& AOV INJURY S 10.000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY ✓❑ JECT M LOC OTHER' GENERALAGGREGATE S 10,000,000 PRODUCTS-COMP/OP ADD S 10,000,000 $ A I AUTOMOBILE LIABILITY ANY AUTO ALLOWNED SCHEDULED AUTOS AUTOS HIRED AUTOS NON,OWNED AUTOSPer MVVTB 20018 111/2016 1/1/2017 Eelerd e0n&NGLE LIMIT 3 2,000,000 BOOT LY INJURY(Parperson) S BODILY INJURY(Per.c4dent) S PROPERTY DAMAGE S eccideml E B y, UMBRELLA LUIB EXCESS LIAR �/ OCCUR CLAIMS -MADE LP 0000002172 Producer Aen Finland Oy 1/1/2016 12/31/2016 EACH OCCURRENCE $ 10.000000 AGGREGATE S 10,000,000 OED RETENTIONS $ A A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERIEXECUTIVE OFFICERM,EMBER EXCLUDED? (Mandatory In NH) If yas, deacm. under DESCRIPTION OF OPERATIONS belcw NIA MWC 11539708(AOS) MVVXS 82208(OH) 111/20161/1/2017 111/2016 1/1/2017 J STATUTE ERH E.L. EACH ACCIDENT $ 2,000,000 EL.DISEASE - EA EMPLOYE3 2,000,000 E.L. OISEASE-POLICY LIMITI S 2,000,000 Other Policies See Schedule of Other Policies DESCRIPTION OF OPERATIONS I LOCATIONS IVEHICLES (ACORD 101, Additional Remarks Schedule, may be attached it men space Is required) Contract No. 41077888 - Project/Location: BRAZOS COUNTY AUDITOR'S OFFICE PO BOX 914 BRYAN TX 77805 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE / A", /, `/n e nAd Aon Risk Services Central, @ 1988-2014 ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD This certificate ado -U.^+ rs 16/10 GL pe se es IOL polity Schedule) LLeryl Gabriel 1/24/2016 1:1s:J] ex Icsr) OPa95 1 0l <o This cezcitica;c ca ele and supersedes ALL pre.feualy issued ci:Ci)fOlReree � 7 VOW a3 / 9 reserved. OWNERS AND CONTRACTORS PROTECTIVE LIABILITY DECLARATIONS OLD REPUBLIC INSURANCE COMPANY POLICY NUMBER MWZY 57677 RENEWAL OF NUMBER NAMED INSURED AND MAILING ADDRESS BRAZO COUNTY COURTHOUSE 200 S. TEXAS AVENUE, SUITE 352 BRYAN, TX 77803 POLICY PERIOD: FROM Location of Covered Operations: Designated Contractor: Mailing Address: Ian' opo REPILBuc f•.��I*}+y+ rmuranu Comp�np POLICY HOLDER SERVICE OFFICE Old Republic Risk Management, Inc. 445 South Moorland Road, Suite 300 Brookfield, WI 53005 (877) 797-3400 10/26/2015 to 102512020 MULTIPLE LOCATIONS WITHIN BRAZO COUNTY, TX KON E CONTRACT# 41077888 KONE INC. ONE KONE COURT, MOLINE, IL 61265 PRODUCER Aon Risk Services Central, Inc. 200 E. Randolph St. Chicago, IL 60601 at 12:01 AM. Standard Time at your mailing address shown above. IN RETURN FOR THE PAYMENT OF THE PREMIUM AND SUBJECT TO ALL THE TERMS OF THE POLICY, WE AGREE WITH YOU TO PROVIDE THE INSURANCE AS STATED IN THIS POLICY. LIMITS OF INSURANCE Each Occurrence Limit $1,000,000.00 Aggregate Limit $1,000,000.00 DESCRIPTION OF BUSINESS Form of Business: Individual F-1 Joint Venture E] Partnership El Limited Liability Company Corporation © Organization (Other than one indicated above) Business Description: OWNER CLASSIFICATION AND PREMIUMSUBJECT TO AUDIT Classification Code No. Premium Rate Per Advance Premium Base 1000 of Cost $24,780.00 $ Included Audit Period (If applicable) State Tax/Other (if applicable) $ Total Advance Premium $ Premium shown is a able $ at inception FORMS AND ENDORSEMENTS Forms and Endorsements applying to this coverage part and made part of this policy at time of issue: See Attached for List of Forms/Endorsements Countersigned: 121912015 By Authorized Representative Includes copyrighted material of Insurance Services Office, Inc., with its permission. CG DEC GN 0001 04 99 Copyright, Insurance Services Office, Inc., 1998 211307863 1 000 -us 116/11 OL AV xs xc IM Policy seneMle$ I Mem l Ga riel 11/x7/2016 4 "02 P (691I x of 110 V. —i:1 can ele and euperecdee ML prevlcvaly lire certl Ef cutea. I Vol. a .3 Pg.� Page 1 of 3 POLICY IDENTIFICATION DECLARATIONS - GENERAL LIABILITY POLICY MWZY 57677 FORMS AND ENDORSEMENTS (Page 1 of 1) FORMS AND ENDORSEMENTS ATTACHED TO THIS POLICY AT INCEPTION Form No. Description CL 177 12 07 Quick Reference Owners And Contractors Protective Liability Coverage Part CG 00 09 04 13 Owners And Contractors Protective Liability Coverage Form — Coverage for Operations Of Designated Contractor PIL 008 12 03 Economic and Trade Sanctions Condition CG 29 51 12 07 Employment -Related Practices Exclusion PGL 004 1103 Asbestos Exclusion Endorsement PGL 023 04 13 Lead Exclusion Endorsement CG 33 70 03 05 Silica or Silica -Related Dust Exclusion CG 3131 12 04 Fungi Or Bacteria Exclusion IL 00 21 09 08 Nuclear Energy Liability Exclusion Endorsement CG 2173 01 08 Exclusion of Certified Acts of Terrorism CG 21 87 01 07 Conditional Exclusion of Terrorism (Relating to Disposition of Federal Terrorism Risk Insurance Act) CG 2905 07 05 Illinois Changes - Cancellation And Nonrenewal IL 01 47 0911 Illinois Changes— Civil Union IL 01 62 10 13 Illinois Changes - Defense Costs PGL 059 12 04 Total Pollution Exclusion with a Building Heating, Cooling and Dehumidifying Equipment Exception and a Hostile Fire Exception GL 55101 Ga 0109 Issuance of Certificates of Insurance CG 28 0510 01 Personal Injury Liability IL 00 03 09 08 Calculation of Premium CG 28 04 10 93 Earlier Notice of Cancellation Provided By Us This declaration and the coverage form(s) and endorsements, if any, listed above and attached, complete this policy. Countersigned at: Authorized Agent:.-o�/>/«o 1910/gni S Date: Includes copyrighted material of Insurance Services Office, Inc., with its permission. CG DEC GN 0001 04 99 Copyright, Insurance Services Office, Inc., 1998 3830)66)COD-U.S. C 16/1J GL AV XS NC (OT Policy 6r.Aedulel I C ,l WEriel 1/3J/]0l6 < IS ]3 FX IC3T1 -N, l of -60— TMe cert fire[. can ale and evpeieadae ALL previwely ieaued c ¢St1ce[ce IVol. Pg. X09 Page 2 of 3 OTHER NAMED INSURED ENDORSEMENT Named Insured: Endorsement Number: BRAZO COUNTY COURTHOUSE 1 Policy Number: Policy Period: MWZY57677 10/26/2015 TO 10/25/2020 Issued By (Name of Insurance Company): Old Republic Insurance Company Insen the policy number. The remained of the information Is to be completed only when the endorsement is Issued subsequent to the preparation of the pollcy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modified insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE FORM The following are added as named insureds: BRAZO COUNTY COURTHOUSE BRAZO COUNTY ALL OTHER PARTIES AS REQUIRED BY CONTRACT AS NAMED INSURED Includes copyrighted material of Insurance Services Office, Inc., with its permission. CG DEC GN 0001 04 99 Copyright, Insurance Services Office, Inc.. 1998 10307963 1000-n.a C 16/1] GL AU so WC Volt Policy SCTe&10) I Cheryl Gabriel 1 1/2'1/2016 4:15;13 W,ICS11 I Page 6 of 140 Thfe cart S flcace cancels and supersedes Au. previously Seeved certificates Vol. 'J/ pg, �/D Page 3 of 3 CL 177 (12.07) QUICK REFERENCE OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART READ YOUR POLICY CAREFULLY The Owners and Contractors Protective Liability Coverage Part in your policy consists of Declarations, a Coverage Form (CG 00 09) and Endorsements, if applicable. Following is a Quick Reference indexing of the principal provisions contained in each of the components making up the Coverage Part, listed in sequential order, except for the provisions in the Declarations which may not be in the sequence shown. DECLARATIONS Named Insured and Mailing Address Policy Period Designation of Contractor Location of Covered Operations Limits of Insurance Description of Business Forms and Endorsements applying to the Coverage Part at time of issue COVERAGE FORM SECTION I—COVERAGES—BODILY INJURY AND PROPERTY DAMAGE LIABILITY Insuring Agreement Exclusions Supplementary Payments - SECTION II—WHO IS AN INSURED SECTION III—LIMITS OF INSURANCE SECTION IV—CONDITIONS Bankruptcy Cancellation Changes Duties In The Event Of Occurrence, Claim Or Loss Examination Of Your Books And Records Inspections And Surveys Legal Action Against Us Other Insurance Premiums Premium Audit Separation Of Insureds Transfer Of Rights Of Recovery Against Others To Us When We Do Not Renew SECTION V—DEFINITIONS ENDORSEMENTS (If Any) Includes copyrighted material of Insurance services Office, Inc., with its permission. CL 177 (12-07) Copyright, Insurance services Office, Inc., 1984 28300363 1 000-U.5. 116/1] GL AU XS WC IGT Policy Schedule) I Cheryl-GaLri,1'I'1/27/2036 4:15:)3 PN (CSr) I Page 5 cf q0 TLie ce: cif icate ...cele a.G .... d.. ALL pzeviouvly ivvueE c ztl ficacee Vol. 2?d/ Pg. a�� Page 1 of 1 COMMERCIAL GENERAL LIABILITY CG 00 09 0413 OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE FORM - COVERAGE FOR OPERATIONS OF DESIGNATED CONTRACTOR Various provisions of this policy restrict coverage. b. This insurance applies to "bodily injury" and Read the entire policy carefully to determine rights, 'property damage' only if: duties and what is and is not covered. (1) The 'bodily injury' or "property damage' is Throughout this policy the words "you" and 'your" caused by an 'occurrence' and arises out refer to the Named Insured shown in the Declarations. of: The words "we", "us" and "our' refer to the company (a) Operations performed for you by the providing this insurance. 'contractor' at the location specified in The word "insured" means any person or organization the Declarations; or qualifying as such under Section II — Who Is An (b) Your acts or omissions in connection Insured. with the general supervision of such Other words and phrases that appear in quotation operations; marks have special meaning. Refer to Section V — (2) The 'bodily injury' or 'property damage' Definitions. occurs during the policy period; and SECTION I — COVERAGES (3) Prior to the policy period, no insured listed BODILY INJURY AND PROPERTY DAMAGE under Paragraph 1. of Section II — Who Is LIABILITY An Insured and no "employee' authorized 1. 'Insuring Agreement by you to give or receive notice of an "occurrence' or claim, knew that the 'bodily a. We will pay those sums that the insured injury" or 'property damage" had occurred, becomes legally obligated to pay as damages in whole or in part. If such a listed insured because of "bodily injury' or "property damage' or authorized "employee' knew, prior to the to which this insurance applies. We will have policy period, that the 'bodily injury' or the right and duty to defend the insured against 'property damage" occurred, then any any "suit" seeking those damages. However, continuation, change or resumption of such we will have no duty to defend the insured 'bodily injury" or 'property damage" during against any "suit' seeking damages for 'bodily or after the policy period will be deemed to injury' or 'property damage' to which this have been known prior to the policy period. insurance does not apply. We may, at our discretion, investigate any "occurrence' and c. 'Bodily injury' or 'property damage' which settle any claim or "suit' that may result. But: occurs during the policy period and was not, prior to the policy period, known to have 1 The amount we will a for damages is () pay 9 occurred by any insured listed under limited as described in Section 111 — Limits Paragraph 1. of Section II — Who Is An Insured Of Insurance; and or any "employee' authorized by you to give or (2) Our right and duly to defend ends when we receive notice of an 'occurrence' or claim, have used up the applicable limit of includes any continuation, change or insurance in the payment of judgments or resumption of that 'bodily, injury' or 'property settlements. damage' after the end of the policy period. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments. CG 00 09 0413 © Insurance Services Office, Inc., 2012 Page 1 of 9 28307863 1000 -II. S. 116/17 GL AV XS WC (6P Polley Schedule) I ch—yl Gabriel I 1/27/2016 4:15:33 PN I= I Page 6 of 40 Thi. —eili—ea ca -1e eed ..le[eede" ALL pcevlouely S"eved cec[iflc"[ea I Vol. d. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Section II — Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. e. Damages because of "bodily injury" include damages claimed by any person or organization for care, loss of services or death resulting at any time from the "bodily injury". 2. Exclusions This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an "insured contract", reasonable attorneys' fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of "bodily injury" or "property damage", provided: (a) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insured contract"; and Page 2 of 9 (b) Such attorneys' fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. c. Work Completed Or Put To Intended Use "Bodily injury" or "property damage" which occurs after the earlier of the following times: (1) When all "work" on the project (other than service, maintenance or repairs) to be performed for you by the "contractor" at the site of the covered operations has been completed; or (2) When that portion of the "contractor's" "work", out of which the injury or damage arises, has been put to its intended use by any person or organization, other than another contractor or subcontractor working directly or indirectly for the "contractor" or as part of the same project. d. Acts Or Omissions By You And Your Employees "Bodily injury" or "property damage" arising out of your, or your "employees", acts or omissions other than general supervision of "work" performed for you by the "contractor". e. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. f. Employer's Liability "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's business; or (2) The spouse, child, parent, brother or sister of that "employee' as a consequence of Paragraph (1) above. This exclusion applies whether the insured may be liable as an employer or in any other capacity and to any obligation to share damages with or repay someone else who must pay damages because of the injury. This exclusion does not apply to liability assumed by the insured under an "insured contract". © Insurance Services Office, Inc., 2012 30307763 j 000-U 5 C 16/17 GL AS XS WC COT Policy Schedele) 1 Cheryl Gabriel 1 1/37/3016 4 15 33 FM (CST) 1 page 7 of 40 Thio cerc fire'. coo ele end "epereedee AL[. p—Ie—1, i—atel rer[if trace.. Vol. aJ� Pg.a1•j CG 00 09 0413 g. Damage To Property (ii) "Bodily injury" or "property damage" "Property damage" to: arising out of heat, smoke or fumes "hostile from a fire"; 1 Property you own, rent, or occupy, including () p rty d any costs or expenses incurred by you, or (b) At or from any premises, site or location any other person, organization or entity, for which is or was at any time used by or repair, replacement, enhancement, for any insured or others for the restoration or maintenance of such property handling, storage, disposal, processing for any reason, including prevention of or treatment of waste; injury to a person or damage to another's (c) Which are or were at any time property; transported, handled, stored, treated, (2) Property loaned to you; disposed of, or processed as waste by or for: (3) Personal property in the care, custody or control of the insured; or (i) Any insured; or (4) "Work" performed for you by the (ii) Any person or organization for whom "contractor". you may be legally responsible; or h. War (d) At or from any premises, site or location on which any insured or any contractors "Bodily injury" or "property damage", however or subcontractors working directly or caused, arising, directly or indirectly, out of: indirectly on any insured's behalf are (1) War, including undeclared or civil war; performing operations if the "pollutants" (2) Warlike action by a military force, including are brought on or to the premises, site action in hindering or defending against an or location in connection with such actual or expected attack,.. by any operations by such insured, contractor government, sovereign or other authority or