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2023/10/10 REGULAR SESSION 10:00AM
2OZ3 CL i -b F, I : 59, BRAZOS COUNTY B RYAN, T EXAS NOTICE OF MEETING AND AGENDA BRAZOS COUNTY COMMISSIONERS COURT THE COMMISSIONERS COURT OF BRAZOS COUNTY WILL MEET IN REGULAR SESSION ON OCTOBER 10, 2023 AT 10:00 AM IN THE COMMISSIONERS COURTROOM OF THE COUNTY ADMINISTRATION BUILDING, 200 SOUTH TEXAS AVE., SUITE 106, BRYAN, TX 77803, THE PUBLIC MAY WATCH THE MEETING LIVE AT FACEBOOK.COIWBRAZOS000NTYTX THIS MEETING WILL BE CONDUCTED BY VIDEO CONFERENCE WITH. AT LEAST A QUORUM OF COMMISSIONERS' COURT MEMBERS PARTICIPATING IN PERSON AT T-HE COUNTY ADMINISTRATION BUILDING IN -ACCORDANCE WITH THE PROVISIONS SET FORTH IN SECTION 551.127 OF THE TEXAS GOVERNMENT CODE. 1. Invocation and Pledge of Allegiance • U.S. and Texas Flag - Judge Peters 2. Call for Citizen input and/or concerns 3. Presentations and/or Discussions • Brazos County Current Chapter 381 Compliance Report by Katie Conner. Consider and take action on agenda items: 4 -19 4. Approval of Amendment #2 to the Brazos County Commissioners Court Rules of . Procedure, Conduct, and Decorum. 5. Resolution 23-021 designating the County Judge as the Authorized Official to apply for, accept, decline, modify, or cancel the grant application for the Indigent Defense Formula Grant Program and designating the County Auditor as the Financial Officer for this grant. 6. Approval of Termination of Contract for Professional Services with Lucas Compton, LLC. 7. Approval of the Texas Association of Counties (TAC) Health Employee Benefits Pool (HEBP) Renewal for plan year 2024. 8. Request permission to expend $1,000,000 budgeted in fiscal year 2023 - 2024 for Other Post Employment Benefits. The funds will be transferred to the OPEB trust managed by Public Financial Management and to be invested; principal and earnings to benefit Brazos County retiree health insurance. 9.: Approval of the following Community Support Contracts for FY 2024: • a. AmberAlert Network Brazos Valley • b. Brazos County District Two Volunteer Fire Department • c. Brazos County Historical Commission • d. Brazos County Precinct-3 Volunteer Fire Department • e. Brazos Valley Veterans Memorial 10. Award of RFP #23-607 Macey Road Reconstruction. Recommended Award: Knife River Corp. - South. 11. Award of RFP #24-001 County Depository. Recommended Award: Truist Bank. 12. Approval of Contract 24-063 with LexisNexis for Public Defender's Office with addendum to revise terms and conditions. 13. "Approval of the Final Plat of Prairie Ridge Estates Phase 2; 30.37 Acres; George W. Singleton League Survey, Abstract 51; City of Bryan ETJ, Brazos County, Texas. Site is located in' Precinct 2. 14. Consider and take action on the Brazos W I FI utility permit to install one crossing -and 3,200 feet of longitudinal line within the right of way on Wilcox Lane from FM 2776 to Hunters Crossing. Site is located in Precinct 2. 15. Budget Amendments. • FY 22/23 Budget Amendments 51.01 - 51.07 • FY 23/24 Budget Amendments 2.01 - 2.04 16. Personnel Change of Status. • a. Employment & Separations • b. Personnel Action Forms 17. Payment of Claims. 18. Convene into Executive Session pursuant to the following: • a. Texas Government Code §551.072 to deliberate the purchase, exchange, lease, or value of real property. • B. Texas Government Code §551.0725 to deliberate business and financial issues related to a contact being negotiated. 19. Consider and. possible action on Executive Sessions. 20. Acknowledgement of FY 2023-2024 Budget to Actuals by Fund as of October 4, 2023. Acknowledgement of FY 2023-2024 Contingency Budget to Actuals by Fund as of October 4, 2023. 21. Juvenile director's report on detention population. 22. Sheriff's report on inmate population. 23. Announcement of interest items and possible future agenda topics. 24. Call for Citizen input and/or concerns 25. Adjourn. PUBLIC COMMENTS Public Comment during the Commission Meeting may be for all matters, both on and off the agenda, and be limited to four minutes, per person. Persons are invited to submit comments in writing on the agenda items and/or attend and make comment at the Commission meeting. Members of the public are reminded that the Brazos County Commissioners Court is a Constitutional Court, with both judicial and legislative powers, created under Article V, Section 1 and Section 18 of the Texas Constitution. As a Constitutional Court, the Brazos County Commissioners Court also possesses the power to issue a Contempt of Court Citation under Section 81.024 of the Texas Local Government Code. Accordingly,members of the public in attendance at any Regular, Special and/or Emergency meeting of the Court shall conduct themselves with proper respect and decorum in speaking to, - and/or addressing the Court; in participating in public discussions before the Court; and in all actions in the presence of the Court. Those members of the public who are inappropriately attired and/or who do not conduct themselves in an orderly and appropriate manner will be ordered to leave the meeting. Refusal to abide by the Court's Order and/or continued disruption of the meeting may result in a Contempt of Court Citation. It is not the iritention of the Brazos County Commissioners Court to provide a public forum for the demeaning of any individual or group. Neither is it the intention of the Court to allow a member (or members) of the public to insult the honesty and/or integrity of the Court, as a body, or any member or members of the Court, or County employees, individually or collectively. Accordingly, profane, insulting or threatening language directed toward the Court and/or any person in the Court's presence and/or racial, ethnic or gender slurs or epithets will not be tolerated. Violation of these rules may result in the following sanctions: 1. cancellation of a speaker's time; 2. removal from the Commissioners Court; 3, a Contempt Citation; and/or 4. such other and/or criminal sanctions as may be authorized under the Constitution, Statutes and Codes of the State of Texas. The County Commissioners Court can deliberate or take action only if a matter has been listed on an agenda properly posted prior to the meeting. During the public comment period, speakers may address matters not listed on the published agenda. The Open Meeting Law does not expressly prohibit responses to public comments by the Commissioners Court. However, responses from the County Judge or Commissioners to unlisted public comment topics could become deliberation on a matter without notice to the public. To ensure the public has notice of all matters the Commissioners Court will consider,.the County Judge and/or Commissioners may choose not to respond to public comments, except to correct factual inaccuracies, recite existing policy in response to an inquiry or to ask that a matter be listed on a future agenda. See Texas Open Meetings Act Section 551.042. INVOCATION Any invocation that may be offered before the official start of the Court meeting shall be to and for the benefit of the Court. The views or beliefs expressed by the invocation speaker have not been previously reviewed or approved by the Court and do not necessarily represent the religious beliefs or views of the Court in part or as a whole. No member of the community is required to attend or participate in the invocation and such decision will have no impact on their right to actively participate in the business of the Court. The Commissioners Courtroom of the County Administration Building, 200 South Texas Ave., Suite 106, Bryan, TX 77803, THE PUBLIC MAY WATCH THE MEETING LIVE AT FACEBOOK.COM/BRAZOSCOUNTYTX is wheelchair accessible. Handicap parking spaces are available. Any request for sign interpretive services must be made two working days before the meeting. To make arrangements, please call (979) 361-410Z The foregoing minutes of the Commissioners Court Meeting held October 10, 2023, have been examined and are approved in open Court this 7th day of November 2023, in Bryan, Brazos County, Texas. Duane Peters County Judge Chuck Konderla Commissioner, Precinct 2 a,A�\V- — Wanda J. Watso Commissioner, cinct 4 Attest: Karen'McQueen County Clerk Steve Aldrich Commissioner, Precinct 1 -Tz�� 61-- A -rut, Nancy Berry Commissioner, Precinct 3 MINUTES OCTOBER 10, 2023 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, October 10, 2023 with the following members of the Court present: Duane Peters, County Judge, Presiding; Steve Aldrich, Commissioner of Precinct 1, Absent; Chuck Konderla, Commissioner of Precinct 2; Nancy Berry, Commissioner of Precinct 3; Wanda J. Watson, Commissioner of Precinct 4; Karen McQueen, County Clerk. The attached sheets contain the names of the citizens and officials that were in attendance. 1. Invocation and Pledge of Allegiance • U.S. and Texas Flag - Judge Peters 2. Call for Citizen input and/or concerns There was no Citizen input. 3. Presentations and/or Discussions • Brazos County Current Chapter 381 Compliance Report by Katie Conner. Auditor Katie Conner updated the Court on the status of the Chapter 381 Agreements that are not monitored by the Economic Development Corporation. Ms. Conner stated that both Adam Development Properties and OGC College Station Park, LP are in compliance and have exceeded the requirements stipulated in the agreements. A copy of the presentation is attached. Consider and take action on agenda items: 4 -19 4. Approval of Amendment #2 to the Brazos County Commissioners Court Rules of Procedure, Conduct, and Decorum. General Counsel Bruce Erratt presented the changes made to the policy. Judge Peters added that on future agendas, the second listing of Citizen input will be removed and all public comments will be recognized at the beginning of each regular meeting. Commissioner Berry stated that the changes are comprehensive and logical. A copy is attached. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Wanda J. Watson. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 5. Resolution 23-021 designating the County Judge as the Authorized Official to apply for, accept, decline, modify, or cancel the grant application for the Indigent Defense Formula Grant Program and designating the County Auditor as the Financial Officer for this grant. The Court voted unanimously to adopt Resolution 23-021 designating the County Judge as the authorized official to apply for, accept, decline, modify, or cancel the grant application for the Indigent Defense Formula Grant Program and all other necessary documents to accept such grant funds should they be tendered. A copy is attached. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Wanda J. Watson. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 6. Approval of Termination of Contract for Professional Services with Lucas Compton, LLC. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Chuck Konderla. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 7. Approval of the Texas Association of Counties (TAC) Health Employee Benefits Pool (HEBP) Renewal for plan year 2024. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Chuck Konderla. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 8. Request permission to expend $1,000,000 budgeted in fiscal year 2023 - 2024 for Other Post Employment Benefits. The funds will be transferred to the OPEB trust managed by Public Financial Management and to be invested; principal and earnings to benefit Brazos County retiree health insurance. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Chuck Konderla. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 9. Approval of the following Community Support Contracts for FY2024: • a. Amber Alert Network Brazos Valley • b. Brazos County District Two Volunteer Fire Department • c. Brazos County Historical Commission • d. Brazos County Precinct 3 Volunteer Fire Department • e. Brazos Valley Veterans Memorial Commissioner Konderla requested that the Court take two votes to allow him to abstain from voting on the Amber Alert Network Brazos Valley contract. On motion by Commissioner Berry and second by Commissioner Watson, the Court unanimously approved the following community support contracts: • b. Brazos County District Two Volunteer Fire Department • c. Brazos County Historical Commission • d. Brazos County Precinct 3 Volunteer Fire Department • e. Brazos Valley Veterans Memorial Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Wanda J. Watson. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. On motion by Commissioner Berry and second by Commissioner Watson, the Court voted to approve the following community support contract, with an abstention by Commissioner Konderla. A copy of the Community Support Contracts and affidavit of abstention is attached. • a. Amber Alert Network Brazos Valley Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Wanda J. Watson. Passed. 3-0. Ayes: Berry, Peters, Watson. Abstain: Konderla. Absent: Aldrich. 10. Award of RFP #23-607 Macey Road Reconstruction. Recommended Award: Knife River Corp. - South. The Court voted unanimously to accept the recommendation of the Purchasing Agent and awarded RFP #23-607 Macey Road Reconstruction to Knife River Corp. - South. A copy of the bid tabulation and contract is attached. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Chuck Konderla. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 11. Award of RFP #24-001 County Depository. Recommended Award: Truist Bank. The Court voted unanimously to accept the recommendation of the Purchasing Agent and awarded RFP #24-001 County Depository to Truist Bank. A copy of the bid tabulation and contract is attached. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Wanda J. Watson. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 12. Approval of Contract 24-063 with LexisNexis for Public Defender's Office with addendum to revise terms and conditions. A copy of the service contract is attached. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Chuck Konderla. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 13. Approval of the Final Plat of Prairie Ridge Estates Phase 2; 30.37 Acres; George W. Singleton League Survey, Abstract 51; City of Bryan ETJ, Brazos County, Texas. Site is located in Precinct 2. Motion: Approve, Moved by Commissioner Chuck Konderla, Seconded by Commissioner Nancy Berry. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 14. Consider and take action on the Brazos WI FI utility permit to install one crossing and 3,200 feet of longitudinal line within the right of way on Wilcox Lane from FM 2776 to Hunters Crossing. Site is located in Precinct 2. Motion: Approve, Moved by Commissioner Chuck Konderla, Seconded by Commissioner Nancy Berry. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 15. Budget Amendments. • FY 22/23 Budget Amendments 51.01 - 51.07 • FY 23/24 Budget Amendments 2.01 - 2.04 FY 22/23 Budget Amendments 51.01 - 51.07 51.01 Reallocate Contractual Service funds for various departments. 51.02 Transfer Contingency funds to various departments. 51.03 Reallocate Hotel Occupancy Tax funds. 51.04 Reallocate General Permanent Improvement Funds. 51.05 Reallocate Hotel Occupancy Tax funds. 51.06 To recognize revenue to Law Library Fund. 51.07 Reallocate funds for Constable, Precinct 3. FY23/24 Budget Amendments 2.01 -2.04 2.01 Reallocate funds for Information Technology. 2.02 Reallocate funds for Road and Bridge. 2.03 Transfer Contingency funds to Community Support. 2.04 Transfer Contingency funds to 472nd District Court. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Chuck Konderla. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 16. Personnel Change of Status. • a. Employment & Separations • b. Personnel Action Forms A copy of the Personnel Change of Status is attached. Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Chuck Konderla. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 17. Payment of Claims. Claims 8125055 — 8125184 9008694 — 9008749 Motion: Approve, Moved by Commissioner Nancy Berry, Seconded by Commissioner Wanda J. Watson. Passed. 4-0. Ayes: Berry, Konderla, Peters, Watson. Absent: Aldrich. 18. Convene into Executive Session pursuant to the following: • a. Texas Government Code §551.072 to deliberate the purchase, exchange, lease, or value of real property. • B. Texas Government Code §551.0725 to deliberate business and financial issues related to a contact being negotiated. Commissioner Aldrich entered the meeting via videoconference at this time. At this point, the County Judge announced the Court would consider items 20 through 24 and then return to convene into Executive Session. Having considered the previously noted agenda items, Civil Counsel Bruce Erratt submitted a written determination that deliberation in an open meeting would have a detrimental effect on the position of the Court in negotiations with a third party. A motion was offered by Commissioner Konderla to meet in closed Executive Session as per Mr. Erratt's recommendation. The motion was seconded by Commissioner Berry and motion passed unanimously. At 10:18 a.m. the County Judge announced the meeting closed to the public, so the Court could convene into Executive Session as stated above. The following individuals were asked to stay for the following sessions: a. Texas Government Code §551.072 to deliberate the purchase, exchange, lease, or value of real property. Cheryl Coffman, Executive Assistant Ed Bull, Chief of Staff/Civil Counsel Bruce Erratt, Civil Counsel Katie Conner, Auditor Nina Payne, Budget Analyst Charles Wendt, Purchasing Agent Trevor Lansdown, Project Manager b. Texas Government Code §551.0725 to deliberate business and financial issues related to a contact being negotiated. Cheryl Coffman, Executive Assistant Ed Bull, Chief of Staff/Civil Counsel Bruce Erratt, Civil Counsel Katie Conner, Auditor Nina Payne, Budget Analyst Charles Wendt, Purchasing Agent Trevor Lansdown, Project Manager 19. Consider and possible action on Executive Sessions. At 10:56 a.m. the County Judge announced the meeting open to the public and announced that no action would be taken on the Closed Executive Session. 20. Acknowledgement of FY 2023-2024 Budget to Actuals by Fund as of October 4, 2023. Acknowledgement of FY 2023-2024 Contingency Budget to Actuals by Fund as of October 4, 2023. The Court acknowledged receipt of the 2023-2024 Budget to Actuals by Fund and Contingency Fund Budget to Actuals as of October 4, 2023. 21. Juvenile director's report on detention population. Juvenile Director Linda Ricketson reported there are 24 juveniles in the detention center, 20 are male and 4 are female, and 29 have electronic monitors. 22. Sheriff's report on inmate population. Sheriff Wayne Dicky stated there were 737 inmates in jail, 622 inmates are male, 115 are female and 50 have electronic monitors. 23. Announcement of interest items and possible future agenda topics. Commissioner Berry commented on the unveiling of the new sign for the Christopher C. Kirk Sheriff's Administration Building. Both Commissioner Berry and Commissioner Konderla congratulated former Sheriff Kirk and thanked him for his many years of dedicated service to Brazos County. 24. Call for Citizen input and/or concerns There was no Citizen input. 25. Adjourn. Pg I of 3 BRAZOS COUNTY COMMISSIONER'S COURT 0 DAY OF D Mbtr , 20 ,c/3 Name (PLEASE PRINT .Ovnu uffvm N. Organization (PLEASE PRINT) 119:lull �3cS d Pg �, of BRAZOS COUNTY COMMISSIONER'S COURT DAY OF Dckbe, , 20,23 I D:Ov n'M, Name (PLEASE PRINT) Organization (PLEASE PRINT) . e - e, e- 74, ,;to. c c. ZL L wl w B C7Y 1(A 06 , Lv 6 Pg 3 of .3 BRAZOS COUNTY COMMISSIONER'S COURT DAY OF20 �3 10 `. 0 0 (A�M/PM, gu, a r Name (PLEASE PRINT) \OVA - Nu %1"f V), llemj Me-ts-ssA 60vzx7.o; k0d� 4Ar-- �__An.1 i Organization (PLEASE PRINT) evv- cc) . TLL-k:>r,c • Developer Obligations: • Subdivision improvements commenced with 12 months of acceptance by City Engineer of Phase 1 University Drive Public Improvements • Developer shall expend minimum of $25,000,000 in Project Development Costs at conclusion of 12 years after first cash incentive • Developer must complete construction of the Subdivision Improvements for Phase 1 and maintain a minimum Incremental Taxable Value in any given year of at least $5,000,000 __771 -14, .. - .rF ":' ': # •�.:+=. % " •.��{,.;,Ca ' f. N �.v ✓.. ..,:e .. '. � .... ,. :., .:.�, ,. .,. T., r. .,.-:.,:+- �, r : '�'. q �' -.':�' � N, , t. 'M4v.-: ` {., � � . �,.t:J-,�{ , f xa.'. � � 4 x {y �,., � -.%t. i, 7� ?'�` r ?..� .�. wma� a J� « .R. ' 7, ,�'�+°>., r7•• Rp�4��,i il, �. �. x ,. , •.. f. .�., .. ;, . ,. ^. L^ , :. s ,-^'"^ .. M; ^r. a,o.:+ 4' ..,•:: : �:..�:, ;. r�::i� ... ,,A:.^y ;ip1 .e_;.)- ,,, C. ,. :'F` iK'w. ;. .V� <�qr�.,@,� -.,r r,i%.7 A a,. e ;„A �•' i edr �de ���t� �dp.p �1�,+`�. .. •: ,� !'�.i#..3Z`4"ulF�*n'3'� L*'W:i3R:xy1 .%f3� i$ 4 >xti.; n- Section 2020 Appraised Value 2021 Appraised Value Undeveloped Land 41694,717 31824,129 28,.548..798 � a e ., • • • • 21,659,503 40,767..208 k Total Oakmont Value • • 110561150 P � 717 '�..: Incremental Value • I • • • • • • • • • *' ,..5 .P'3�6n.�1.�.X.,xf:'� f§4in'�SYs��u' 7 r^'• ,.i.. "` l r y 4r K.� } A r :'�3 7 ��dn t y'�A,,y k"l#�','`n '� `wtr* ,i"".v,°.r5icz� �`r; S;-r r � $�i �`��m � .yrn- _�si._zY�z.Leb.s.:�.�- �..r.._.- ..,n,.s,..ea..�•sy.a.�._v.6i:,� • i,�.unr S:.°'�y Fhz�'�•7p� t �j Y r �'F^ l�}S�• fi., �,�. �r �., r ix£.' y Incremental Value $ 53,845,868 1 $ 681562,389 Brazos County Participation Rollback Taxes $ 0.4407 per $100 valuation $29,679 $ 0.4423 per $100 valuation $0.00 Incentive Payment $266,982 $303,222 • Developer Obligations: • Developer and/or its tenants and End Users must make improvements to the Real Property and Developer and/or tenants and End Users must place Tangible Personal Property on the Real Property valued no less than a total of $1,500,000.00 • Developer agrees to pursue new commercial and industrial tenants to add value and create new jobs. • Developer agrees to pursue opportunities with Texas A&M University to enhance commercialization efforts concentrated on research, development and advance manufacturing. AW 47A R FI Total Annual Amount Payment Year Incremental Value Due M & 0 Tax Rate 2016 Actual (Original) $13,468,860 DEPARTMENT: DATE OF COURT MEETING: ITEM: TO: DATE: FISCAL IMPACT: BUDGETED: DOLLAR AMOUNT: BRAZOS COUNTY BRYAN, TEXAS NUMBER: 10/10/2023 Approval of Amendment #2 to the Brazos County Commissioners Court Rules of Procedure, Conduct, and Decorum. Commissioners Court 10/03/2023 False False $0.00 ATTACHMENTS: File Name Description T�vpe Court Decorum_Policy (Last Revised_10.4.23).pdf Court Decorum Policy Backup Material A"R -0 Duane Peters Date County Judge J AMENDMENT #2 Brazos County Commissioners Court Rules of Procedure, Conduct, and Decorum I. All Regular Meetings, Special Meetings, Emergency Meetings, and Executive Sessions of the Commissioners Court will be called and conducted in accordance with the provisions of the Texas Open Meetings Act, Chapter 551 of the Government Code. II. Regular Meetings, Special Meetings, and Emergency Meetings of the Brazos County Commissioners Court are open to the public and to representatives of the press and media. Executive Sessions of the Commissioners Court are not open to the public, the press, or the media. Only those individuals expressly requested or ordered to be present are allowed to attend Executive Sessions. III. In accordance with Section 81.005(a) of the Local Government Code, at the last regular term of each fiscal year of the County, the Commissioners Court by order shall designate a day of the week on which the court shall convene in a regular term during the next fiscal year. The Commissioners Court will also designate a regular time and location to convene into a regular term during the next fiscal year. IV. In order for a matter of issue to appear as an agenda item on the agenda of any Regular or Special Meetings of Commissioners Court, a request must be filed with and approved by the County Judge by 12:00 p.m. (Noon) on the Thursday preceding the next Meeting of the Commissioners Court. Only the County Judge or a member of the Commissioners Court can place items on the Commissioners Court agenda. V. The business of Brazos County is conducted by and between the members of the Brazos County Commissioners Court and by those members of the County staff, elected officials, department heads, consultants, experts and/or members of the public requested to be present and participate. While the public is invited to attend all meetings of the Commissioners Court (except Executive Sessions), the public's participation therein is limited to that of observers. A member of the public may be recognized to speak during the public comment portion once he or she signs the public participation sign-up sheet. All members of the public who have properly signed the public participation sign-up sheet and submitted the same to the County Clerk, must wait to be recognized by the presiding officer prior to addressing the Court. Public participation sign-up sheets must be submitted at least five (5) minutes prior to the start of the posted meeting time. Upon request, someone will be provided to assist those individuals with special needs. A. Each member of the public who appears before the Commissioners Court to make remarks during the public comment portion shall be limited to a maximum of three (3) minutes. Time for each speaker shall be maintained by the designated representative of the Commissioners Court. B. Maximum discussion during the public comment section of the agenda at any Regular, Special, or Emergency Commissioners Court meeting shall be limited to thirty (30) minutes. The County Judge or presiding officer may also require the designation of a speaker or speakers to speak for a group that share a commonality of an issue. The maximum number of speakers during the public comment section shall be limited to ten (10) members of the public. In the event that more than ten (10) members of the public wish to address a particular agenda item, then only the first ten (10) speakers will be recognized to speak. In matters of exceptional public interest, the presiding officer at the meeting may lengthen or shorten the amount of time given to each speaker or increase or decrease the number of speakers allowed. If any member of the Court objects to the change, a vote will be taken on the change to the normal procedure. C. It is the intention of the Court to provide open access for the citizens of Brazos County to address the Commissioners Court and express themselves on issues of county government. Members of the public are reminded that the Brazos County Commissioners Court is a Constitutional Court, with both judicial and legislative powers, created under Article V, Section 1 and Section 18 of the Texas Constitution. As a Constitutional Court, the Brazos County Commissioners Court also possesses the power to issue a Contempt of Court citation under Section 81.024 of the Texas Local Government Code. Accordingly, members of the public in attendance at any Regular, Special, and/or Emergency meeting of the Court shall conduct themselves with proper respect and decorum in speaking to, and/or addressing the Court; in participating in public discussions before the Court; and in all actions in the presence of the Court. D. Proper attire is mandatory. Inappropriate attire includes but is not limited to, items such as cutoffs, tank tops, muscle shirts, shorts, barefoot, flip flops or clothing with suggestive, offensive, vulgar, racist, sexist pictures, slogans or depictions of provocative clothing styled or worn to provoke, distract or disrupt. Those members of the public who are inappropriately attired and/or who do not conduct themselves in an orderly and.appropriate manner will be ordered to leave the meeting. Refusal to abide by the Court's Order and/or continued disruption of the meeting may result in a contempt of court citation. E. Cell phone usage during the court is strictly prohibited. All cell phones, pagers, and other mobile communication devices should be in "silent" mode at all times while court is in session. F. Members of the public, including media, may not approach the Commissioners Court bench during times in which Court is in session, unless expressly authorized by a member of the Commissioners Court. This includes times in which the Court's session is in recess and the transition to an Executive Session. G. It is not the intention of the Brazos County Commissioners Court to provide a public forum for the demeaning of any individual or group. Neither is it the intention of the Court to allow a member(s) of the public to insult the honesty and/or integrity of the Court, any member(s) of the Court, or employee(s) of the County. Accordingly, profane, insulting, or threatening language including, but not limited to, racial, ethnic, or gender slurs or epithets directed toward the Court and/or any person in the Court's presence, will not be tolerated. Violation of these rules may result in the following sanctions: 1. Cancellation of the speaker's time 2. Removal from the Commissioners Court 3. Contempt citation 4. Such other civil and/or criminal sanctions as may be authorized under the Constitution, Statutes, and Codes of the State of Texas. H. During the course of the meeting, the presiding officer has discretion to take items out of agenda order for the convenience of the Court, county staff, or others in attendance. VI. The County Judge is the presiding officer of the Brazos County Commissioners Court and is a fully participating member thereof. In the event of the absence of the County Judge, the County Judge can delegate this duty to another member of the Commissioners Court present at the Regular Meeting, Special Meeting, Emergency Meeting, or Executive Session to serve as Judge Pro-Tem of the Court. In the event the County Judge is unavailable to delegate this duty, the senior member of the Commissioners Court (in terms of total number of years as an elected representative) present at the Regular Meeting, Special Meeting, Emergency Meeting, or Executive Session shall serve as the Judge Pro-Tem of the Court or delegate the duty to another member of the Commissioners Court. VH. Special Rules for the Press and Media: A. No media personnel or equipment including lights, cameras or microphones will be located on the Commissioners Court Bench or Podium, and no closer than five (5) feet in front of the Commissioners Court Bench during the time the Court is in session. B. Reporters and media technicians are required to structure their movements, equipment set-up and take -down adjustments, etc., in such a manner as to not disrupt the Commissioners Court deliberation or the ability of the public to see, hear, and participate in the proceedings. C. Except as otherwise authorized by the presiding officer of the Court, interviews shall be conducted outside of the Commissioners Courtroom. D. Media interviews which are conducted outside the Commissioners Courtroom should be conducted in such a manner that the interview does not disturb, impede, or disrupt the proceedings of any Regular Meeting, Special Meeting, Emergency Meeting, or Executive Session meeting of the Court. E. Media personnel are not permitted to approach the Commissioners Court bench to request interviews until the meeting has been adjourned. This includes times in which the Court's session is in recess and the transition to a closed executive session. F. Exceptions to these press and media rules can be waived at the presiding officers' discretion. VHL The Sheriff or the Constable or his designated deputy, shall serve as emergency bailiff at all Regular Meetings, Special Meetings, and Emergency Meetings. However, in the event there exists a conflict of interest between the Sheriff or any member of the Sheriffs Department, or the Constable or any member of the serving Constable's department and the Commissioners Court, or in the event of any Executive Session in which either the Sheriff or Constable is not an authorized participant, the Court shall appoint such other commissioned peace officers to serve as bailiff as may be necessary. IX. From time to time, the Commissioners Court may have town meetings, public hearings, and/or workshops. These Rules of Procedure, Conduct, and Decorum shall also apply to the same; however, the Commissioners Court may adopt such additional and supplemental rules for such meetings may be necessary and appropriate to conduct such meetings in an orderly, efficient, and proper manner. X. These Rules of Procedure, Conduct, and Decorum at meetings of the Brazos County Commissioners Court shall be effective immediately upon adoption by the Court and shall remain in full force and effect until amended or repealed by a majority vote of the Commissioners Court. 2024 Brazos County Resolution Indigent Defense Grant Program WHEREAS, under the provisions of the Texas Government Code Section 79.037 and Texas Administrative Code Chapter 173, counties are eligible to receive grants from the Texas Indigent Defense Commission to provide improvements in indigent defense services in the county; and WHEREAS, this grant program will assist the county in the implementation and the improvement of the indigent criminal defense services in this county; and WHEREAS, Brazos County Commissioners Court has agreed that in the event of loss or misuse of the funds, Brazos County Commissioners assures that the funds will be returned in full to the Texas Indigent Defense Commission. NOW THEREFORE, BE IT RESOLVED and ordered that the County Judge of this county is designated as the Authorized Official to apply for, accept, decline, modify, or cancel the grant application for the Indigent Defense Formula Grant Program and all other necessary documents to accept said grant; and BE IT FURTHER RESOLVED that the County Auditor is designated as the Financial Officer for this grant. Adopted this 10 day of O GT06t-- , 2023. Duane Peters County Judge Attest: County Clerk DEPARTMENT: DATE OF COURT MEETING: ITEM: TO: DATE: FISCAL IMPACT: BUDGETED: DOLLAR AMOUNT. ATTACHMENTS: File Name WAttachmentsAWable BRAZOS COUNTY BRYAN,TEXAS NUMBER: 10/10/2023 Approval of Termination of Contract for Professional Services with Lucas Compton, LLC. Commissioners Court 10/05/2023 False False $0.00 Description Tvoe A]' -PR® )7-: D/[OW Duane Peters Date County Judge BRAZOS COUNTY BRYAN, TEXAS Duane Peters Office of the County Judge 200 S. Texas Ave., Ste. 332 Bryan, TX 77803 October 10, 2023 Lucas Compton, LLC 1101 Pennsylvania Avenue, NW, Suite 300 Washington, DC 20004 Phone: (979) 361-4102 Fax: (979) 361-4503 Email: dpeters@brazoscountytx.gov RE: NOTICE OF INTENT TO TERMINATE PROFESSIONAL SERVICES CONTRACT In accordance with section 1. "Term of this Contract; Termination." Between Brazos County and Lucas Compton, LLC which was effective June 2, 2023, Brazos County provides you with 30 days' notice of its intention to terminate the contract without cause on November 9, 2023. Sincerely, Duane Peters County Judge i�9800f He = �zTEXA,S' ASSOCIATION Of COUNTIES *o *HEALTH AND EMPLOYEE BENEFITS POOL Brazos County ASO AND STOPLOSS EXHIBIT HEALTH Medical Plan: Custom Plan 1100 NGS (Blue Choice PPO Network) ' Custom Rx 7125140 with.no Rx Deductible AD = 111/2024 Composite 1/1/2024 Assumed employee enrollment 1006 Annual • Expected paid claims - medical $847.87 1006 $10;235,487 Expected paid claims - Rx $476.72 Tote- t Expected Paid Claims $1,324 59 754 964 $15 990 450 Base Administration Charge •• $40.03 BCBS Wellbeing Management - Enable level. (base -plan) $4.16 $483,242 OP UM! pain mgt, joint & spine = $0.52 $50,220 MD Live Telehealth (M + BH) $0.54 Estimated Rx Admin cost (see note 11 below) $292 $6;519 $35,250 Monthly Estimated Fixed Cost Wo Optional Services $48.17 $575,231 • This annual pro]ection is based on current erimMment; the actual results VA differ. "Costs associated with spedat services or custom materlals provided w(p be billed separateyfrom the Administrative Charges outlined in this exhibit. Estimated Monthly Rebates; (see note 7 below) $61.21 PEPM $738 936 Optional Services (see informadon'on additional programs) PEPM Annual enrollees = _ 1,006 BCBS Wellbeing Management add -on services Expanded Utilization Mbt - Pain mgl, joint & spine surgery $0.62 Expanded Utilization Mgt - Advanced imaging & Cardiology $0.62 $6,277 OR Interactive Wellness Coaching through Well on Target $0.11 $7;485 $1,328 MD live Telehealth Program (utirith orwithout Behavioral health) Medical.Only $0.47 Medical and Behavioral Health $0.54 $5,674 $6,519 :fez_mTn p.0, SCBSwill4r c nw-dff claims for l2 months,. The°run-off'fadtWofw.ve wilLbe:rnultiptiedby.'the.tote) hurpber,6i pnro.Ued employees rd5ch:bf the..tliree miiriths irpmedtately preceding' W uddt teirriination:. iheResult will 6e tt�evhligatiorLof the group In addition, the following provisions wilt apply. The rates above are effective for twelve months contingent upon: 1) The effective date wi0 be not be later than 01101/24 2) The County paying 100°% of the employee - only cost for a0 lines of coverage; 3) A minimum enrollment of 1,006 employees with 37% carrying dependent coverage; 4) A monthly an of no fewer than 956 employees; 5) The County)s required to fund bank account for medical and Rx claims; 6) The actual Navitus Rx admin cost vell be $1.67 per member per month (PMPM). We have converted it to a per employee basis herein; 7)'Estimated rebates are based on the'County's actual rebates for the last four quarterly rebate checks, adjusted for the county's 50% rebate share; rebates will be•pald quarterly, e and.Con fident1,al Run date: 0110123 ignatune o ontra Authority: Date: b Assoc t' c TExAs HEALTH couK'�, Dental Plan: Choice Il w/ Ortho Assumed employee enrollmenf Total Expected -Paid Claims ` Administration Charge Monthly Fixed Cost Employer Account Minimum Balance: ASSOCIATION Of COUNTIES AND EMPLOYEE BENEFITS POOL Brazos County Aso EXHIBIT DENTAL AD a 1/112624 Composite Annual, 938 938 $49.68 $558,072 $2.38 $26,789 $2.38 $26,789 $23,253 * This annual projection is based on the current enrollment; the actual results will differ. The rates above -are effective for twelve months contingent upon: 1) An effective date no later than 1/1/2024 2) The County paying 100% of the employee only cost for all lines of coverage 3) A monthly enrollment of no fewer than 891 employees 4) No additional taxes being imposed and no increase in existing taxes 5) The County is required to fund bank account for dental claims. ignature f C On Au ty: ( r Date: . DI L0` 23 Run date: 8/22/2023 2024 . Reitewai Notice. and -fth.9 Confirmation ..., Wn . razos Coun -Anokwoo. oau,:.otiovgw Retum.to Udvbp 1616412023 PlIla", �nifiqj AO.. 7OOMPI,Otp oh',s6C#dn tonfirrnfnq yoUr.gr6op's-be . q fill out the:;contribufionscifedule changesFor any plan ,or fiunding listed d be Plesise bentict Halley. Gfij9"4,jt 14 004SM74. MiFdltwl WO&A"Pidn X Outtom:Rx Plan- 3 Levels- OW 00611 d4.ddcO6fis-.fbr medical benefits are; P(4Q pleese.list the:weilness credit amount. that wi goon Ehe confirmation. staterfidn .2024 Plan: Year..'. Funding ve s P14* Rkhtling Vbw-Amounti. New Amount. ,Funding- Employer layer Pays Employee ..ays Pays -P _Cf applicable) $4-40 cn ,Pnpipyeq +'dh *0) $.47.00 `Empfqryee-+ 40+use d 0 ._Yee + Family $4 ittltial:td,accept Mecrtcst'Plan -.-and Neinr Rates. D P10 h rave-ni, $ - 0, 0 ODAnnu'l"* .0-40/4' ..-0, molt,. Mr.pyrP114 W n610t)d66161'WhAs are.. re-Ta'-P , ' k _O;.4 MeW�.46 Wi19 Ne-w. Amount Ni�rAmduntC4rrent: ' FAtW,Pays:V60 Funding -P (!tapplica6l- . , ) -.EMP'16yd.6 OnlY s + Avovee +*Pogo: $3,80 $ $. Notice and %noftt banfirmajfon, a Please crde-one {hat ;0p'l O..s bT:"M . rep mg'd(cat- bonifits. Vbur:gtou'p ilk W's rou - r , , . . ... ol ..M M90 flor. Medical: P. re.6S Post as DiMtal:, Pre Post es (�B* wifiloq.,P-8600.--;�o to all Employqds month following .date Of,hjib P.00 Of.Hire iffil to confirm. fWs6'Indicaitihowyour groupmanages -:' administration:administration:680 PQBRA ........... . .. ''COBRA, CBSCOBRA'Departt.q prwesse; BOBS C04,lt?ADqpa�e- processes ' COBRA with.the Coun tbomhd - --- - --- k/ 'Qthsr Purse Indicaie"Colk4 AdihlhI6 Initiate RIA A00101stration. .2177.2—5.-Srazos 06pqfy �d24 RensWM-N61jc�d�iind BiBhrj,* C on rmandn ; .. - . .. fiVfi S! Got 6*046f seaj 84* w.ul VZOUPO ej ag jontu uucl Lki daueoay.* ul linmiew. (skip 06 110�410 91 P Uv4q flue u 8wjjpjus.'puesjpupq.;qoj!inou .n-pgAe d"" -4p.414 odibs tuw 00,je).jois q o)epdn asBeld A. VO4k O*j.'j0ejjh *0!)j'dj9Xojq,uuguo*: sui pl Rom ,L -?JoqwnNSuoqd:io%qoo SrOpft MIT u .N. 009 8jS'A#m—Gaj:j 148)1 f 1.86,:;ssojppvGuGJdv. exa-lun 0i 0.4s. . dA.-JsuP ia. d I rk 4. soop!Pmet�1go dd .. , . 11 PA qt"4 #11M 0 9304 u - ddu- .. - - - - -.- 03tai8.. I NOII'VLN80JNI NVId TAC. HEBP Member 01 ont9d.b6signalfiDn, :Brazos County' -.-.nty CONTRACTING AUTHORITY W--ipecifiWnon Agreement,each*WMPOCGro49 hON'Oy. designates:afid i .pace"..PW.d6c.. O; 0.. '4.9, 01i Ofdepartment @- 'dtth ,ad rank or -abovq.�'*d,pgagreestVQ1c orproVide.ag4to OTHER person Further, t,by,4-MeIW bd PKtto senilce orciadnihereq%der, sfiall be binding on the Metaber Group. Each fight t6 iriie 'Contracting ne��,&Wng'Att0h notice to TAC:HESP. ',Y#M4J-:Titt6. AonorabIe.buane-.Pgeti§ Judge ge ;Address 21).iy;S. Texas AV0,,. .$,Yank TX 77803 r ;Phone ,979-�.61=41U1 NIX 97-04614ft Email : Ob6ters@brazosco n gov ;Name Title. . Mr. Alli.d. Seale,/:Payroll Manager Adtlreas 2005 Texas Ave. -67'6-3 1-4347' Email e@b- 347 contact f.or-.dii(Ymatters 'pe" tVame: JTitle: ;Hartman Resources. Addtqt;t; Ide 0 �RITXRAM Phone '979-361-4197 !INbTrbL,4dqbIr0d Contractin91- jp reserves. Please flifchAn 4 dt' - j--- - - - b4l' for-01fedtims, Pli?980---,A AM -0-809ds Odftf,Co. n- - - rie.db -, 6j&M s Mbft: list .6hdhoes-.andlorico corrections b0lb*.. bateva1 Q D 449 "Texas -A slocia corirify w ned.andqqt#tyt 217726:� Brazos County —2024ftn9kWNotice.an010e06k 2.024 WELLNESS PROGRAM ELECTIONS - BRAZOS COUNTY A06h - -Plan Year 2,023 Elections 'HEALTHY LIFESTYLE REWARDS PlanYear2013'E.Iectlon K T0YEEMM#_M'NCE'(rAP)- Plad.Yeat 2023 Eleiction .e .P16.6 Y6r'2023 Election. 40 Elections ($0) Plan Y6i 202�3 Ele ctions (00 CAM '01 MADA. Plan Year 2023"Eldaibn PLANYEAR4,24 ELECT1614 (pltas*e chick iipot6p6ati-box-for " 'C-hDroRram) Arrost'i visits will be covered by a patient copaV..df Ai.rrostivisits-w-i.ilbesubject .to - annual de44ceible;an&ci)=ingut.airicd ZOpt-ln: Y-es,:employe*s W111, be eligible for Healthy, Lifestyle Rewardt atA.maximum :.cost o.f.7..5-p6rrecipient Opt: Out: No, .employees -be eq� pridt0b �es Will 40T. eligible to Oath. Healthy Lifestyle Rewards ❑ ptTln':Ye0,,Wb W6u.101ketto-partfeipatei t -.EAP-:at-$ -21.`e�jrempl' in he p oyee per month Opt Out:.Nq, EAP will. iT6 be inct.6cled"in' healt benefit Plan. A h be 0tIn: Yes, we would like to participate in tivongo. DjAbet.es 465 PWM.159 one-Whe"fek-fOr blood glucose meter Hypertension - $271000M; $65'orj6qlme fee for blood pressure monitor :Opt Out: No'.We.do.not wish to participate In''LiVo n* gq MDLIVE Medical Only: $0,*47"PEPM.+..$48:cJalm -cost E4Thepati eint copay for MDLIVEvisits will.. be $ QLJVE Medical & behavioral Heiilth::$ . 0.54 PEPM + $49- -.$250 claim cost The patient -copay 'for MDLIVE'Visits will be . 0- 00_f-,QLjt: MOLIVE.Will not be included -in Ma th A benefit plan Opt-Iri: Yes; We would like to participate 16WO& Health with,a maximum annual claims cost,of $515 per pgtti.cl . 13aht ❑ Cap the'number of accepted gattidipints':at _.per4d9a Or Oldi"IddeMeat. Ode one) Do NOT -pap jhe'nu M-M& of accepted participants D i h _pt0ut:N0jwe do .ridcW.� to04nfci0a.teInWohdrHealth. 24POW n: Yis; we would like to. p;iqi cipate- 1 n *0 in a da with a', m axfi U rff a n m rival claims cost of $IJ95.perp6rtl.t fit.(estlrmfecl average. costsafe .624 per:oairticipant) n v.not w1w, to participamin-Cimada: MLLWAIGIVIA"U'Abli'MI ENT Plan Ydae20.23 Elections. 45 Plan Year 1028 Election Contracting. At Printed Name: A dEnable: '$211-60EPM Includes: Comprehensive .Utilization :M'ana erno t. n (UM)'*:,S0qqi ' bi ty Prug:Preauihorintibri Expantlon;:Out P. :Outpatient 0M Eicpaftsiqn; 50hbVlor6l Health Enh -arfcefneh'ts. Well bnTprget .rtal;.24/7NUrsoi.i.he,;WQmeh.'s.&.'Famity Health;. Special Begihnihgs;-0Ju'e Points -.R6waFc(si'oigital.Self-Managed Online Re sources; Digital H. lifi. P. al e artner4,110d' Wqn,dr 14ealth,:arid CiMada. Enable Enha0ements (select the Eilable Eh.hi.npernents your -grouP would.like.16 add): Ad'va'ne.dd--imaging,:Car.diologV,&Sleep MOdicine:UMt'gansiont.$O6'2PEPM x Kr Pa-In- ..m...an.. .agement,-Joint,&-.SpirfeSutg'dry Surgery UM Upansion: $6.52.PEPM ❑ Intera.ct.i.veWgll6gs$Coachihgvia.We-'ll -grget. $Q.jj-P9PM oftolo_'R Together.. Better oun Be J. Stronger. HEALTHY COUNTY WELLNESS`CONTACT DESIGN Brkog County WELLNESS' COOR6VJJ,04 R Wellness-Cois the prim;krV-.cOAUd-FLS 5rdihg.,',tb6.H*ealihytbority-Welin.ett.orog6.til. The wellness- coordinator is'responsible f6f i -d'isiratirig ' administrating Healthy t6p - ty- ts-,and infoieIqg., .-.,...n -componen emPIPYeet Of a.1i wellness r6sourcesfavallable. gdftdqt. WdIne'spCoordinaicir 'Pleaselistchanges Name: Ms.Jerihifertilizar 'Title::Human Resource Director Address: BOO --S TOWAV6Ste 10.6 Bryan,. U 7196343999 Email: 14ilgat@4ratOKO untytx.goV Phone Numbdr:.(979) 361t4117 ftX,NuMber: WELWE"St $13-ONSOR The Wellness tpdnsQ is :responsible forsup porting the coordinator in-adm'inistrating Health .County -0PMPPfIeOts4nd encouraging county eibPlQye.6s-to access all Healthy available. An elected AIdW iti'this'-role-'.-*I'S.:preferred to. plotttatb m ''anageme.pt sqppof. 6r:Wellhess. :Orrof . n. IIOOOS006s6r -Na.me::H.on. Nancy Berry Title: Commissioner Wre'ss" 200fS texas Av.e StO.3%Q .Bryan)V.-'-- .kffibjft.6b& g4razoscountytx, � . FY.. . . . , -gov PhoOb Rumb,6m)(919) *.4105 Fix Number - ..'bate.. 0 Please list cha 0 9t9.8 6 d/o r corrections: Together .Better Stronger. A.s-z,0C1AT1,0N'r -Of CUUNTIES� ftvirris pcwl HEALTHY COUNTY: COUNTY" IFIONUN' IVE, PROGRAM 8razo'sCounty -ACount,y.,Sp'e.c'lficincent.fve.(itti),Isa-Wel'inet's-p''r,.o'' * ' h t.e.w.ardt-employ6qsatfo/qt-sobut for healthy gram t. at i�s 0ghaViaA such at completing an annual exam; 1pbap.06. affida kt,. or Participating in -.a p, vilcal-adivity V Ici h program -in exchange for avoiding a"P.roiniufficdOtribution,albwerm'O.nihl?-prg�"'41uni' m .. .eathaddition"al days oi.'OTO,.d.(.Otheri6wardidbcidedon by-th- e-'-Count.y or Dittrid.t. 13eii Iti eso and Rewards areadministered at the count - y-or d-istrictl pi'vei. Healthy-( - ouniy--'Is avOi - la i ble:td assist in - .06 ptocess40 design ing;.Zom MUnicatihg,.'6hd'tr6 ckihg,..a M. .Ehip!OyOki. willbeable to view their prpgrep and "0nipli etibn of'th& incentiveorilirfe or via mobile tbri. YOUR COUNTY 0 . flLDISTRICT-1-01 Our records indica:ie. ihafg.razds 'Co0i1ty cWelffly �has a. County c Specific In014ce; Please i I .6atlye .program in "make 6 selection below to let us know if you would. vfc ...uldlike-to'k6 y current design `in place for the 2024 plan year or if you would 11W to rnake iWodificatforis to your cur ni'design.,f You'.s6lLmdt "Ves re. , your county or ditttialst Wellhess"Consultant will reach out to you t to c6 ifm r6ward and penalt Of y ppfjqns for the tipcoming:01a yqqr.-PIea�e.Wto'fedIffe'et -act your. .0 o contact cons.dliapt :at Any time to begin this process. If you.* decide to. ma ke changes to your-61, there is a six W peek Waiting: period before employees can the program.,brilino. Current CSI > .liketo-continue Frith -4heSOM9 ' - "qgirgfii. f1he GSI pf fo -.2,024 plan year.... Annual Phyticah th V DiscountW6Ilij6tt'.for Medical Conteibuti W.b:are'interested in -ma king CSI-prQg' .* ram.. 'County or'Difthct 'Name: .. Brazos,County Prifit04 Name and Title: .. .., Contraetii g.Authorit ySIj Pate:. 10 1 t olas DEPARTMENT: DATE OF COURT MEETING: ITEM: TO: FROM: DATE: FISCAL IMPACT: BUDGETED: DOLLAR AMOUNT: SOURCE OF FUNDS: ACTION REQUESTED OR ALTERNATIVES: ATTACHMENTS: File Name I b Attachments A%dlable BRAZOS COUNTY BRYAN,TEXAS NUMBER: 10/10/2023 Request permission to expend $1,000,000 budgeted in fiscal year 2023 - 2024 for Other Post Employment Benefits. The funds will be transferred to the OPEB trust managed by Public Financial Management and to be invested; principal and earnings to benefit Brazos County retiree health insurance. Commissioners Court Nina Payne 10/05/2023 False False $0.00 01000-11000500-53310100 Non-Departmentals Request approval. Description Type APPROVED Duane Peters Date Comity Judge FUNDING AGREEMENT BETWEEN BRAZOS COUNTY AND AMBER ALERT NETWORK BRAZOS VALLEY THIS FUNDING AGREEMENT ("Agreement") IS ENTERED INTO BY AND BETWEEN BRAZOS COUNTY, TEXAS, acting by and through its duly elected County Commissioners (hereinafter "County"), and the AMBER ALERT NETWORK BRAZOS VALLEY (hereinafter "AANBV"), located in College Station, Texas, and is effective October 1, 2023. RECITALS WHEREAS AANBV serves all seven counties of the Brazos Valley (Brazos, Burleson, Grimes, Leon, Madison, Robertson, and Washington). WHEREAS approximately eighty-five percent (85%) of all regional missing person and missing children reports originate from law Enforcement agencies in Brazos County. WHEREAS the AANBV shares this common goal with the County; and WHEREAS, the County desires to assist AANBV in their efforts to promote the public purpose of providing rapid notification to the public of incidents of abducted children in the Brazos Valley Region and provide resources, training and education to the residents and law Enforcement Agencies of the Brazos Valley. NOW THEREFORE, the parties agree to the following terms and conditions to provide such support services. AGREEMENT 11114:1Lj This Agreement shall be for a term of twelve (12) months, commencing on the 1st day of October 2023, and terminating 30th day of September 2024. CANCELLATION This Agreement may be canceled by any parties hereto upon sixty (60) days written notice as provided herein. Amber Alert Vettrork Brazos Valley Page I of6 USE OF COUNTY FUNDS Funds to be furnished to AANBV as stated herein be used to offset operational -expenses of the AANBV, including to help offset salary and benefits, rent, telephone expenses, and office supplies. COUNTY'S LIABILITY FOR PAYMENT The County, for and in consideration of the services provided to County, hereby agrees to pay AANBV a total payment of Five Thousand Dollars (85,000.001("Funds") for the year beginning October 1, 2023 and ending September 30, 2024. Payment of such sum will be paid upon receipt of invoice. RESPONSIBILITIES OF AANBV AANBV will be responsible for providing the following services pursuant to this Agreement: 1. Maintaining this Agreement; 2. Providing Services; 3. Maintaining data files on clients and the Services provided thereto; 4. Respond to any and all inquiries by the County. 5. AANBV agrees that the County, or hs, designated representative, shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. AANBV 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. AANBV 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. AANBV agrees that the 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 the County provided funds to the AANBV under prior Agreements. Any audit will be conducted by County personnel or an independent third party, as determined bythe Brazos County Commissioners Court. Ifthe 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 AANBV. 6. Brazos County Commissioners Court may, in its sole discretion, require that an independent financial audit be performed on the records of the AANBV. If an independent financial audit is performed, a management letter will be AlnberAlerrNenrorkBra_os Vallev Page 2 of 6 prepared by the auditor as part of the process and a copy of said management letter shall be delivered to the Brazos County Commissioners Court. The management letter shall identify issues that might not otherwise require disclosure in the AANBV's annual financial report, but which are of concern to or under the suggestion of the auditor. 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 AANBV. 7. AANBV will provide the County with any and all certified audits conducted by AANBV and the management letter prepared in connection therewith; 8. AANBV will provide the Commissioners Court with statistics evidencing the number of Brazos County residents using the AANBV's Services. RESPONSIBILITY OF COUNTY The County shall be responsible for the following duties and requirements: 1. Provide County Funds. 2. Conduct a review of the AANBV's performance in providing the Services to be provided hereunder in order to assess County's continued participation in the funding of the AANBV. RECORD RETENTION The AANBV shall be responsible for record keeping on all Services provided to those individuals using its services and all financial records. The AANBV 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 ks sole discretion, to be necessary for the County to justify ks continued participation in supporting the AANBV with Funds. Such records shall be retained for at Last 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. DISCRIMINATION The AANBV shall not discriminate against any employee or applicant for employment because of race, color, sex, or national origin. The AANBV 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 origin. Such action shall include, but not limited to, the following: employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rate of pay or other forms of compensation; and selection for training, including apprenticeship. The rlurberAldnNehrorkBra_os Valley Page 3 of AANBV agrees to post in conspicuous places available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. 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, omission, or negligence on the part of each party hereto. INSURANCE The parties hereto agree that the AANBV shall be an independent contractor and not an employee or agent of the County, and that each shall maintain- atts own expense, adequate liability insurance to insure against damages and liabilities which may arise due to the duties and obligations contracted for herein. COUNTY INVOLVEMENT The County and AANBV 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. GOVERNING LAW This Agreement shall be governed by the laws of the State of Texas and venue shall lie exclusively in Brazos County, Texas. The Parties agree that all obligations under this Agreement are performable in Brazos County, Texas and that this Agreement has been executed in Brazos County, Texas. Venue shall lie exclusively in Brazos County, Texas, notwithstanding anything to the contrary. TERMINATION AANBV or County may unilaterally terminate this Agreement, at any time and for any reason, or no reason, by giving the other sixty (60) calendar days prior written notice. In the event of termination AANBV agrees to return funds to County of a pro rata basis based on a twelve (12) month calculation. AinberdlerlNenrorkBraws Valle% Page 4 d 6 NOTICES All notices required to be given hereunder shall be deemed to be duly given by delivering such notice or by mailing it, certified mail RRR to the other party at the following addresses: Amber Alert Network Brazos Valley P.O. Box 9282 College Station, TX 77842 Brazos County Commissioners Court County Admin istration Building 200 So. Texas Ave., Suite 310 Bryan, Texas 77803 FURTHER ASSURANCES Each party hereto agrees to perform any further acts and to execute and deliver any further documents which may be necessary to cant' out the provisions of this Agreement. SEVERABILITY In the event that any provisions or portion of this Agreement are held to be unenforceable or invalid, the validity and enforceability of the remaining provisions or portions shall not be affected. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties concerning the subject matter contained herein. There are no representations, agreements, arrangements, or understanding, oral or written, between or among the parties hereto, relating to the subject matter of the Agreement, which are not fully expressed herein. ASSIGNABILITY This Agreement is not assignable by the AANBV without the prior written consent of the County. AmberAledNenrorkBra_os Valb*? Page So'6 DATED this day of oz- . 2023. Brazos County DUANE PETERS, JUDGE ATTEST: REPI McQUEEN, County Clerk Amber Alert Network Brazos Malley CHARLES R. PCEPEGER, Executive Director AmberAlerlNehrorkBraws Valley Page 6of6 Legislative Certifications Brazos County is federally mandated to adhere to the directions provided in the President's Executive Order (EO) 13224, Executive Order on Terrorist Financing - Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism, effective 0/24/2001 and any subsequent changes made to it via cross-referencing respondents/vendors with the Federal General Services Administration's Excluded Parties List System (EPLS, https://www.sam.gov), which is inclusive of the United States Treasury's Office of Foreign Assets Control (OFAC) Specially Designated National (SDN) list. Respondent certifies that the responding entity and its principals are eligible to participate in this transaction and have not been subjected to suspension, debarment, or similar ineligibility determined by any federal, state or local governmental entity and that Respondent is in compliance with the State of Texas statutes and rules relating to procurement and that Respondent is not listed on the federal government's terrorism watch list as described in Executive Order 13224. Entities ineligible for federal procurement are listed at Mips://wwN.sam.gov. The undersigned affirms the non -debarment statement above, that they are duly authorized execute this contract. The company representative below further affirms, that the company submitting this proposal, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract. Pursuant to Section 2270.001, and 2274.002 Texas Government Code: 1. "Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made or ordinary business purposes; and 2. "Company" means a for -profit sole proprietorship, organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or any limited liability company, including a wholly owned subsidiary, majority -owned subsidiary, parent company or affiliate of those entities or business associations that exist to make a profit. 3. If Respondent is required to make a verification pursuant to Section 2274.002 of the Texas Government Code, Respondent verifies that Respondent does not boycott energy companies and will not boycott energy companies during the term of the Contract. If Respondent does not make that verification, Respondent must so indicate in its Response and state why %the certification is not required. L�Com an Namel�gAapS 1� W Authorized Company Re -presentative: AAAreee- �� , Contract #: Z -/ CERTIFICATE OF INTERESTED PARTIES FoRM 3295 loft Complete Nos. 1- 4 and 6 'd there are interested parties. Complete Nos.1, 2, 3, 5, and 6 N there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number. 2023-1078039 Date Fled: 10/01/2023 Acknowledged: i Name of business entity fifing fom and the city, state and country of the business entity's place of business. Amber Alert Network Brazos Valley College Station, TX united States 2 Name of govemmental entity or state agency that is a party to the contract for which the form is being filed. Brazos County ]Date g Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 24-059 Public alerting related to missing childrenipersons, public and law enforcement training related to missing children/person issues 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. 6 UNSWORN DECLAMMON My name is �!f.4n-t�S ^ `` �"�— , and m date of birth is My address is � "� / ��• (street) (City) (am) (zip code) (country) I declare under penalty yo`f perjury that the foregoing is true and correct Executed in ��� ' County, State of''�—his on the / day of 20Z3 . (month) (year) Signature of authorized agent qrcQP6act1ng business entity, (DedardA Forms provided by Texas Ethics Commission www.ethics.state.t)Lus Version V3.5.1.99923476 FUNDING AGREEMENT BETWEEN BRAZOS COUNTY AND DISTRICT TWO VOLUNTEER FIRE DEPARTMENT, INC. THIS AGREEMENT for the Funding of Fire Protection Service of District Two ("Agreement") is hereby effective October 1, 2023, by and between the DISTRICT TWO VOLUNTEER FIRE DEPARTMENT, INC., BRAZOS COUNTY, TEXAS ("Department') and BRAZOS COUNTY, TEXAS, ("County"), each acting by and through its duly authorized agents; RECITALS WHEREAS, the County is authorized to contract with an incorporated volunteer fire department to provide fire protection pursuant to Local Government Code §352.001; and WHEREAS, the County believes it is more cost effective to contract with a volunteer fire department than to purchase equipment and operate a County fire department; and WHEREAS, the Department is located within the County and shall provide fire protection to an area of the County that is located outside the municipalities in the County; and WHEREAS, the Department has the personnel and equipment to provide such services and would benefit by the payment of funds by the County. NOW, THEREFORE, the parties, in consideration of the mutual covenants and conditions contained herein, agree as follows: AGREEMENT SCOPE 1. Department shall provide fire protection services to any person who requests it within the confines of Precinct 2, as described on Exhibit "A" attached hereto and made a part hereof for all purposes; provided however, if assistance is requested by other fire departments for Precinct 1, 3 and 4 it shall provide services in these areas, if possible. A more detailed map of the various Fire Districts can be obtained at the Brazos County Appraisal District at 1673 Briarcrest Drive, Suite A-101, Bryan, Texas 77802, and the parties agree to use the records maintained by that office if a question about the boundaries of the Precincts should arise. 2. All requests for services under this Agreement shall be made through the 9-1- 1 Emergency Communications District, which dispatches fire protection units for the County. 3. Department will maintain firefighting equipment and certified personnel in compliance with Subchapter D of Chapter 419, Texas Government Code. The County is not responsible for damage to equipment or injury to any person, or for the actions of the Department or their volunteers except as expressly provided by this Agreement. PAYMENTS County shall pay Department the sum of $29,000.00 ("Funds") for the year beginning October 1, 2023 and ending September 30, 2024 upon receipt of invoice. 2. The County shall make all payments to Department for these services from current revenues. TERM AND TERMINATION 3. This Agreement term shall be from October 1, 2023 and terminate at 12:00 a.m. (C.S.T.) on September 30, 2024. Either party shall have the right to terminate this Agreement, without cause, upon thirty (30) days written notice of such termination. Should the Agreement be terminated, the rights and obligations of the parties hereunder shall terminate, except that the rights and obligations of the parties that have accrued under this Agreement prior to the date of termination shall survive. In the event of a termination, the fee payable pursuant hereto shall be adjusted on a pro-rata basis and refunded within thirty (30) days of such termination. NOTICES 4. All notices issued between parties to this Agreement shall be in writing. All notices shall be deemed given on the date personally delivered, faxed, or deposited in the U.S. Mail to the following parties: Department: District Two Volunteer Fire Department, Inc, Brazos County Texas 894 N. FM 2038 Bryan, TX 77808 County: Brazos County Commissioners Court 200 South Texas Ave., Suite 310 Bryan, TX 77803 DEFENSE OF CLAIMS 5. Pursuant to Local Government Code §352.004, the act of a person who, in carrying out the County's authority to provide fire protection under this Agreement, furnishes fire protection to a county resident who lives outside the municipalities in the County, including the act of a person who is a regular employee or fire fighter of a municipality, is considered to be the act of an agent of the County. 6. The County does not waive or relinquish any immunities or defense it has under law, on behalf of itself, its officers, employees, or agents as a result of its execution of this Agreement and the performance of the covenants herein. MISCELLANEOUS PROVISIONS 7. If any provision of the Agreement shall be held to be invalid, illegal, or unenforceable by a court or other tribunal of competent jurisdiction, the validity 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 provisions or provisions of this Agreement with legal terms and conditions approximating the original intent of the parties. 8. This Agreement is the entire Agreement between the Department and the County relating to the provision of fire protection services and supersedes any and all prior Agreements, arrangements, or understandings, whether written or oral. 9. This Agreement is for the benefit of the parties to the Agreement and does not confer any rights on any third parties. 10. No amendment to this Agreement shall be effective and binding unless and until it is reduced to writing and signed by the authorized representatives of all parties. 11. This Agreement has been made under and shall be governed by the laws of the State of Texas. This Agreement and all matters related thereto shall be performed in Brazos County, Texas. 12. Failure of any party at any time, to enforce a provision of this Agreement, shall not constitute a waiver of that provision, nor in any way affect the validity of this Agreement or the right of any 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(ies) 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. Legislative Certifications Brazos County is federally mandated to adhere to the directions provided in the President's Executive Order (EO) 13224, Executive Order on Terrorist Financing — Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism, effective 9/24/2001 and any subsequent changes made to it via cross-referencing respondents/vendors with the Federal General Services Administration's Excluded Parties List System (EPLS, https://www.sam.gov), which is inclusive of the United States Treasury's Office of Foreign Assets Control (OFAC) Specially Designated National (SDN) list. Respondent certifies that the responding entity and its principals are eligible to participate in this transaction and have not been subjected to suspension, debarment, or similar ineligibility determined by any federal, state or local governmental entity and that Respondent is in compliance with the State of Texas statutes and rules relating to procurement and that Respondent is not listed on the federal government's terrorism watch list as described in Executive Order 13224. Entities ineligible for federal procurement are listed at https://www.sam.gov. The undersigned affirms the non -debarment statement above, that they are duly authorized execute this contract. The company representative below further affirms, that the company submitting this proposal, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract. Pursuant to Section 2270.001, and 2274.002 Texas Government Code: 1. "Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made or ordinary business purposes; and 2. "Company" means a for -profit sole proprietorship, organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or any limited liability company, including a wholly owned subsidiary, majority -owned subsidiary, parent company or affiliate of those entities or business associations that exist to make a profit. 3. If Respondent is required to make a verification pursuant to Section 2274.002 of the Texas Government Code, Respondent verifies that Respondent does not boycott energy companies and will not boycott energy companies during the term of the Contract. If Respondent does not make that verification, Respondent must so indicate in its Response and state why the certification is not required. Company Name: District Two Volunteer Fire Dept, Inc. Brazos County, Texas Authorized Company Representative: Anthony C. Peterson, President Address: 894 N FM 2038, Bryan, Texas 77802 Sig Contract #: 24-057B 13. 