subcontractor. However, this subparagraph does not apply to: using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped (i) "Bodily injury" or "property damage" power, or action taken by governmental arising out of the escape of fuels, authority in hindering or defending against lubricants or other operating fluids any of these. which are needed to perform the normal electrical, hydraulic or L Mobile Equipment mechanical functions necessary for "Bodily injury" or "property damage" arising out the operation of "mobile equipment" of the use of "mobile equipment" in, or while in or its parts, if such fuels, lubricants practice for, or while being prepared for, any or other operating fluids escape from prearranged racing, speed, demolition, or a vehicle part designed to hold, stare stunting activity. or receive them. This exception does j. Pollution not apply if the "bodily injury" or "property damage" arises out of the (1) "Bodily injury" or "property damage" arising intentional discharge, dispersal or out of the actual, alleged or threatened release of the fuels, lubricants or discharge, dispersal, seepage, migration, other operating fluids, or if such release or escape of "pollutants": fuels, lubricants or other operating (a) At or from any premises, site or location fluids are brought on or to the which is or was at any time owned or premises, site or location with the occupied by, or rented or loaned to, any intent that they be discharged, insured. However, this subparagraph dispersed or released as part of the does not apply to: operations being performed by such (i) "Bodily injury" if sustained within a insured, contractor or subcontractor; building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests; CG 00 09 04 13 © Insurance Services Office, Inc., 2012 38307863 I DDD -U.S. C 16/17 G1, IDI XS WC (DS Policy Schedule) Cheryl GaG[leY "11T1/1D16'4-15-33 PM Thi" ce [if lca[e eaa el" end ....z ede" ALL pieviounly i""ued ce[clfica[ee Page 3 of 9 (ii) "Bodily injury" or "property damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connection with operations being performed by or on behalf of any insured; or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire". (e) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of "pollutants". (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of "pollutants"; or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of "pollutants". However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a governmental authority. k. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or dangerous condition in "work" performed for you by the "contractor"; or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to "work" performed for you by the "contractor". I. Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic date. However, this exclusion does not apply to liability for damages because of "bodily injury". As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD- ROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. SUPPLEMENTARY PAYMENTS 1. We will pay, with respect to any claim we investigate or settle, or any "suit" against an insured we defend: a. All expenses we incur. b. Up to $250 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which this insurance applies. We do not have to furnish these bonds. c. The cost of bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $250 a day because of time off from work. e. All court costs taxed against the insured in the "suit". However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured. f. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. g. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. Page 4 of 9 © Insurance Services Office, Inc., 2012 CG 00 09 04 13 2030]663 1 000-U.5 1 16/17 G1 AU %3 "C (M Policy Schedule) I Cheryl Gabriel 1 1/27/2016 a 15:32 PH TCST) I Page 9 0[ 40 1hi. cerc.li... cancnla and nuperaedxe AL1. previously 1 ... ad cerclLi aces Vol. Pg._,;?A ' h. Expenses incurred by the insured for first aid administered to others at the time of an accident for "bodily injury" to which this insurance applies. These payments will not reduce the limits of insurance. 2.' If we defend an insured against a "suit" and an indemnitee of the insured is also named as a party to the "suit", we will defend that indemnitee if all of the following conditions are met: a. The "suit" against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an "insured contract"; b. This insurance applies to such liability assumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same "insured contract' d. The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; e. The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee; and f. The indemnitee: (1) Agrees in writing to: So long as the above conditions are met, attorneys' fees incurred by us in the defense of that indemnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.b.(2) of Section I — Coverages — Bodily Injury And Property Damage Liability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when we have used up the applicable limit of insurance in the payment of judgments or settlements or the conditions set forth above, or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION II — WHO IS AN INSURED (a) Cooperate with us in the investigation, settlement or defense of the "suit"; (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit'; (c) Notify any other insurer whose coverage is available to the indemnitee; and (d) Cooperate with us with respect to 2, coordinating other applicable insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit"; and (b) Conduct and control the defense of the indemnitee in such "suit". CG 00 09 0413 If you are designated in the Declarations as a. An individual, you and your spouse are insureds. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to their duties as partners or members of a joint venture. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to their duties as members of a limited liability company. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. Each of the following is also an insured: a. Any person (other than your "employee") or any organization while acting as your real estate manager. © Insurance Services Office, Inc., 2012 28301863 1 000-V 5 1 i6/ll GL W %5 pC (0'-' Policy Schedule) I Cheryl Gabriel 1 3/27/2016 4:15:32 PM ICSTI I Page 10 0: 40 Me certiflcace cancels and supersedes ALL previously issued certificates IVol. )�3/ pg. 02/� Page 5 of 9 b. Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. c. Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this Coverage Part. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III — LIMITS OF INSURANCE 1. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. The Aggregate Limit is the most we will pay for the sum of damages because of all "bodily injury" and "property damage". 3. Subject to Paragraph 2. above, the Each Occurrence Limit is the most we will pay for the sum of damages because of all "bodily injury" and "property damage" arising out of any one "occurrence". If you designate more than one project in the Declarations, the Aggregate Limit shall apply separately to each project. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. SECTION IV— CONDITIONS 2. Cancellation a. The first Named Insured shown in the Declarations may cancel this policy by mailing or delivering to us advance written notice of cancellation. b. We may cancel this policy by mailing or delivering to the first Named Insured and the "contractor" written notice of cancellation at least: (1) 10 days before the effective date of cancellation if we cancel for nonpayment of premium; or (2) 30 days before the effective date of cancellation if we cancel for any other reason. c. We will mail or deliver our notices to the first Named Insured's and the "contractors" last mailing address known to us. d. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. e. If this policy is cancelled, we will send the "contractor" any premium refund due. If we cancel, the refund will be pro rata. If the first Named Insured cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. f. If notice is mailed, proof of mailing will be sufficient proof of notice. 3. Changes This policy contains all the agreements between you, the "contractor" and us concerning the insurance afforded. The first Named Insured shown in the Declarations and the "contractor" are authorized to make changes in the terms of this policy with our consent. This policy's terms can be amended or waived only by endorsement issued by us and made a part of this policy. 4. Duties In The Event Of Occurrence, Claim Or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence" which may result in a claim. To the extent possible, notice should include: 1. Bankruptcy (1) How, when and where the "occurrence" Bankruptcy or insolvency of the insured or of the took place; insured's estate will not relieve us of our (2) The names and addresses of any injured obligations under this Coverage Part. persons and witnesses; and Page 6 of 9 © Insurance Services Office, Inc., 2012 CG 00 09 04 13 20307863 1 000-U. A. 1 16/1] GL AV XS WC (OS Policy Sthedile( I Cheryl Gabriel- 1/27/ 2019- 4, 15' 32PM'(CST)—I"Page 11 of 40 -1 This certificate cancels and supersedes ALL previously issued certificates Vol. pg. 42/7 (3) The nature and location of any injury or damage arising out of the "occurrence". b. If a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. 5. Examination Of Your Books And Records We may examine and audit your books and records as well as the "contractor's" books and records as they relate to this policy at any time during the policy period and up to three years afterward. 6. Inspections And Surveys a. We have the right to: (1) Make inspections and surveys at any time; (2) Give you reports on the conditions we find; and (3) Recommend changes. b. We are not obligated to make any inspections, surveys, reports or recommendations and any such actions we do undertake relate only to insurability and the premiums to be charged. We do not make safety inspections. We do not undertake to perform the duty of any person or organization to provide for the health or safety of workers or the public. And we do not warrant that conditions: (1) Are safe or healthful; or (2) Comply with laws, regulations, codes or standards. c. Paragraphs a. and b. of this condition apply not only to us, but also to any rating, advisory, rate service or similar organization which makes insurance inspections, surveys, reports or recommendations. d. Paragraph b. of this condition does not apply to any inspections, surveys, reports or recommendations we may make relative to certification, under state or municipal statutes, ordinances or regulations, of boilers, pressure vessels or elevators. 7. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Part unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 8. Other Insurance The insurance afforded by this Coverage Part is primary insurance and we will not seek contribution from any other insurance available to you unless the other insurance is provided by a contractor other than the designated "contractor" for the same operation and job location designated in the Declarations. Then we will share with that other insurance by the method described below. If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 9. Premiums The "contractor": a. Is responsible for the payment of all premiums; and CG 00 09 04 13 ©insurance Services Office, Inc., 2012 Page 7 of 9 10301.63 1 OGO-U.5 1 16/17 GL AS KS WC IOS Po11ry Schedule) I Cheryl Gabriel 1 1/27/2016 4:15,32 M (CST) 1 Page 12 of, 40 Thi. cert Ettore car==te antl superseda6,ALL pzevtously i .... d cerri[icacee (lY�/ IVol. N9� b. Will be the payee for any return premiums we pay. 10. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the "contractor". The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the "contractor". c. The "contractor" must keep records of the information we need for premium computation, and send us copies at such times as we may request. 11.Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 12. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part those rights are transferred to us. The insured must do nothing after loss to Impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 13. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Auto" means: a. A land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or b. Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. However, "auto" does not include "mobile equipment". 2. "Bodily injury" means bodily injury, sickness or disease sustained by a person, including death resulting from any of these at any time. 3. "Contractor" means the contractor designated in the Declarations. 4. "Employee" includes a "leased worker". "Employee" does not include a "temporary worker". 5. "Executive officer" means a person holding any of the officer positions created by your charter, constitution, bylaws or any other similar governing document. 6. "Hostile fire" means one which becomes uncontrollable or breaks out from where it was intended to be. 7. "Impaired property" means tangible property, other than work performed for you, that cannot be used or is less useful because: a. It incorporates work performed for you that is known or thought to be defective, deficient, inadequate or dangerous; or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by the repair, replacement, adjustment or removal of the work performed for you or your fulfilling the terms of the contract or agreement. B. "Insured contract" means: a. A lease of premises; b. A sidetrack agreement; c. Any easement or license agreement, except in connection with construction or demolition operations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; or e. An elevator maintenance agreement. 9. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". Page 8 of 9 © Insurance Services Office, Inc., 2012 CG 00 09 04 13 38301863 1 OCC -U.6. 116/1] CL AU AS WC (OT P011ry Schedule) I Cheryl ..bri.l 1/3t/1o16 q 15,32 PX (CST) I Page 13 of q0 Tale certificate cancel" and supersedes AIZ prevIcusly issued certificate. / I Vol._ 10."Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in Paragraph a., b., c. or d. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in Paragraph a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered "autos". 11."Occurrence" means an accident, including continuous or repeated exposure to substantially the same general harmful conditions. 12. "Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 13."Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occurrence" that caused it. For the purposes of this insurance, electronic data is not tangible property. As used in this definition, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from, computer software, including systems and applications software, hard or floppy disks, CD- ROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 14."Suit" means a civil proceeding, brought in the United States of America (including its territories and possessions), Puerto Rico or Canada, in which damages because of "bodily injury" or "property damage" to which this insurance applies are alleged. "Suit" includes: a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with cur consent. 15."Temporary worker" means a person who is furnished to you to substitute for a permanent "employee' on leave or to meet seasonal or short- term workload conditions. 