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. INFORMATION FURNISHED BY RECIPIENT 14. Department 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. Department 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. Department 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. Department agrees that the 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 Brazos County provided funds to the Department 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 Department. If an independent financial audit is performed, a management letter will be prepared by the auditor as part of the process and a copy of said management letter shall be delivered to the Brazos County Commissioners Court. The management letter shall identify issues that might not otherwise require disclosure in the Department annual financial report, but which are of concern to or under the suggestion of the auditor. Annual financial statements (audited if available) are due to County within six (6) months of completion. District Two Volunteer Fire Department, Inc, Brazos County, Texas Brazos County, Texas By: Anthony terson, President Duane Peters, County Judge Date: 10/04/2023 Date: 0_ 0 0/ a0 a3 ATTEST- L c Karen McQueen, Cou - lerk FUNDING AGREEMENT BETWEEN BRAZOS COUNTY AND BRAZOS COUNTY HISTORICAL COMMISSION This is an Agreement for Funding ("Agreement") by and between Brazos County hereinafter referred to as ("County") and the BRAZOS COUNTY HISTORICAL COMMISSION, hereinafter referred to as ("BCHC") a commission dedicated to the improvement of Brazos County. RECITALS WHEREAS, County historical commissions are a vital link in Texas' preservation network. Few other states have a built-in mechanism that makes possible a preservation organization in every county; WHEREAS, the BCHC has the statutory responsibility to initiate and conduct programs suggested by the Brazos County Commissioners' Court and the Texas Historical Commission ("THC"). WHEREAS, BCHC has worked co-operatively with the Brazos County Commissioners' Court, THC, local governments, local non-profit organizations, and individual citizens to preserve Brazos County's heritage for the use, education, enjoyment, and economic benefit of present and future generations in Brazos County. NOW, THEREFORE, FOR AND IN CONSIDERATION of mutual promises recited herein, the parties agree as follows: AGREEMENT 1. BCHC Responsibilities BCHC, shall provide services to the County as follows:. A. Actively promote the interest in and appreciation of the rich history of Brazos County by encouraging individuals, organizations, businesses, and others to submit applications for historical markers for buildings, organizations, activities, individuals, sites of historical events, and other entities and events throughout Brazos County. B. Support other groups and events that have the same goal. 2. County Responsibilities A. BCHC shall be funded by the County in the amount of $ 8,300.00 for the term of this Agreement. The Agreement shall be for a term of twelve (12) months commencing on the 1 sc day of October 2023 and terminating on the 30"' day of September 2024. B. BCHC agrees that County or its designated representative shall have the right to review and to copy any records and supporting documents pertaining to the performance of this Agreement. BCHC 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. BCHC 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. BCHC 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 Brazos County provided funds to the BCHC under prior Agreements. C. Brazos County Commissioners Court may, in its sole discretion, require that an independent financial audit be performed on the records of BCHC. If an independent financial audit is preformed, a management letter will be prepared by the auditor as part of the process and a copy of said management letter shall be delivered to the Brazos County Commissioners Court. The management letter shall identify issues that might not otherwise require disclosure in the BCHC annual financial report, but which are of concern to or under the suggestion of the auditor. If the Brazos County Commissioners Court determines that the audit will be conducted by and independent third party, all costs and expenses associated with said audit will be solely paid for by the BCHC. D. Annual financial statements (audited if available) are due to County within six (6) months of completion. 3. General Provisions: A. All notices required or permitted hereunder shall be in writing and addressed to the respective officer of the other party at the address described below or at such other address as the receiving party may have theretofore prescribed by notice to the sending party: COUNTY BCHC Brazos County Henry Mayo c/o Commissioners Court Chairman 200 S. Texas Avenue, Suite 310 P.O. Box 9169 Bryan, Texas 77803 College Station, Texas 77842-9169 B. Either of the parties shall have the right to terminate this Agreement in whole or in part at any time. Notice to terminate the Agreement will be given in writing at least thirty (30) days prior to the date of termination. The notice shall include the reason for such a termination, the effective date of the termination and in the case of partial termination, the portion of the Agreement to be terminated. C. In the event that any provisions or portion of this Agreement is held to be unenforceable or invalid, the validity and enforceability of the remaining provisions or portions shall not be affected. D. This Agreement shall be governed by the laws of the State of Texas and venue shall lie exclusively in Brazos County, Texas. The Parties agree that all obligations under this Agreement are performable in Brazos County, Texas and that this Agreement has been executed in Brazos County, Texas. Venue shall lie exclusively in Brazos County, Texas notwithstanding anything to the contrary. SIGNED this ¢Wa^�'� -�� �� day of S&;,P4d ,g 6�''�' 2023. BRAZOS COUNTY HISTORICAL COMMISSION By: Henry Mayo, hairman BRAZOS COUNTY By: Duane Peters, County Judge ATTEST: By: Karen McQueen, County Clerk Legislative Certifications Brazos County is federally mandated to adhere to the directions provided in the President's Executive Order (EO) 13224, Executive Order on Terrorist Financing — Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism, effective 9/24/2001 and any subsequent changes made to it via cross-referencing respondents/vendors with the Federal General Services Administration's Excluded Parties List System (EPLS, https://www.sam.gov), which is inclusive of the United States Treasury's Office of Foreign Assets Control (OFAC) Specially Designated National (SDN) list. Respondent certifies that the responding entity and its principals are eligible to participate in this transaction and have not been subjected to suspension, debarment, or similar ineligibility determined by any federal, state or local governmental entity and that Respondent is in compliance with the State of Texas statutes and rules relating to procurement and that Respondent is not listed on the federal government's terrorism watch list as described in Executive Order 13224. Entities ineligible for federal procurement are listed at https://www.sam.gov. The undersigned affirms the non -debarment statement above, that they are duly authorized execute this contract. The company representative below further affirms, that the company submitting this proposal, under the provisions of Subtitle F, Title 10, Govemment Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract. Pursuant to Section 2270.001, and 2274.002 Texas Government Code: 1. "Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made or ordinary business purposes; and 2. "Company" means a for -profit sole proprietorship, organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or any limited liability company, including a wholly owned subsidiary, majority -owned subsidiary, parent company or affiliate of those entities or business associations that exist to make a profit. 3. If Respondent is required to make a verification pursuant to Section 2274.002 of the Texas Government Code, Respondent verifies that Respondent does not boycott energy companies and will not boycott energy companies during the term of the Contract. If Respondent does not make that verification, Respondent must so indicate in its Response and state why the certification is not required. Company Name: ��AZoS vy-rY 14:rs t®2-_ec,/4L Cv mm Yr-<ze,4 Authorized Company Representative: i'1 LaJf�`o' �'1J�Y© C k/JA_9,evv 1A1 Address: P O - $o X I-i Co 6 6 L57 S7A7Z o,-J _k -77 g 4i Z-- 911r 9 Date: 9'-Z9- Zez3 Contract M �� �- FUNDING AGREEMENT BETWEEN BRAZOS COUNTY AND BRAZOS COUNTY PRECINCT 3 VOLUNTEER FIRE DEPARTMENT, INC. THIS AGREEMENT for the Funding of Fire Protection Service of Precinct Three ("Agreement") is hereby effective October 1, 2023, by and between the BRAZOS COUNTY PRECINCT THREE VOLUNTEER FIRE DEPARTMENT, INC. ("Department') and BRAZOS COUNTY, TEXAS, ("County"), each acting by and through its duly authorized agents; RECITALS WHEREAS, the County is authorized to contract with an incorporated volunteer fire department to provide fire protection pursuant to Local Government Code §352.001; and WHEREAS, the County believes it is more cost effective to contract with a volunteer fire department than to purchase equipment and operate a County fire department; and WHEREAS, the Department is located within the County and shall provide fire protection to an area of the County that is located outside the municipalities in the County; and WHEREAS, the Department has the personnel and equipment to provide such services and would benefit by the payment of funds by the County. NOW, THEREFORE, the parties, in consideration of the mutual covenants and conditions contained herein, agree as follows: SCOPE AGREEMENT Department shall provide fire protection services to any person who requests it within the confines of Precinct 3, as described on Exhibit "A" attached hereto and made a part hereof for all purposes; provided however, if assistance is requested by other fire departments for Precinct 1, 2 and 4 it shall provide services in these areas, if possible. A more detailed map of the various Fire Districts can be obtained at the Brazos County Appraisal District at 1673 Briarcrest Drive, Suite A-101, Bryan, Texas 77802, and the parties agree to use the records maintained by that office if a question about the boundaries of the Precincts should arise. 2. All requests for services under this Agreement shall be made through the 9-1- 1 Emergency Communications District, which dispatches fire protection units for the County. 3. Department will maintain firefighting equipment and certified personnel in compliance with Subchapter D of Chapter 419, Texas Government Code. The County is not responsible for damage to equipment or injury to any person, or for the actions of the Department or their volunteers except as expressly provided by this Agreement. PAYMENTS 4. County shall pay Department the sum of $29,000.00 ("Funds") for the year beginning October 1, 2023 and ending September 30, 2024 upon receipt of invoice. 5. The County shall make all payments to Department for these services from current revenues. TERM AND TERMINATION 6. This Agreement term shall be from October 1, 2023 and terminate at 12:00 a.m. (C.S.T.) on September 30, 2024. Either party shall have the right to terminate this Agreement, without cause, upon thirty (30) days written notice of such termination. Should the Agreement be terminated, the rights and obligations of the parties hereunder shall terminate, except that the rights and obligations of the parties that have accrued under this Agreement prior to the date of termination shall survive. In the event of a termination, the fee payable pursuant hereto shall be adjusted on a pro-rata basis and refunded within thirty (30) days of such termination. NOTICES 7. All notices issued between parties to this Agreement shall be in writing. All notices shall be deemed given on the date personally delivered, faxed, or deposited in the U.S. Mail to the following parties: Department: Brazos County Precinct Three Vol,unteer Fire Department, Inc. P.O. Box 5453 Bryan, TX 77805-5453 Attn: Jason Loyd, President County: Brazos County Commissioners Court 200 South Texas Ave., Suite 310 Bryan, TX 77803 DEFENSE OF CLAIMS 8. Pursuant to Local Government Code §352.004, the act of a person who, in carrying out the County's authority to provide fire protection under this Agreement, furnishes fire protection to a County resident who lives outside the municipalities in the County, including the act of a person who is a regular employee or fire fighter of a municipality, is considered to be the act of an agent of the County. 9. The County does not waive or relinquish any immunities or defense it has under law, on behalf of itself, its officers, employees, or agents as a result of its execution of this Agreement and the performance of the covenants herein. MISCELLANEOUS PROVISIONS 10. If any provision of the Agreement shall be held to be invalid, illegal, or unenforceable by a court or other tribunal of competent jurisdiction, the validity 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 provisions or provisions of this Agreement with legal terms and conditions approximating the original intent of the parties. 11. This Agreement is the entire Agreement between the Department and the County relating to the provision of fire protection services and supersedes any and all prior Agreements, arrangements, or understandings, whether written or oral. 12. This Agreement is for the benefit of the parties to the Agreement and does not confer any rights on any third parties. 13. No amendment to this Agreement shall be effective and binding unless and until it is reduced to writing and signed by the authorized representatives of all parties. 14. This Agreement has been made under and shall be governed by the laws of the State of Texas. This Agreement and all matters related thereto shall be performed in Brazos County, Texas. 15. Failure of any party at any time, to enforce a provision of this Agreement, shall not constitute a waiver of that provision, nor in any way affect the validity of this Agreement or the right of any 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(ies) 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. 16. 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. INFORMATION FURNISHED BY RECIPIENT 17. Department 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. Department 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. Department 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. Department agrees that the 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 Brazos County provided funds to the Department 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 Department. If an independent financial audit is performed, a management letter will be prepared by the auditor as part of the process and a copy of said management letter shall be delivered to the Brazos County Commissioners Court. The management letter shall identify issues that might not otherwise require disclosure in the Department annual financial report, but which are of concern to or under the suggestion of the auditor. Annual financial statements (audited if available) are due to County within six (6) months of completion. Brazos County Precinct Three Volunteer Fire Department, Inc. By: J on Loyd, Prdesid6nt Date: f/z9/,?2Z0 Brazos CouW,7—ekas Duane Peters, County Judge Date: BUJ/0/a0Z'? ATTES : c Karen McQueen, Coun Jerk Legislative Certifications Brazos County is federally mandated to adhere to the directions provided in the President's Executive Order (EO) 13224, Executive Order on Terrorist Financing — Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism, effective 9/24/2001 and any subsequent changes made to it via cross-referencing respondents/vendors with the Federal General Services Administration's Excluded Parties List System (EPLS, https://www.sam.gov), which is inclusive of the United States Treasury's Office of Foreign Assets Control (OFAC) Specially Designated National (SDN) list. Respondent certifies that the responding entity and its principals are eligible to participate in this transaction and have not been subjected to suspension, debarment, or similar ineligibility determined by any federal, state or local governmental entity and that Respondent is in compliance with the State of Texas statutes and rules relating to procurement and that Respondent is not listed on the federal government's terrorism watch list as described in Executive Order 13224. Entities ineligible for federal procurement are listed at https://www.sam.gov. The undersigned affirms the non -debarment statement above, that they are duly authorized execute this contract. The company representative below further affirms, that the company submitting this proposal, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract. Pursuant to Section 2270.001, and 2274.002 Texas Government Code: 1. "Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made or ordinary business purposes; and 2. "Company" means a for -profit sole proprietorship, organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or any limited liability company, including a wholly owned subsidiary, majority -owned subsidiary, parent company or affiliate of those entities or business associations that exist to make a profit. 3. If Respondent is required to make a verification pursuant to Section 2274.002 of the Texas Government Code, Respondent verifies that Respondent does not boycott energy companies and will not boycott energy companies during the term of the Contract. If Respondent does not make that verification, Respondent must so indicate in its Response and state why the certification is not required. Company Name: u Authorized Company Representative: _.Wort D. L.A,d ! hires ►Qewr Address: 1". Q. 96-x -515S & -TY-7-1305-5453 Signature: Date: Contract #: 2-'y ' �S '7 C FUNDING AGREEMENT BETWEEN BRAZOS COUNTY AND BRAZOS VALLEY VETERANS MEMORIAL THIS AGREEMENT FOR THE FUNDING ("Agreement") is made and entered into by and between BRAZOS VALLEY VETERANS MEMORIAL, a private nonprofit corporation chartered by the State of Texas, acting by and through its duly authorized agent(s) and officer(s), hereinafter referred to as ("BWM"), and Brazos County acting by and through its Commissioners Court, duly authorized to act, hereinafter referred to as ("County"). RECITALS: WHEREAS, BWM provides a public art memorial for residents and non-residents of the County to have a dignified place of recognition for the service and sacrifices made while in the uniformed services of this great nation and also provides an educational venue to teach our children about those sacrifices; and WHEREAS, the Commissioners Court of Brazos County finds that the memorial and grounds constitute a museum and/or recreational area; and WHEREAS, the County may provide funding to construct and/or maintain a museum and/or recreational park or facility; and WHEREAS, such activity serves a public purpose. NOW, THEREFORE, COUNTY and BWM hereby agree as follows: 1. BWM through its funding and support shall operate and maintain a memorial for all veterans. 2. County, for and in consideration of the services provided to County, hereby agrees to pay to BWM a total payment of Thirty Thousand and No/100 Dollars, $30,000.00 ("Funds") for the year beginning October 1, 2023 and ending September 30, 2024. Payment of such sum will be paid upon receipt of invoice. Brazos Valley Veterans Memorial Agreement Page 1 of 5 3. BWM agrees to provide an annual account of how the Funds were spent to meet the above -described services. BWM agrees to furnish any information requested by the County Auditor, including documentation of the use of funds received from the County. 4. ACCOUNTING AND AUDIT BWM 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. BWM 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. BWM 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. BWM 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 BWM 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 BWM. Annual financial statements (audited if available) are due to County within six (6) months of completion. 5. RECORD RETENTION The BWM shall be responsible for record keeping on all services provided and agrees to maintain and make available for inspection by the County upon request consistent with Federal and State law, any and all records the County determines, in its sole discretion, to be necessary for the Court to justify its continued participation in supporting the BWM 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. 6. Brazos Valley Veterans Memorial Agreement Page 2 of 5 t•1.7:1kTHO -� 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 hereto. 7. INSURANCE The parties hereto agree that the BWM shall be an independent contractor and not any employee or agent of the County and that each shall maintain at its own expense, adequate liability insurance to insure against damages and liabilities which may arise due to the duties and obligations funded herein. 8. COUNTY INVOLVEMENT The County and BWM 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. 9. GOVERNING LAW AND VENUE This Agreement shall be governed by the laws of the State of Texas and venue shall lie exclusively in Brazos County, Texas. The Parties agree that all obligations under this Agreement are performable in Brazos County, Texas and that this Agreement has been executed in Brazos County, Texas. Venue shall lie exclusively in Brazos County, Texas, notwithstanding anything to the contrary. 10. NOTICES Brazos Valley Veterans Memorial Agreement Page 3 of 5 All notices required to be given hereunder shall be deemed to be duly given by delivering such notice or by mailing it, certified mail RRR to the other party at the following addresses: Brazos Valley Veterans Memorial P.O. Box 11055 College Station, Texas 77842 Brazos County Commissioners Court 200 So. Texas Ave. No. 310 Bryan, Texas 77803 11. FURTHER ASSURANCES Each party hereto agrees to perform any further acts and to execute and deliver any further documents which may be necessary to carry out the provisions of this Agreement. 12. SEVERABILITY In the event that any provisions or portion of this Agreement is held to be unenforceable or invalid, the validity and enforceability of the remaining provisions or portions shall not be affected. 13. 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 or among the parties hereto, relating to the subject matter of the Agreements, which are not fully expressed herein. 14. ASSIGNABILITY This Agreement is not assignable by the BWM without the prior written consent of the County. WITNESS OUR HANDS this 1y day of be , 2023. Brazos Valley Veterans Memorial Agreement Page 4 of 5 Brazos Valley Veterans Memorial, Inc By: 6t) 1104ea�� Name: R ndolphQV. House Title: President Brazos County, T M eters, County Judge Attest: Karen McQueen, Coun Jerk Brazos Valley Veterans Memorial Agreement Page 5 of 5 Legislative Certifications Brazos County is federally mandated to adhere to the directions provided in the President's Executive Order (EO) 13224, Executive Order on Terrorist Financing — Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism, effective 9/24/2001 and any subsequent changes made to it via cross-referencing respondents/vendors with the Federal General Services Administration's Excluded Parties List System (EPLS, https://www.sam.gov), which is inclusive of the United States Treasury's Office of Foreign Assets Control (OFAC) Specially Designated National (SDN) list. Respondent certifies that the responding entity and its principals are eligible to participate in this transaction and have not been subjected to suspension, debarment, or similar ineligibility determined by any federal, state or local governmental entity and that Respondent is in compliance with the State of Texas statutes and rules relating to procurement and that Respondent is not listed on the federal government's terrorism watch list as described in Executive Order 13224. Entities ineligible for federal procurement are listed at https://www.sam.gov. The undersigned affirms the non -debarment statement above, that they are duly authorized execute this contract. The company representative below further affirms, that the company submitting this proposal, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract. Pursuant to Section 2270.001, and 2274.002 Texas Government Code: 1. "Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made or ordinary business purposes; and 2. "Company" means a for -profit sole proprietorship, organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or any limited liability company, including a wholly owned subsidiary, majority -owned subsidiary, parent company or affiliate of those entities or business associations that exist to make a profit. 3. If Respondent is required to make a verification pursuant to Section 2274.002 of the Texas Government Code, Respondent verifies that Respondent does not boycott energy companies and will not boycott energy companies during the term of the Contract. If Respondent does not make that verification, Respondent must so indicate in its Response and state why the certification is not required. Company Name: Brazos Valley Veterans Memorial Authorized Company Representative: Randolph W. House, President Address: PO Box 11050 College Station, TX 77842 Signature:_ ,l!l— . Date: 10/02/2023 Contract M 24-053 RFP # CIP 23-607 MACEY ROAD RECONSTRUCTION Max Points Available 1 Total Cost including the contingency and addenda Brazos Paving, Inc. Texas Materials Group, Inc. Knife River Corp. - South Texcon General Contractors Phase 1 Reconstruction Full Reconstruction $ 2,724,613.30 $ 2,899,642.61 $ 2,787,401.30 $ 3,011,270.00 $ 5,384,766.15 $ 5,779,115.38 $ 5,470,892.95 $ 5,930,397.00 Phased Points for Cost 40 38 39 36 Full Points for Cost 40 40 37 39 36 2 Completion Time Phase 1 Reconstruction Full Reconstruction 210 110 85 150 310 230 170 240 Phased Points for Time 6 12 15 9 Full Points for Time 15 8 11 15 11 3 Past performance on similar projects of size and scope 10 7 9 8 7 4 Overall experience of Project Manager & Superintendent 20 16 18 18 16 5 Resource availability 15 14 15 15 14 Phased Technical Proposed Total Full Technical Proposal Total 100 83 91 95 81 86 90 95 84 * Not evaluated due to lack of response in proposal Committee Recommended Award of Full Construction: Knife River Corp. - South A ved by C missio is ourt on this 10 day of O TD (36 , 2023 by holding the position of AGREEMENT FOR MACEY ROAD RECONSTRUCTION RFP ## CIP 23-607 BRAZOS COUNTY, TEXAS Agreement for Constmction— Macey Road Reconstniction RCP CIP 23-607 Page 1 TABLE OF ARTICLES 1. General Provisions 2. Owner 3. Contractor 4. Administration of the Contract 5. Subcontractors 6. Construction by Owner or by Separate Contractors 7. Changes in the Work 8. Time 9. Payments and Completion 10. Protection of Persons and Property 11. Insurance and Bonds 12. Uncovering and Correction of Work 13. Miscellaneous Provisions 14. Termination or Suspension of the Contract 15. Access to the Work 16. Standards 17. Prohibition against personal interest in the Contract 18. Prevailing Wage Rates 19. Authority to Contract Agreement far Constniction — Macey Road Reconstruction RPP CIP 23-607 Page 2 AGREEMENT FOR CONSTRUCTION OF BRAZOS COUNTY ROADWAY This Agreement for the construction of the MACEY ROAD RECONSTRUCTION, Brazos County, Texas, in the amount of FIVE MILLION, FOUR HUNDRED AND SEVENTY THOUSAND, EIGHT HUNDRED AND NINETY TWO DOLLOARS AND NINETY FIVE CENTS ($5.470.892.95) is entered into this day of October 2023 by and between BRAZOS COUNTY, TEXAS (hereafter referred to as "Owner"), 200 South Texas Ave., Suite 352, Bryan, Texas 77803, and KNIFE RIVER CORP. — SOUTH (hereinafter referred to as "Contractor"). The MACEY ROAD RECONSTRUCTION is hereinafter referred to as the "Project." The Engineer for the Project is the firm of GLS and is hereinafter referred to as "Engineer." ARTICLE 1 GENERAL PROVISIONS 1.1. BASIC DEFINITIONS 1.1.1 THE COMPLETE CONTRACT DOCUMENTS: The complete Contract Documents ("Contract Documents") consist of the Agreement between Owner and Contractor (hereinafter the "Agreement"), Conditions of the Contract (General, Supplementary and other Conditions), all documents included in RFP # CIP 23.607 and the Drawings, Project Manual and Bid Specifications, as well as Addenda issued prior to execution of the Contract, other documents listed in the Agreement and Modifications issued after execution of the Contract. A Modification is: (1) a written amendment to the Contract signed by both parties; (2) a Change Order or Change Proposal Request; (3) a Construction Change Directive, or (4) a clarification, interpretation or written order for a minor change in the Work issued by the Engineer. Unless specifically enumerated In the Agreement, the Contract Documents do not include other documents such as bidding requirements (advertisement or invitation to bid, Instructions to Bidders, sample forms or portions of addenda relating to bidding requirements). The Contract Documents executed in accordance with Sub -paragraph 1.5.1. shall prevail in case of an inconsistency with subsequent versions made through manipulatable electronic operations involving computers. 1.1.2 THE CONTRACT: The Contract Documents form the Contract for Construction ("Contract"). The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be construed to create a contractual relationship of any kind: (1) between the Contractor and Engineer or Engineer's consultants; (2) between the Owner and a Subcontractor or Sub —subcontractor, or (3) between any persons or entities other than the Owner and Contractor. The Engineer shall, however, with the consent of Owner, be entitled to performance and enforcement of obligations under the Contract intended to facilitate performance of the Engineer's duties. 1.1.3 THE WORK: The term "Work" means the construction and services required by the Contract, whether completed or partially completed, and includes all other labor, materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project. Agreement for Construction — Macey Road Reconstruction RFP CIP 23-607 Page 3 Although not indicated, "Work" includes providing supplementary or miscellaneous items, appurtenances and devices incidental to or necessary for a sound, secure, complete and functional installation. 1.1.4 THE PROJECT: The Project is the rehabilitation of the MACEY ROAD RECONSTRUCTION in Brazos County, Texas as specified in the Contract Documents. - The Project may include construction by the Owner or by separate contractors. 1.1.4.1 SUMMARY OF THE WORK: This project consists of the rehabilitation of a portion of Macey Road. 1.1.5 THE DRAWINGS: The Drawings are the graphic and pictorial portions of the Contract Documents, wherever located and whenever issued, showing the design, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules and diagrams. 1.1.6 THE SPECIFICATIONS: The Specifications are that portion of the Contract Documents consisting of the written requirements for materials, equipment, construction systems, standards and workmanship for the Work, and performance of related services. 1.1.7 THE PROJECT MANUAL: The Project Manual is the volume usually assembled for the Work that may include the bidding requirements, sample forms, this Agreement, Supplementary Conditions of the Contract and Specifications. 1.1.8 GENERAL DEFINITIONS: Construction industry technical terms not defined in the Contract Documents shall have the meanings given as listed in the latest edition of the AIA "Glossary of Construction Industry Terms." Those not specifically defined at either place shall have the meanings commonly attributed to them by the particular trade involved. .1 Provide: shall be understood to mean: "Furnishing of all labor, materials, equipment, transportation and services referred to and installation of the materials, equipment and other items referred to, all in compliance with the requirement of the Contract Documents and applicable Federal, State and local laws and ordinances as well as requirements of Federal, State and local authorities having jurisdiction at the site of the Work. .2 Required: shall be understood to refer to the requirements of the contract Documents unless its use in a sentence clearly implies a different interpretation. .3 Where "as shown," "as indicated," "as noted," and similar terms are used, it shall be understood that reference to the Contract Drawings is made, unless their use in a sentence clearly implies a different interpretation. .4 Where the terms "Plans" or "Drawings" are used, they shall be understood to include drawings, details and schedules as applicable. .5 Construction Time: the number of calendar days required to perform the Agreement for Constriction-- Macey Road Reconstruction RFP CIP 23-607 Page 4 work. Refer to Sections 8.1.1 and 8.1.2. .6 Day: A calendar day beginning and ending at 12:00 midnight. .7 Equal; approved equal; Engineer approved; acceptable; approved; satisfactory; required; directed; instructed: Such terms and related phrases shall relate to the opinions and interpretations of the Contract Documents by the Engineer, unless otherwise stated, and shall be limited in authority and responsibility as defined under this Agreement and the contract between the Engineer and Owner. .8 Date of Final Completion: The date when Engineer and Owner find all the work of the Contract documents acceptable and the Contract fully performed. .9 Occurrence: Is defined as follows for purpose of insurance — An event which occurs during the policy period, or a continuous or repeated exposure to conditions which result, during the policy period in bodily injury, sickness or disease, or injury to or destruction of property, excluding injuries or deaths of one or more persons or organizations, including the loss of use thereof, resulting from a common cause or from exposure to substantially the same general condition existing at or emanating from each location shall be deemed to result from one occurrence. .10 Not —In —Contract ( N.I.C.): Work not included in this Contract. .11 And/or: Shall mean both "and" and "or" and shall be enforceable by Owner when read in either manner. .12 General Contractor: Same as Contractor. .13 Material Man; Material Supplier: Anyone that supplies material only and does not perform any labor at the site of the work. .14 Timely Change: A change in the work that can be arranged before the particular item of work has required the expenditure of any non— recoverable costs by the Contractor and/or subcontractors. .16 Late Change: A change in the work that cannot be performed before the particular item of work that requires the expenditure of. some non— recoverable cost after shop drawings, samples and/or schedules related to the change have been reviewed and found acceptable. .16 Prompt: Promptly and similar terms shall be held to refer to a time period of not less one week or more than two weeks. .17 Addendum: A change to the Construction Documents (General Documents, Specifications and Drawings) issued prior to the execution of the Agreement. .18 Agreement/Contract: Agreement/Contract means the same and are used Agreement for Construction —Macey Road Reconstruction RFP CIP 23-607 Page 5 interchangeably throughout this document. This Agreement/Contract is the signed agreement between Owner and Contractor for the performance of the Work. .19 Critical Path: The project's tasks that will cause the project end date to be delayed if they are delayed. The word "critical" does not imply how important a task is; a task is critical solely because it must occur as scheduled for the project to finish on time. .20 Furnish: Unless specifically limited in context, the word "furnish" and any derivatives thereof mean: deliver indicated items, materials, equipment, apparatus, appurtenances and all items necessary for a complete and proper installation to Project site and stored in secure locations. .21 Install: "Install" and any derivatives thereof mean; incorporated indicated items, materials, equipment, apparatus, appurtenances and all items necessary for the Work including all necessary labor, materials and connections to perform a properly and complete installation ready for operation of use, including but not limited to unpacking and assembly, if necessary. .22 The Contractor Shall: In the interest of conciseness; sentences, statements and clauses may be verb phrases with expressed verbs such as "furnish," "install," "provide," "construct," "erect," "comply," "apply," "submit," etc. Any such sentences, statements and clauses are to be interpreted to include the applicable form of the phrase "the Contract shall" preceding the expressed verb, with the requirements described interpreted as mandatory elements of the Contract. .23 Evaluation: "Evaluation" and any derivative thereof, as used in reference to Engineer mean; to become generally familiar with the progress and quality of the portion of Work completed to determine in general if it is being performed in a manner indicating that the Work when completed may be occupied or utilized by the Owner for its intended use. Such evaluations shall be based on what is plainly visible at the construction site during periodic visits to the Project, and without the removal of material or other Work that is in place. .24 Inspect: "Inspect" and any derivative thereof, as used in reference to the Engineer shall mean; Type of evaluation that a reasonably prudent Engineer, in the exercise of ordinary care, would make to determine if the Work is in general accordance with the Contract Documents; they are not "inspections" as would necessarily disclose a defect. .25 See: In the interest of conciseness, references to specification sections and details are preceded by the word "see." Any such references are to be interpreted to include applicable form of phrase "...and comply with." 1.2 CORRELATION AND INTENT OF THE CONTRACT DOCUMENTS 1.2.1. The intent of the Contract Documents is to include all items necessary for the Agreement for Construction— Macey Road Reconsiruclion RFP C1P 23-607 Page 6 proper execution and completion of the Work by the Contractor. The Contract Documents are complementary and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Documents and reasonably inferable from them. 1.2.2. Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be performed, nor limit the scope of work performed by any trade or by any Sub -contractor or supplier. 1.2.3. Unless otherwise stated in the Contract Documents, words which have well— known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. 1.2.4. General Conditions and Supplementary Condition and General Requirements apply to all of the Contract Documents. 1.2.5 Precedence of the Contract Documents: The most recently issued Document takes precedence over previous issues of the same Document. The order of precedence is as follows with the highest authority listed as "A." A. Modifications, Change Orders or a Change Proposal Request B. This Agreement, including the General Conditions stated herein. C. Addenda D. Supplementary Conditions E. Specifications and Drawings. In the case of an inconsistency between Drawing and specifications orwithin either document, the better quality and the greater quantity of work shall be provided unless otherwise directed by Engineer. 1.2.6 Current Editions: When any work is governed by reference to standard, codes, manufacturer's instructions or other reference documents, the latest issue in effect on the original issue date of the Construction Documents shalt apply whether or not the proper edition is noted. 1.2.7 Enumeration of Items: Lists of "work included," "work excluded" and "description of the work" and similar groupings are not intended to enumerate each and every item of work or appurtenance required therein but shall be used in conjunction with all other portions of the Contract Documents to establish the requirements for completion of the Work or any portions thereof. 1.2.8 Reference Guarantees: When reference standards are made a part of the requirements, the warranties and guarantees they contain shall apply, except for the portions that are less stringent than those required by the Contract Documents or imply or state exclusions, limitations or waivers that are inconsistent with the requirements of the Contract Documents. 1.3 CAPITALIZATION 1.3.1 Terms capitalized in these General Conditions include those which are: (1) specifically defined; (2) the titles of numbered articles and identified references to Paragraphs, Subparagraphs and Clauses in the document, or (3) the titles of other Agreement for Construction — Macey Road Reconstruction RFP CIP 23-607 Page 7 documents published by the American Institute of Engineers. 1.4 INTERPRETATION 1.4.1 In the interest of brevity the Contract Documents frequently omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. 1.6 EXECUTION OF CONTRACT DOCUMENTS 1.5.1 The Contract Documents shall be enumerated on attachment(s) to the Agreement and attachments(s) shall be signed by the Owner and Contractor as provided in the Agreement. 1.6.2 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site, become familiar with local conditions under which the work is to be performed and correlated personal observations with requirements of the Contract Documents. Contractor shall verify the location of all easements before beginning the project. 1.6 OWNERSHIP AND USE OF ENGINEER'S DRAWINGS, SPECIFICATIONS AND OTHER DOCUMENTS: 1.6.1. The Drawings, Specifications and other documents, including those in electronic form, prepared by the Engineer and/or Engineer's consultants are Instruments of the Engineer's service through which the Work to be executed by the Contractor is described. The Contractor may retain one contract record set. Neither the Contractor, nor any Subcontractor, Sub —subcontractor or material or equipment supplier shall own or claim a copyright in the Drawings, Specifications and other documents prepared by the Engineer or the Engineer's consultants, and unless otherwise indicated the Engineer or the Engineer's consultants shall be deemed the author of them and will retain all common law, statutory and other reserved rights, in addition to the copyright, unless indicated differently in the Owner — Engineer Agreement. The Drawings, Specifications and other documents prepared by the Engineer, and copies thereof furnished to the Contractor, are for use solely with respect to this Project. They are not to be used by the Contractor or any Subcontractor, Sub —subcontractor or material or equipment supplier on other projects or for additions to this Project outside the scope of the work without the specific written consent of the Owner, Engineer and/or Engineer's consultants. The Contractor, Subcontractors, Sub —subcontractors and material or equipment suppliers are granted a limited license to use and reproduce applicable portions of the Drawings, Specifications and other documents prepared by the Engineer and/or Engineer's consultants appropriate to and for use in the execution of their Work under the Contract Documents. All copies made under this license shall bear the statutory copyright notice, if any, shown on the Drawings, Specifications and other documents prepared by the Engineer and/or the Engineer's consultants. Submittal or distribution to meet official regulatory requirements or for other purposes in connection with this Project is not to be construed as publication in derogation of the Engineer's copyright or other reserved rights. 1.6.2 CONTRACTOR'S USE OF INSTRUMENTS OF SERVICE IN ELECTRONIC FORM 1.6.2.1 Engineer may furnish or sell, at an agreed upon cost, to Contractor, Agreement for Construction— Macey Road Reconstruction RFP CIP 23-607 page 8 Subcontractor, Sub -subcontractor, and material and equipment supplier, or other versions of Instruments of Service in electronic form for use solely with respect to this Project. The Contract Documents executed or identified in accordance with Subparagraph 1.6.1 shall prevail in case of an inconsistency with subsequent versions made through manipulatable electronic means involving computers. 1.6.2.2 If required to be furnished, or if furnished, Engineer or Engineer's Consultants will furnish electronic data in software format in use by Engineer at the time Engineer's services are performed. Contractor, any Subcontractors or Sub - subcontractors, material or equipment suppliers, or others shall be responsible for proper storage, maintenance and conversions necessary to prevent degradation or obsolescence of data. Any change or modification in electronic data by Contractor, any Subcontractors or Sub -subcontractors, material or equipment suppliers, or others shall be at their sole risk and without liability or legal exposure to Engineer, Engineer's consultants or Owner, and to fullest extent permitted by law, the Contractor, any Subcontractors or Sub -subcontractors, material or equipment suppliers agrees to hold harmless and indemnify Engineer, Engineer's consultants and Owner from and against all claims, liabilities, losses, damages and costs, including but not limited to reasonable attorney's fees, arising there from or in connection therewith. 1.6.2.3 The Contractor, any Subcontractors or Sub -subcontractors, material or equipment suppliers, and others understand that the conversion of electronic information and data supplied by the Engineer or Engineer's consultants from the system and format used by the Engineer or Engineer's consultants to an alternative or upgraded system or format, whether performed by Engineer, Engineer's consultants or others, cannot be accomplished without the introduction of inexactitudes, anomalies, omissions and errors. In the event the electronic data furnished to the Contractor, any Subcontractors or Sub - subcontractors, material or equipment suppliers, is converted, they agree to assume all risks associated with such conversion. If Engineer and/or Engineer's consultants furnish electronic data, the Contractor, any Subcontractors or Sub -subcontractors, material or equipment suppliers, and others agrees to hold Engineer, Engineer's consultants and Owner harmless and to waive any and all claims, liabilities, losses, damages and costs arising out of, or in any way connected with, the conversion of electronic data supplied by the Engineer or Engineer's consultants. 1.6.2.4 If documents, including those in electronic form, are modified, revised or changed in any way by the Contractor, Subcontractor, Sub -subcontractor, and material and equipment supplier, or others, any reference to the Engineer and Engineer's consultant and any professional seals and signatures shall be removed from the documents. 1.6.2.6 In consideration for the use of the Drawings, Specifications and other documents, including those in electronic form, Contractor, Subcontractor, Sub - subcontractor, material and equipment supplier and others agree to indemnify, defend and hold harmless the Engineer, Engineer's consultants and Owner from and against, any claim or liabilities arising out of such use. Agreement for Constmction— Macey Road Reconstruction UP CIP 23-607 Page 9 ARTICLE 2 OWNER 2.1 DEFINITION. 2.1.1 The Owner is Brazos County, Texas. The term "Owner" means the Owner or the Owner's authorized representative. The Owner's representative is Capital Project Manager, or such other person as may from time to time be so designated by the Brazos County Commissioners Court to act on behalf of Owner. 2.1.2 The Owner upon reasonable written request shall furnish to the Contractor in writing information which is necessary and relevant for the Contractor to evaluate, give notice of or enforce mechanic's lien rights. Such information shall include a correct statement of the record legal title to the property on which the Project is located, usually referred to as the site, and the Owner's interest therein at the time of execution of the Agreement and within five (5) days after any change, information of such change in title, recorded or unrecorded. 2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER 2.2.1 The Owner shall furnish surveys describing physical characteristics and legal limitations for the site of the Project, and a legal description of the site. The Contractor shall be entitled to rely on the accuracy of information furnished by the Owner but shall exercise proper precautions relating to the safe performance of the Work. 2.2.2 Except for permits and fees, including those required under Paragraph 3.7, which are the responsibility of the Contractor under the Contract Documents, Owner shall secure and pay for necessary approvals, easements, assessments and charges required for construction. 2.2.3 Information or services required of the Owner by the Contract Documents shall be furnished by the Owner with reasonable promptness and complete and accurate to the best of the Owner's information and belief. Any other information or services relevant to the Contractor's performance of the Work under the Owner's control shall be furnished by the Owner after receipt from the Contractor of a written request for such information or services. 2.2.4 Contractor will be furnished, free of charge, one set of Contract Documents in Adobe "PDF" file format suitable for plotting or printing. Contractor may use for limited purpose of making prints thereof required for use in performance of Work, in accordance with Paragraph 1.6. 2.2.5 The foregoing are in addition to other duties and responsibilities of the Owner enumerated herein and especially those in respect to Article 6 (Construction by Owner or by Separate Contractors), Article 9 (Payments and Completion) and Article 11 (Insurance and Bonds). 2.3 OWNER'S RIGHT TO STOP THE WORK: If the Contractor fails to correct Work which is not in accordance with the requirements of the Contract Documents as required by Paragraph 12.2 or fails, more than once, to carry out Work in accordance with the Contract Documents, the Owner by written order may order the Contractor to stop the Work, or any portion thereof,. until the cause for such order has been eliminated; Agreement for Construction— Macey Road Reconstruction RFP CIP 23-607 Page 10 however, the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Contractor or any other person or entity, except to the extent required by Subparagraph 6.1.3. Owner does not waive the right to stop the work in any future situation if Owner waives this right in any one situation. 2.4 OWNER'S RIGHT TO CARRY OUT THE WORK 2.4.1 If the Contractor defaults or neglects to carry out the Work, or any portion thereof, in accordance with the Contract Documents or fails to complete, within the time period stipulated, any items of work scheduled to be done subsequent to the Date of Substantial Completion or fails to complete or correct any items of work disclosed subsequent to the Date of Substantial Completion and fails within a seven day period after receipt of written notice from Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then, or thereafter, due the Contractor the cost of correcting such deficiencies, including compensation for the Engineer's additional services and expenses made necessary by such default, neglect or failure. Such action by the Owner and amounts charged to the Contractor shall be done after consultation with the Engineer. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to the Owner. 2.4.2 Neither Owner nor its officers, agents, or employees are in any way liable or accountable to Contractor or its Surety for any method by which completion of said Work, or any portion thereof, is accomplished or for price paid therefore, unless Surety is required to pay cost to complete the Project, in excess of the amount contained in the Owner -Contractor Agreement, as a direct result of the Engineer's negligent issuance of Certificate(s) for Payment. Contractor and Surety are responsible for all costs for completing the Work including cost in excess of original Contract Sum. Owner does not forfeit right to recover damages from Contractor or Surety for failure to complete Contract by taking over the Work or by declaring Contract in default. Maintenance of the Work remains Contractor's and Surety's responsibility as provided for in Performance Bond and guarantee of Contractor. 2.4.3 The Owner reserves the right to: .1 observe the work, at any time, whenever it is in preparation or progress; .2 make emergency repairs to the work during the guarantee period, to prevent further damages and the Contractor shall pay for such repairs when necessitated by defects in the Contractor's work; .3 make changes to the work. 2.4.4 The Owner shall not be required to accept from the Contractor (unless specifically agreed upon): .1 Partial Substantial Completion; .2 Substantial Completion when it occurs prior to the expiration of the Construction Time. Agreement for Construction — Macey Read Rcconslniction RFP CIP 23-607 Page 11 ARTICLE 3 CONTRACTOR 3.1 GENERAL 3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The term "Contractor" means the Contractor or the Contractor's authorized representative. 3.1.2 The Contractor shall perform the Work in accordance with the Contract Documents. 3.1.3 The Contractor shall not be relieved of obligations to perform the Work in accordance with the Contract Documents either by activities or duties of the Engineer in the Engineer's administration of the Contract, or by tests, inspections or approvals required or performed by persons or entities other than the Contractor. 3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS 3.2.1 Since the Contract Documents are complementary, before starting each portion of the Work, the Contractor shall carefully study and compare the various Drawings and other Contract Documents relative to that portion of the Work, as well as the information furnished by the Owner pursuant to Subparagraph 2.2.1, shall take field measurements of any existing conditions related to that portion of the Work and shall observe any conditions at the site affecting it. These obligations are for the purpose of facilitating construction by the Contractor and are not for the purpose of discovering errors, omissions or inconsistencies in the Contract Documents; however, any errors, inconsistencies or omissions discovered by the Contractor shall be reported promptly to the Engineer as a properly prepared, timely Request For Information (RFI) in such form as the Engineer may require. 3.2.2 Any design errors or omissions noted by the Contractor during this review shall be reported promptly to the Engineer, but it is recognized that the Contractor's review is made in the Contractor's capacity as a contractor and not as a licensed design professional unless otherwise specifically provided in the Contract Documents. The Contractor is not required to ascertain that the Contract Documents are in accordance with applicable laws, statutes, ordinances, codes and rules and regulations, unless they bear upon construction means, methods, techniques or safety and health precautions, but the Contractor shall promptly report to Engineer any nonconformity discovered by or made known to the Contractor as a Request For Information (RFI) in such form as the Engineer may require. 3.2.3 If the Contractor believes that additional cost or time is involved because of clarifications, interpretations or instructions issued by the Engineer in response to the Contractor's notices or requests for information pursuant to Subparagraphs 3.2.1 and 3.2.2, the Contractor shall make Claims as provided in Subparagraphs 4.3.6 and 4.3.7. If the Contractor fails to perform the obligations of Subparagraphs 3.2.1 and 3.2.2, the Contractor shall pay such costs and damages to the Owner as would have been avoided if the Contractor had performed such obligations. The Contractor shall not be liable to the Owner or Engineer for damages resulting from errors, inconsistencies or omissions in the Contract Documents or for differences between field measurements or conditions and the Contract Documents unless the Contractor recognized such error, inconsistency, Agreement far Construction — Macey Road Reconstruction RFP CIP 23-607 Page 12 omission or difference and knowingly failed to report it to the Engineer. 3.2.3 The Contractor shall verify the location of all easements before beginning the Project. 3.2.4 The Contractor shall perform the Work in accordance with the Contract Documents and submittals approved pursuant to Paragraph 3.12. 3.3 SUPERVISION AND CONSTRUCTION PROCEDURES 3.3.1 The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Contract, unless the Contract Documents give other specific instructions concerning these matters. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall review, substantiate, and comply with current industry execution standards and manufacturer's current execution instructions and evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite safety of such means, methods, techniques, sequences or procedures. If the Contractor determines that such means, methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the Owner and Engineer and shall not proceed with that portion of the Work without further written instructions from the Engineer. If the Contractor is then instructed to proceed with the required means, methods, techniques, sequences or procedures without acceptance of changes proposed by the Contractor, the Owner shall be solely responsible for any resulting loss or damage. 3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the Contractor's employees, Subcontractors and their agents and employees, and other persons performing portions of the Work under a contract with the Contractor. 3.3.3 The Contractor shall not be relieved of obligations to perform the Work in accordance with the Contract Documents either by activities or duties of the Engineer in the Engineer's administration of the Contract, or by tests, inspections or approvals required or performed by persons other than the Contractor. 3.3.4 The Contractor shall be responsible for inspection of portions of Work already performed under this Contract to determine that such portions are in proper condition to receive subsequent Work. 3.3.5 Contractor is solely responsible for coordination of scope of Work for its own forces, and of Subcontractors and suppliers, and to complete all Work, whether performed by the Contractor or a Subcontractor. 3.3.6 The Contractor shall provide a full—time Project Superintendent. Refer to RFP Section 8(f). 3.3.7 Lavout/arades will be per plans. Agreement For Construction — Macey Road Reconstruction RFP C1P 23-607 Page 13 3.4 LABOR AND MATERIALS 3.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, utilities, transportation and other facilities and services necessary for proper execution and completion of the Work, whether temporary or permanent, and whether or not incorporated or to be incorporated in the Work. 3.4.2 The Contractor may make substitutions only if allowed by Contract Documents and with the consent of the Owner, after evaluation by the Engineer and in accordance with a Change Order, or by Owner's approval of a Substitution Request. 3.4.3 The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Contract. The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. 3.5 WARRANTY 3.5.1 The Contractor warrants to the Owner and Engineer that all materials and equipment furnished under this Contract will be of good quality and new unless otherwise specified and that all Work will be provided in accordance with the requirements of the Contract Documents and will be of good quality, free of faults and defects. All Work not conforming to the requirements of the Contract Documents, including substitutions or changes made by the Contractor or any subcontractor, material supplier or equipment supplier that have not been specifically identified (PRIOR to Contract award) by means of a Letter of Notice to Engineer and properly accepted and authorized by Engineer, shall be considered defective and not in agreement with the requirements of the Contract Documents, and shall be promptly corrected in accordance with the requirements of Article 12 of this Agreement and amendments thereto as set forth in Supplementary Conditions or Modifications. Notation or listing of such substitutions or changes on shop drawings or other types of submittal will not be considered acceptable to Engineer whether or not such submittal has been reviewed or stamped by Engineer. Notice must be specific and transmitted in letter form. If required by Owner or Engineer, Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment actually provided. This warranty is not limited by the provisions of Paragraph 12.2. 3.5.2 Immediately prior to Date of Substantial Completion, Contractor shall execute and deliver to Engineer, a written warranty in approved form, stating that all materials and equipment provided and all work performed are in accordance with the requirements of the Contract Documents and authorized modifications and additions thereto; and further stating that Contractor guarantees, should any condition arise or be disclosed during the time of Contract warranty, which conditions are due to incomplete, or improper or defective materials, or due to incomplete or Improper or defective workmanship or arrangement, such condition, together with all work affected in correcting such condition, shall be (upon written notice from Owner) promptly and satisfactorily corrected by Contractor at no additional cost to Owner. Contractor shall be fully responsible for the prompt, satisfactory completion of all warranty work whether performed by his own or subcontract personnel. 3.5.3 Work Covered by Warranty:. Contractor's warranty shall cover all work under the Agreement for Construction— Macey Road Reconstruction RFP CIP 23-607 Page 14 Contract, whether or not any portion or trade has been assigned or sub —let. In the event any portion of the Work is performed by an assignee or subcontractor, Contractor shall obtain from such assignee and/or subcontractor a written warranty to Contractor and Owner covering their respective portion of the Work for the period required. Contractor shall deliver them, together with his own warranty, to Owner prior to final payment. Assigns' and subcontractors' warranties shall expressly provide that the same shall be enforceable directly by Owner, if he so elects, and shall run concurrently with Contractor's warranty. Warranty shall be secured by Contractor's Performance Bond as directed by Owner. 3.5.4 Time of Warranty: Contractor's warranty shall be for a period of one year from Date of Substantial Completion of the Work. Should a warranty required under any Section of the Specifications or of this Contract be for a period of more than one year, Contractor's and subcontractor's warranty, with respect to such work, shall be for such longer period. Warranty for work done subsequent to Date of Substantial Completion shall be for a period of one year from date of Final Completion or such longer period, if so specified. 3.5.5 Partial Occupancy: Should Owner occupy a portion of the Work before the date of Substantial Completion, the warranty period for that portion so occupied shall begin on the date of such occupancy as agreed in writing with Owner. 3.5.6 Objectionable Process: Where any material, process, or method or operation or application procedure is required, which in the opinion of the Contractor, would render the finished work unsuitable for the required warranty, then, before a bid is submitted, such unsuitable material, process, or application method shall be objected to in writing to Engineer, stating reasons therefore and recommending other alternate materials or methods so that the Work, when completed, will be suitable for the required warranty. In the event the Contractor's recommendations are approved, the work shall be installed in accordance therewith, and all changes in cost resulting there from shall be included in the Contract bid amount. 3.5.7 Under the requirements of this Paragraph 3.5, Contractor shall be responsible for: .1 Damages existing facilities, fences or other appurtenances or services when damages result from use of faulty materials or negligent workmanship. .2 Warranting modifications accepted under subparagraph 3.5.6 above will give satisfactory results. .3 Warranting substitutions will be equal or superior to the specified item or method unless he specifically lists shortcomings in his request for making substitution. .4 Obtaining and enforcing all subcontract warranties with particular attention being directed to enforcement of warranty work by electrical and other subcontractors. 3.6 TAXES 3.6.1 Although Owner is a tax-exempt unit of local government, the Contractor shall pay all sales, consumer, use and similar taxes for the Work or portions thereof provided by the Contractor which may not be within Owner's exemption that are legally enacted when Contractor's bids were received or negotiations between Owner and Contractor were Agreement for Construction— Macey Road Reconstruction RFI1 CIP 23-607 Page 15 concluded, whether or not yet effective or merely scheduled to go into effect. 3.6.2 Contractor requires all Subcontractors, Sub -subcontractors and suppliers to bill Contractor for all sales and use taxes on all materials and equipment incorporated into Project as clearly discernible separate item to facilitate Contractor's keeping tax as separate item of expense on records. Furnish this information to Owner to enable Owner to meet state reporting requirements 3.7 PERMITS, FEES AND NOTICES 3.7.1 Unless otherwise provided in the Contract Documents, the Contractor shall secure and pay for the building permit and other permits and governmental fees, licenses and inspections necessary for proper execution and completion of the Work which are customarily secured after execution of the Contract and which are legally required when bids are received or negotiations concluded. 3.7.1.1 Owner shall secure and pay for health and environmental impact fees, water and sewer connections and impact fees, and zoning regulation fees and permits. The Contractor shall secure and pay for all other permits and governmental fees, licenses and inspections necessary for proper execution of and completion of Work which are customarily secured after execution of Contract and which are legally required when bids are received or Contract is executed. 3.7.2 The Contractor shall comply with and give notices required by applicable laws, statutes, ordinances, codes, rules, regulations and lawful orders of public authorities bearing on performance of the Work. 3.7.3 It is not the Contractor's responsibility to ascertain that the Contract Documents are in accordance with applicable laws, statutes, ordinances, building codes, and rules and regulations, unless they bear upon construction means, methods, techniques or safety and health precautions. However, if the Contractor observes that portions of the Contract Documents are at variance therewith, the Contractor shall promptly notify the Engineer and Owner in writing and necessary changes shall be accomplished by appropriate Modification. 3.7.4 If the Contractor performs Work, knowing it to be contrary to laws, statutes, ordinances, building codes, and rules and regulations without such notice to the Engineer and Owner, the Contractor shall assume full responsibility for such Work and shall bear all the costs attributable for any and all repairs required for conformance, including but not limited to, any penalties, fines or other damages realized.. 3.8 ALLOWANCES 3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may direct, but the Contractor shall not be required to employ persons or entities against which the Contractor makes reasonable objection. 3.8.2 Unless otherwise provided in the Contract Documents: .1 allowances shall cover the cost to the Contractor of materials and equipment delivered at the site and all required taxes, less applicable trade Agreement for Construction-- Macey Road Reconstruction RFP CIP 23-607 Page 16 discounts; .2 Contractor's costs for unloading and handling at the site, labor, installation costs, overhead, profit and other expenses contemplated for stated allowance amounts shall be included in the allowances, and .3 whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect: (1) the difference between actual costs and the allowances under Clause 3.8.2.2, and (2) changes in Contractor's costs under Clause 3.8.2.3. 3.8.3 Contingency Allowance is established as $150,000.00 and shall be processed pursuant to the Specifications. 3.9 SUPERINTENDENT 3.9.1 The Contractor shall employ a competent superintendent. Refer to RFP Section 8(f). 3.9.2 The Contractor, as soon as practicable after award of the Contract, shall furnish in writing to the Owner and Engineer the name and qualifications of a proposed superintendent. The Owner or Engineer may reply within fourteen (14) days to the Contractor in writing stating: (1) whether the Owner or Engineer has reasonable objection to the proposed superintendent, or (2) that the Owner or Engineer requires additional time to review. Failure of the Owner or Engineer to reply within the fourteen (14) day period shall constitute notice of no reasonable objection. 3.9.3 The Contractor shall not employ a proposed superintendent to whom the Owner or Engineer has made reasonable and timely objection. The Contractor shall not change the superintendent without the Owner's consent, which shall not unreasonably be withheld or delayed. 3.10 CONTRACTOR'S CONSTRUCTION SCHEDULES 3.10.1 The Contractor, promptly (within ten (10) days) after notification of contract award, shall prepare and submit for the Owner's and Engineer's information a Contractor's construction schedule for the Work. The schedule shall not exceed time limits current under the Contract Documents, shall be revised monthly or at appropriate intervals as required by the conditions of the Work and Project whichever is less, shall be related to the entire Project to the extent required by the Contract Documents and shall provide for expeditious and practicable execution of the Work. 3.10.1.1 Owner may authorize construction activities to commence prior to completion of Drawings and Specifications. If Drawings and Specifications require further development at the time the initial construction schedule is prepared, Contractor shall: 1) allow time in the schedule for further development of Drawings and Specifications by Engineer, including time for review by Owner and Contractor and for Contractor's coordination of Subcontractors' Work, and 2) furnish to Owner, in a timely manner, information regarding anticipated market conditions and construction cost, availability of labor, materials and equipment, and proposed methods, sequences and time schedules for construction of Work. 3.10.2 The Contractor shall prepare and keep current, for the Engineer's approval, a Agreement for Constniction — Macey Road Reconstruction RFP C[P 23-607 Page 17 schedule of submittals which is coordinated with the Contractor's construction schedule and allows the Engineer reasonable time, as defined by the Engineer to review submittals. If the Contractor fails to submit a schedule, the Contractor shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of submittals. 3.10.3 The Contractor shall perform the Work in general accordance with the most recent schedules submitted to the Owner and Engineer. 3.10.4 Owner shall not be bound by any early completion deadline submitted in any schedule. 3.10.6 Owner does not approve or accept any schedule, but reserves the right to review, comment and reject. 3.11 DOCUMENTS AND SAMPLES AT THE SITE 3.11.1 The Contractor shall maintain at the site for the Owner one record copy of the Drawings, Specifications, Addenda, Change Orders and other Modifications, in good order and marked currently to record changes and selections made during construction, and in addition approved Shop Drawings, Product Data, Samples and similar required submittal. These shall be available to the Engineer and shall be delivered to the Owner upon completion of the Work. 3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES 3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by the Contractor or a Subcontractor, Sub —subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. 3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. 3.12.3 Samples are physical examples which illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. 3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. The purpose of their submittal is to demonstrate for those portions of the Work for which submittals are required the way the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents. Review by the Engineer is subject to the limitations of Subparagraph 4.2.7. Informational submittals upon which the Engineer is not expected to take responsive action may be so identified in the Contract Documents. Submittals which are not required by the Contract Documents may be returned by the Engineer without action. 3.12.6 The Contractor shall review for compliance with the Contract Documents, approve and submit to the Engineer; Shop Drawings, Product Data, Samples and similar submittals required by the Contract Documents with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Owner or of separate contractors. Submittals which are not marked as reviewed for compliance with the Agreement for Construction— Macey Road Reconstruction RFP C1P 23-607 Page 18 Contract Documents and approved by the Contractor may be returned by the Engineer Without action. 3.12.6 By submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor and Sub -contractor represent to the Owner and Engineer that the Contractor and Sub -contractor have (1) reviewed and approved them, (2) have reviewed for compliance with the Contract Documents, (3) determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and (4) checked and coordinated the information contained within such submittals with the requirements of the Work and of the Contract Documents, and have approved the submittal. 3.12.7 The Contractor shall perform no portion of the Work requiring submittal and review of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been approved by the Engineer. Such Work shall be in accordance with approved submittals. .1 The Contractor shall make all revisions as noted by Engineer and shall re— submit the required number of corrected copies of Shop Drawings, product data or samples until no exceptions are taken. The Contractor shall direct specific attention, by cover letter accompanying resubmitted Shop Drawings, to all revisions made in addition to those requested by Engineer on previous submissions, if any. 3.12.8 The Work shall be in accordance with approved submittals except that the Contractor shall not be relieved of responsibility for deviations from requirements of the Contract Documents by the Engineer's approval of Shop Drawings, Product Data, Samples or similar submittals unless the Contractor has specifically informed the Engineer in writing of such deviation at the time of submittal and the Engineer has given written approval to the specific deviation. The Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples or similar submittals by the Engineer's approval thereof. 3.12.9 The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, to revisions other than those requested by the Engineer on previous submittals. In absence of such written notice the Engineer's approval of a re -submission shall not apply to such revisions. 3.12.10 The Contractor shall not be required to provide professional services which constitute the practice of Engineer or engineering unless such services are specifically required by the Contract Documents for a portion of the Work or unless the Contractor needs to provide such services in order to carry out the Contractor's responsibilities for construction means, methods, techniques, sequences and procedures. The Contractor shall not be required to provide professional services in violation of applicable law. If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the Contractor by the Contract Documents, the Owner and the Engineer will specify performance and design criteria that such services must satisfy. The Contractor shall cause such services or certifications to be provided by a properly licensed design professional, whose signature and seal shall appear on all drawings, calculations, specifications, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings and other Agreement for Constniction — Macey Road Reconstmction UP CIP 23-607 Page 19 submittals related to the Work designed or certified by such professional, if prepared by others, shall bear such professional's written approval when submitted to the Engineer. The Owner and the Engineer shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals, provided the Owner and Engineer have specified to the Contractor appropriate performance and design criteria that such services must satisfy. Pursuant to this Subparagraph 3.12.10, the Engineerwill review, approve ortake other appropriate action on submittals only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Contractor shall not be responsible for the adequacy of the performance or design criteria required by the Contract Documents. 3.12.11 When professional certification of performance criteria of materials, systems or equipment is required by the Contract Documents, the Engineer shall be entitled to rely upon the accuracy and completeness of such calculations and certifications. 3.13 USE OF SITE 3.13.1 The Contractor shall confine operations at the site to areas permitted by applicable laws, statutes, ordinances, policies, codes, rules and regulations, and lawful orders of public authorities and the Contract Documents and shall not unreasonably encumber the site with materials or equipment. 3.13.2 Contractor shall assume full responsibility for protection and safekeeping of materials stored on premises. 3.13.3 Contractor shall provide all necessary precautions to protect public, visitors and tenants from activities of Contractor or his agents on project. 3.14 CUTTING AND PATCHING 3.14.1 The Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to make its parts fit together properly. 3.14.2 The Contractor shall not damage or endanger a portion of the Work, or fully or partially completed construction, by the Owner, or separate contractors by cutting, patching or otherwise altering such construction, or by excavation. The Contractor shall not cut or otherwise alter such construction by the Owner, or a separate contractor, except with written consent of the Owner and of such separate contractor; such consent shall not be unreasonably withheld. The Contractor shall not unreasonably withhold from the Owner, or a separate contractor, the Contractor's consent to cutting or otherwise altering the Work. 3.16 CLEANING UP 3.16.1 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the Work the Contractor shall remove from and about the Project waste materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials. 3.16.2If the contractor fails to clean up as provided in the Contract Documents after reasonable notice from Owner of such failure, the Owner may do so and the cost thereof Agreement for Construction —Macey Road Reconstruction RFP CIP 23-607 Page 20 shall be charged to the Contractor. 3.16 ACCESS TO WORK 3.16.1 The Contractor shall provide governmental authorities who lawfully request access to the work, the Owner and Engineer proper facilities and equipment for access to the Work in preparation and progress wherever located. 3.17 ROYALTIES AND PATENTS 3.17.1 The Contractor shall pay all royalties and license fees. The Contractor shall defend suits or claims for infringement of patent rights and shall hold the Owner and Engineer harmless from loss (including but not limited to attorney's fees, court cost, and other cost of defense), on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Contract Documents. However, if the Contractor has reason to believe that the required design, process or product is an infringement of a copyright, trademark, trade name, or similar property right or interest, or a patent, the Contractor shall be responsible for such loss unless such information is promptly furnished to the Engineer. 3.18 INDEMNIFICATION 3.18.1 TO THE FULLEST EXTENT PERMITTED BY LAW, THE CONTRACTOR SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS THE OWNER, ITS ELECTED OFFICIALS, APPOINTED OFFICIALS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND REPRESENTATIVES, ENGINEER, ENGINEER'S CONSULTANTS (COLLECTIVELY REFERRED TO AS THE "INDEMNITEES") FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITES, DAMAGES, LOSSES, COSTS, AND EXPENSES, INCLUDING, BUT NOT LIMITED TO, ATTORNEYS FEES, ARISING OUT OF, RESULTING FROM, OR OCCURRING 1N CONNECTION WITH THE PERFORMANCE OF THE WORK PROVIDED THAT SUCH CLAIM, LIABILITY, DAMAGES, LOSS, COSTS OR EXPENSE IS ATTRIBUTABLE TO BODILY INJURY, SICKNESS, DISEASE, OR DEATH OR TO INJURY TO, OR DESTRUCTION OF, TANGIBLE PROPERTY (OTHER THAN THE WORK ITSELF), INCLUDING THE LOSS OF USE THEREOFIN ANYWAY OCCURRING, INCIDENT TO, ARISING OUT OF OR IN CONNECTION WITH: (A) A BREACH OF THE WARRANTIES PROVIDED BY THE CONTRACTOR; (B) THE WORK PERFORMED OR TO BE PERFORMED BY THE CONTRACTOR, ITS CONTRACTORS, SUB -CONTRACTORS, SUB -SUB- CONTRACTORS, AND SUPPLIERS, AND THEIR EMPLOYEES AND AGENTS; (C) ANY NEGLIGENT ACTION AND/OR OMISSION OF THE INDEMNITEES RELATED IN ANY WAY TO THE PROJECT WHETHER THE INDEMNITEES ARE NEGLIGENT IN WHOLE OR IN PART, AND EVEN WHEN THE LOSS IS CAUSED BY THE SOLE FAULT OR NEGLIGENCE (INCLUDING ACTS OR OMISSIONS THAT ARE CHARACTERIZED AS NEGLIGENCE PER SE, NEGLIGENCE PREMISED ON STRICT LIABILITY, OR ANY OTHER TYPE OF NEGLIGENCE) OF THE INDEMNITEES; OR (D) ANY FINES, PENALTIES, DAMAGES (INCLUDING PUNITIVE), LIABILITIES, COSTS AND EXPENSES IN CONNECTION WITH: (1) A VIOLATION OF ANY LAW, STATUTE, RULE, ORDINANCE, CODE OR OTHER REQUIREMENT OF PUBLIC AUTHORITIES (2) MEANS, METHODS, PROCEDURES OR SEQUENCES OF EXECUTION OR PERFORMANCE OF THE WORK; AND (3) FAILURE TO SECURE AND PAY FOR PERMITS, FEES, APPROVALS, LICENSES AND INSPECTIONS FOR WHICH THE CONTRACTOR IS RESPONSIBLE UNDER Agreement for Construction— Macey Road Reconstruction RPP CIP 23-607 Page 21 THE CONTRACT DOCUMENTS. THE CONTRACTOR'S INDEMNITY OBLIGATION HEREIN SHALL NOT BE CONSTRUED TO NEGATE, ABRIDGE OR REDUCE OTHER RIGHTS OR OBLIGATIONS OF INDEMNITY THAT WHOULD OTHERWISE EXIST AS TO A PARTY OR PERSON DESCRIBED IN THIS SECTION 3.18, THE SCOPE AND EXTENT OF THIS INDEMNITY SHALL NOT BE LIMITED BY THE AVAILABILTY OF COVERAGE UNDER THE CONTRACTOR'S INSURANCE AND SHALL NOT LIMIT INDEMNITEES' OTHER LEGAL REMEDIES AGAINST CONTRACTOR OR ANY OTHER PERSON OR ENTITY. THIS INDEMNIFICATION PROVISION SHALL SURVIVE TERMINATION OF THE CONTRACT. 3.18.2 In claims against any person or entity indemnified under Paragraph 3.18 by an employee of the Contractor, a. Subcontractor, Sub -Sub -contractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under Paragraph 3.18 shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Contractor or -a Subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 3.18.3 The obligations of the Contractor under Paragraph 3.18 shall not extend to the liability of the Engineer, the Engineer's consultants and agents and employees of any of them arising out of: (1) the preparation or approval of maps, drawings, opinions, reports, surveys, Change Orders, designs or specifications; or (2) the giving of, or the failure to give, directions or instructions by the Engineer, the Engineer's consultants and agents and employees of any of them, provided such giving, or failure to give, is the primary cause of the injury or damage. The indemnity for the Engineer, the Engineer's Consultants, agents and employees does not extend to any indemnity prohibited by Section 130.003 of the Texas Civil Practice and Remedies Code. 3.19 ADDITIONAL REQUIREMENTS 3.19.1 Contractor shall submit to Engineer, in writing, all substitutions proposed PRIOR TO the bid opening date. Contractor shall furnish sufficient data for evaluation. To be acceptable for project use, substitutions must be approved in writing by Engineer or by appropriate addendum. 3.19.2 Contractor shall follow manufacturer instructions. Where such instructions are in conflict with the Contract Documents, Contractor shall notify Engineer for clarification before proceeding. A copy of the manufacturer's instructions shall be kept at job site and made available to Engineer. 3.19.3 Contractor shall stop the Work affected when notified of a proposed change and when unsatisfactory results are anticipated. Contractor shall -proceed only after receiving additional instructions from Engineer. 3.19.4 Contractor shall establish and maintain bench marks, and all other grades, lines, and levels necessary for the Work, report errors and inconsistencies to Engineer, in writing, before commencing work affected. Contractor shall be responsible for placement of Project Work and shall make all corrections necessary to achieve an accurate layout of Project Work. 3.19.5 Contractor shall provide acceptable access facilities to the Work for the Owner, Agreement for Constntction— Macey Road Reconstruction RFP CIP 23-607 Page 22 Engineer, and all local, State and Federal authorities having jurisdiction. All access facilities shall be made safe and reasonably convenient. 3.19.6 Contractor shall prepare quotations, for proposed changes in the Work. Quotations shall be in a "break —down" form giving the number of units, unit cost of materials, tool costs, taxes, overhead, profit, etc. Quotations shall reflect credits as well as extras. 3.19.7 Contractor shall furnish written warranties using the form directed by Owner or Engineer. 3.19.8 Contractor shall secure required inspection certificates and transmit them to Engineer and Owner. ARTICLE 4 ADMINISTRATION OF THE CONTRACT 4.0 SCHEDULE OF WORK (at a maximum, in calendar days) Day 0: Contractors receipt of Notice to Proceed Submittals, as needed, to be provided within a reasonable time. Day 170: Contractor attains Substantial Completion Day 200: Contractor attains Final Completion 4.1 ENGINEER 4.1.1 The Engineer is the person lawfully licensed to practice Engineering, or an entity lawfully practicing Engineering identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The term "Engineer" means the Engineer or the Engineer's authorized representative or such representative as the Engineer may designate, who may be employed by the Engineer as a consultant. 4.1.1.1 Each of these terms; "Engineer," "Engineer," "Engineer/Engineer," "A/E," or "Engineer/Engineer" shall mean Engineer, or an affiliate as otherwise provided in the Contract Documents, or duly authorized representatives, such representatives acting severally within scope of particular duties entrusted to them, unless otherwise provided in Contract Documents. 4.1.2 Duties, responsibilities and limitations of authority of the Engineer as set forth in the Contract Documents shall not be restricted, modified or extended without written consent of the Owner, Contractor and Engineer. Consent shall not. be unreasonably withheld. 4.1.3 In case of termination of employment of the Engineer, the Owner shall appoint a new Engineer whose status under the Contract Documents shall be that of the former Engineer. 4.2 ENGINEER`S ADMINISTRATION OF THE CONTRACT 4.2.1 The Engineer, acting in consultation with Owner's representative, will provide administration of the Contract as described in the Contract Documents: (1) during construction; (2) until final payment is due, and (3) with the Owner's concurrence, from time to time during the correction period described in Paragraph 12.2The Engineer will Agreement for Constmction — Macey Road Reconstruction RFP CIP 23-607 Page 23 advise and consult with the Owner. The Engineer will have authority to .act on behalf of the Owner only to the extent provided in the Contract Documents, unless otherwise modified by written instrument in accordance with other provisions of the Contract; however, such authority shall not be considered or construed as creating a fiduciary relationship between the Engineer and Owner. 4.2.2 The Engineer, as a representative of the Owner, will visit the site at intervals appropriate to the stage of the Contractor's operations, or as otherwise agreed by Owner and Engineer, and as Engineer deems necessary: (1) to become generally familiar with and to keep the Owner informed about the progress and aesthetic quality of the portion of the Work completed; (2) to endeavor to guard the Owner against defects and deficiencies in the Work, and (3) to determine in general if the Work observed is being performed in a manner indicating that the Work, when completed, will be in general accordance with the Contract Documents. However, the Engineer will not be required to make exhaustive or continuous on -site evaluations or inspections to check the quality or quantity of the Work. The Engineer will neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for the safety or health precautions and programs in connection with the Work, since these are solely the Contractor's rights and responsibilities under the Contract Documents, except as provided in Subparagraph 3.3.1. 4.2.2.1 Contractor shall reimburse Owner for compensation paid to Engineer for additional site visits made necessary by fault, neglect or request of Contractor. 4.2.3 The Engineer will not have control' over or charge of and will not be responsible for construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor's responsibility as provided in Paragraph 3.3. The Engineer will not be responsible for the Contractor's failure to perform the Work in accordance with the Contract Documents or failure to complete Work on schedule. The Engineer will not have control over or charge of and will not be responsible for acts or omissions of the Contractor, Subcontractors, or their agents or employees, or of any other persons performing portions of the Work. 4.2.4 Except as otherwise provided in the Contract Documents or when direct communications have been specially authorized, the Owner and Contractor shall endeavor to communicate through the Engineer. Communications by and with the consultants shall be through the Engineer, unless otherwise approved by the Engineer. Communications by and with Subcontractors and material suppliers shall be through the Contractor. Communications by and with separate contractors shall be through the Owner. The Engineer's presence at the Project Site shall not imply concurrence or approval of the work. Contractor shall call specific items to the Engineer's attention in writing if he wishes to obtain Engineer's opinion. 4.2.5 Based on the Engineer's observations and evaluations of the Contractor's Applications for Payment, the Engineer will review and certify the amounts due the Contractor and will issue Certificates for Payment in such amounts. 4.2.6 The Engineer has authority to reject Work which does not conform to the Contract Documents. Whenever the Engineer considers it necessary or advisable for Page 24 Agreement for Construction— Macey Road Reconstruotion RPP CIF 23.607 implementation of the intent of the Contract Documents, the Engineer will have authority to require additional inspection or testing of the Work in accordance with Subparagraphs 13.5.2 and 13.5.3, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Engineer nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Engineer to the Contractor, Subcontractors, materials and equipment suppliers, their agents or employees, or other persons performing portions of the Work. All costs made necessary by such failure, including those of repeated procedures shall be at Contractor's sole expense, including compensation for Engineer's services and expenses. 4.2.7 The Engineer will review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. Such review and action on the part of the Engineer is limited to only those submittals required by the Contract Documents. The Engineer's action will be taken with such reasonable promptness as to cause no delay in the Work or in the activities of the Owner, Contractor or separate contractors, while allowing sufficient time in the Engineer's professional judgment to permit adequate review by the Engineer, Engineer's consultants and Owner, if needed. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of the Contractor as required by the Contract Documents. The Engineer's review of the Contractor's submittals shall not relieve the Contractor of the obligations under Paragraphs 3.3, 3.5 and 3.12. The Engineer's review shall not constitute approval of safety or health precautions or, unless otherwise specifically stated by Engineer, of any construction means, methods, techniques, sequences or procedures. The Engineer's review or approval of a specific item shall not indicate approval of an assembly of which the item is a component. 4.2.8 The Engineer will prepare Change Orders and Construction Change Directives, or other change documents for changes in the Work for the Owner's approval and execution, and the Engineer may authorize minor changes in the Work as provided in Paragraph 7.4. 4.2.9 The Engineer and Owner will conduct inspections to determine the date or dates of Substantial Completion and the date of final completion. The Engineer may receive and forward to the Owner for the Owner's review and records written warranties and related documents as required by the Contract Documents and assembled by the Contractor, and will issue a final Certificate for Payment based upon final inspection indicating the Work complies with the requirements of the Contract Documents. 4.2.10If the Owner and Engineer agree, Engineer will provide one or more project representatives to assist in carrying out the Engineer's responsibilities at the site. The duties, responsibilities and limitations of authority of such project representatives shall be as set forth in an exhibit to be incorporated in the Contract Documents. 4.2.11 The Engineer will interpret and decide matters concerning performance under, and requirements of, the Contract Documents on written request of either the Owner or Agreement for Construction— Macey Road Reconstruction RFP CIP 23-607 Page 25 Contractor. The Engineer's response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. If no agreement is made concerning the time within which interpretations required of the Engineer shall be furnished in compliance with this Paragraph 4.2, then delay shall not be recognized on account of failure by the Engineer to furnish such interpretations until twenty (21) days after written request is received. 4.2.12 Interpretations and decisions of the Engineer will be consistent with the intent of and reasonably inferable from the Contract Documents and will be in writing or in the form of drawings. 4.2.13 The Owner's and Engineer's decisions on matters relating to aesthetic effect will be final, if consistent with the intent expressed in the Contract Documents. 4.3 CLAIMS AND DISPUTES 4.3.1 Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter of right, adjustment or interpretation of Contract terms, payment of money and extension of time or other relief with respect to the terms of the Contract. The term "Claim" also includes other disputes and matters in question between the Owner and Contractor arising out of, or relating to, the Contract. Claims must be made by written notice. The responsibility to substantiate Claims shall rest with the party making the Claim. 4.3.1.1 Claims must contain following: .1 Date of the event giving rise to such Claim and, if applicable, date when the event ceased; .2 Nature of occurrence or condition giving rise to the Claim; .3 Identification of contractual provisions affected and a detailed explanation of how the Claim is contrary to those provisions; .4 An estimate of effect upon the Contract Sum, including an itemized breakdown of additional cost, if any; .5 An estimate of the effect upon the Project Schedule, including a comparison of Project Construction Schedule and schedules prepared in connection with the Claim. If required by Owner or Engineer, this shall include showing in CPM format, both critical and non -critical path activities affected and showing Project Construction Schedule and Claim sequences, durations and float substantiating delay claimed. 4.3.2 Decision of Engineer. Claims, including those alleging an error or omission by the Engineer, shall be referred initially to the Engineer for action as provided in Paragraph 4.4. A decision by the Engineer and Owner, as provided in Subparagraph 4.4.4, shall be required as a condition precedent to litigation of a Claim between the Contractor and Owner as to all such matters arising prior to the date final payment is due, regardless of: (1) whether such matters relate to execution and progress of the Work, or (2) the extent to which the Work has been completed. 4.3.3 Time Limits on Claims initiated prior to Final Payment. Claims by either party must be initiated and submitted within twenty-one (21) days after occurrence of the event giving rise to such Claim or within twenty-one (21) days after the claimant first recognizes the condition giving rise to the Claim, whichever is later. Claims must be Agreement for Construction— Macey Road Reconstruction RFP CIP 23-607 Page 26 initiated and submitted by written notice to the Engineer and the other party. An additional Claim made after the initial Claim has been implemented by Change Order will not be considered unless submitted in a timely manner. 4.3.4 Continuing Contract Performance. Pending final resolution of a Claim, unless otherwise agreed in writing or as provided in Sub -paragraph 9.7.1 and Article 14, the Contractor shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Contract Documents. 4.3.5 Waiver of Claims: Final Payment. The making of final payment shall constitute a waiver of Claims by the Owner except those arising from: .1 liens, Claims, security interests or encumbrances arising out of the Contract and unsettled; .2 failure of the Work to comply with the requirements of the Contract Documents; or .3 terms of special warranties required by the Contract Documents. 4.3.6 Claims for Concealed or Unknown Conditions. If conditions are encountered at the site which are: (1) subsurface or otherwise concealed physical conditions which differ materially from those indicated in the Contract Documents, or (2) unknown physical conditions of an unusual nature, which differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Contract Documents, then notice by the observing party shall be given to the other party promptly before conditions are disturbed. The Engineer will promptly investigate and evaluate such conditions and, if they differ materially and cause an increase or decrease in the Contractor's cost of, or time required for, performance of any part of the Work, will recommend an equitable adjustment in the Contract Sum or Contract Time, or both. If the Engineer determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract is justified, the Engineer shall so notify the Owner and Contractor in writing, stating the reasons. Claims by either party in opposition to such determination must be made and submitted within twenty-one (21) days after the Engineer has given notice of the decision. If the Owner and Contractor cannot agree on an adjustment in the Contract Sum or Contract Time, the adjustment shall be referred to the Engineer for initial determination, subject to further proceedings pursuant to Paragraph 4.4. 4.3.7 Claims for Additional Cost. If the Contractor wishes to make Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the Work. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Paragraph 10.6. If the Contractor believes additional cost is involved for reasons including but not limited to: (1) a written interpretation from the Engineer; (2) an order by the Owner to stop the Work where the Contractor was not at fault; (3) a written order for a minor change in the Work issued by the Engineer; (4) failure of payment by the Owner; (5) termination of the Contract by the Owner; (6) Owner's suspension, or (7) other reasonable grounds, Claim shall be filed in accordance with this Paragraph 4.3. 4.3.8 Claims for Additional Time 4.3.8.1 If the Contractor wishes to make Claim for an increase in the Contract Time, Agreement for Construction— Macey Road Reconstmction RPP CIP 23-607 Page 27 written notice as provided herein shall be given. The Contractor's Claim shall demonstrate that the task is on the critical path and identify the new completion date. In the case of a continuing delay, only one Claim is necessary. 4.3.8.1.1 The Contractor's request for an increase in the time shall be submitted with pay applications. The delay impacting the critical path shall be addressed no later than the pay application for the month following the month in which the time was. lost. 4.3.8.1.2 Only delay impacting the critical path of the Work shall be considered when determining if Contractor is entitled to additional time. 4.3.8.2 If adverse weather conditions are the basis for a Claim for additional time, such Claim shall be documented by data substantiating that weather conditions were abnormal for the period of time, could not have been reasonably anticipated, that weather conditions had an adverse effect on the scheduled construction and that the activities delayed by weather were on the critical path. 4.3.8.2.1 Acceptable data for substantiating a claim for additional time will be local official records. Furthermore, the effect of such abnormal weather must be demonstrated. 4.3.8.3 Claims for increase in Contract Time shall set forth in detail the circumstances that form the basis of the Claim, date upon which each cause of delay began to affect progress of Work, date upon which each cause of delay ceased to affect progress of Work and the number of days' increase in Contract Time claimed as a consequence of each such cause of delay. Contractor shall provide such supporting documentation as Owner or Engineer may require including, where appropriate, a revised construction schedule indicating all activities affected by circumstances forming the basis of the Claim. 4.3.8.4 Contractor shall not be entitled to a separate increase in Contract Time for each one of the number of causes of delay which may have concurrent or interrelated effects on progress of Work or for concurrent delays due to fault of Contractor. 4.3.9 Injury or Damage to Person or Property. If either party to the Contract suffers injury or damage to person or property because of an act or omission of the other party, of any of the other party's employees or agents, or of others for whose acts such party is legally liable, written notice of such injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding twenty-one (21) days after first observance. The notice shall provide sufficient detail to enable the other party to investigate and evaluate the matter. 4.3.10 If unit prices are stated in the Contract Documents, or subsequently agreed upon, and if quantities originally contemplated are materially changed in a proposed Change Order or Construction Change Directive, so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Contractor, the applicable unit prices shall be equitably adjusted. 4.3.11 Owner reserves the right to audit the Contractor's costs and bid documents if Contractor files a claim against Owner. Agreement for Construction— Macey Road Reconstruction RFP CIP 23-607 Page 28 4.3.12 Contractor, not owner, shall handle any disputes which may arise between subcontractor and owner. 4.3.13 Owner will only be required to pay for materials actually received and/or services actually provided. Owner shall not be required to pay for materials or services described in the contract that are not used or provided by the contractor in completion of the contract. This term supersedes any contradicting terms throughout the contract and or any attachments. 4.4 RESOLUTION OF CLAIMS AND DISPUTES 4.4.1 Decision of Engineer: Claims, including those alleging an error or omission by the Engineer but excluding those arising under Paragraphs 10.3 through 10.5, shall be referred initially to the Engineer for decision. An initial decision by the Engineer shall be required as a condition precedent to mediation, arbitration (if allowed) or litigation of all Claims between the Contractor and Owner arising prior to the date final payment is due, unless thirty (30) days have passed after the Claim has been referred to the Engineer with no decision having been rendered by the Engineer. The Engineer will not decide disputes between the Contractor and persons or entities other than the Owner. 4.4.2 The Engineer will review Claims and within twenty-one (21) days of the receipt of the Claim take one or more of the following preliminary actions within ten (10) days of receipt of a Claim: (1) request additional supporting data from the claimant or a response with supporting data from the other party; (2) reject the Claim in whole or in part; (3) recommend approval of the Claim by the other party; (4) suggest a compromise, or (5) advise the parties that the Engineer is unable to resolve the Claim, if the Engineer lacks sufficient information to evaluate the merits of the Claim or if the Engineer concludes that, in the Engineer's sole discretion, it would be inappropriate for the Engineer to resolve the Claim. 4.4.3 In evaluating Claims, the Engineer may, but shall not be obligated to, consult with or seek information from either party or from persons with special knowledge or expertise who may assist the Engineer in rendering a decision. The Engineer may request the Owner to authorize retention of such persons at the Owner's expense. 