16."Work" includes materials, parts or equipment furnished in connection with the operations. CG 00 09 04 13 © Insurance Services Office, Inc., 2012 Page 9 of 9 2830]963 1 000-U 5 1 16/17 GL AU IS WC {M Policy Schcdulal I Cheryl Gabriel 1 1/17/3016 4 15 32 PM (cSTI Page 14 of 40 Thio ccr ifie.re cancel. and .uper..d.a ALL Previously loaned ccreific.re. I IL 10 (12106) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ECONOMIC AND TRADE SANCTIONS CONDITION The following condition is added: Economic And Trade Sanctions Condition In accordance with the laws and regulations of the United States concerning economic and trade embargoes, this Indemnity, Insurance, Coverage, Coverage Part or Policy is void ab inrtio (void from its inception) with respect to any term or condition of this Indemnity, Insurance, Coverage, Coverage Part or Policy that violates any laws or regulations of the United States concerning economic and trade embargoes including, but not limited to the following: 1. Any Insured (Assured), or any person or entity claiming the benefits of an Insured, who is or becomes a Specially Designated National or Blocked Person or who is otherwise subject to United States economic or trade sanctions; 2. Any loss, claim or "suit" that is brought in a Sanctioned Country or by a Sanctioned Country Government, where any action in connection with such claim or "suit" is prohibited by United States economic or trade sanctions; 3. Any loss, claim or "suit" that is brought by any Specially Designated National or Blocked Person or any person or entity who is otherwise subject to United States economic or trade sanctions; 4. Property that is located in a Sanctioned Country or that is owned by, rented to or in the care, custody or control of a Sanctioned Country Government, where any activities related to such property are prohibited by United States economic or trade sanctions; or 5. Property that is owned by, rented to or in the care, custody or control of a Specially Designated National or Blocked Person, or any person or entity who is otherwise subject to United States economic or trade sanctions. As used in this Endorsement, a Specially Designated National or Blocked Person is any person or entity that is on the list of Specially Designated Nationals and Blocked Persons issued by the United States Treasury Department's Office of Foreign Asset Control (O.F.A.C.) as it may be from time to time amended. As used in this Endorsement, a Sanctioned Country is any country that is the subject of trade or economic embargoes imposed by the laws or regulations of the United States of America. PIL 008 12 03 28307863 i OOOA.— C 16/19 GL AS %5 WC (M Policy Schedule) I Sheryl Galzfel 1/l]/]016 4;15:32 P24 (CM I Pd 15 0: Oo TLfe cez[if Scat¢ can elc and ..pato edea ALL pzevloue ty i.oued cazCl[icezee IVol. a� , p9• COMMERCIAL GENERAL LIABILITY CG 29 51 12 07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EMPLOYMENT-RELATED PRACTICES EXCLUSION This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART The following exclusion is added to Paragraph 2., Exclusions of Coverages — Bodily Injury And Property Damage Liability (Section I — Cover- ages): This insurance does not apply to: "Bodily injury" to: (1) A person arising out of any: (a) Refusal to employ that person; (b) Termination of that person's employment; or (c) Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defama- tion, harassment, humiliation, discrimination or malicious prosecution directed at that person; or CG 29 51 12 07 (2) The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any of the employment-related practices described in Paragraphs (a), (b) or (c) above is directed. This exclusion applies: (1) Whether the injury -causing event described in Paragraphs (a), (b) or (c) above occurs before employment, during employment or after employ- ment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay damages because of the injury. © ISO Properties, Inc., 2006 09307863 1000-11.6. C 16/17 GL Al M WC (OT Policy BcLedulel I the l OaG[1¢YI'3/]]/2016�1SI6^JJ] PM (f6il I Pagc 11—c ` 40 This cert Fichte cancels and aupar9edeo AL] previously issuedceitificafvol.o�Z_) a. Pg. Page 1 of 1 ❑ IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ASBESTOS EXCLUSION ENDORSEMENT This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART The following Asbestos Exclusion is added under paragraph 2. Exclusions of SECTION I - COVERAGES, BODILY INJURY AND PROPERTY DAMAGE LIABILITY: 1. Asbestos a. This insurance does not apply to "bodily injury" or "property damage" arising out of: (1) Inhaling, ingesting or prolonged physical exposure to asbestos or goods or products containing asbestos; (2) The use of asbestos in constructing or manufacturing any goods, products or structures; (3) The removal of asbestos from any goods, products or structures; or (4) The manufacture, transportation, storage or disposal of asbestos or goods or products containing asbestos. b. This insurance does not apply to any: (1) Request, demand or order that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify, remediate, neutralize, or in any way respond to or assess the extent or the effects of asbestos; or (2) Payment for the investigation or defense of any loss, injury or damage or any cost, fine or penalty or for any expense, claim or suit related to any of the above. PGL 004 11 03 29300863 I oao.u.s 1 16/v GL Au xs WC (OT Policy scheav:e') Cheryl Gabriel 1 1/21/2016 4:15:32 RI (Cs Pule 11 Of n0 This wrpif icaCe cancels and nupe[xe2on ALL PrevloONy iseu tl c ifica0ee �6 ♦ n -- Vol. J�( s�/- rg• K^—(� IL 10 (12106) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LEAD EXCLUSION ENDORSEMENT This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART The following Exclusion is added to SECTION I - COVERAGES, BODILY INJURY AND PROPERTY DAMAGE LIABILITY, paragraph 2. Exclusions: Lead (1) This insurance does not apply to "bodily injury" or "property damage" arising out of. (a) Inhaling, ingesting or prolonged physical exposure to lead in all forms, Including but not limited to solid, liquid vapor or fumes or goods or products containing lead; (b) The use of lead in the manufacturing any goods or products; (c) The removal of lead from any goods or products; (d) The manufacture, transportation, storage or disposal of lead or goods or products containing lead. This insurance does not apply to any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, remediate, or in any way respond to, or assess the extent or the effects of lead; or (2) Payment for the investigation or defense of any loss, injury or damage or any cost, fine or penalty or for any expense, claim or suit related to any of the above. PGL 023 04 13 28300963 1000-U S. C 16/17 GL AV %S WC (OT Policy Schedule) Cheryl-CStiiiel 1/39/1016 4:15 3-2-,PN—(CST) I Pago 10 of 40 This certificate cancels and superseded ALL Previously iaaued cerctfldoces. Vol. �2�_ pg.—Ag_Z COMMERCIAL GENERAL LIABILITY CG 33 70 03 05 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SILICA OR SILICA -RELATED DUST EXCLUSION This endorsement modifies insurance provided. under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART A. The following exclusion is added to Paragraph 2., Exclusions of Section I — Coverages Bodily In- jury And Property Damage Liability: 2. Exclusions This insurance does not apply to: SILICA OR SILICA -RELATED DUST a. "Bodily injury"arising, in whole or in part, out of the actual, alleged, threatened or sus- pected inhalation of, or ingestion of, "silica" or "silica -related dust". b. "Property damage" arising, in whole or in part, out of the actual, alleged, threatened or suspected contact with, exposure to, ex- istence of, or presence of, "silica" or "silica - related dust". c. Any loss, cost or expense arising, in whole or in part, out of the abating, testing for, monitoring, cleaning up, removing, contain- ing, treating, detoxifying, neutralizing, reme- diating or disposing of, or in any way re- sponding to or assessing the effects of, "silica" or "silica -related dust", by any in- sured or by any other person or entity. The following definitions are added to the Defini- tions Section: 1. "Silica" means silicon dioxide (occurring in crystalline, amorphous and impure forms), sil- ica particles, silica dust or silica compounds. 2. "Silica -related dust" means a mixture or combi- nation of silica and other dust or particles. CG 33 70 03 05 © ISO Properties, Inc., 2004 Page 1 of 1 29307963 1000-LL5. 116/1] GL All %5 WC (OT Policy Schedule) CM[yl_GaLflel-f-f/R9Ji036-4-155]2 PM ICLT) Page 19 of 90 rhiu certificate can els and supersedes ALL previously issued ce[ i�ca", Vol. pg•_A9,r_ COMMERCIAL GENERAL LIABILITY CG 31 31 12 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. FUNGI OR BACTERIA EXCLUSION This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART A. The following exclusion is added to Paragraph 2. Exclusions of Section I — Coverages — Bodily Injury And Property Damage Liability: 2. Exclusions This insurance does not apply to: Fungi Or Bacteria a. "Bodily injury' or "property damage" which would not have occurred, in whole or in part, but for the actual, alleged or threatened in- halation of, ingestion of, contact with, expo- sure to, existence of, or presence of, any "fungi" or bacteria on or within a building or structure, including its contents, regardless of whether any other cause, event, material or product contributed concurrently or in any sequence to such injury or damage. CG 31 31 12 04 b. Any loss, cost or expenses arising out of the abating, testing for, monitoring, cleaning up, removing, containing, treating, detoxifying, neutralizing, remediating or disposing of, or in any way responding to, or assessing the effects of, "fungi" or bacteria, by any insured or by any other person or entity. This exclusion does not apply to any "fungi" or bacteria that are, are on, or are contained in, a good or product intended for bodily consumption. B. The following definition is added to the Definitions Section: "Fungi" means any type or form of fungus, includ- ing mold or mildew and any mycotoxins, spores, scents or byproducts produced or released by fungi. © ISO Properties, Inc., 2003 1030]66) 1000-U S. C 16/17 GL AG as MC (oT Policy Schedule) I Cheryl Gabriel -l -1/i]/]016'4'15-3] 'PM -(CST) Page 00 Of 40 Thin certificate cancels and eupersedeu ALL previously ixnmd avtlficit" Vol. 3/ Pg. � 6 Page 1 of 1 ❑ IL 00 21 09 08 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT (Broad Form) This endorsement modifies insurance provided under the following: COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART MEDICAL PROFESSIONAL LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY 1. The insurance does not apply A. Under any Liability Coverage, to 'bodily injury' or "property damage": (1) With respect to which an "insured" under the policy is also an insured under a nu- clear energy liability policy issued by Nu- clear Energy Liability Insurance Associa- tion, Mutual Atomic Energy Liability Underwriters, Nuclear Insurance Associa- tion of Canada or any of their successors, or would be an insured under any such pol- icy but for its termination upon exhaustion of its limit of liability; or (2) Resulting from the "hazardous properties' of "nuclear material" and with respect to which (a) any person or organization is re- quired to maintain financial protection pur- suant to the Atomic Energy Act of 1954, or any law amendatory thereof, or (b) the "in- sured" is, or had this policy not been issued would be, entitled to indemnity from the United States of America, or any agency thereof, under any agreement entered into by the United States of America, or any agency thereof, with any person or organi- zation. B. Under any Medical Payments coverage, to expenses incurred with respect to 'bodily in- jury" resulting from the 'hazardous properties' of "nuclear material' and arising out of the op- eration of a "nuclear facility" by any person or organization. C. Under any Liability Coverage, to 'bodily injury' or "property damage" resulting from "hazard- ous properties" of "nuclear material", if: (1) The "nuclear material" (a) is at any "nuclear facility" owned by, or operated by or on be- half of, an "insured" or (b) has been dis- charged or dispersed therefrom; (2) The "nuclear material' is contained in "spent fuel' or "waste" at any time pos- sessed, handled, used, processed, stored, transported or disposed of, by or on behalf of an "insured"; or (3) The 'bodily injury' or "property damage" arises out of the furnishing by an "insured" of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any "nu- clear facility', but if such facility is located within the United States of America, its terri- tories or possessions or Canada, this ex- clusion (3) applies only to "property dam- age" to such "nuclear facility' and any property thereat. 2. As used in this endorsement: "Hazardous properties" includes radloactive, toxic or explosive properties. "Nuclear material" means "source material', "spe- cial nuclear material' or "by-product material'. IL 00 21 09 08 © ISMO Properties, Inc., 2007 Page 1 of 2 ❑ 2B307863OVB-U.S. 116/17 GL AU %5 WC (OT Polley Schadulel hery1C Gabriel 1 1/27/3016 4 15,32 Ph (CST) 1 Page 21 190 This sere tieace cancels and supersedes ALL previously issued Cl ttca[ae Vol.Pg.a "Source material", "special nuclear material", and "by-product material" have the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. "Spent fuel" means any fuel element or fuel com- ponent, solid or liquid, which has been used or ex- posed to radiation in a "nuclear reactor". "Waste" means any waste material (a) containing "by-product material" other than the tailings or wastes produced by the extraction or concentra- tion of uranium or thorium from any ore processed primarily for its "source material' content, and (b) resulting from the operation by any person or or- ganization of any "nuclear facility" included under the first two paragraphs of the definition of "nu- clear facility". "Nuclear facility" means: (a) Any"nuclear reactor"; (b) Any equipment or device designed or used for (1) separating the isotopes of uranium or plutonium, (2) processing or utilizing "spent fuel', or (3) handling, processing or packag- ing "waste"; (c) Any equipment or device used for the proc- essing, fabricating or alloying of "special nuclear material' if at any time the total amount of such material in the custody of the "insured" at the premises where such equipment or device is located consists of or contains more than 25 grams of pluto- nium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; (d) Any structure, basin, excavation, premises or place prepared or used for the storage or disposal of "waste", and includes the site on which any of the foregoing is located, all operations conducted on such site and all premises used for such operations. "Nuclear reactor" means any apparatus designed or used to sustain nuclear fission in a self- supporting chain reaction or to contain a critical mass of fissionable material. "Property damage" includes all forms of radioac- tive contamination of property. Page 2 of 2 © ISO Properties, Inc., 2007 _ IL 00 21 09 08 ❑ 29307863 1 000 U.S. C 16/17 GL AU %S WC (51 Policy SCAedulel CLezyl Gabriel j 3/21/2016 Q,15:32 PM CST � Page ]2,pf 40� TAic cez[SEicate can ele antl ....1 edea ALL pr—iouely ie"ued cez[if icatea �'/ /1 COMMERCIAL GENERAL LIABILITY CG 21173 01 08 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION OF CERTIFIED ACTS OF TERRORISM This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY A. The following exclusion is added: This insurance does not apply to: TERRORISM "Any injury or damage" arising, directly or indi- rectly, out of a "certified act of terrorism". B. The following definitions are added: 1. For the purposes of this endorsement, "any injury or damage" means any injury or damage covered under any Coverage