4.4.4 If the Engineer requests a party to provide a response to a Claim or to furnish additional supporting data, such party shall respond, within ten (10) days after receipt of such request and shall either, provide a response on the requested supporting data, advise the Engineer when the response or supporting data will be furnished, or advise the Engineer that no supporting data will be furnished. Within twenty-one (21) days of receipt of the response or supporting data, if any, the Engineer will either reject or approve the Claim in whole or in part. 4.4.5 If a Claim has not been resolved after consideration of the foregoing and of further evidence presented by the parties or requested by the Engineer, the Engineer will notify the parties in writing that the Engineer's decision will be made within seven (7) days. Upon expiration of such time period, the Engineer will render to the parties the Engineer's written decision relative to the Claim. If any change in the Contract Sum or Contract Time or both is included as part of the Engineer's decision, Engineer will be required to submit his decision to the Brazos County Commissioners Court for final approval. If there Agreement for Construction-- Macey Road Reconstruction RFP CIP 23-607 Page 29 is a surety and there appears to be a possibility of a Contractor's default, the Engineer may, but is not obligated to, notify the surety and request the surety's assistance in resolving the controversy. ARTICLE 5 SUBCONTRACTORS 5.1 DEFINITIONS 5.1.1 A Subcontractor is a person or entity who has a direct contract with the Contractor to perform a portion of the Work at the site. The term "Subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Subcontractor or an authorized representative of the Subcontractor. The term "Subcontractor" does not include a separate contractor or subcontractors of a separate contractor. 5.1.2 A Sub —subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work at the site. The term "Sub — subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Sub —subcontractor or an authorized representative of the- Sub — subcontractor. 5.1.3 Engineer and Engineer's consultants may, but are not required to, communicate directly with any Subcontractor, Sub -subcontractor, or materials supplier when it is necessary to obtain information necessary for the Engineer or Engineer's consultants to complete its services on the Project. The Engineer shall endeavor to keep Contractor informed of conversations. Requests for information, interpretation or clarification, and correspondence must all be in writing and must be routed through Contractor. 5.2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS OF THE WORK 5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements, the Contractor, within fourteen (14) days after award of the Contract, shall furnish in writing to the Owner through the Engineer the names of persons or entities (including those who are to furnish materials or equipment fabricated to a special design) proposed for each principal portion of the work. The Engineer will promptly reply to the Contractor in writing stating whether or not the Owner or the Engineer, after due investigation, has reasonable objection to any such proposed person or entity. Failure of the Owner or Engineer to reply promptly shall constitute notice of no reasonable objection. 5.2.2 The Contractor shall not contract with a proposed person or entity to which the Owner or Engineer has made reasonable and timely objection. The Contractor shall not be required to contract with anyone to whom the Contractor has made reasonable objection. 5.2.3 If the Owner or Engineer has reasonable objection to a person or entity proposed by the Contractor, the Contractor shalt propose another to whom the Owner or Engineer has no reasonable objection. The Contract Sum shall be increased or decreased by the difference in cost occasioned by such change and an appropriate Change Order shall be issued. However, no increase in the Contract Sum shall be allowed for such change unless the Contractor has acted promptly and responsively in submitting names as required. Agreement for Construction— Macey Road Reconstruction RPP CIP 23-607 Page 30 6.2.4 The Contractor shall not change a Subcontractor, person or entity previously selected, if the Owner or Engineer makes reasonable objection to such change. Acceptance of the substitute Subcontractor after previous acceptance of a Subcontractor for any portion of the work shall not constitute reason for an increase in the Contract amount. 5.3 SUBCONTRACTUAL RELATIONS. By appropriate written agreement, the Contractor shall require each Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities which the Contractor, by these Documents, assumes toward the Owner and Engineer. Each subcontractor agreement shall preserve and protect the rights of the Owner and Engineer under the Contract Documents with respect to the Work to be performed by the Subcontractor so that subcontracting thereof will not prejudice such rights, and shall allow to the Subcontractor, unless specifically provided otherwise in the subcontract agreement, the benefit of all rights, remedies and redress against the Contractor that the Contractor, by the Contract Documents, has against the Owner. Where appropriate,. the Contractor shall require each Subcontractor to enter into similar agreements with Sub —subcontractors. The Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement, copies of the Contract Documents to which the Subcontractor will be bound and, upon written request of the Subcontractor, identify to the Subcontractor terms and conditions of the proposed subcontract agreement which may be at variance with the Contract Documents. Subcontractors shall similarly make copies of applicable portions of such documents available to their respective proposed Sub —subcontractors. 5.3.2 Contractor is fully responsible for acts and omissions of Subcontractors, and persons either, directly or indirectly, employed by them or under their control, as Contractor is for their own employees. 5.3.3 Nothing in Contract Documents creates any contractual relationship between any Subcontractor or Sub -subcontractor, or other levels of contractors and subcontractors, and Owner or Engineer, except for provisions in paragraph 5.4. 5.4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS 5.4.1 Each subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner provided that: .1 Assignment is effective only after termination of the Contract by the Owner for cause pursuant to Paragraph 14.2 and only for those subcontract agreements which the Owner accepts by notifying the Subcontractor in writing, and .2 Assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the Contract. 5.4.2 Upon such Assignment, if the Work has been suspended for more than thirty (30) days, the Subcontractor's compensation shall be equitably adjusted. Agreement for Construction— Macey Road Reconstruction RFP CIP 23.607 Page 31 5.4.3 Contractor will provide copies of its subcontracts, 'agreements and current information on status of its accounts, upon demand by Owner. .ARTICLE 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS 6.1.1 Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces and to award separate contracts in connection with other portions of the Project or other construction of operations on the site under Conditions of the Contract identical, or substantially similar, to these including those portions related to insurance and waiver of subrogation. If the Contractor claims that delay or additional cost is involved because of such action by the Owner, the Contractor shall make such Claim as provided in Paragraph 4.3. 6.1.2 When separate contracts are awarded for different portions of the Project or other construction of operations on the site, the term "Contractor" in the Contract Documents in each case shall mean the Contractor who executes each separate Owner —Contractor Agreement. 6.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces and of each separate contractor with the Work of the Contractor, who shall cooperate with them. The Contractor shall participate with other separate contractors and the Owner in reviewing their construction schedules when directed to do so. The Contractor shall make any revisions to the construction schedule and Contract Sum deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Contractor, separate contractors and the Owner until subsequently revised. 6.1.4 Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces, the Owner shall be deemed to be subject to the same obligations and to have the same rights which apply to the Contractor under the Conditions of the Contract, including, without excluding others, those stated in Article 3, this Article 6 and Articles, 10, 11 and 12. 6.2 MUTUAL RESPONSIBILITY 6.2.1 The Contractor shall afford the Owner and separate Contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities and shall connect and coordinate the Contractor's construction and operations with theirs as required by the Contract Documents. 6.2.2 If part of the Contractor's Work depends for proper execution or results upon construction or operations by the Owner or a separate contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly report to the Engineer apparent discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure of the Contractor to report shall constitute an acknowledgment that the Owner's or separate Contractors' completed, or partially completed construction, is fit and proper to receive the Contractor's Work, Agreement for Construction —Macey Road Reconstruction RFP CIP 23.607 Page 32 except as to defects not then reasonably discoverable. 6.2.3 The Owner shall be reimbursed by the Contractor for costs incurred by the Owner which are payable to a separate contractor because of delays, improperly timed activities or defective construction of the Contractor. The Owner shall be responsible to the Contractor for costs incurred by the Contractor because of delays, improperly timed activities, and damage to the Work or defective construction of a separate contractor. 6.2.4 The Contractor shall promptly remedy damage caused by the Contractor to completed or partially completed construction or to property of the Owner or separate contractors as provided in Subparagraph 10.2.5. 6.2.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching as are described for the Contractor in Paragraph 3.14. 6.3 OWNER'S RIGHT TO CLEAN UP 6.3.1 If a dispute arises among the Contractor, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up after reasonable written notice and the cost will be paid by those responsible. ARTICLE 7 CHANGES IN THE WORK 7.1 CHANGES 7.1.1 Changes in the Work may be accomplished after execution of'the Contract and without invalidating the Contract, by Change Order, Construction Change Directive or order for a minor change in the Work, subject to the limitations stated in*this Article 7 and elsewhere in the Contract Documents. 7.1.2 A Change Order shall be based upon agreement among the Owner, Contractor and Engineer; a Construction Change Directive requires agreement by the Owner and Engineer and may or may not be agreed to by the Contractor and an order for a minor change in the Work may be issued by the Engineer alone. 7.1.3 Changes in the Work shall be performed under applicable provisions of the Contract Documents and the Contractor shall proceed promptly, unless otherwise provided in the Change Order, Construction Change Directive or order for a minor change in the Work. 7.1.4 If unit prices are stated in the Contract Documents, or subsequently agreed upon, and if quantities originally contemplated are so changed in a proposed Change Order or Construction Change Directive that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Contractor, the applicable unit prices shall be equitably adjusted. 7.2 CHANGE ORDERS 7.2.1 A Change Order is a written instrument prepared by the Engineer and signed by the Owner, Contractor and Engineer, stating their agreement upon all of the following: .1 a change in the Work; Agreement for Construction — Macey Road Reconstruction RPP CIP 23-607 Page 33 .2 the amount of the adjustment in the Contract Sum, if any, and .3 the extent of the adjustment in the Contract Time, if any. 7.2.2 Methods used in determining adjustments to the Contract Sum may include those listed in Subparagraph 7.3.3. 7.3 CONSTRUCTION CHANGE DIRECTIVES 7.3.1 A Construction Change Directive is a written order prepared by the Engineer and signed by the Owner and Engineer directing a change in the Work and stating a proposed basis for adjustment, if any, in the Contract Sum or Contract Time, or both. The Owner may by Construction Change Directive, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract Sum and Contract Time being adjusted accordingly. 7.3.2 A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change Order. 7.3.3 If the Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment shall be based on one of the following methods: .1 mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating date to permit evaluation; .2 unit prices stated in the Contract Documents or subsequently agreed upon; .3 cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or .4 as provided in Subparagraph 7.3.6. 7.3.4 Upon receipt of a Construction Change Directive, the Contractor shall promptly proceed with the change in the Work Involved and advise the Engineer of the Contractor's agreement or disagreement with the method, if any, provided in the Construction Change Directive for determining the proposed adjustment in the Contract Sum or Contract Time. 7.3.6 A Construction Change Directive signed by the Contractor indicates the agreement of the Contractor therewith, including adjustment in Contract Sum and Contract Time or the method for determining them. Such agreement shall be effective immediately and shall be recorded as a Change Order. 7.3.6 If the Contractor does not respond promptly or disagrees with the method for adjustment in the Contract Sum, the method and the adjustment shall be determined by the Engineer on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including, in case of an increase in the Contract Sum, a reasonable allowance for overhead and profit. In such case, and also under Clause 7.3.3.3, the Contractor shall keep and present, In such form as the Engineer may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Contract Documents, costs for the purposes of this Subparagraph 7.3.6 shall be limited to the following: .1 costs of labor, including social security, old age and unemployment insurance, fringe benefits required by agreement or custom, and workers' orworkmen's compensation insurance; .2 costs of materials, supplies and equipment, including cost of Agreement for Construction— Macey Road Reconstruction RFP CtP 23-607 Page 34 transportation, whether incorporated or consumed; .3 rental costs of machinery and equipment, exclusive of hand tools, whether rented from the Contractor or others; .4 costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes related to the Work; .5 additional costs of supervision and field office personnel directly attributable to the change; and .6 the maximum allowance for overhead and profit combined included in the total cost to Owner shall be based on the following schedule: A. for Contractor, for any work performed by his own forces, 15% of the cost; B. for each subcontractor involved, work performed by his own forces, 10% of the cost; C. for Contractor, for work performed by his subcontractor, 5% of the amount due the subcontractor. 7.3.7 The amount of credit to be allowed by the Contractor to the Owner for a deletion or change which results in a net decrease in the Contract Sum shall be actual net cost as confirmed by the Engineer. When both additions and credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall be figured on the basis of net increase, if any, with respect to that change. If the net value of a change results in a credit from Contractor or subcontractor, the credit given shall be the net cost, overhead and profit. 7.3.8 Pending final determination of the total cost of a Construction Change Directive to the Owner, amounts not in dispute for such changes in the Work shall be included in Applications for Payment accompanied by a Change Order indicating the parties' agreement with part or all of such costs. For any portion of such cost that remains in dispute, the Engineer will make an interim determination for purposes of monthly certification for payment for those costs. That determination of cost shall adjust the Contract Sum on the same basis as a Change Order, subject to the right of either party to disagree and assert a claim in accordance with Article 4. 7.3.9 When the Owner and Contractor agree with the determination made by the Engineer concerning the adjustments in the Contract Sum and Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately and shall be recorded by preparation and execution of an appropriate Change Order. 7.4 MINOR CHANGES 1N THE WORK 7.4.1 To the extent allowed by law, the Engineer has authority to order minor changes in the Work not involving adjustment in the Contract Sum or extension of the Contract Time and not inconsistent with the intent of the Contract Documents. Such changes shall be effected by written order and shall be binding on the Owner and Contractor. The Contractor shall carry out such written orders promptly. Agreement for Construction — Macey Road Reconstntetion RFP ClP 23-607 Page 35 ARTICLE 8 TIME 8.1 DEFINITIONS 8.1.1 The Contractor shall achieve substantial completion of the Work not later than one hundred and seventy (170) calendar days from the date of commencement, subject to adjustments of the time for completion as provided in this Agreement. 8.1.2 The date of commencement of the Work shall be effective upon the final approval of the Agreement; receipt of performance and payment bonds and receipt by the Contractor of the written notice to proceed from either the Owner or the Engineer. 8.1.3 The date of Substantial completion is the date certified by the Engineer in accordance with Paragraph 9.8. 8.1.4 The term "day" as used in the contract documents shall mean calendar day. 8.1.5 The term "critical path" as used in the Contract Documents shall mean the project's tasks that will cause the project end date to be delayed if they are delayed. The word "critical" does not imply how important a task is; a task is critical solely because it must occur as scheduled for the project to finish on time. 8.1.6 The term "free slack time" as used in the Contract Documents shall mean the amount of time a task can be delayed without delaying another task. 8.1.7 The term "total slack time" as used in the Contract Documents shall mean the amount of time a task can be delayed without delaying the finish date of the project. 8.2 PROGRESS AND COMPLETION 8.2.1 The Contractor agrees and understands the "TIME IS OF THE ESSENCE" for anytime time periods referenced in this Contract. The Contract further agrees to the referenced times as being reasonable for performing the work." 8.2.2 The Contractor shall not, except by agreement or instruction of the Owner in writing, prematurely commence operations on the site or elsewhere or store materials or equipment on site prior to the effective date of insurance required by Article 11 to be furnished by the Contractor and Owner. The date of commencement of the Work shall not be changed by the effective date of such insurance. Unless the date of commencement is established by the Contract Documents and a notice to proceed given by the Owner, the Contractor shall notify the Owner in writing not less than five (5) days or other agreed period before commencing the Work to permit the timely filing of mortgages, mechanic's liens and other security interests. 8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. 8.2.4 Contractor and their Subcontractors shall complete and coordinate Work in accordance with established schedule. 8.2.5 Contractor is responsible for expediting Work, identifying potential conflicts and Agrcemcnt for Constniction— Macey Road Reconstntclion RFP CIP 23-607 Page 36 coordination problems, and proposing measures to avoid such problems 8.2.6 Whenever it becomes apparent that any activity completion date may not be met, unless delay is related to an approved extension of time, Contractor shall take some or all of following actions and submit supplementary schedule indicating effect of action on progress and completion of Work, all without additional costs to Owner; .1 increase number of working hours per shift, shifts per working days, working days per week, or amount of construction equipment, or any combination of foregoing which will substantially eliminate backlog of Work, and put Project back on schedule, and/or, .2 increase construction manpower in such quantity as will substantially eliminate backlog of Work, and put Project back on schedule, and/or, .3 reschedule activities to achieve maximum practical concurrency of accomplishment of activities, and put Project back on schedule. 8.2.7 if Contractor fails to take any of actions indicated in subparagraph 8.2.6 within three (3) days after receiving written notice, Owner may take action to attempt to put Project back on schedule, and deduct cost of such actions from money due or to become due Contractor, or shall be grounds for determination by Owner that Contractor is not prosecuting Work with such diligence as will insure completion within Contract Time. Upon such determination, Owner may terminate Contractor's right to proceed with Work, or any separable part thereof, in accordance with provisions of Article 14. 8.2.8 Contractor shall bear cost of any services of Engineer made necessary by delays in completion of Work due to actions or inactions of Contractor or any Subcontractors. Contractor shall promptly pay any such cost upon demand by Owner. At Owner's option, these costs may be deducted from any amounts otherwise due Contractor. 8.3 DELAYS AND EXTENSION OF TIME 8.3.1 Except as otherwise provided in the Contract Documents, if the Contractor is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or Engineer, or of an employee of either, or of a separate Contractor employed by the Owner, or by changes ordered in the Work, or by labor disputes, fire, adverse conditions as provided for in 4.3.8.2, unusual delay in deliveries, unavoidable casualties or other causes beyond the Contractor's control, or by delay authorized by the Owner, or by other causes which the Owner determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Engineer and Owner may determine. .1 If at least seven (7) hours of work time are available out of the working day, no extensions of time will be allowed; .2 No extension of time will be allowed for Saturdays, Sundays, or holidays unless the Contract requires and stipulates overtime work and it has been approved in writing by Owner; and .3 Time extensions will not be allowed for drying of materials when it is possible for the Contractor to enclose area and materials or use an acceptable drying process. 8.3.2 There will be no delay claims by Contractor if the Contractor finishes the Project early, even if owner delays the work. Agreement for Constriction— Macey Road Reconstruction RFP CIP 23-607 Page 37 8.3.3 Claims relating to time shall be made in accordance with applicable provision of Paragraph 4.3. 8.3.4 If Contract Time is extended pursuant to paragraph 8.3, such extension shall be the exclusive remedy of Contractor and said Contractor shall not be entitled to recover damages from Owner or Engineer. 8.3.4 Owner's exercise of any of its rights under "ARTICLE 7 - CHANGES IN THE WORK," regardless of the extent of number of such changes, or requirement of correction or re -execution of defective work, or extent of number of Engineer's interpretations or clarifications of the Contract Documents, shall not, under any circumstances, be construed as neglect or intentional interference with Contractor's performance of the Work. ARTICLE 9 PAYMENTS AND COMPLETION 9.1 CONTRACT SUM 9.1.1 The Contract Sum is FIVE MILLION, FOUR HUNDRED AND SEVENTY THOUSAND, EIGHT HUNDRED AND NINETY TWO DOLLOARS AND NINETY FIVE CENTS ($5,470,892.95) and, subject to authorized adjustments as provided in this Agreement, is the total amount payable by the Owner to the Contractor for performance of the Work. 9.2 SCHEDULE OF VALUES 9.2.1 Unless otherwise provided in the Contract documents, before the first application for Payment, the Contractor shall submit to the Engineer a schedule of values allocated to various portions of the Work prepared in such form and supported by such data to substantiate its accuracy as the Engineer may require. This schedule, unless objected to by the Engineer, shall be used as a basis for reviewing the Contractor's Applications for Payment. 9.2.2 The Engineer will provide to the Contractor a list of the portions or sections of work for which he wishes to have separate values included and those items for which he will require material quantities to be shown. 9.3 APPLICATIONS FOR PAYMENT 9.3.1 Unless otherwise provided in the Contract Documents; at least twenty (20) days before the date established for each progress payment, the Contractor shall submit to the Engineer an itemized Application for Payment for operations completed in accordance with the schedule of values. Such application shall be notarized and supported by such data substantiating the contractor's right to payment including the most current Contractors Construction .Schedule and/or copies of requisitions from Subcontractors and material providers as the Owner or Engineer may require, and reflecting retainage if provided for elsewhere in the Contract documents. 9.3.1.2 Such applications may not include requests for payment of amounts the Contractor does not intend to pay to a Subcontractor or material supplier because of a dispute or other reason. Agreement for Constnrction— Macey Road Reconstruction RPP CIP 23-607 Page 38 9.3.2 Unless otherwise provided in the Contract Documents, payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be conditioned upon compliance by the Contractor with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest, and shall include applicable insurance, storage and transportation to the site for such materials and equipment stored off the site. 9.3.3 The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment. The Contractor further warrants that upon submittal of an Application for Payment all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall, to the best of the Contractor's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of the Contractor, Subcontractors, material suppliers or other persons or entities making a claim by reason of having provided labor, materials and equipment relating to the Work. 9.3.4 The Contractor shall submit his Application for Payment, amounting to 95% of the cost of the work performed and 95% of the materials on hand in accordance with paragraph 9.3.2 above, as of the last day of each month. 9.4 CERTIFICATES FOR PAYMENT 9.4.1 The Engineer will, within seven (7) days after receipt of the Contractor's Application for Payment and the Engineer's site visit, either, issue to the Owner a Certificate for Payment for such amount as the Engineer determines is properly due or notify the Contractor and Owner in writing of the Engineer's reasons for withholding certification in whole or in part as provided in Subparagraph 9.5.1. 9.4.2 The issuance of a Certificate for Payment will constitute a representation by the Engineer to the Owner, based on the Engineer's observations at the site and the data comprising the Application for Payment, that the Work has progressed to the point indicated and that, to the best of the Engineer's knowledge, information and belief, the observed aesthetic quality of the Work is in accordance with the Contract Documents. The Engineer's Certificate for Payment shall be based, in part, on the recommendation of the Contractor. The foregoing representations are subject to an evaluation of the Work for conformance with the Contract documents upon Substantial Completion, to results of subsequent tests and inspections, to minor deviations from the Contract Documents correctable prior to completion and to specific qualifications expressed by the Engineer. The issuance of a Certificate for Payment will further constitute a representation that the Contractor is entitled to payment in the amount certified. However, the issuance of a Certificate for Payment will not be a representation that the Engineer has: (1) made exhaustive or continuous on —site evaluations and/or inspections to check the quality or quantity of the Work; (2) reviewed construction means, methods, techniques, sequences or procedures; (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment; or (4) made examination to ascertain how or for what purpose the contractor has used money previously paid on account of the Contract Sum. Agreement for Construction— Macey Road Reconstruction RFP C1P 23-607 Page 39 9.5 DECISIONS TO WITHHOLD CERTIFICATION 9.6.1 The Engineer may decide not to certify payment and may withhold a Certificate for Payment in whole or in part, to the extent reasonably necessary to protect the Owner if, in the Engineer's opinion, the representations to the Owner required by Subparagraph 9.4.2 cannot be made. If the Engineer is unable to certify payment in the amount of the Application, the Engineer will notify the Contractor and Owner as provided in Subparagraph 9.4.1. If the Contractor and Engineer cannot agree on a revised amount, the Engineer will promptly issue a Certificate for Payment for the amount for which the Engineer is able to make such representations to the Owner. The Engineer may also decide not to certify payment or, because of subsequently discovered evidence or subsequent observations, may nullify the whole or a part of a Certificate for Payment previously issued, to such extent as may be necessary in the Engineer's opinion to protect the Owner from loss because of: .1 defective Work not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims; .3 failure of the Contractor to make payments properly to Subcontractors or for labor, materials or equipment; .4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; .5 damage to the Owner or another contractor; .6 reasonable evidence that the Work will not be completed within the contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; .7 persistent failure to carry out the Work in accordance with the Contract Documents; A failure to comply with the approved Project Construction Schedule; .9 erroneous estimates by the Contractor or a Sub -contractor of values of Work performed, or .10 the existence of any event of default under the Contract Documents. 9.6.2 When the above reasons for withholding certification are removed, certification will be made for amounts previously withheld. 9.6 PROGRESS PAYMENTS 9.6.1 After the Engineer has issued a Certificate for Payment, the Owner shall make payment in the manner and within the time provided in the Contract Documents, and shall so notify the Engineer. 9.6.1.1 Owner will make partial payments to Contractor within thirty (30) days after receipt of Certificate for Payment from Engineer. 9.6.1.2 Owner may withhold payment to Contractor notwithstanding Engineer's certification, if it is necessary, in Owner's opinion, to do so to protect Owner from loss due to any of the reasons set forth in Subparagraphs 9.5.1.1 through 9.5.1.10, inclusive. 9.6.2 The Contractor shall pay each Sub -contractor any due amounts in accordance with Texas Law. The Contractor shall, by appropriate agreement with each Subcontractor, require each Subcontractor to make payments to Sub —subcontractors in similar manner. Agreement for Construction— Macey Read Reconstruction RFP C1P 23-607 Page 40 9.6.3 The Engineer will, on request, furnish to a Sub -contractor, if practicable, information regarding percentages of completion or amounts applied for by the Contractor and action taken thereon by the Engineer on account of portions of the Work done by such Sub -contractor. 9.6.4 The Owner has the right to request written evidence from the Contractor that the Contractor has properly paid Subcontractors and material and equipment suppliers amounts paid by the Owner to the Contractor for subcontracted Work. If the Contractor fails to furnish such evidence within seven (7) days, the Owner shall have the right to contact Subcontractors to ascertain whether they have been properly paid. Neither the Owner nor Engineer shall have an obligation to pay, or to see to the payment of money, to a Subcontractor except as may otherwise be required by law. 9.6.6 Contractor's payment to material suppliers and equipment suppliers shall be treated in a manner similar to that provided in Subparagraphs 9.6.2, 9.6.3 and 9.6.4. 9.6.6 A Certificate for Payment, a progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the contract Documents. 9.7 FAILURE OF PAYMENT 9.7.1. If the Engineer does not issue a Certificate for Payment, through no fault of the Contractor, within seven (7) days after receipt of the Contractor's Application for Payment, or if the Owner does not pay the contractor within seven (7) days after the date established in the Contact Documents the amount certified by the Engineer, then the Contractor may, upon seven (7) additional days' written notice to the Owner or Engineer, stop the Work until payment of the amount owing has been received. The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Contractor's reasonable costs of shut —down, delay and start—up, as provided for in the Contract Documents. 9.8 SUBSTANTIAL COMPLETION 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work is complete, in accordance with the Contract Documents so the Owner can occupy or utilize the Work for its intended use. 9.8.2 Unless otherwise provided in the Contract Documents, when the Contractor considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall thoroughly inspect the Work and prepare and submit to the Engineer a comprehensive list of items to be completed or corrected, Contractor's Notice of Substantial Completion, and a written request for Engineer's review of the Work. The Contractor shall proceed promptly to complete and correct items on the list. Failure to include an item on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. Upon approval of Substantial Completion by Brazos County, Contractor has thirty (30) days to reach Final Completion of the Work. 9.8.3 Unless otherwise provided in the Contract Documents, after receipt of the Contractor's Notice of Substantial Completion and the Contractor's list, the Engineer and Agreement for Construction — Macey Road Reconstruction RFP CIP 23-607 Page 41 Owner will make inspections to determine whether the Work or designated portion thereof is substantially complete. if the Engineer's and Owner's inspections disclose any item, whether or not included on the Contractor's list, which is not in accordance with the requirements of the Contract Documents, the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Engineer. In such case, the Contractor shall then submit another Contractor's Notice of Substantial Completion and a request for another inspection by the Engineer and Owner to determine Substantial Completion. 