Part to which this endorsement is applicable, and includes but is not limited to "bodily injury", "property dam- age", "personal and advertising injury", "injury" or "environmental damage" as may be defined in any applicable Coverage Part, CG 2173 01 08 2. "Certified act of terrorism" means an act that is certified by the Secretary of the Treasury, in concurrence with the Secretary of State and the Attorney General of the United States, to be an act of terrorism pursuant to the federal Terrorism Risk Insurance Act. The criteria con- tained in the Terrorism Risk Insurance Act for a "certified act of terrorism" include the following: a. The act resulted in insured losses in excess of $5 million in the aggregate, attributable to all types of insurance subject to the Terror- ism Risk Insurance Act; and b. The act is a violent act or an act that is dangerous to human life, property or infra- structure and is committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to -influence the policy or affect the con- duct of the United States Government by coercion. © ISO Properties, Inc., 2007 38307963 1 0C -U S 1 16/10 GL AU %S WC )OP Poli -y Schedule) I Cheryl Gab[iol 1 1/27/2016 5:15:32 PH (CST) I Page 23 of 40 Thla eaaiEEu[e ca e.e and ..1.1aed.. AIA p[evfrnuly Seoocd cer[f Ei ee 3 / Pg. A02� IVol. 1 Page 1 of 11 ❑ COMMERCIAL GENERAL LIABILITY CG 21 87 0107 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONDITIONAL EXCLUSION OF TERRORISM (RELATING TO DISPOSITION OF FEDERAL TERRORISM RISK INSURANCE ACT) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY A. Applicability Of The Provisions Of This Endorsement The provisions of this endorsement be- come applicable commencing on the date when any one or more of the following first occurs. But if your policy (meaning the pol- icy period in which this endorsement ap- plies) begins after such date, then the pro- visions of this endorsement become applicable on the date your policy begins. a. The federal Terrorism Risk Insurance Program ("Program"), established by the Terrorism Risk Insurance Act, has ter- minated with respect to the type of in- surance provided under this Coverage Part or Policy; or b. A renewal, extension or replacement of the Program has become effective with- out a requirement to make terrorism coverage available to you and with revi- sions that: (1) Increase our statutory percentage deductible under the Program for ter- rorism losses. (That deductible de- termines the amount of all certified terrorism losses we must pay in a calendar year, before the federal gov- ernment shares in subsequent pay- ment of certified terrorism losses.); or (2) Decrease the federal governments statutory percentage share in poten- tial terrorism losses above such de- ductible; or (3) Redefine terrorism or make insur- ance coverage for terrorism subject to provisions or requirements that differ from those that apply to other types of events or occurrences under this policy. 2. If the provisions of this endorsement be- come applicable, such provisions: a. Supersede any terrorism endorsement already endorsed to this policy that ad- dresses "certified acts of terrorism" and/or "other acts of terrorism", but only with respect to an incident(s) of terror- ism (however defined) which results in injury or damage that occurs on or after the date when the provisions of this en- dorsement become applicable (for claims made policies, such an endorse- ment is superseded only with respect to an incident of terrorism (however de- fined) that results in a claim for injury or damage first being made on or after the date when the provisions of this en- dorsement become applicable); and b. Remain applicable unless we notify you of changes in these provisions, in re- sponse to federal law. CG 21 87 01 07 © ISO Properties, Inc., 2005 Page 1 of 3 ❑ 28307863 1 OPO-J.S. c t6/17 GL AU %5 WC (OT Policy Schedule) I Cheryl_Ga rlel_I..1/]]/2016_4:15:32 PM (CST) _I, Paga 24 of 40 Th1e cer[iflcate can ele and evperoedas ALL pievfouely Saeved certifice<ea. Vol. P9. CM 61 3. If the provisions of this endorsement do NOT become applicable, any terrorism en- dorsement already endorsed to this policy, that addresses "certified acts of terrorism" and/or "other acts of terrorism", will con- tinue in effect unless we notify you of changes to that endorsement in response to federal law. B. The following definitions are added and apply under this endorsement wherever the term terror- ism, or the phrase any injury or damage, are en- closed in quotation marks: 1. "Terrorism" means activities against persons, organizations or property of any nature: a. That involve the following or preparation for the following: (1) Use or threat of force or violence; or (2) Commission or threat of a dangerous act; or (3) Commission or threat of an act that interferes with or disrupts an electronic, communication, information, or me- chanical system; and b. When one or both of the following applies: (1) The effect is to intimidate or coerce a government or the civilian population or any segment thereof, or to disrupt any segment of the economy; or (2) It appears that the intent is to intimidate or coerce a government, or to further political, ideological, religious, social or economic objectives or to express (or express opposition to) a philosophy or ideology. 2. "Any injury or damage" means any injury or damage covered under any Coverage Part or Policy to which this endorsement is applicable, and includes but is not limited to "bodily injury", "property damage", "personal and advertising injury", "injury" or "environmental damage" as may be defined in any applicable Coverage Part or Policy. C. The following exclusion is added: EXCLUSION OF TERRORISM We will not pay for "any injury or damage" caused directly or indirectly by "terrorism", including action in hindering or defending against an actual or ex- pected incident of "terrorism". "Any injury or dam- age" is excluded regardless of any other cause or event that contributes concurrently or in any se- quence to such injury or damage. But this exclu- sion applies only when one or more of the fol- lowing are attributed to an incident of "terrorism": 1. The "terrorism" is carried out by means of the dispersal or application of radioactive material, or through the use of a nuclear weapon or de- vice that involves or produces a nuclear reac- tion, nuclear radiation or radioactive contami- nation; or 2. Radioactive material is released, and it ap- pears that one purpose of the "terrorism" was to release such material; or 3. The "terrorism" is carried out by means of the dispersal or application of pathogenic or poi- sonous biological or chemical materials; or 4. Pathogenic or poisonous biological or chemical materials are released, and it appears that one purpose of the "terrorism" was to release such materials; or 5. The total of insured damage to all types of property exceeds $25,000,000. In determining whether the $25,000,000 threshold is ex- ceeded, we will include all insured damage sustained by property of all persons and enti- ties affected by the "terrorism" and business in- terruption losses sustained by owners or occu- pants of the damaged property. For the purpose of this provision, insured damage means damage that is covered by any insur- ance plus damage that would be covered by any insurance but for the application of any ter- rorism exclusions; or 6. Fifty or more persons sustain death or serious physical injury. For the purposes of this provi- sion, serious physical injury means: a. Physical injury that involves a substantial risk of death; or b. Protracted and obvious physical disfigure- ment; or c. Protracted loss of or impairment of the function of a bodily member or organ. Page 2 of 3 © ISO Properties, Inc., 2005 CG 2187 01 07 ❑ 28301063 1 000-U.5. 1 16/17 GL AU XS WC (OT Policy SChednlel 1 Cheryl Gabxlel 1/31/2016 4115,32 PM (CST) j Pnge 2S o[ 40 Thio ce ific ,, cen els and mperaedea ALL pr.viw ly issued ciidteu Vol. f g..o13_J- Multiple incidents of "terrorism" which occur within a 72 -hour period and appear to be carried out in concert or to have a related purpose or common leadership will be deemed to be one incident, for the purpose of determining whether the thresholds in Paragraphs C.S. or C.6. are exceeded. With respect to this Exclusion, Paragraphs C.S. and C.6. describe the threshold used to measure the magnitude of an incident of "terrorism" and the circumstances in which the threshold will apply, for the purpose of determining whether this Exclusion will apply to that incident. When the Exclusion ap- plies to an incident of 'terrorism", there is no cov- erage under this Coverage Part or Policy. In the event of any incident of 'terrorism" that is not subject to this Exclusion, coverage does not apply to "any injury or damage" that is otherwise excluded under this Coverage Part or Policy. CG 21 87 01 07 © ISO Properties, Inc., 2005 Page 3 of 3 ❑ 26389863 1 888-U.5. C 16/17 GL AU %G WC (()t Poliq 6epetlul=) I Cheryl-paCrlel-l-1/27/3016-4:16:32 PM (CBTI Page 26 of 40 M. cczctticacc can ol¢ antl ¢upez¢edea ALL pievioaely iasuetl cc[ciflcecce II Vol. v�,J% pg, 02 3'7- i COMMERCIAL GENERAL LIABILITY CG 29 05 07 05 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ILLINOIS CHANGES - CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE COVERAGE PART A. Cancellation (Section IV 2.) is replaced by the f. A determination by the Director of Insur- following: ance that the continuation of the policy CANCELLATION could place us in violation of the insur- ance laws of this State. 1. The first Named Insured shown in the Dec- larations may cancel this policy by mailing to us advance written notice of cancellation. 2. We may cancel this policy by mailing you and the "contractor" written notice stating the reason for cancellation. If we cancel: a. For nonpayment of premium, we will mail the notice at least 10 days prior to the effective date of cancellation. b. For a reason other than nonpayment of premium, we will mail the notice at least: (1) 30 days prior to the effective date of cancellation if the policy has been in effect for 60 days or less. (2) 60 days prior to the effective date of cancellation if the policy has been in effect for more than 60 days. 3. If this policy has been in effect for more than 60 days, we may cancel only for one or more of the following reasons: a. Nonpayment of premium; b. The policy was obtained through a mate- rial misrepresentation; c. Any insured has violated any of the terms and conditions of the policy; d. The risk originally accepted has meas- urably increased; e. Certification to the Director of Insurance of the loss of reinsurance by the insurer that provided coverage to us for all or a substantial part of the underlying risk in- sured; or CG 29 05 07 05 4. We will mail our notices to you, the "con- tractor" and the agent or broker, at the re- spective addresses last known to us. 5. Notice of cancellation will state the effective date of cancellation. The policy period will end on that date. 6. If this policy is cancelled, we will send the "contractor' any premium refund due. If we cancel, the refund will be pro rata. If the first Named Insured or the "contractor' cancels, the refund may be less than pro rata. The cancellation will be effective even if we have not made or offered a refund. 7. If notice is mailed, proof of mailing will be sufficient proof of notice. B. The following is added and supersedes any provi- sion to the contrary: NONRENEWAL If we decide not to renew or continue this policy, we will mail you and your agent or broker , and the "contractor", written notice, stating the reason for nonrenewal, at least 60 days before the end of the policy period. If we offer to renew or continue and you do not accept, this policy will terminate at the end of the current policy period. Failure to pay the required renewal or continuation premium when due shall mean that you have not accepted our of- fer. If we fail to mail proper written notice of nonre- newal and you obtain other insurance, this policy will end on the effective date of that insurance. C. Mailing Of Notices We will mail cancellation and nonrenewal notices to the last addresses known to us. Proof of mailing will be sufficient proof of notice. © ISO Properties, Inc., 2004 28307863 1000-u.s. 1 16/19 GL KJ zs WC lac Policy Schednlel I1ho-,r-Lficates ety r. •/1111^„ • 11 "- T,le ceztificace canwly and ..paned.. ALL pceviovply luoued Vol. j / Pg. �� Page 1 of 1 ❑ IL 0147 0911 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ILLINOIS CHANGES - CIVIL UNION This endorsement modifies insurance provided under the following: COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL LIABILITY UMBRELLA COVERAGE PART FARM COVERAGE PART FARM UMBRELLA LIABILITY POLICY LIQUOR LIABILITY COVERAGE PART MEDICAL PROFESSIONAL LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCT WITHDRAWAL COVERAGE PART PRODUCTS(COMPLETED OPERATIONS LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY A. The term "spouse" is replaced by the following: Spouse or party to a civil union recognized under Illinois law. B. Under the Commercial Auto Coverage Part, the term "family member" is replaced by the following: "Family member" means a person related to the: 1. Individual Named Insured by blood, adoption, marriage or civil union recognized under Illinois law, who is a resident of such Named Insured's household, including a ward or foster child; or 2. Individual named in the Schedule by blood, adoption, marriage or civil union recognized under Illinois law, who is a resident of the individual's household, including a ward or foster child, if the Drive Other Car Coverage — Broadened Coverage For Named Individual Endorsement is attached. IL 01 47 09 11 C. With respect to coverage for the ownership, maintenance, or use of "covered autos" provided under the Commercial Liability Umbrella Coverage Part, the term "family member" is replaced by the following: "Family member" means a person related to you by blood, adoption, marriage or civil union recognized under Illinois law, who is a resident of your household, including a ward or foster child. © Insurance Services Office, Inc., 2011 2B]07B6] 1000-U S. C 16/1'1 GL AU XS WC (OS Polley SchedUle) I Cheryl Gahzlel 1/27/ ]016 <.1- 12 PM (CST) 1 PBge 28 of 40 Thlc ceztif ica[e can 01. snd eupereedee ALL p[evlous3y Secued""- Vol. pg..,Z 3`� Page 1 of 1 IL 01 62 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ILLINOIS CHANGES - DEFENSE COSTS This endorsement modifies insurance provided under the following: COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL LIABILITY UMBRELLA COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART — LEGAL LIABILITY COVERAGE FORM COMMERCIAL PROPERTY COVERAGE PART— MORTGAGEHOLDERS ERRORS AND OMISSIONS COVERAGE FORM EMPLOYMENT-RELATED PRACTICES LIABILITY COVERAGE PART FARM COVERAGE PART FARM UMBRELLA LIABILITY POLICY LIQUOR LIABILITY COVERAGE PART MEDICAL PROFESSIONAL LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCT WITHDRAWAL COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK COVERAGE PART A. The provisions of Paragraph B. are added to all Insuring Agreements that set forth a duty to defend under: 1. Section I of the Commercial General Liability, Commercial Liability Umbrella, Employment- related Practices Liability, Farm, Liquor Liability, Owners And Contractors Protective Liability, Pollution Liability, Products/Completed Operations Liability, Product Withdrawal, Medical Professional Liability, Railroad Protective Liability, Underground Storage Tank Coverage Parts, Auto Dealers Coverage Form and the Farm Umbrella Liability Policy; 2. Section II under the Auto Dealers, Business Auto and Motor Carrier Coverage Forms; 3. Section III under the Auto Dealers and Motor Carrier Coverage Forms; 4. Section A. Coverage under the Legal Liability Coverage Form; and 5. Coverage C — Mortgageholder's Liability under the Mortgageholders Errors And Omissions Coverage Form. Paragraph B. also applies to any other provision in the policy that sets forth a duty to defend. B. If we initially defend an insured ("insured") or pay for an insured's ("insured's") defense but later determine that the claim(s) is (are) not covered under this insurance, we will have the right to reimbursement for the defense costs we have incurred. The right to reimbursement for the defense costs under this provision will only apply to defense costs we have incurred after we notify you in writing that there may not be coverage, and that we are reserving our rights to terminate the defense and seek reimbursement for defense costs. IL 01 62 10 13 O Insurance Services Office, Inc., 2013 Page 1 of 1 29a OIBQ I PU-. S 1 16/17 GL All M WC (OT P011ty iCh.du18)'" �Ct,lryk-G3bG1G1-�1i2]/].Ol$ q.:15 ]] PM �c6'f) I page ]9 Of 1V This —itifieate canoe -a and supersedee ALL pre,iously id certificates -' -- - ilVOL, - a3, pg.3 IL 10 (12106) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TOTAL POLLUTION EXCLUSION WITH A BUILDING HEATING, COOLING AND DEHUMIDIFYING EQUIPMENT EXCEPTION AND A HOSTILE FIRE EXCEPTION This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART SECTION I—COVERAGES BODILY INJURY AND PROPERTY DAMAGE LIABILITY 2. Exclusions — Exclusion j. is replaced by the following: This insurance does not apply to: Pollution (1) "Bodily injury" or "property damage" which would not have occurred in whole or part but for the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants" at any time. This exclusion does not apply to: (a) "Bodily injury" if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that Is used to heat water for personal use, by the building's occupants or their guests; (b) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire" unless that "hostile fire" occurred or originated: (i) At any premises, site or location which is or was at any time used by or for any insured or others for the handling, storage, disposal, processing or treatment of waste; or (ii) At any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations to test for, monitor, clean up, remove, contain, treat, detoxify, neutralize or in any way respond to, or assess the effects of, "pollutants". (2) Any loss, cost or expense arising out of any: PGL 05912 04 Page 1 of 2 2 Thin certificate s. c 16/17 GL pe se es (G'P Polley schedule) Cheryl Gabriel 1/27/2016 9 L:]3 PN. ic$TI Page 30 of 4" Thic ce[tificaie can ele and supersedes K.L previously issued certificates � ^� Vol..—. �. PGL 05912 04 Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of "pollutants'; or Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants'. Page 2 of 2 283078631 000 116/1] GL XS WC (OS Policy SchedYle( :3 ChcZyl G3biiel 11/2'!/2636 4,152 . (C53'( Pave 31 of 40 Titin cexti.fiea[e can els....... A —d supersedes ALL p,—ious ly inecld cea�f States. IVol.. 3-%-- P9. IL 10 (12106) OLD REPUBLIC INSURANCE COMPANY ISSUANCE OF CERTIFICATES OF INSURANCE It is hereby agreed and understood that 'The issuance of a certificate under this policy must be completed as soon as practicable and appropriate premium charged upon KONEs knowledge of any contract. Coverage is afforded by this policy for those entities for which KONE contractually agreed to provide on OCPL and have unintentionally failed to disclose the existence of such contract." GL 551 010a 0109 28301863 1000-V 4 j 16/17 GL A0 S3 WC l0: polity Schedule) I )Chyl Gafvriel 1 1/27/2016 A 1502 Ptt (CST) I Page 32 of 40 This supersedes ALL p—i.Jely Js —dz[ fica[ J­—d—[ ea Vol. I COMMERCIAL GENERAL LIABILITY CG 28 0510 01 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PERSONAL INJURY LIABILITY This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART A. The heading for Section I — Coverages — Bodily Injury And Property Damage Liability is revised as follows: SECTIONI—COVERAGES COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY B. The following exclusion is added to Paragraph 2. of Section I — Coverage A — Bodily Injury And Property Damage Liability: 2. Exclusions This insurance does not apply to: PERSONAL INJURY "Bodily injury" arising out of "personal injury". C. The following is added to Section I — Coverages: COVERAGE B —PERSONAL INJURY LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as dam- ages because of "personal injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. How- ever, we will have no duty to defend the in- sured against any "suit" seeking damages for "personal injury' to which this insurance does not apply. We may, at cur discretion, investigate any offense and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III — Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements. No other obligation or liability to pay sums or perform acts or services is covered un- less explicitly provided for under Supple- mentary Payments. CG 28 05 10 01 b. This insurance applies to "personal injury" caused by an offense arising out of opera- tions performed for you by the "contractor" at the location specified in the Declarations, but only if the offense was committed during the policy period. 2. Exclusions This insurance does not apply to: a. "Personal injury": (1) Caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict "personal injury"; (2) Arising out of a criminal act committed by or at the direction of the insured; (3) For which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agree- ment; or (4) Arising out of the actual, alleged or threatened discharge, dispersal, seep- age, migration, release or escape of "pollutants" at any time. b. Any loss, cost or expense arising out of any: (1) Request, demand or order that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of "pollutants"; or (2) Claim or suit by or on behalf of a gov- ernmental authority for damages be- cause of testing for, monitoring, cleaning up, removing, containing, treating, de- toxifying or neutralizing, or in any way responding to, or assessing the effects of "pollutants". © ISO Properties, Inc., 2000 2830"106) 1000-G S. 116/" GL All %3 WC (G, Policy Schedule) 1 Cheryl Gabriel 1 1/2"1/3016_4:15:32. PM- (CST) -I Page 33 of -00 This certificate cencele and super—des ALL previously issued certl=taree I Page 1 of 2 ❑ D. Paragraphs 2. and 3. of Section III — Limits Of Insurance are replaced by the following: 2. The Aggregate Limit is the most we will pay for the sum of damages because of all "bodily in- jury", "property damage' and "personal injury". 3. Subject to 2. above, the Each Occurrence Limit is the most we will pay for the sum of damages because of all "bodily injury" and "property damage" arising out of any one "occurrence" and all "personal injury' sustained by any one person or organization. E. Paragraph 4., of the Duties In The Event Of Oc- currence, Claim Or Suit under Section IV — Conditions is replaced bythe following: 4. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result In a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any in- jured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. If a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written notice of the claim or "suit" as soon as practicable. Page 2 of 2 c. You and any other involved insured must: (1) Immediately send us copies of any de- mands, notices, summonses or legal papers received in connection with the claim or "suit". (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit and (4) Assist us, upon our request, in the en- forcement of any right against any per- son or organization which may be liable to the insured because of injury or dam- age to which the insurance may also ap- ply- d. p- plyd. No insured will, except at the insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. The definition of "suit" in Section V — Definitions is replaced by the following: 14. "Suit" means a civil proceeding, brought in the United States of America (including its territo- ries and possessions), Puerto Rico or Canada, in which damages because of "bodily injury", "property damage" or "personal injury' to which this insurance applies are alleged. "Suit" in- cludes: a. An arbitration proceeding in which such damages are claimed and to which the in- sured must submit or does submit with our consent; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent. G. The following is added to Section V — Definitions: "Personal injury" means injury, including conse- quential "bodily injury", arising out of the offenses of false arrest, detention or imprisonment. © ISO Properties, Inc., 2000 28]0786] I GlU 5 C 16/11 GL M %5 WC (CT Policy Schedule) I Cheryl GaErlel- -1/i-//2016-q 15 -]2 -PM This Ceitifica[e can ele antl aupersedes Ai.l previovaly iseved cezcif icates Vol. (c.l I'1age ]q of -qo --i Pg. a CG 28 0510 01 ❑ IL 00 03 09 08 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALCULATION OF PREMIUM This endorsement modifies insurance provided under the following: CAPITAL ASSETS PROGRAM (OUTPUT POLICY) COVERAGE PART COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART EMPLOYMENT-RELATED PRACTICES LIABILITY COVERAGE PART EQUIPMENT BREAKDOWN COVERAGE PART FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART MEDICAL PROFESSIONAL LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART The following is added: The premium shown in the Declarations was com- puted based on rates in effect at the time the policy was issued. On each renewal, continuation, or anni- versary of the effective date of this policy, we will compute the premium in accordance with our rates and rules then in effect. IL 00 03 09 08 © ISO Properties, Inc., 2007 20]0]063 i 000-G.5. 1 16/17 GL AT %5 WC (CT Policy Schedule) I Cheryl Gabriel_1_1/27/2016 9:15 32 PN (CST) I Page 35 Ot 40 late cervBeane can ate and ..parsed.¢ ALL Previously issued cerdi Eicaiea. VOL/. Page 1 of 1 ❑ OLD REPUBLIC INSURANCE COMPANY DECLARATIONS — GENERAL LIABILITY POLICY POLICY IDENTIFICATION MWZY 57677 FORMS AND ENDORSEMENTS (Page 1 of I) FORMS AND ENDORSEMENTS ATTACHED TO THIS POLICY AT INCEPTION STATE FORM NO. DESCRIPTION Texas CG 28 55 03 93 IL 01 68 09 08 CG 31 07 02 00 coverage COUNTERSIGNED AT: DATE: LD-2A48a (Ed. 3/87) Printed in U.S.A. Texas Changes - Cancellation and Nonrenewal Texas Changes - Duties Texas Changes - Conditions Requiring Notice any, AUTHORIZED AGENT: AA067266a 20307563U00-O.S C 16/17 GL AO %S WC (OT Policy Schedule) I Cheryl Gabriel—I'"1'/3)/3016.9 15:32 PM'(CST) I Pa,. 3'1 Of 10 TM1L- cercif icace car. els and supersedes ALL previously issued certificates. COMMERCIAL GENERAL LIABILITY CG 28 55 03 93 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS CHANGES - CANCELLATION AND NONRENEWAL This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART A. Paragraph b. of the Cancellation Condition is replaced by the following: b. We may cancel this policy by mailing or delivering to the first Named Insured and the "contractor" written notice of cancella- tion, stating the reason for cancellation, at least 10 days before the effective date of cancellation. B. The following Condition is added and supersedes any provision to the contrary: NONRENEWAL 1. We may elect not to renew this policy except, that under the provisions of the Texas Insur- ance Code, we may not refuse to renew this policy solely because the policyholder is an elected official. (1) If this policy has been in effect for 60 2. If we elect not to renew this policy, we may do days or less, we may cancel for any rea- so by mailing or delivering to the first Named son except, that under the provisions of Insured and the "contractor", at the last mailing the Texas Insurance Code, we may not address known to us, written notice of nonre- cancel this policy solely because the newal, stating the reason for nonrenewal, at policyholder is an elected official. least 60 days before the expiration date. If no - (2) If this policy has been in effect for more tice is mailed or delivered less than 60 days than 60 days or if it is a renewal or con- before the expiration date, this policy will re- tinuation of a policy issued by us, we main in effect until the 61st day after the date may cancel only for one or more of the on which the notice is mailed or delivered. following reasons: Earned premium for any period of coverage (a) Fraud in obtaining coverage; that extends beyond the expiration date will be computed pro rata based on the previous (b) Failure to pay premiums when due; year's premium. (c) An increase in hazard within the 3. If notice is mailed, proof of mailing will be suff- control of the insured which would cient proof of notice. produce an increase in rate; 4. The transfer of a policyholder between admit - (d) Loss of our reinsurance covering all ted companies within the same insurance or part of the risk covered by the pol- group is not considered a refusal to renew. icy; or (e) if we have been placed in supervi- sion, conservatorship or re — ceiver- ship and the cancellation is approved or directed by the supervisor, con- servator or receiver. CG 28 55 03 93 Copyright, Insurance Services Office, Inc., 1993 Page 1 of 1 28307863 1000-U.S.00 16/17 GL AU %S WC (OP Policy Schedale) I Cheryl CGabriel—1""1/37/2016'4:15-32 PN. (CST) Page 30 of -40 Thin certificate ca elc and eupereedes PLL prcvrouely ieau ed certificdtea. IVol. - ��� IL 0168 09 08 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS CHANGES - DUTIES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART EMPLOYMENT-RELATED PRACTICES LIABILITY COVERAGE PART FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART MEDICAL PROFESSIONAL LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART The following is added to the Duties Condition. We will notify the first Named Insured in writing of: 1. An initial offer to compromise or settle a claim made or "suit" brought against any insured un- der this coverage. The notice will be given not later than the 10th day after the date on which the offer is made. 2. Any settlement of a claim made or "suit' brought against the insured under this cover- age. The notice will be given not later than the 30th day after the date of the settlement. IL 01 68 09 08 © ISO Properties, Inc., 2007 Page 1 of 1 ❑ xeaoveca II ooa-u.s. I isp� cc no xs we cox eoevcr scneamcl I cnezyi caeael I ihi%zoic n isax en tcsT1 I Page ss ec ao xnte eecciueace eaa�eic ana suee«eaec acc p�e.m�air aaaeea cemtt.ec / � Vol. COMMERCIAL GENERAL LIABILITY CG 3107 02 00 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS CHANGES - CONDITIONS REQUIRING NOTICE This endorsement modifies insurance provided under the following: OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART With regard to liability for Bodily Injury and Property Damage, unless we are prejudiced by the insured's or your failure to comply with the requirement, no provision of this Coverage Part requiring you or any insured to give notice of "occurrence", claim or "suit", or forward demands, notices, summonses or legal papers in connection with a claim or "suit" will bar coverage under this Coverage Part. CG 31 07 02 00 Copyright, Insurance Services Office, Inc., 1999 Page 1 of 1 26307863000- 5. C 16/17 GL AU XS WC COT Policy Schedelel Chcl'/1�OahyeL�--1/3'!