9.8.4 When the Work is substantially complete, the Engineer will prepare a Certificate of Substantial Completion which shall establish the date of Substantial Completion, shall establish responsibilities of the Owner and Contractor for security, maintenance, heat, utilities, damage to the Work and insurance, and shall fix the time within which the contractor shall finish all items on the list accompanying the Certificate. Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance or responsibilities assigned to them in such Certificate. 9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance of responsibilities assigned to them in such Certificate. Upon such acceptance and consent of surety, if any, the Owner shall make payment of retainage applying to such Work or designated portion thereof. Such payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Contract Documents. 9.9 PARTIAL OCCUPANCY OR USE 9.9.1 The Owner may occupy, or use, any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Contractor, provided such occupancy or use is consented to by the insurer as required under Subparagraph 11.4.1.5 and authorized by public authorities having jurisdiction over the Work. Such partial occupancy, or use, may commence whether or not the portion is substantially .complete provided that the Owner and Contractor have accepted in writing the responsibilities assigned to each of them for payments, retainage if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. When the Contractor considers a portion substantially complete, or the Owner notifies the Contractor of intent to occupy or use a portion of the Work prior to substantial completion, the Contractor shall prepare and submit a list to the Engineer as provided under Subparagraph 9.8.2. Consent of the Contractor to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Contractor or, if no agreement is reached, by decision of the Engineer. 9.9.2 Immediately prior to such partial occupancy, or use, the Owner, Contractor and Engineer shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions Agreement for Construction— Macey Road Reconstruction RFP CIP 23-607 Page 42 of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. 9.10 FINAL COMPLETION AND FINAL PAYMENT 9.10.1 Unless otherwise provided in the Contract Documents; the Contractor shall inspect the Work to determine that it is sufficiently complete in accordance with the Contract Documents and the Contract is fully performed. Upon receipt of Contractor's Notice of Final Completion written notice certifying that the Work is sufficiently complete in accordance with the Contract Documents, that the Contract is fully performed, that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Engineer and Owner will in a reasonable time, make such inspection and when the Engineer and Owner finds the Work acceptable under the Contract Documents and the Contract sufficiently performed, the Engineer will promptly issue a final Certificate for Payment stating that to the best of the Engineer's knowledge, information and belief, and on the basis of the Engineer's and Owner's on -site visits and inspections, the Work has been sufficiently completed in accordance with terms and conditions of the Contract Documents. The Engineer's final Certificate for Payment will constitute a further representation that conditions listed in Subparagraph 9.10.2 as precedent to the Contractor's being entitled to final payment have been fulfilled. However, 95% of the contract amount will be due and payable to Contractor as noted in said final Certificate, with the remaining 5% retainage due and payable to the Contractor within thirty (30) days after acceptance of the Work by the Owner. 9.10.2 Unless otherwise provided in the Contract Documents, neither final payment nor any remaining retained percentage shall become due until the Contractors submits to the Engineer: (1) an affidavit that payrolls, bills for materials and equipment and other indebtedness connected with the Work for which the Owner or the Owner's property might be responsible or encumbered (less amounts withheld by Owner) have been paid or otherwise satisfied; (2) a certificate evidencing that insurance required by the Contract Document to remain in force after final payment is currently in effect and will not be canceled or allowed to expire until at least thirty (30) days' prior written notice has been given to the Owner; (3) a written statement that the Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents; (4) consent of surety, if any, to final payment, and (5) if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens, claims, security interests or encumbrances arising out of the Contract, to the extent and in such form as may be designated by the Owner, for Owner's review and approval. If a Subcontractor refuses to furnish' a release or waiver required by the Owner, the Contractor may furnish a bond satisfactory to the Owner to indemnify the Owner against such lien. If such lien remains unsatisfied after payments are made, the Contractor shall refund to the Owner all money that the Owner may be compelled to pay in discharging such lien, including all costs and reasonable attorney's fees. 9.10.3 If, after Substantial Completion of the Work, Final Completion thereof is materially delayed through no fault of the Contractor or by issuance of Change Orders affecting final completion and the Engineer so confirms, the Owner shall, upon application by the Contractor and certification by the Engineer and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not fully completed or corrected is less than retainage Agreement For Construction— Macey Road Reconstmction RFP C1P 23•607 Page 43 stipulated in the Contract Documents and if bonds have been furnished the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall by submitted by the Contractor to the Engineer prior to certification of such payment. Such payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. 9.10.3.1 Final payment constituting entire unpaid balance of Contract Amount will be paid by Owner to Contractor within thirty (30) days after final Certificate for Payment has been issued by Engineer. 9.10AThe making of final payment shall constitute a waiver of Claims by the Owner except those arising from: .1 liens, Claims, security interests or encumbrances arising out of the Contract and unsettled; .2 failure of the Work to comply with the requirements of the Contract Documents; .3 terms of special warranties required'by the Contract Documents, or .4 non -conforming, faulty or defective Work appearing at or after final payment. 9.10.5 Acceptance of final payment by the Contractor, a Subcontractor or material supplier shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY 10.1 SAFETY AND HEALTH PRECAUTIONS AND PROGRAMS 10.1.1 The Contractor shall be responsible for initiating, maintaining and supervising all safety and health precautions and programs in connection with the performance of the Contract. This requirement applies continuously and is not limited to normal Working hours. 10.2 SAFETY OF PERSONS AND PROPERTY 10.2.1 The Contractor shall at all times conduct all operations under this Agreement in a manner to avoid the risk of bodily injury or risk of damage to the following: .1 employees on the Work and other persons who may be affected thereby, to include but not limited to the Owner and Engineer and their consultants and employees; .2 the Work and materials and equipment to be incorporated therein, whether in storage on or off the site, under care, custody or control of the Contractor or the Contractor's Subcontractors or Sub --subcontractors; and .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. 10.2.2 The Contractor shall comply with and give notices required by applicable laws, statutes, ordinances, codes, standards, rules, regulations, policies and lawful orders of public authorities (including reference standards issued under the Occupation Safety Act Agreement for Construction — Macey Road Reconstruction RCP CIP 23-607 Page 44 and the Occupancy Safety and Health Administration) bearing on safety and health of persons or property or their protection from damage, injury or loss. 10.2.3 The Contractor shall erect and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations and notifying owners and users of adjacent sites and utilities. 10.2.4 When use or storage of hazardous materials or equipment or unusual methods are necessary for execution of the Work, such as driving, or removal of piles, wrecking, demolition, excavation or other similar potentially dangerous work is necessary, the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel and shall give Owner reasonable advance notice. Contractor is fully responsible for any and all damages, claims, and for the defense of all actions against Owner and Engineer, and their consultants and employees resulting from the prosecution of such work. 10.2.4.1 Use or storage of explosives is prohibited. 10.2.5 The Contractor shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Contract Documents) to property referred to in Paragraphs 10.2.1.2 and 10.2.1.3 caused in whole or in part by the Contractor, a Subcontractor, a Sub —subcontractor, or anyone directly or indirectly employed by any of them or by anyone for whose acts they may be liable and for which the Contractor is responsible under Paragraphs 10.2.1.2 and 10.2.1.3, except damage or loss attributable to acts or omissions of the Owner or Engineer or anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable and not attributable to the fault or negligence of the Contractor. The foregoing obligations of the Contractor are in addition to the Contractor's obligations under Paragraph 3.18. 10.2.6 The Contractor shall designate a responsible, properly trained and qualified member or members of the Contractor's organization at the site whose duties shall be the prevention of accidents, damage to property and to supervise and train personnel in the use of dangerous and hazardous equipment, materials and substances necessary for the execution of the Work. This person shall be the Contractor's superintendent unless otherwise designated by the Contractor in writing to the Owner and Engineer. 10.2.7 The Contractor shall not permit any part of the construction or site, including new construction or existing facilities to be loaded with weights that will exceed design loads or so as to endanger safety of persons or property or cause damage or create an unsafe condition. 10.2.8 Contractor shall give notice in writing at least forty-eight (48) hours or longer if required by affected parties before breaking ground, to all persons having interests on or near site, Public Utility Companies, owners of property having structures or improvements in proximity to site of the Work, agencies, authorities, inspectors, or those otherwise in charge of property, streets, water pipes, gas pipes, sewer pipes, telephone cables, electric cables, railroads or otherwise who may be affected by Contractor's operation, in order that they may remove any obstruction for which they are responsible Agreement for Construction — Macey Road Reconstruction RFP CIP 23-607 Page 45 and have representative on site to see that their property Is properly protected. Such notice does not relieve Contractor of responsibility for any damages, claims, and defense of all actions against Owner and Engineer resulting from performance of such Work in connection with or arising out of Contract. 10.2.9 All parts of Work shall be braced to resist wind or other loads. Contractor shall perform Work with the explicit understanding that the design of the Project is based on all parts of Work having been completed and as such, the methods of performance of each part of Work shall be done accordingly. 10.2.10 Temporary items such as, but not limited to: scaffolding, staging, lifting and hoisting devices, shoring, excavation, barricades, and safety and construction procedures necessary in completion of Project shall be the responsibility of the Contractor and its .Subcontractors and shall comply with all applicable codes and regulations. It shall not be responsibility of Owner, Engineer or their representatives to determine if Contractor, Subcontractors or their representatives are in compliance with the aforementioned regulations. 10.2.11 The Contractor shall comply with all Federal Occupational Safety and Health Administration Hazard Communications Act (HAZCOM) requirements, including properly maintaining Materials Safety Data Sheets (MSDS) at the Project site. The Contractor shall ensure that all MSDS are compiled in a single location at the Project site, and are available to the regulating agencies. The Contractor shall indemnify and hold harmless the Owner and Engineer for their respective failure to comply with this provision. 10.2.12 The Contractor shall be responsible for any fines, penalties or charges by any regulatory body by reason of any violation of safety or health regulations. Contractor shall also be responsible for reimbursement of any OSHA fines incurred by the Engineer for Project site safety conditions created or controlled by the Contractor that result in the Engineer receiving a citation under the OSHA multi -employer citation provision. 10.2.13 The Contractor shall notify Owner's and Engineer's personnel upon arrival to the Project site of any known safety or health hazards at the Project and the precautions they should take. 10.2.14 The Contractor shall provide safety and health equipment (excluding boots) for the Owner and Engineer to protect them from safety and health risks during the performance of their services during the construction of the Project. 10.2.1 S The Engineer's review of Contractor's performance does not include review of adequacy of Contractor's safety or health measures. 10.3 HAZARDOUS MATERIALS OR SUBSTANCES 10.3.1 The Contractor is responsible for compliance with any requirements included in the Contract Documents regarding hazardous materials. If the Contractor encounters a hazardous material or substance not addressed in the Contract Documents and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a hazardous material or substance, including but not limited to, Agreement for Construction — Macey Road Reconstruction RFP C[P 23-607 Page 46 asbestos or polychlorinated biphenyl (PCB) encountered on the site by the Contractor, the Contractor shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner, in writing, with a copy to the Engineer. 10.3.1.1 The term "hazardous materials or substance" also includes, but is not limited to, asbestos, asbestos products, polychlorinated biphenyl (PCB), radon gas, industrial waste, acids, lead, alkaline, irritants, contaminants or other pollutants, excluding mild chemicals used in the cleaning of finished building materials. 10.3.2 Upon receipt of the Contractor's written notice, the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Contractor and in the event such material or substance is found to be present, to cause it to be rendered harmless. Unless otherwise required by the Contract Documents, the Owner shall furnish in writing to the Contractor the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance. The Contractor will promptly reply to the Owner in writing stating whether or not either has reasonable objection to the persons or entities proposed by the Owner. If the Contractor has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Contractor has no reasonable objection. When the material or substance has been rendered harmless, Work in the affected area shall resume upon written agreement of the Owner and Contractor. By Change Order the Contract Time shall be extended appropriately and the Contract Sum shall be increased in the amount of the Contractor's reasonable additional costs of shut -down, delay and start-up. 10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Contractor, Subcontractors, Engineer, Engineer's consultants and agents and employees of any of them from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or death as described in Subparagraph 10.3.1 and has not been rendered harmless, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself) except to the extent that such damage, loss or expense is to the fault or negligence of the party seeking indemnity. 10.3AThe Engineer and Engineer's consultants and employees shall have no responsibility for the discovery, presence, handling, removal or disposal of, or exposure of persons, to hazardous materials or toxic substances in any form at the Project site. 10.3.6The Owner and Engineer shall not be responsible under Paragraph 10.3 for hazardous materials and substances brought to the Project site by the Contractor unless such materials or substances were required by the Contract Documents and the Contractor so notified the Owner and Engineer. The Contractor shall notify the Owner and Engineer prior to bringing any hazardous material or substance onto the Project site. 10.3.6 If, without negligence on the part of the Contractor, the Contractor is held liable by a government agency for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Contract Documents, the Owner Agrcemcnt for Construction — Macey Road Reconstruction RPP CIP 23-607 Page h7 shall indemnify the Contractor for all cost and expense thereby incurred. 10.4 EMERGENCIES 10.4.1 In an emergency affecting safety or health of persons or property, the Contractor shall act, at the Contractor's discretion, to prevent threatened damage, injury or loss. Additional compensation or extension of time claimed by the Contractor on account of an emergency shall be determined as provided in Paragraph 4.3. and Article 7. 10.4.2 The Contractor shall promptly report in writing to Owner and Engineer all accidents arising out of, or in connection with, the performance of the Work, whether on or off the site, which caused death, personal injury or property damage, giving full details and statements of any witnesses. In addition, If death, serious personal injuries or serious property damages are caused, the accident shall be reported immediately by telephone or messenger to Owner and Engineer. ARTICLE 11 INSURANCE AND BONDS 11.1 CONTRACTOR'S LIABILITY INSURANCE 11.1.1 The Contractor shall purchase from and maintain in a company or companies lawfully authorized to do business in the State of Texas such insurance as will protect the Contractor from claims set forth below which may arise out of, or result from, the Contractor's operations under the Contract and for which the Contractor may by legally liable, whether such operations be by Contractor or by a Subcontractor or by anyone directly, or indirectly, employed by any of them, or by anyone for whose acts any of them may be liable: .1 claims under workers' or workmen's compensation, disability benefit and other similar employee benefit acts which are applicable to the Work to be performed; .2 claims for damages because of bodily injury, occupational sickness or disease, or death of the Contractor's employees; .3 claims for damages because of bodily injury, sickness, disease or death of any person other than the Contractor's employees or persons or entities excluded by statute from requirements of Subparagraph 11.1.1.1, but required by Contract Documents to provide insurance required by that Subparagraph; .4 claims for damages insured by usual personal injury liability coverage which are sustained by: (1) by a person as a result of an offense directly or indirectly related to employment of such person by the Contractor; or (2) by another person; .5 claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting there from; .6 claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle; .7 claims for bodily injury or property damage arising out of completed operations; .8 claims involving contractual liability insurance applicable to the Contractor's obligations under Paragraph 3.18. .9 Liability Insurance shall include all major divisions of coverage and be on a comprehensive basis including: Agreement for Construction— Macey Road Reconstniction RFP CtP 23-607 Page 48 (1) Premises Operations (including X, C and U coverages as applicable). (2) Independent Contractors' Protective. (3) Products and Completed Operations. (4) Personal Injury Liability with Employment Exclusion deleted. (5) Contractual, including specified provision for Contractor's obligations under Paragraph 3.18. (6) Owned, non -owned and hired motor vehicles. (7) Broad Form Property Damage including Completed Operations. .10 If General Liability coverages are provided by a Commercial General Liability Policy on a claims -made basis, the policy date or Retroactive Date shall predate the Contract; the termination date of the policy or applicable extended reporting period shall be no earlier than the termination date of coverages required to be maintained after final payment, certified in accordance with Subparagraph 9.10.2. 11.1.2 The insurance required by Subparagraph 11.1.1 shall be written for not less than the limits of liability specified in the Bid documents or as required by law, whichever coverage is greater. Coverage shall be written on an occurrence basis and shall be maintained without interruption from date of commencement of the Work until date of final payment and termination of any coverage required to be maintained after final payment. 11.1.2.1 The insurance required by Subparagraph 11.1.1 shall be written for not less than the following limits, or greater if required by law: 1. Workers' Compensation: (a) State: Texas Statutory (b) Applicable Federal (e.g., Longshoremen harbor work, Work at or outside U.S. Boundaries): Statutory: Not Applicable (c) Maritime: Not Applicable (d) Employer's Liability: $ 600,000 each accident $ 600,000 disease, policy limit $ 500,000 disease, each employee (e) Benefits required by union labor contracts: As Applicable (f) "Texas Waiver of Our Right to Recover From Others Endorsement" shall be included in this policy. (Waiver of Subrogation) 2. Comprehensive or Commercial General Liability (including Premises - Operations; Independent Contractors' Protective: Products and Completed Operations; Broad Form Property Damage): (a) Bodily Injury: $ 1,000,000 each occurrence $ 1,000,000 aggregate (b) Property Damage: $1,000,000 each occurrence $ 1,000,000 aggregate (c) Products and Completed Operations Insurance to be maintained for a minimum period of five 5 year(s) after final payment: (d) Property Damage Liability Insurance shall include coverage for the following hazards: 1) X (Explosion). Agreement for Construction —Macey Road Reconstruction RFP CIP 23.607 Page 49 2) C (Collapse). 3) U (Underground). (e) Broad Form Property Coverage shall include Completed Operations. (f) Texas Waiver of Our Right to Recover From Others Endorsement" shall be included in this policy. (Waiver of Subrogation) 3. Contractual Liability: (a) Bodily Injury: $1,000,000 each occurrence (b) Property Damage: $1,000,000 each occurrence $ 2,000,000 aggregate 4. Personal Injury with Employment Exclusion deleted: $1,000,000 aggregate 5. If the General Liability coverages are provided by a Commercial Liability policy, the: (a) General Aggregate shall be not less than $ 2,000,000 and it shall apply, in total, to this Project only. (b) Fire Damage Limit shall be not less than $100,000 on any one Fire. (c) Medical Expense Limit shall be not less than $ 10,000 on any one person. (d) ,Texas Waiver of Our Right to Recover From Others Endorsement" shall be included in this policy. (Waiver of Subrogation) 6. Umbrella Excess Liability: $ 2,000,000 over primary insurance $10,000 retention for self -insured hazards each occurrence 7. Business Auto Liability (including owned, non -owned and hired vehicles): (a) Bodily Injury: $ 600,000 each person $1,000,000 each accident (b) Property Damage: $ 600,000 each occurrence (c) "Texas Waiver of Our Right to Recover From Others Endorsement" shall be included in this policy. (Waiver of Subrogation) Note: The State of Texas has a no-fault automobile insurance requirement. Contractor shall be certain coverage is provided which conforms to any specific stipulation in the law. 11.1.3 Certificates of Insurance acceptable to the Owner shall be filed with the Owner prior to commencement of the Work. These Certificates and the insurance policies required by this Paragraph 11.1 shall contain a provision that coverage afforded under. the policies will not be canceled, or allowed to expire, until at least thirty (30) days prior written notice has been given to the Owner. If any of the foregoing insurance coverage are required to remain in force after final payment and are reasonably available, an additional certificate evidencing continuation of such coverage shall be submitted with the final Application for Payment as required by Subparagraph 9.10.2. Information concerning reduction of coverage shall be furnished by the Contractor with reasonable promptness in accordance with the Contractor's information and belief. Not later than ten (10) days from award of bid, Contractor shall deliver to the Owner, copies of the Agreement for Constriction — Muccy Road Reconstruction RFP C1P 23-607 Page 50 insurance certificate in accordance with the above requirements naming Owner as additional insured. 11.2 OWNER'S LIABILITY INSURANCE: 11.2.1 The Owner reserves the right to be self -insured for any and all insurance of any kind, type, or nature required by the Contract Documents. 11.2.1.1 Contractor shall purchase and maintain insurance covering Owner's contingent liability for claims which may arise from operations under the Contract. .1 Bodily Injury: $ 1,000,000 each occurrence $1,000,000 aggregate .2 Property Damage: $ 1,000,000 each occurrence $ 1,000,000 aggregate 11.3 PROPERTY INSURANCE 11.3.1 The Contractor shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located, property insurance written on a builder's risk "all-risk" or equivalent policy form in the amount of the initial Contract .Sum, plus Engineer fees, plus value of subsequent Contract modifications and cost of materials supplied or installed by others, comprising total value for the entire Project at the site on a replacement cost basis without optional deductibles. Such property insurance shall be maintained, unless otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of such insurance, until final payment has been made as provided in Paragraph 9.10 or until no person or entity other than the Owner has an insurable interest in the property required by this Paragraph 11.3 to be covered, whichever is later. This insurance shall include interests of the Owner, the Contractor, Subcontractors and Sub - subcontractors in the Project. The form of policy for this coverage shall be (Completed Value) (Reporting), in the names of the Owner, Contractor, Subcontractors and Sub - subcontractors as their interests may appear in amount equal to contract sum for the Work. If Owner is damaged by failure of Contractor to maintain such insurance, then Contractor shall bear all reasonable costs properly aftributable thereto. 11.3.1.1 Property insurance shall be on an "all-risk" or equivalent policy form and shall include, without limitation, insurance against the perils of fire (with extended coverage) and physical loss or damage including, without duplication of coverage, theft, vandalism, malicious mischief, collapse, earthquake, flood, windstorm, falsework, testing and startup, temporary buildings and debris removal including demolition occasioned by enforcement of any applicable legal requirements and shall cover reasonable compensation for Engineer's and Contractor's services and expenses required as a result of such insured loss. 11.3.2 Loss of Use Insurance. The Owner, at the Owner's option, may purchase and maintain such insurance as will insure the Owner against loss of use of the Owner's property due to fire or other hazards, however caused. 11.3.3 If the Contractor requests in writing that insurance for risks other than those described herein or for other special hazards be included in the property insurance Agreement for Construction —Macey Road Reconstruction RPP CIP 23-607 Page 51 policy, the Owner shall, if possible, include such insurance, and the cost thereof shall be charged to the Contractor by appropriate Change Order. 11.4 PERFORMANCE BOND AND PAYMENT BOND 11.4.1 Not later than ten (10) days from and after the date on which the award of the bid is made by the Owner, Contractor shall execute, as Principal, bonds joined in by a Surety Company of the Contractor's choice, generally referred to as a "Performance Bond" and a " Payment Bond," each in a penal sum equal to t 00% of the Contract Sum. The Bonds shall be on the form provided by Owner and shall be compatible with provisions of governing authorities. Contractor shall file bonds with the Owner. 11.4.2 Surety Company executing bonds shall be acceptable to Owner and shall be authorized to do business in the State of Texas. 11.4.3 Surety Company shall list the address and phone number of the home office of its' principal place of business. Surety shall also provide the name, address and phone number of the local Agent issuing the bonds. 11.4.4 Contractor shall require attorney -in -fact who executes required bonds on behalf of surety to affix thereto a certified and current copy of power of attorney. 11.4.5 Contractor shall deliver required bonds to Owner not later than three (3) days following the date the Agreement is entered into, or if Work is to be commenced prior thereto in response to. a letter of intent, Contractor shall, prior to commencement of Work, submit evidence satisfactory to Owner that such bonds will be furnished. 11.4.6 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Contract, the Contractor shall promptly furnish a copy of the bonds or shall permit a copy to be made. 11.4.7Contractor shall keep surety informed of progress of Work and where necessary, obtain surety's consent to, or waiver of: (1) notice of changes in the Work; (2) request for reduction or release of retention; (3) request for final payment; and (4) any other information required by surety. ARTICLE 12 UNCOVERING AND CORRECTION OF WORK 12.1 UNCOVERING OF WORK 12.1.1 If a portion of the Work is covered contrary to the Engineer's, Owner's or governing authority's request or to requirements specifically expressed in the Contract Documents, it must, if requested in writing by the Engineer, be uncovered for the Engineer's, Owner's or governing authority's examination and be replaced at the Contractor's expense without change in the Contract Time. 12.1.2 If a portion of the Work has been covered which the Engineer, Owner or governing authority has not specifically requested to examine prior to its being covered, the Engineer, Owner or governing authority may request to see such Work and it shall be uncovered by the Contractor. If such Work is in accordance with the Contract Documents, costs of uncovering and replacement shall, by appropriate Change Order, Agreement for Construction —Macey Road Reconstniction RPP C1P 23-607 Page 52 be at the Owner's expense. If such Work is not in accordance with the Contract Documents, such cost and the cost of correction shall be at the Contractor's expense unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs. 12.2 CORRECTION OF WORK 12.2.1 BEFORE OR AFTER SUBSTANTIAL COMPLETION 12.2.1.1 The Contractor shall promptly correct Work rejected by the Engineer, Owner or governing authority or failing to conform to the requirements of the Contract Documents, whether observed before, or after, Substantial Completion and whether or not fabricated, installed or completed. The Contractor shall bear costs of correcting such rejected Work, including additional testing and inspections and compensation for the Engineer's services and expenses made necessary thereby. 12.2.2 AFTER SUBSTANTIAL COMPLETION 12.2.2.1 In addition to the Contractor's obligation under Paragraph 3.5, if, within one (1) year after the date of Substantial Completion of the Work, or designated portion thereof, or after the date for commencement of warranties established under Subparagraph 9.9.1, or by terms of an applicable special warranty required by the Contract Document, any of the Work is found to be not in accordance with the requirements of the Contract Documents, the Contractor shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Contractor a written acceptance of such condition. This period of one (1) year shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual performance of the Work. This obligation under this paragraph 12.2.2 shall survive acceptance of the Work under the Contract and termination of the Contract. The Owner shall give such notice promptly after discovery of the condition. 12.2.2.2 The one (1) year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. 12.2.2.3 The one (1) year period for correction of Work shall not be extended -by corrective Work performed by the Contractor pursuant to this Paragraph 12.2. 12.2.2.4 Upon request of Owner and prior to expiration of one (1) year from date of Substantial Completion, Engineer may conduct, and Contractor shall attend, a meeting with Owner to review facility operations and performance. 12.2.3 The Contractor shall remove from the site portions of the Work which are not in accordance with the requirements of the Contract Documents and are neither corrected by the Contractor nor accepted by -the Owner. 