/3016"4;15:33 PM C6TC Pa9C 40 Et40 This C—liU "flca[e cav els and evpeisedec ALL p[evlovely ls—d c 2£ifiCates. / Vol./__ 9(4 ELEVATOR MAINTENANCE CONTRACT BRAZOS COUNTY PURCHASING DEPT. Brazos County Courthouse 200 S. Texas Ave., Ste. 352 IQ Request No. 2016-015 Bryan, Texas 77803 Page 1 of 7 Pages Telephone (979) 361-4294 GENERAL REQUIREMENT FOR CONTRACT 1 as a duly authorized representative of ko 1 ((u, "Contractor" willingly attest to perform (or deliver) as per U.S. Communities Attachment A, City of Denver Master Contract and Pricing Proposal for Brazos County. I further agree to all of the provisions and specifications contained in this contract. ASSIGNMENT The successful offeror may not assign, soil or otherwise transfer this contract without written permission of Brazos County Commissioners Court. Should there be a change in ownership or management; the contract shall be terminated unless a mutual agreement is reached with the new owner or manager to continue the contract with its present provisions and prices. AWARD Brazos County reserves the right to award this contract on the basis of LOWEST AND BEST OFFER it. accordance with the laws of the State of Texas, to waive any formality or irregularity, to make awards to more than one offeror, to reject any or all bid's. CONTRACT OBLIGATION Brazos County Commissioners Court must award the contraet and Brazos County Judge or other person authorized by Brazos County Commissioners Court must sign the contract before it becomes binding on Brazos County or the offerors. Department heads are NOT authorized to sign agreements for Brazos County. Binding agreements shall remain in effect until all products and/or services covered by this purchase have been satisfactorily delivered and accepted. QUANTITIES The quantities specified in this agreement are estimates only. Brazos County does not guarantee to purchase any minimum quantities or services other than those listed on a purchase order. CONTRACT RENEWALS Renewals may be made ONLY by written agreement between Brazos County and the offeror. Any and all price escalations shall not be accepted and shall be considered a non -response. IQ Continuation Sheet IQ Request No. 2016-015 BRAZOS COUNTY, TEXAS Page 2 of 7 Pages HOLD HARMLESS AGREEMENT Contractor, the successful offeror, shall indemnifv and hold Brazos County harmless from all claims for personal injury, death and/or property damage resulting directly or indirectly from contractor's performance. Contractor shall procure and maintain, with respect to the subject matter of this bid, a minimum, public liability and property damage with appropriate insurance coverage including, as adequate limits to cover contractor's liability as may arise directly or indirectly from work performed under terms of this bid. Certification of such coverage must be provided to Brazos County upon request. INSPECTIONS & TESTING Acceptance of merchandise, work, and/or equipment provided shall be made by Brazos County at the sole discretion of the Commissioners Court when all terms and conditions of the contract and specifications have been met to its satisfaction, including the submission to Brazos County of any and all documentation as may be required. ADDITION/MODIFICATION OF LOCATIONS OR SERVICES Brazos County reserves the right to add locations as these additional locations may be required. Locations to be added may include, but not limited to, expansions or additions to existing facilities and acquisition or construction of new properties. In the event that Brazos County makes significant structural changes to an existing facility that impacts the contractor's cost in providing the services anticipated by this contract such change may be treated as a new facility and the procedures provided for in this section may be followed in determining an appropriate price. In the event Brazos County wishes to add other locations to a group under the Contract, a quotation will be solicited from the incumbent contractor in good standing for the group in which the new location is appropriately situated. In the event Brazos County shall sell, vacate, abandon, or otherwise dispose or terminate a location to which the contract applies, all existing contracts or agreements or services applicable to such location, the portion of this contract that applies to such locations is terminated. All remaining portions of the contract will remain intact. Brazos County will endeavor to give the Contractor written notice of such termination of locations a minimum of thirty (30) days in advance. INVOICES & PAYMENTS Payments to Contractors will not be made if the Contractor cannot produce a Brazos County Purchase Order. Offerors shall submit an original invoice on each purchase order or purchase release after each delivery, indicating the purchase order number. Invoices must be itemized. Any invoice, which cannot be verified by the contract price and/or is otherwise incorrect, shall be, corrected by the Contractor. When multiple deliveries and/or services are required, the offeror may invoice following each delivery or performance of service and Brazos County will pay on invoice with in thirty (30) days upon receipt of invoice. Contracts providing for a monthly charge will be billed and paid on a monthly basis only. The Contractor will provide an invoice for each month in which Brazos County is responsible for payment, during the duration of the contract. Prior to any and all payments made for goods and/or services provided under this contract, the offeror should provide his Taxpayer Identification Number or social security number as applicable. This information must be on file with Brazos County Auditor's office. IQ Continuation Sheet IQ Request No. 2016-015 BRAZOS COUNTY, TEXAS Page 3 of 7 Pages Failure to provide this information may result in a delay in payment and/or back-up withholding as required by the Internal Revenue Service. PRICING Prices for all goods and/or services shall be firm for the duration of this contract and shall be stated on the Pricing/Delivery Information form. Prices shall be all inclusive: No price changes, additions, or subsequent qualifications will be honored during the course of the contract. All prices must be written in ink or typewritten. Pricing on all transportation, freight, drayage and other charges are to be prepaid by the contractor and included in the bid prices. If there are any additional charges of any kind, other than those mentioned above, specified or unspecified, offeror MUST indicate the items required and attendant costs or forfeit the right to payment for such items. Where unit pricing and extended pricing differ, unit pricing prevails. TAXES Brazos County is exempt fi-om all federal excise, state and local taxes unless otherwise stated in this document. Brazos County claims exemption from all sales and/or use taxes under Texas Tax Code § 151.304, as amended. Texas Limited Sates Tax Exemption Certificates will be furnished upon written request to Brazos County Purchasing Agent. GOVERNING FORMS In the event of any conflict between the terms and provisions of these requirements and the specifications, the specifications shall govem, In the event of any conflict of interpretation of any part of this overall document, Brazos County's interpretation shall govern. In the event of a conflict between the terms, conditions, provisions, and specifications of this document and any other terms, conditions, provisions, and specifications provided by the Contractor; the terms of this document shall supersede. GOVERNING LAW This bid solicitation is governed by the competitive bidding requirements of Brazos County Purchasing Act, Texas Local Government Code, §262.021 et seg., as amended. Offerors shall comply with all applicable federal, state and local laws and regulations. Offeror is further advised that these requirements shall be fully governed by the lacus of the State of Texas and that Brazos County may request and rely on advice, decisions and opinions of the Attorney General of Texas and Brazos County Attorney concerning and portion of these requirements. DISQUALIFICATION OF OFFEROR Upon signing this bid document, an offeror offering to sell supplies, materials, services, or equipment to Brazos County certifies that llre offeror has not violated the antitrust laws of this state codified in Texas Business and Commerce Code §15.01, et seq., as amended, or the federal antitrust laws, and has not communicated directly or indirectly the bid made to any competitor or any other person engaged in such line of business. Any or all bids may be rejected if Brazos County believes that collusion exists among the offerors. Bids in which the prices are obviously unbalanced may be rejected. If multiple bids are submitted by an offeror and after the bids are opened, one of the bids is withdrawn, the result will be that all of the bids submitted by that offeror will be withdrawn; however, nothing herein prohibits a Contractor from submitting multiple bids for different products or services. via A 3 -.._, AC/-' 9 - IQ Continuation Sheet IQ Request No. 2016-015 BRAZOS COUNTY, TEXAS Page 4 of 7 Pages SEVERABILITY If any section, subsection, paragraph, sentence, clause, phrase or word of these requirements or the specifications shall be held invalid, such holding shall not affect the remaining portions of these requirements and the specifications and it is hereby declared that such remaining portions would have been included in these requirements and the specifications as though the invalid portion had been omitted. SILENCE OF SPECIFICATIONS The apparent silence of specifications as to any detail, or the apparent omission from it of a detailed description concerning any point, shall be regarded as meaning that only the best commercial practice is to prevail and that only material and workmanship of the finest quality are to be used. All interpretations of specifications shall be made on the basis of this statement. The items furnished under this contract shall be new, unused of the latest product in production to commercial trade and shall be of the highest quality as to materials used and workmanship. Manufacturer furnishing these items shall be experienced in design and construction of such items and shall be an established supplier of the item bid. TERMINATION Brazos County reserves the right to terminate the contract for default if offeror breaches any of the terms therein, including warranties of offeror or if the offeror becomes insolvent or commits acts of bankruptcy. Such right of termination is in addition to and not in lieu of any other remedies which Brazos County may have in law or equity. Default may be construed as, but not limited to, failure to deliver the proper goods and/or services within the proper amount of time, and/or to properly perform any and all services required to Brazos County's satisfaction and/or to meet all other obligations and requirements. Brazos County may terminate the contract without cause upon thirty (30) days written notice. POLICY REQUIREMENTS FOR CERTIFICATE OF INSURANCE CONTRACTOR'S INSURANCE Refer to insurance requirements in the City of Denver Master Contract The Certificate of Insurance furnished to Brazos County shall contain a provision that coverage under such policies shall not be canceled or materially changed until at least 30 days prior written notice has been given to Brazos County. LIMITATIONS The parties are aware that there are constitutional and statutory limitations on the authority of Brazos County to enter into certain terms and conditions of the Agreement, including, but not limited to, authorizations of the placement of liens on Brazos County property; disclaimers and limitations of warranties; disclaimers and limitations of liability for damages; waivers, disclaimers and limitations of legal rights, remedies, requirements and processes; limitations of periods to bring legal action; granting control of litigation or settlement to another party; liability for acts or omissions of third parties; payment of attorneys' fees; dispute resolution; indemnities; and confidentiality (collectively, the IQ Confinuation Shect IQ Request No. 2016-015 BRAZOS COUNTY, TEXAS Page 5 of 7 Pages "Limitations"), Any Agreement terns and conditions related to the Limitations will not be. binding on Brazos County except to the extent authorized by the laws and Constitution of the State of Texas. COV ERAGESI W A GES Nothing in this Agreement shall be construed as making Brazos County responsible for the payment of compensation and/or any benefits for Contractor including health, property, motor vehicle, workers' compensation, disability, death, and dismemberment insurance for the Contractor's employees and/or equipment. Nothing in the Agreement shall be construed as making Brazos County responsible for wages, materials, logistical support, equipment, and related travel expenses incurred by the Contractor. SOVEREIGN IMMUNITY The parties understand that Brazos County does not waive or relinquish any immunity or defense on behalf of itself, officers, employees, agents, and volunteers as a result of its execution of this Agreement and the performance of the covenants contained herein. Further, Brazos County is not responsible for any civil liability that arises from any act or omission made within the course and scope of this Agreement. The Parties understand and agree that Brazos County does not assume civil liability under any theory of law for the actions of the Contractor in providing services hereunder. NOTICES Notices shall be mailed to the addresses designated herein or as may be designated in writing by the parties from time to time and shall be deemed received when sent postage prepaid U.S. Mail to the following addresses: BRAZOS COUNTY: Brazos County, Texas Duane Peters, Brazos County Judge 200 South Texas Avenue, Suite 332 Bryan, Texas 77803 CONTRACTOR: Sales Contact Name: Phone Number: Billing Info: Allison Anderson-Fobert 832-475-6458 ASSIGNABILITY This agreement may not be assigned without the prior written permission of Brazos County. FISCAL FUNDING CLAUSE Notwithstanding any provisions contained herein, the obligations of Brazos County are expressly contingent upon the availability of funding for the obligations contained herein for the term of the Agreement and any extensions thereto. vol. �J'/ o�i_L] -- A IQ Continuation Sheet IQ Request No. 2016-015 BRAZOS COUNTY, TEXAS Page 6 of 7 Pages WAIVERS No waiver by either party hereto of any term or condition of this Agreement shall be deemed or construed to be a waiver of any other, term or condition or subsequent waiver of the same term or condition. ENTIRE AGREEMENT This Agreement represents the entire and integrated agreement between Brazos County and the Contractor and supersedes all prior negotiations, representations, or agreements, either written or oral. This Agreement may only be amended by written instrument approved and executed by the parties. AVAILABILITY AND RETENTION OF RECORDS All records relating to the service provided under this contract and supporting documentation for invoices submitted to Brazos County by the Contractor shall be retained and made available by the Contractor for audit by Brazos County, it duly authorized representatives, the State of Texas (including, but not limited to the Auditor of the State of Texas, Inspector General or duly appointed law enforcement officials) and agencies of the United States Government. Such records shall be returned by Contractor and made available for any time period required by state or federal law. If changes occur in the governing state or federal law, regarding retention records, Contractor shall comply with such changes. If an audit is initiated before the expiration of such time periods required by state or federal law regarding retention of records, the Contractor shall retain such records until the audit is concluded and all issues resolved. Contractor shall provide Brazos County with copies of such audits that be conducted with respect to the contract. AUDIT RESPONSIBILTY The Contractor shall be responsible for receiving, replying to and/or complying with any audit exception by appropriate federal, state or local audit directly related to the provision of this contract. The Contractor shall repay to Brazos County the full amount received for duplicate billings, erroneous billings, false or deceptive claims. The Contractor recognizes and agrees that Brazos County may withhold any money due and recover through any appropriate method any money erroneously paid under this contract if evidence exists of less than full compliance with this contract. INDEMNIFICATION The Contractor shall defend, indemnify and save harmless Brazos County and all its officers, agents, and employees from all suits, actions, or claims of any character, name and description including attorney's fees expenses brought for or on account of any injuries or damages received or sustained by any person or persons or property, by or from the said Contractor or his employees or by or in consequence of any negligence in safeguarding the work, or through the use of unacceptable materials in construction of the work, or by or on account of any negligent acts or omissions of Contractor, the Worker Compensation Law or any other law, ordinance, order or decree. Contractor shall defend, indemnify and save harmless Brazos County, its officers, agents and employees in accordance with this indemnification clause except to the extent the injury or damage is caused by Brazos County, its officers, agents or employees. ASBESTOS EXPOSURE vol �J % _ 0�•5�� IQ Continuation Sheet IQ Request No. 2016-015 BRAZOS COUNTY. TEXAS Page 7 of 7 Pages Notwithstanding anything contained to the contrary within this Contract, KONE's work shall not include any abatement or disturbance of asbestos containing material (ACM) or presumed asbestos containing materials (PACM). KONE shall have the right to discontinue its work in any location where suspected ACM or PACM is encountered or disturbed. Any asbestos removal or abatement, or delays caused by such, required in order for KONE to perform its work shall be the Customer's sole responsibility and expense. CONSEQUENTIAL DAMAGES Notwithstanding the foregoing or any other provision in this Contract to the contrary, any consequential damages arising from delays for which Contractor may be liable under this Contract shall not exceed twenty-four thousand seven hundred cightyDollars and Zero Cents ($24,780.00.00). The undersigned affirms that they arc duly authorized to execute this contract, that this proposal has not been prepared in collusion with any other Proposer, and that the contents of this proposal have not been communicated to any other Proposer prior to the official opening of this proposal. The signatory also agrees to all provisions and specifications ofthis contract. Signed By: _ 5 11/04/2015 Title: Senior Vice President South Region Typed Name: Timo y Joyce Company Name: KCNE Inc. Phone No, Email Address: Mailing Address: P. O. Box or Street City State Zip Employer Identification Number: Social Security Number: 36-2357423 Appr )ed by o missio curt on this Z"I day off DdDk2015 by ho he position of WLl l KONE Contract# B-370 Brazos County V ;,i "), 3i -z J73_ Attachment A KONE Inc. Proposal to Supply Elevator, Escalator, Moving Walkway Services, repair or modernization under the U.S. Communities Program utilizing the Terms and Conditions of the City and County of Denver Master Contract (Reference GENRL-201414653-00 dated April 1", 2014) PROPOSED UNITS & EQUIPMENT PRICING: Brazos County Coud House 4 $980.00/month Brazos County Administration 1 $285.00/month Sheriff's Office I $125.00/month Brazos County Jail 2 $250.00/month, Expo Building 2 $250.00/month Tax Office I $50.00/month QEI Fees $125.00/month Total Monthly Costs $2,065.00/month **KRMS-Elcvator Phone Monitoring Z' N **Requires execution and completion on the CIS (Customer Infonnation Sheet) before phones can be programmed to KONE. APPLICABLE LAW This Agreement shall he construed and enforced in accordance with, and the validity and performance of shall be governed by, the laws of the State of Texas. Von. .�3� PROPOSED SCOPE OF WORK: KONE will perform maintenance visits to examine, maintain, adjust, and lubricate the components listed below. In addition, unless specifically excluded below, KONE will repair or replace the components listed below if the repair or replacement is, in KONE's solejudgment, necessitated by normal wear and tear. Unless specifically included elsewhere in this Agreement or unless Purchaser has separately contracted with KONE for the work, all other work related to the equipment is Purchaser's responsibility. HYDRAULIC ELEVATORS RELAY LOGIC CONTROL SYSTEM All control system components. MICROPROCESSOR CONTROL SYSTEM All control system components. System performance examinations will be conducted to ensure that dispatching and motion control systems are operating properly. POWER UNIT Pump, motor, valves, and all related parts and accessories. HYDRAULIC SYSTEM ACCESSORIES Exposed piping, fittings accessories between the pumping unit and the jack, jack packing, hydraulic fluid, and any heating or cooling elements installed by the original equipment manufacturer ("OEM") for controlling fluid temperature. CAR EQUIPMENT All elevator control system components on the car. WIRING Ali elevator control wiring and all power wiring from the elevator equipment input terminals to the motor. HOISTWAY AND PIT EQUIPMENT All elevator control equipment and buffers. RAILS AND GUIDES Guide rails, guide shoe gibs, and rollers. DOOR EQUIPMENT Automatic door operators, hoistway and car door hangers, hoistway and car door contacts, door protective devices, hoistway door interlocks, door gibs, and auxiliary door closing devices. MANUAL FREIGHT DOOR EQUIPMENT Switches, retiring cams, interlocks, guide shoes, sheaves, rollers, chains, sprockets, tensioning devices, and counter -balancing equipment. POWER FREIGHT DOOR EQUIPMENT Controller, relays, contactors, rectifiers, timers, resistors, solid state components, door motors, retiring cams, interlocks, switches, guide slices, sheaves, rollers, chains, sprockets, and tensioning devices. SIGNALS AND ACCESSORIES Car operating panels, hall push button stations, hall lanterns, emergency lighling, car and hall position indicators, Vol. a3l Pig, �2,5� car operating panels, fireman's service equipment and all other signals, and accessory facilities furnished and installed as an integral part of the elevator equipment. Re-lamping of signal fixtures is included only during KONE's maintenance visits. Service requests for re-lamping of signal fixtures will be billed separately at KONE's then cunent labor rates. TRACTION ELEVATORS RELAY LOGIC CONTROL SYSTEM All control system components. MICROPROCESSOR CONTROL SYSTEM Ali control system components. System performance examinations will be conducted to ensure that dispatching and motion control systems are operating property. GEAREDIGEARLESS MACHINES All geared and gearless machine components. WIRING All elevator control wiring and at[ power wiring from the elevator equipment input terminals to the motor. CAR EQUIPMENT Ail elevator control system components on the car. HOISTWAY AND PIT EQUIPMENT All elevator control equipment, car and counterweight buffers, overspeed governors, governor tension sheave assemblies, and car and counterweight safeties. RAILS AND GUIDES Guide rails, guide shoe gibs, and rollers. ROPES Hoist ropes, governor ropes, and compensation ropes. DOOR EQUIPMENT Automatic door operators, hoistway and car door hangers, hoistway and car door contacts, door protective devices, hoistway door interlocks, door gibs, and auxiliary door closing devices. MANUAL FREIGHT DOOR EQUIPMENT Switches, retiring cams, interlocks, guide shoes, sheaves, rollers, chains, sprockets, tensioning devices, and counter -balancing equipment. POWER FREIGHT DOOR EQUIPMENT Controller, relays, contactors, rectifiers, timers, resistors, solid state components, door motors, retiring cams, interlocks, switches, guide shoes, sheaves, rollers, chains, sprockets, and tensioning devices. SIGNALS AND ACCESSORIES Car operating panels, hall push button stations, hall lanterns, emergency lighting, car and hall position indicators, car operating panels, fireman's service equipment and all other signals, and accessory facilities furnished and installed as an integrai part of the elevator equipment. Re-lamping of signal fixtures is included only during KONE's maintenance visits. Service requests for re-lamping of signal fixtures will be billed separately at KONE's then current labor rates. Vol. HOURS Or SERVICE All services described above will be performed during the regular working hours of the regular working days of the elevator or escalator trade in the location where the services are performed, unless otherwise specified in the Agreement. SERVICE REQUESTS (CALLBACKS In addition to the work described in the Scope of Services section, this Agreement covers requests for service during the regular working hours of the regular working days of the elevator trade. Service requests are defined as services that require immediate attention and that are within the scope of services and not excluded from the scope of services as provided below. Service requests outside the scope of services will be billed separately at KONE's then current labor rates and material prices plus mileage and incidentals. Any rates and lump sum amounts are not subject to audit. Service requests that require more than one technician or more than two hours to complete will be treated as a repair and scheduled in accordance with the Hours of Service section above. Purchaser agrees that KONE may perform service requests made by any person that KONE believes is authorized by Purchaser to make such requests. If Purchaser requests service on overtime, Purchaser will be charged only for the difference between KONE's hourly billing rate and KONE's hourly overtime billing rate for each overtime hour. Regular time non -emergency service calls have a 2 hour response time. In the event of an emergency entrapment, the nearest KONE technician via GPS technology will be dispatched to free the entrapped passenger. Entrapments and the safety of the end-user is always a high priority issue for KONE. TESTS KONE will perform the following tests on the Equipment. KONE is not liable for any property damage or personal injury, including death, resulting from any test. HYDRAULIC ELEVATOR A pressure relief test and a yearly leakage test as required by applicable code. TRACTION ELEVATOR An annual no load test as required by applicable code. A five (5) year full load test as required by applicable code. QEI Fees are included in this contract REPORTING SERVICES KONE may provide Purchaser with access to KONE's online reporting tool. Based on the Purchaser's user access, Purchaser can view information about the performance and service of the Equipment. KONE may provide Purchaser with automatic email notifications that provide information on work performed. EXCLUSIONS The following are excluded from the scope of services. Voles' / Pg..92? GENERAL KONE is not obligated to: perform safety tests other than those specified herein; perform any work required by new or retroactive code changes; perform tests required or correct outstanding violations or deficiencies identified prior to the effective date; removal of water or excessive debris from the pit; make replacements or repairs necessitated by fluctuations in the building power systems, adverse machine room or environmental conditions (including without limitation temperature variations below 50 degrees or above 90 degrees Fahrenheit) or humidity greater than 95% relative humidity, prior water exposure, rust, fire, explosion, acts of God, misuse, vandalism, theft, acts or mandates of government, labor disputes, strikes, lockouts, or tampering with the equipment by any person other than a KONE representative, negligence or acts or omissions of the Purchaser or any third party, or any other cause beyond KONE's direct control. KONE agrees to maintain the existing performance as designed and installed. KONE is not required under this Agreement to make changes in operation and/or control, subsequent to the date of this Agreement. OBSOLESCENCE A component may become obsolete during the term of this Agreement. Obsolete components are not covered under this Agreement. KONE will provide Purchaser with a separate quotation for the price to replace obsolete components. Equipment modifications necessary to accommodate replacement of obsolete components will also be at the Purchaser's expense. Components include without limitation any part, component, assembly, product, or firmware or software module. A component is obsolete when it can no longer be economically produced due to the cessation of consistent sources for materials, a loss or termination of a manufacturing process occurs, product reliability analysis shows that it is not economically feasible to continue to produce the component, escalation of component costs beyond acceptable industry expectations drive altemative equipment upgrades, the support of product safety programs or conformance to codes or standards mandates that use of a component be discontinued in its entirety, or the OEM designates the component as obsolete. No exception to the above will be made for a component designated as obsolete because it can be custom made or acquired at any price. KONE will not be required to furnish reconditioned or used components. The component that replaces the obsolete components is covered under this Agreement. ELEVATOR Refinishing repairing, replacing, or cleaning of the: car enclosure; gates or door panels; door pull straps; hoistway enclosure•, rail alignment; hoistway doors; door frames; sills; hoistway gates; flooring; power feeders, switches, and their wiring and fusing; car light diffusers; ceiling assemblies and attachments; smoke or heat sensors; fans; fireman's phone devices; intercoms; telephones or communication devices; phone lines; music systems; media displays; card -readers or other security systems; computer monitoring systems; light tubes and bulbs; pit pumps; emergency power generators; hydraulic cylinder; unexposed piping; or disposal or clean-up of waste oil or contamination caused by leaks in the hydraulic cylinder or unexposed piping. KONE is not be obligated to perform or keep records of firefighter's service testing, unless specifically included in this Agreement. ESCALATOR AND POWERWALK Refinishing, repairing, replacing or cleaning balustrades, pits, pans; sideplate devices; decks; skirt panels; anti - slide devices; brushes; guards and damage or deterioration to skirl deflector brushes. KONE is not obligated to perform an escalator cleandown, or do any work to bring the equipment in compliance with the escalator step/skirt performance index or loaded gap values required by code. Purchaser will use the escalators for the sole purpose of transporting passengers. PREXiSITING CONDITIONS Jack Packing leak issue identified on u2 Jail Otis unit. Issue must be rectified by current vendor prior to KONE service agreement; any service calls or repairs related to issue will be 100% billable if not resolved. Vol. 3 / Pg, a,5 -e 41 Passenger at Expo Building was not in service. Unit must be fixed in running condition prior to KONE service agreement. If unit is not running or repaired, any service calls or repairs related to the issue will be 100% billable. REMOTE MONITORING If the Equipment is equipped with remote monitoring capabilities, Purchaser gives KONE the right to utilize this functionality and the phone line to the Equipment to collect data related to the use and operation of the Equipment. SAFETY Purchaser will provide a safe workplace for KONE personnel and safe access to the equipment, property and machine room areas and keep all machine rooms and pit areas free from water, stored materials and debris; remove and dispose of any hazardous materials, water or waste according to applicable laws and regulations; post any and all instructions and warnings related to the use of the equipment. Purchaser will be solely responsible for proper use, for supervising the use of the equipment, and for taking such steps including but not limited to providing attendant personnel, warning signs and other controls necessary to ensure the safety of the user or safe operation of the equipment. Notwithstanding anything to the contrary contained in this Agreement, if in KONE's sole judgment the equipment presents a safety hazard to the riding public or KONE's technicians (including but not limited to Purchaser's act of creating or allowing unsafe practices or conditions or Purchaser's failure to authorize necessary repairs or upgrades), KONE may immediately terminate this Agreement in its entirety upon written notice. To the extent that KONE provides Purchaser with any oral or written account, report, information, or other statement identifying a safety issue with the equipment that is the subject of the Agreement or otherwise makes any recommendation or proposal to make a safety improvement or to address a safety issue related to such equipment, and Purchaser does not immediately approve KONE's proposal or recommendation, Purchaser agrees to indemnify, defend, and hold KONE harmless for any claims arising out of Purchaser's failure to comply with KONE's recommendations and proposals, and any obligation on the part of KONE to indemnify or defend Purchaser with regard to such claim shall be null and void. NOTICE OF MALFUNCTION OR INJURY As to any elevator or escalator equipment that is the subject of the Agreement, Purchaser will: (i) immediately shut down any such equipment that presents a potential safety hazard; and (ii) provide prompt verbal notice to KONE's Service Center of such hazard. Purchaser will immediately notify KONE's Service Center of any injury or accident in or about such equipment, followed by prompt written notice of such injury or accident. Any indemnity of Purchaser provided by KONE under the Agreement becomes null and void and will not be considered in interpreting the Agreement if Purchaser does not take the action or provide the notice required by this provision. THIRD PARTY SERVICES Ail services within the scope of this Agreement must be performed by KONE or its subcontractors, if any. If Purchaser causes or permits a third party to perform the same or substantially the same services required by this Agreement, Purchaser waives all claims against KONE arising from or related to a third party's performance of such services. I1 a third party works on the equipment during the term of this Agreement, .KONE reserves the right to inspect the equipment and may determine that re -work, different or additional work is required. Purchaser will rc-imburse KONE for the cost the inspection and any additional work required. If Purchaser declines to have KONE perform the additional work, KONE reserves the right to cancel the Agreement upon written notice to Purchaser. NON-KONE EQUIPMENT If the equipment covered under this Agreement was not manufactured by KONE (or a company acquired by KONE), Purchaser will: (i) provide KONE with a complete set of as -built wiring diagrams and (ii) Purchaser will procure and pay for replacement parts or proprietary diagnostic devices from the OEM, if requested by KONE. KONE will reimburse Purchaser for the actual cost paid by Purchaser for OEM parts acquired at KONE's request. KONE is not responsible for any delays, damages, cost, or claims arising from or in connection with Purchaser's failure to provide OEM parts or proprietary diagnostic devices in a timely manner. Purchaser authorizes KONE to produce single copies of the EPROM anal/or ROM chips for each unit for the sole purpose of an archive backup of the embedded software to allow for replacement of a defective or damaged chip. These will be stored on the building premises and the Purchaser retains possession. KRMS Voice Monitoring Service Option KONE will provide its KRMS voice monitoring service. Purchaser will provide an analog phone line to the elevator machine room to he terminated on the appropriate phone jacks. If the phone line is an extension off an existing phone system, Purchaser will provide a backup power source. If applicable, the extension must be direct inward dial (DID). All phones and associated equipment must comply with ASME. A 17. 1, local codes, and applicable law. Purchaser will provide KONE with the elevator phone number(s) or extension(s) so that these may be programmed to call the KONE Service Center. Purchaser will complete the below information and update KONE with the information immediately in writing if the information changes. Purchaser's named representatives must be available 24/7 for contact by KONE. If the KONE Service Center receives a call from an elevator, KONE will contact Purchaser's representatives in the order listed below. KONE will contact the local emergency authorities only if there is an emergency or when KONE cannot reach Purchaser's representatives. Upon termination of the Agreement, Purchaser must immediately reprogrammed all elevator phones to dial a number other than a KONE phone number, and KONE will block the elevator phone numbers from contracting the KONE Service Center. KRMS Activation Fee: No Charge KRMS Service Fee: The Service Fee is based upon annual in advance payment. In the event Purchaser chooses an alternate payment option on page 1, additional surcharge will apply. levator Descrtpdon a° ? h 'r' ray ' qutpntent # Z .. i1t Y 'V, levator Phone #land C r T' I.� , f C 5 4 I x[enston, o� I. 2. 3. S. 6. 7. [VO -1 —as3> PC oZCIS - 8. 9. 10. Ftrst Ziotnt Contact P of (Regmred) Name:!Title: Phone #: Cell Phone #: fF W4 ..�`_' it Polnt til 'r, ` N , Second oEContact (Requhed)af a A ., : k r Name:Title: Phone #: Cell Phone #: ; i u Pomt I. f�Coi tat 7 r y x*Ttitrd oontac (Optional) r Name:Title; hone #: Cell Phone #: i t L'ocalViI6 eii �AutliorUies Re Fire Department Phone #: Police Department Phone #: If Purchaser wishes to include KRMS voice monitoring services in the Agreement, Purchaser will accept by initialing below. Accepted Pg'�- CUSTOMER INFORMATION PJ Legal Name of the Company: Address: City: State: Zip: Contact Name: Title: Phone: Fax: Is the Owner tax exempt'? E] Yes (If Yes, provide the Tax Exemption Certificate) EINo Federal Tax TD k: 4 V ;1g, t4Fjn �,n H 4 F Legal Name of the Company: Attention: Address: City: State: Zip: Contact Name: Title: Fax: FAX: Federal Tax Ill N: Email: -res pgnstb c for- will!I - -1 V Ic S.: Legal Name of the Company: Attention: Address: City: State: Zip: Contact Name: Title: Phone: Fax: Federal Tax ID #: Email; NSA -00-0036 412014 vol.VPg.- ACCEPTANCE Service Agreement Effective Date: October 26, 2015 and shall continue for a period of Five (5) years with the following exceptions: • Brazos County Courthouse KONE Hydraulic to begin billing 5-12-2016 • Brazos County Courthouse KONE MRL to begin billing 2-11-2016 Service Agreement Number: TBD The parties to this service agreement agree to the conditions contained herein: on behalf of (Signature) (Print Name) Date: L/ P/ 15 Respectfuly submitted, KONE Inc. (Suhmitted Rv) Allison Anderson-Fobert (App o�) Authorized Representative Timothy Joyce (Title) KONE Contract# B -370 -Brazos County NSA -00-0036 4/2014 [V�ol-9-3-1—p9--e C� . n•'P 1 Kone Contract I U.S. Communities Solutions BY SUPPLIER( rea..•on-.) BY CATEGORY Facilities Office & School Specialty Technology Main Menu JUMP TO: Solicitations littll://www.Usccmmtlnitics.org/quppliers,lkonefkone-contraeU About News & Events Resources Contact Us J,ROIIUC'VS&'.SOIM'190No COYFRAC I)OCLIMIWI'S KONE Contract Homo FONS> Kill"! Conbrt{ll' Elevator and Escalator Maintenance and Services Lead Agency: City and County of Denver, Colorado Contract Number: 201414653 5 year contract term, April 1, 2014 - March 31, 2019 No renewal options. Postings Number of suppliers who responded to RFP: 2 Posting Information: Date Posted: US. Communities: Current Solicitations July 3, 2013 -August 7, 2013 Canadian MERX Public Tenders July 3, 2013 -August 7, 2013 Abdul _ onvia Demand Star July 3, 2013 -August 7, 2013 News&Events { July 3,2013 -Au August 7, 2013 f Rocky Mountain Bid System 1 Y g Resources Solutions Association of Oregon Counties July 3, 2013 -August 7, 2013 Comact Us State of Hawaii and Oregon July 3, 2013 -August 7, 2013 Education Purchasing �5 G overnmenr Purchasing Nonprorit Housing Authorities Go Green Program "1 Innovation Exchange Wr U.S. COMMUNITIES NATIONAL COOPERATIVE PURCHASING PROGRAM Gerling Started • Program Overview • I{ow L•worAs • FAOs Why Use U.S. Commmnitics • What Makes us Dillerent • Vinbinars & Evenrs • SucpGei Commitments Olsmunts on Brands • Products & Supplier • Online F.1arketpl,1ce Solicilarioro CONTACT US BECOME A SUPPLIER ASOUTUS LEGAL PRIVACY MICPA VOL 1 oft a3_/ p9.611 Ge?l I SHOP R Contract DOCU Conuaa No,2 Conan Cla: if Limits RFP Document RFP G572U RFP 0572U Ad( RFP 0572U Ad( RFP Posting Dt Over 55,00 • Who U: • Coope, • Slate 5' 9/312015 4:40 PM BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT Road and Bridge DEPT. NUMBER 56001000 DATE OF COURT MEETING: February 2, 2016 ITEM: Consider and take action on the Final Plat of Indian Lakes Subdivision, Phase XV (15)• Lots 1-2 Block 26; 5.030 Acres; J.M. Barrera Survey, A-69; (College Station ETJ) Brazos Countv, Texas. Site is located in Precinct 1. SOURCE OF FUNDS: N/A NOTES/REQUIREMENTS: • Owner: Smiling Mallard Development, Ltd. • Engineer/Surveyor: McClure & Browne Engineering/Surveying, Inc. SUBMITTED BY: R. Alan Munger, P. . County Engineer This Request is ACKNOWLEDGED BY: 4C Gi./ [i6 &u1ot i2t� Commissioner Lloyd Wassermann Precinct 1 Date Vol -Z pg•,-GS/I -ourt I3 16 BRAZOS COUNTY, TEXAS BUDGET ADIBND�'IEN'1'(S) FOR THE 2015-2016 BUDGET YEAR NO. 15/16 19.1 — 19.6 On this the 2"d d;n' of February 2016 at a regular meeting of the Commissioners' Court, the following members were present: A. Duane Peters, County Judge, Presiding B. Llovd Wassermann, Commissioner. Precinct C. Sammy Carttlena. Commissioner. Precinct 2 D. Kennv Mallard. Commissioner, Precinct 3 E. Irma Caulev. Commissioner. Precinct 4 I'. Karen McO UMI, County Clerk The following proceedings were held: THAT W H EREAS, on 2nd day of hebnmry 2016 the Court heard and approved a budget amendment for the 2014-3015 budget \,ear for Brazos County, Texas: and W11 EREAS, expenditure is necessarY clue to the necessity to meet unusual and unforeseen conditions Which could not be reasonably included in the original budget adopted 3 September 2015, the following amendments) to the original budget are hereby authorized, as described on the attached page(s). ADOPTED AND :APPROYf?D this the 2"d day of February 2016. T11F CON]MISSIONERS COURT OF 131ZAZOS COUNTY, TEXAS. t3v: DUanC Peters. Count\, Judge Original: County Clerk's Off -ice and Attached to the original budget Vol. 0?.3/ Pg. 02 �G BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 15116 -19.1 2/2/2016 '.FUNDI DIV 1 ACCT 1 PROJ DR/CR ACCOUNT NAME Increase I Decrease ' 1600 1 46056600 LPPF- Rock Prairie Behavioral 175.112.00 1600 L I 46056500 ILLPF - Christus DuBois Hospital 205,695.30 16001 -;6056400 (LPPF-Physicians Center 436,087.71 1600 46016100 L11PF- Scott and White College Station 4,012,484.04 1600 46056200 LPPF - Colleee Station Medical Cenler 5,483,917.17 1600 45056300 LPPF - St Joseph Regional flea] Center 3,452.253.3S 1600 1 34000200 73506000 1 JLPPF- Rock Prairie Behavioral 175,112.00 1600 F 340002001 73505000 ILLPF- Christus DuBuls Hospital 205,695.30 1600 34000200 73504000 ILPPF - Physicians Center 436,087.71 1600 34000200 73501000 LPPF- Scott and White Colleee Station 4,012,484.04 1600 34000200 7,3502000 LPPF - College Station �Mcdical Center 5,483.917.17 1600 34000200 73503000 (LPPF - St Joseph Regional Health Center 1 8,452,258.381 I I I I I I I I I Imo- I I I I I I Local Provider Participation Fina To record local provider participation located within Brazos County. This will or 3 i uarwrS of tae revenTue. mandatory payments assessed on the net paacm revenue ol'each institutional health care provider record 4 quarters for Rock Prarie Behavioral Health, For all other hospitals this amendment -f lie firs quarter has already been budgeted during October 2015. ja—cco—un�tss "l— I I I I Vol, �3J --- Pg -,2G,7_ BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 15/16 • 19.2 2/2/2016 FUNDI DIV I A-C—CTJ PROJ I DR/CRI ACCOUNT NAME I Increase Decrease 3300 211300001 61130000 1 CR lcontingency 1 1 2.300.00 35001 311300001 672S1000 UR IEaul mens -Electronic 1 2.300.001 I I I I I I I I I I I I I I i I i I I I I I I I I I I I I I I I I I I I I I I I I I I I I I 1 I Count' Clerk Election Servicc> 1 Reallocation of funds to purchase a neer paper foldine machine. I 1 I I I I I I I I I I I I I I I I I I I I I I Vol rmentent - eau of funds to mm Cor state BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 15/16 - 19.3 CP BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 15/16 - 19.4 2/2/2016 FUNDI DIV ACCT PROJ I DR/CRI ACCOUNT NAME Increase Decrease <1500 63000.100 SOS90000 CR Vehicles 1,045.00 4500 1 63000.500 SOS92SOO UR I Vehicles - SO 1.045.001 I I I I I I I I I I I I I I I I I I i I I I I I I i I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I Capital Int trot'ement - SO Reallocation of but s toequipment. window tin,uw and decals for patrol unit 141. I I I I I I I I I I I I ( I I I I I Vol.. Pg._, %O BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 15116 - 19.5 2/2/2016 FUND DIV ACCT PROD DR/CR ACCOUNT NAME Increase Decrease 4500 63000100 50101003 C12 Bid.- Renov - Court House 251.300.00 4500 63000500 1 65300000 DR Glevator `faint, 251,300.00 I I i I I I I I I I � I I I I I I I I 1 I I I I I I I I I I I I I II General capital Projects and rthouse 12enoc;CouUion Reallocation of funds to fix the elevator housed at the Courthouse. I I I � i I I I I I I N M, Date - 016; vol. ami _ Pg_.�7r� BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 15116 • 19.6 21212016 FUNDI DIV ACCT PROJ I DR/CRI ACCOUNT NAME I Increase Decrease 4001 63000500 6i-56000 CR E Ui Ment -Other 200.00 14'001 6?000700 65950000 DR IVehicleMaintenance 200.001 I I I I I II I I I I 1, I I I I I I I I I 1 _ 1 I I I I I I I I I I I I I I I I I I I I 1 General Cu tinil lm arovemenl Fund: Constahle Pct. 2 Reallocation of fund: for installation of radar in vehicle m oro er account. I 1 I I )II I I I I I I I I I I I I I I I I I I I t�iv c yryf r,` N't, r4�"a+�t sr,.c5 �Iff Date,"`,*' "`2'*`1%29%20 6� a��pg.��Iva 1� PERSONNEL CHANGE OF STATUS REQUESTS Commissioner Court Date: February 02, 2016 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 Information Technology Rabalais, David New Hire Risk Management Jeanes, A. W. Bill Retirement Sheriffs Office —Administration Hernandez, Salomon Budget Change Muniz, Kelsey Budget Change Sheriffs Office — Detention Boone, Clayton Step Increase Ledyard, Holt Step Increase Lyle II, Sidney Step Increase Approved in Commissioners' Court: February 02. 2016 : County Judge's or Commissioner's Signature: (This Copy to be attached to minutes)