12.2.4 The Contractor shall bear the cost of correcting destroyed, or damaged, construction, whether completed or partially completed, of the Owner or separate contractors caused by the Contractor's correction or removal of Work which is not in accordance with the requirements of the Contract Documents. Agreement for Construction— Macey Road Reconstruction RFP CIP 23-607 Page 53 12.2.5 Nothing contained in this Paragraph 12.2 shall be construed to establish a period of limitation with respect to other obligations the Contractor has under the Contract Documents. Establishment of the one (1) year period for correction of Work as described in Subparagraph 12.2.2 relates only to the specific obligation of the Contractor to correct the Work and has no relationship to the time within which the obligation to comply with the Contract Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Contractor's liability with respect to the Contractor's obligations other than specifically to correct the Work. 12.3 ACCEPTANCE OF NONCONFORMING WORK 12.3.1 If the Owner prefers to accept Work which is not in accordance with the requirements of the Contract Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Contractor shall bear all direct, indirect and consequential costs attributable to Owner's evaluation of and determination to accept such defective or nonconforming Work (such costs to include but not limited to fees and charges of Engineers, engineers, testing agencies, consultants, attorneys and other professionals). Such adjustment shall be effected whether or not final payment has been made. If any such acceptance occurs prior to final payment, Owner shall be entitled to an appropriate decrease in the Contract Sum. If the acceptance occurs after final payment, an appropriate amount will be paid by the Contractor to the Owner. ARTICLE 13 MISCELLANEOUS PROVISIONS 13.1 GOVERNING LAW: The Contract shall be governed by the laws of the State of Texas and venue shall be at all times Brazos County, Texas. Respondent(s) understands that Brazos County is a governmental entity subject to Texas State and Federal public information statutes. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this bid and/or subsequent contract and the contractor or vendor agrees that the contract can be terminated if the contractor or vendor knowingly or intentionally fails to comply with a requirement of that subchapter. This provision is mandatory and may not be altered or deleted, as required by Sec. 552.372(b) of the Texas Government Code. 13.2 SUCCESSORS AND ASSIGNS 13.2.1 The Owner and Contractor respectively bind themselves, their partners, successors, assigns and legal representatives to the other party hereto and to partners, successors, assigns and legal representatives of such other party in respect to covenants, agreements and obligations contained in the Contract Documents. Neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts t6make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. 13.2.2 The Owner may, without consent of the Contractor, assign the Contract to lender providing construction financing for the Project. If the lender assumes the Owner's rights and obligations under the Contract Documents. The Contractor shall execute all consents reasonably required to facilitate such assignment. 13.2.3 Contractor shall not assign any monies due or to become due hereunder without Agreement for Construction— Macey (load Reconstruction RFP CIP 23-607 Page 54 written consent of Owner and of Contractor's Surety. The Contractor shall file a copy of such consent of Surety, together with copy of assignment with Owner and Engineer. In case Contractor assigns all or any part of any monies due or to become due under this Contract, instrument of assignment must contain a clause substantially to effect that it is agreed that right of assignees in and to any monies due or to become due to Contractor shall be subject to prior liens and claims of all persons, firms and corporations for services rendered; for payment of all laborers and mechanics for labor performed; for payment for all materials and equipment furnished and payment for all materials and equipment used or rented in performance of the Work called for in Contract; and for payment of any liens, claims, or amounts due to governments or any of their funds. 13.3 WRITTEN NOTICE: Written notice shall be deemed to have been duly served if delivered in person to the individual or a member of the firm or entity or to an officer of the corporation for which it was intended, or if delivered or sent by registered or certified mail or by courier service providing proof of delivery to the last business address known to the party giving notice. 13.4 RIGHTS AND REMEDIES 13.4.1 Duties and obligations imposed by the Contract Documents and rights and remedies available there under shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. 13.4.2 No action or failure to act by the Owner, Engineer or Contractor shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach there under, except as may be specifically agreed in writing. 13.5 TESTS AND INSPECTIONS 13.5.1 Tests, inspections and approvals of portions of the Work required by the Contract Documents or by laws, ordinances, rules, regulations or orders of public authorities having jurisdiction shall be made at an appropriate time. Unless otherwise provided, the County shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity, and shall bear all related costs of tests, inspections and approvals. The Contractor shall give the testing agency, Project inspector (if any), public authorities and (if requested), Engineer timely notice of when and where tests and inspections are to be made so that they may observe such procedures. The Owner shall bear costs of tests, inspections or approvals which do not become requirements until after bids are received or negotiations concluded. 13.5.2 If the Engineer, Owner, Project inspector (if any), or public authorities having jurisdiction determine that portions of the Work require additional -testing, inspection or approval not included under Subparagraph 13.5.1, the Project inspector (if any), or Engineerwill, upon written authorization from the Owner, instruct the Contractor to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Contractor shall give timely notice to the testing agency, project inspector (if any), governing agency, and (if requested), Engineer of when and where tests and inspections are to be made so they may observe such procedures. The Owner shall bear such costs except as provided in Subparagraph 13.6.3. 13.5.3 If procedures for testing, inspection or approval under Subparagraphs 13.5.1 and Agreement for Construction — Macey Road Reconstruction RPP CIP 23-607 Page 55 13.5.2 reveal failure of the portions of the Work to comply with requirements established by the Contract Documents, laws, statutes, ordinances, codes, rules or regulations, all costs made necessary by such failure including those of repeated procedures and compensation for the Engineer's services and expenses shall be at the Contractor's expense. 13.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Contract Documents, be secured by the Contractor and promptly delivered to the Engineer and Project inspector (if any). 13.5.5 If the Engineer, Owner or Project inspector (if any), is to observe tests, inspections or approvals required by the Contract Documents, they will do so promptly and where practicable, at the normal place of testing. 13.5.6 Test or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay in the Work. 13.6 INTEREST 13.6.1 Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at the legal rate prevailing for public entities under the laws of the State of Texas. 13.7 COMMENCEMENT OF STATUTORY LIMITATION PERIOD 13.7.1 As between the Owner and Contractor: .1 Before Substantial Completion. Before Substantial Completion, any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than such date of Substantial Completion; .2 Between Substantial Completion and Final Certificate for Payment. As to acts or failures to acts occurring subsequent to the relevant date of Substantial Completion and prior to issuance of the final Certificate for Payment, any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the date of issuance of the final Certificate for Payment; and .3 After Final Certificate for Payment. As to acts or failures to act occurring after the relevant date of issuance of the final Certificate for Payment, any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the date of any act or failure to act by the Contractor pursuant to any warranty provided under Paragraph 3.5, the date of any correction of the Work or failure to correct he Work by the Contractor under paragraph 12.2, or the date of actual commission of any other act or failure to perform any duty or obligation by the Contractor or Owner, whichever occurs last. 13.8 EQUAL OPPORTUNITY 13.8.1 Contractor shall maintain policies of employment as follows: .1 Contractor and Contractor's Subcontractors shall not discriminate against any employee or applicant for employment because of race, religion, color, sex or national origin. Contractor shall take affirmative action to ensure Agreement for Construction — Macey Road Reconstruction RFP CIP 23-607 Page 56 that applicants are employed and that employees are treated during employment without regard to their race, religion, color, sex or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth policies of nondiscrimination. .2 Contractor and Contractor's Subcontractors shall, in all solicitations or advertisements for employees placed by them or on their behalf, state that all qualified applicants will receive consideration for employment without regard to race, religion, color, sex or national origin. 13.9 NON-DISCRIMINATION 13.9.1 In performance of Work, Contractor and Subcontractors agree not to discriminate against any employee or applicant for employment because of age, race, religion, color, handicap, sex, physical condition, developmental disability, sexual orientation or national origin. This provision shall include, but not be limited to the following; employment, upgrading, demotion, promotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeships. ARTICLE 14 TERMINATION OR SUSPENSION OF THE CONTRACT 14.1 TERMINATION BY THE CONTRACTOR 14.1.1 The Contractor may terminate the Contract if the work is stopped for a period of thirty (30) days through no act or fault of the Contractor or a Subcontractor, Sub — subcontractor or their agents or employees or any other persons performing portions of the Work under the Contract with the Contractor, for any of the following reasons: .1 issuance of an order of a court or other public authority having jurisdiction; .2 an act of government, such as a declaration of national emergency, making material unavailable; .3 because the Engineer has not issued a Certificate for Payment and has not notified the Contractor of the reason for withholding certification as provided in Subparagraph 9.4.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Contract Documents; or .4 if repeated suspensions, delays or interruptions by the Owner as described in Paragraph 14.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or one hundred twenty (120) days in any three hundred sixty-five (365) day period, whichever is less. 14.1.2 If one of the above reasons exists, the Contractor may, upon seven (7) additional days written notice to the Owner and Engineer, terminate the Contract and recover from the Owner payment for Work executed and for proven loss with respect to materials, Agrccmcnt for Conslniction — Macey Road Reconsiniction Rf P C1P 23-607 Page 57 equipment, fools and construction equipment and machinery, including reasonable overhead, profit and damages. 14.1.3 If the Work.is stopped for a period of sixty (60) days through no act or fault of the Contractor or a Subcontractor or their agents, employees or any other persons performing portions of the Work under the Contract with the Contractor because the Owner has persistently failed to fulfill the Owner's obligations under the Contract Documents with respect to matters important to the progress of the Work, the Contractor may, upon seven (7) additional days written notice to the Owner and the Engineer, terminate the Contract and recover from the Owner as provided in Subparagraph 14.1.2. 14.2 TERMINATION BY THE OWNER FOR CAUSE 14.2.1 The Owner may terminate the Contract if the Contractor: .1 persistently or repeatedly refuses or fails to supply enough properly skilled workers or proper materials; .2 fails to make prompt payment to Subcontractors for materials or labor in accordance with the respective agreement between the Contractor and the Subcontractors; .3 persistently disregards laws, ordinances, or rules, regulations or orders of a public authority having jurisdiction; or .4 otherwise is guilty of substantial breach of a provision of the Contract Documents. 14.2.2 When any of the above reasons exist and the Owner believes that sufficient cause exists to justify such action, the Owner may, without prejudice to any other rights or remedies of the Owner and after giving the Contractor and the Contractors surety seven (7) days written notice, terminate employment of the Contractor and may, subject to any prior rights of the surety: .1 take possession of the site and of all materials, equipment, tools, construction equipment and machinery thereon owned by the Contractor; .2 accept assignment of subcontracts pursuant to Paragraph 6.4; and .3 finish the Work by whatever reasonable method the Owner may deem expedient. 14.2.3 When the Owner terminates the Contract for one of the reasons stated in Subparagraph 14.2.1, the Contractor shall not be entitled to receive further payment until the Work is finished. 14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work, including compensation for the Engineer's services and expenses made necessary thereby, such excess shall be paid to the Contractor. if such costs exceed the unpaid balance, the Contractor shall pay the difference to the Owner. This obligation for payment shall survive termination of the Contract. 14.3 SUSPENSION BY OWNER FOR CONVENIENCE 14.3.1 The Owner may, without cause, order the Contractor in writing to suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. 14.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost Agreement for Construction — Macey Road Reconstruction RFP CIF 23.607 Page 58 and time caused by suspension, delay or interruption as described in Subparagraph 14.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent: .1 that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Contractor is responsible; or .2 that an equitable adjustment is made or denied under another provision of the Contract. 14.4 TERMINATION BY THE OWNER FOR CONVENIENCE 14.4.1 The Owner may, at any time, terminate the Contract for the Owner's convenience and without cause. 14.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the Contractor shall: .1 cease operations as directed by the Owner in the notice; .2 take actions necessary, or that the Owner may direct, for the protection and preservation of the Work; and .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts and purchase orders. 14.4.3 In case of such termination for the Owner's convenience, the Contractor shall be entitled to receive payment for Work executed and costs incurred by reason of such termination, along with reasonable overhead and profit on the Work not executed. ARTICLE 16 ACCESS TO THE WORK 16.1 Engineer, the Owner, and their authorized representatives, shall have access at all times to the work for inspection wherever it is in preparation or progress and the Contractor shall provide proper facilities for such access and inspection. ARTICLE 16 STANDARDS 16.1 Any material specified by reference to the number, symbol or title of a specific standard, such as a Commercial Standard, a Federal specification, a trade association standard or other similar standard, shall comply with the requirements in the latest revision thereof and any amendment or supplement thereto in effect on the date of these Specifications, except as limited to type, class or grade, or modified in such reference. 16.2 The Standards referred to, except as modified in the Specifications, shall have full force and effect as though printed in the Specifications. These Standards are not furnished to bidders for the reason that the manufacturers and trade involved are assumed to be familiar with their requirements. The Engineer will furnish, upon request, information'as to how copies of the standards referred to may be obtained. 16.3 It is not the intent of the Specifications to limit materials to the product of any Agreement for Construction — Macey Road Reconstruction RPP CIP 23-607 Page 59 particular manufacturer. Where definite materials, equipment and/or fixtures have been specified by name, manufacturer or catalog number, it has been done to set a definite standard and a reference for comparison of quality, application, physical conformity and other characteristics. It is not the intention to discriminate against, or prevent, any dealer, jobber or manufacturer from furnishing materials, equipment and fixtures which, in the judgment of the Engineer, expressed in writing, meet or exceed the characteristics of the specified items. ARTICLE 17 PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS 17.1 No officer or employee of Brazos County, Texas, shall have a financial interest, direct or indirect, in this Agreement or shall be financially interested, directly or indirectly, in the sale of any materials, supplies or services, except on behalf of the County as an officer or employee. Any willful violation of this Article shall constitute malfeasance in office and any officer or employee guilty thereof shall be subject to removal from his office or position. Any violation of this Article with the knowledge, express or implied, of the Contractor or Subcontractors shall render this Agreement voidable by Brazos County. ARTICLE 18 PREVAILING WAGE RATES 18.1 PREVAILING WAGE RATE DETERMINATION 18.1.1 'Chapter 2258, Texas Government Code, Title 10, requires state agencies, cities, counties, independent school districts and all other political subdivisions that engage in construction projects using public funds to include prevailing wage rates in the project bid documents and the construction contract. Agreement for Construction — Macey Road Reconstruction RPP C1P 23-607 Page 60 ARTICLE 19 AUTHORITY TO CONTRACT The County Judge is authorized to execute this Agreement upon the Commissioners Court's approval of the Agreement as set forth in the minutes of the Court's OCT-013C?— [0 , 2023, meeting. This Agreement is entered into in as of the day and year first written above and is executed in at least three (3) original copies of which one (1) is to be delivered to the Contractor, one (1) to the Engineer for use in the administration of the Contract, and the remainder to the Owner. OWNER: BRAZOS COUNTY, TEXAS Brazos County Judge 330 South Texas Ave., Suite 332 Brazos, Texas 77803 CONTRACTOR: KNIFE RIVER CORP. - SOUTH Date: to l l C7I a. 3 Date: l o - 2. - 7- 6 [VENDOR] Agreement for Conslniction— Macey Road Reconstruction W-P CIP 23-607 Page 61 ATTACHMENT "A" MACEY ROAD RECONSTRUCTION REQUEST FOR PROPOSAL CIP 23-607 Agreement for Constriction — Macey Road Reconstruction RFP CIP 23-607 Page 62 .. C� r i i�A ► REQUEST FOR PROPOSALS RFP NO. CIP 23-607 MACEY ROAD RECONSTRUCTION SEALED PROPOSALS TO BE SUBMITTED BEFORE: Tuesday, September 12, 2023 2:00pm CST TO THE: BRAZOS COUNTY PURCHASING DEPARTMENT 200 S. Texas Ave. Suite •352 Bryan, TX 77803 Phone: (979) 3614290 Fax: (979) 361-4293 Respondents, their employees and/or representatives are prohibited from contacting any official or. employee -of Brazos County, except the Purchasing Agent; regarding this solicitation from the issuing• date of the solicitation until scheduled. oral presentations or the date the Brazos County Commissioners Court meets to consider award of the RFP. Any such contact will be grounds for rejection of the vendor's proposal. Jn compliance with this solicitation, the undersigned proposer having examined the solicitation and specifications and being familiar with the conditions to be met, hereby submits the following RFP for .furnishing the material and/or services listed on the attached bid :form and agrees to deliver said items at the locations and for the prices set forth on the bid form.' Company Name: < r C U' !' O. - So Gl T By (Print): /V�/ % G� I'� rs, Title: 11614, Physical Address: 631 D S Ate, f . t c s ig �y //��ynafn-, Lr- !• 2-ro rf Mailing Address: /- O_ f&A- 6 7Lf Telephone: ` "- 3d 1-.21AiFaxV? - 391'.2 %ze E-Mail:lO dAi � . H�� 1��fsal/+�I i�� t • YiGa/: � A. SOLICITATION SCHEDULE A Pre -Proposal Conference will be held in the Brazos County Commissioner's Court located at the Brazos County Administration Building, 200 South Texas Ave, Bryan, Texas 77803 at 2:00 p.m. on Wednesday, August 30, 2023. Release of RFP Advertisement Dates Pre -Proposal Conference Deadline for Questions Proposal Submission Deadline _ Review/Contract Evaluations/Negotiations Anticipated Award Anticipated Construction Start _ Tuesday, August 22, 2023 Tuesday, August 22, 2023 Tuesday, August 29, 2023 Wednesday, August 30, 2023 at 2:00 PM CST Tuesday, September 5, 2023 at 5:00 PM CST Tuesday, September 12, 2023 at 2:00 PM CST �- September October October B. SUMMARY OF WORK The reconstruction of Macey Road from the intersection of FM 974 (Tabor Road) to Old Bundick Road (Phase 1), approximately 6,500 LF, and the reconstruction of Macey Road from the intersection of Old Bundick Road to the Little Cedar Creek Bridge (Phase 2), approximately 7,185 LF. The project includes the following: L Clearing and grubbing of Right of Way and Easement Areas 2. Demolition, mixing, and reuse of approximate existing chip seal and HMAC pavement, base, and subgrade 3. Demolition, mixing, and reuse of existing driveways and the removal of the existing driveway culverts including safety end treatments 4. Earthwork — Cut to fill, import fill 5. Grading of proposed roadway and roadside ditches 6. Installation of new crossing culverts.including headwalls 7. Installation of new driveways and driveway culverts including safety end treatments 8. Installation of Type R Rock riprap and concrete slope paving 9. Installation of approximately 6,500 linear feet (Phase 1) and approximately 7,185 liner feet (Phase 2) of asphalt pavement section 10. Guardrail and Bridge Rail salvage and replacement 11. Striping and signage 12. Traffic Control, Erosion Control, and SWPPP record keeping 13.Other subsidiary items The project has been divided into phases: Brazos County reserves -the right to award only one (1) phase of the project or both phases depending on what the committee decides in evaluation. C. ALTERNATES There are no planned alternates for this project. 21Page D. CONDITIONS OF RFP The following instructions apply to all proposals and become a part of terms and conditions of any bid submitted to the Brazos County Purchasing Department, unless otherwise specified elsewhere in this Proposal. All Contractors are required to be informed of these Terms and Conditions and will be held responsible. for having done so: Definitions: In order to simplify the language throughout this proposal, the following definitions shall apply: a. BRAZOS COUNTY - Same as County. b. COMMISSIONERS' COURT - The elected officials of Brazos County, Texas given the authority to exercise such powers and jurisdiction of all county business as conferred by the State Constitution and Laws. c. CONTRACT - An agreement between the County and a Vendor to furnish supplies And/or services over a designated period of time during which repeated purchases are made of the commodity specified. d. CONTRACTOR - The successfulContractor(s) of this proposal request. e. COUNTY - The government of Brazos County, Texas and its authorized representatives. f. SUB -CONTRACTOR - Any contractor hired by the Contractor or Supplier to furnish materials and services specified in this proposal request. g. SUPPLIER - Same as Contractor 2. Brazos County will follow the Texas Local Government Code, Chapter 262.030 for this RFP process. The proposals will be opened on the date and time mentioned above and only the names of the proposers will be read aloud. The proposals will be distributed to the evaluation committee and this committee will evaluate each proposal according to the criteria set forth in this RFP. The committee will determine how many of the top evaluated firms will be negotiated with depending on the scores and other factors at the discretion of Brazos County. If the County chooses, these top scoring firms will be given an opportunity to present potential value engineering or cost saving suggestions to the County. All firms will be accorded fair and equal treatment with respect to any opportunity for discussion and revision of proposals and no pricing will be shared with any of the firms at any time until after an award is made and contract is approved by Commissioners' Court. A best and final offer will be requested including any revisions and allowing for a revision of the completion timeframe for inclusion into the final contract. 3. Upon acceptance and approval by the Commissioners' Court, this proposal will be made part of the contract between Brazos County and the successful Contractor for the period designated. 4. Proposals must be received by the Purchasing Department prior to the time and date specified. 5. The County reserves the right to accept or reject in part or in whole, any proposals submitted, and to waive any technicalities for the best interest of the County. 31Page 6. Brazos County shall not be responsible for any verbal communication between any employee of the County and any potential Contractor. Only written specifications and written price quotations will be considered. 7. Brazos County reserves the right to reject any proposals that do not fully respond to each specified item. 8. Should there be a change in ownership or management; the contract shall be canceled unless a mutual agreement is reached with the new owner to continue the contract with its. present provisions and prices. This contract is nontransferable and non -assignable by either party. 9. The County may cancel this contract at any time for any reason, provided a thirty- day written notice is given. 10. The proposal award shall be based on, but not necessarily limited to, the following factors: a. Total cost including the seIected alternates and addenda • . 40% Contractor's fee and all construction costs by line item will be considered with all other criteria to determine best value to the project. The lowest'proposal price of all the proposals becomes the standard by which all price proposals are evaluated. b. Completion time 15% Howmany days it will take to reach substantial completion of the project. The lowest construction time proposal of all the proposals become the standard by which all the time proposals are evaluated. c. Past performance on similar proiects of size and scope 10% Proposer's specific experience on like projects. Consideration will be given to the number and type of like projects completed. d. Overall Experience of Proiect Manager & Superintendent 20% Proposer's direct management personnel experience. Points are awarded based on the qualifications of proposer's Project Manager and Superintendent. e. Resource Availability 15% Listing of personnel and company owned or leased equipment. Provide other resources available. 11. Although the cost is an essential part of the proposal, Brazos County is not obligated to award a contract on the sole basis of cost. 12. Acceptance of work provided shall be made by the County at the sole discretion of the Commissioner's Court when all terms and conditions of the contract and specifications have been met to its satisfaction, including the submission to the County of any and all documentation as may be required. 13. Title and Risk of Loss of the goods shall not pass to Brazos County until the County actually accepts and takes possession of the goods at the point or points of delivery. 14. This agreement shall be governed by the Uniform Commercial Code as adopted in the State of Texas as effective and in force on the date of this agreement. 41Page 15. No proposal may be withdrawn after opening time without acceptable reason and with the approval of Purchasing Agent. 16..Proposals will not be considered if submitted by telephone, fax, or any other. means of rapid dispatch, nor will .a proposal be considered if submitted to any other person or department other than specifically instructed. 17. All proposals shall be submitted in accordance with the instructions contained herein. Brazos County will not be liable for any information received through other websites or sources of information. It is the sole responsibility of the vendor to verify the accuracy of information received from sources other than Brazos County. It is recommended that the respondent check the Brazos Valley e-Marketplace Chttps://brazosbid.ionwave.net) for addenda prior to submitting their proposal. 18. There is no expressed or implied obligation for Brazos County to reimburse responding service providers for any expenses incurred in preparing proposals in response to this request. 19. Proposals must show full company name, mailing address and telephone number and be manually signed by an authorized sales or quotation representative of the Contractor. 'Company name and authorized signature shall appear in each space provided. The Contractor must include Employer Identification -Number or Social Securifv Number and signature for the proposal to be valid 20. The Contractor shall be responsible for following all provisions of Chapter 2258 of the Government Code relating to the payment of prevailing wages. The wage rates to be. used are included in Exhibit A attached. A contractor or subcontractor who violates this section shall pay to Brazos County $60 for each worker employed for each calendar day or part of the day that the worker is paid less than the wage rates stipulated on Exhibit A. 21. The proposal specifies the number of consecutive calendar days . required to reach substantial completion of the project under normal conditions. Failure to comply with completion time will be considered reason enough to enforce liquidated damages and/or cancel the contract. If the job cannot be completed within the terms of the contract as determined by Brazos County, Brazos County will suffer further Joss. Contractor and Contractor's Surety shall be liable for and shall pay Owner stipulated and fixed sums, hereinafter agree to as liquidated damages, for each additional calendar day of delay past the thirty (30) days stated in.the contract: two hundred fifty dollars ($250.00). It is understood that said sum shall be considered liquidated damages and shall not be considered as a penalty against the Contractor. 22. Proposals must specify the number of consecutive calendar days required to reach substantial completion of the project under normal conditions. Failure to specify completion time or failure to comply with completion time will be considered reason enough to cancel the contract. 51Page 23. Proposals must be submitted on units of quantity specified. In the event of errors in extended prices the unit price shall govern. In the event of a discrepancy between the numbers given for the price and the word form of the price, the word form shall govern. Any suggested change in quantity on the part of the bidder to secure better price or delivery is welcomed .and may be given consideration provided that the bidder also bids on the quantity specified. 24. It is our policy not to furnish proposal results over the phone. Proposal results and tabulation sheets will be posted on Brazos County website after it is awarded by Commissioners Court. 25. This Proposal will be made part of any resulting contract the County may enter into. The terms and conditions of the County contained in this RFP or the plans for this RFP shall supersede those of the vendor in the event of a conflict. 26. If any provision of this contract 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 contract 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. 27. No oral statements of any person shall modify or otherwise change or affect the terms, conditions or specifications. All change orders to this agreement shall be made in writing and shall not be effective unless signed by an authorized representative of Brazos County. E. SPECIAL PROVISIONS 1. Proposers with questions regarding the proposal should submit them in writing via the Brazos Valley 'e-Marketplace at https://brazosbid.ionwave.net. 2. Fill out the proposal completely, identify the proposal name and number on the outside and return it to the Brazos County Purchasing Department, Administration Building 200 South Texas Ave., Suite 352, Bryan, Texas 77803 prior to the submission deadline. The proposal is invalid. if it is not deposited at the designated location prior to the time and date advertised, or prior extension issued by the County. 3. All proposals shall be prepared on the bid forms located on the Brazos Valley e- Marketplace County web site https://brazosbid.ionwave.net. The proposer must put the proposal number and name on the front of the envelope before mailing it to the Purchasing Department. 4. In addition to the County's proposal form, all proposals shall be accompanied by a Contractor's Qualification Statement (AIA Document A-305 or equal) listing five (5) like projects, along with the project's owner and engineer contact information on each project. Please note key individuals means Project Manager and Superintendent for this project. Please be specific on the project commitments in progress and future planned commitments to comply with the requests of this RFP. 61Page 5. During the evaluation process, Brazos County reserves the right, in the best interest of the County, to request additional information or clarification from Contractors. 6. The contract shall be awarded to the responsible Contractor whose proposal is determined to be the best evaluated offer. 7. Your response to this proposal should be clear and concise addressing all requirements listed above and any other factors not specifically mentioned which would be advantageous to Brazos County. 8. Performance Standards: a. All services contracted herein shall be done in a courteous and orderly manner. All Contractor personnel shall be appropriately dressed at all times while on the property. b. The personnel performing the services contracted herein shall be under the sole responsibility and the employ of the Contractor. c. All materials and equipment brought to the site are the full responsibility and liability of the Contractor until removed from the site as required. d. Unless otherwise specifically noted, the Contractor shall provide and pay for all labor, materials, equipment, tools, transportation,, and other facilities and services necessary for the proper execution and completion of the work herein contracted to be done. e. The Contractor shall give all notices and comply with all laws, ordinances, rules, -regulations, and order of any public authority in connection with the performance of the work herein to be done. f. The Contractor shall be responsible for initiating, maintaining, and supervising appropriate safety precautions and programs in connection with the work herein contracted to be done. The Contractor shall take all reasonable precautions for safety of, and shall provide all reasonable protection to prevent damage, injury or loss to: (1) all employees on the project and other persons who may be affected thereby, (2) the project and all materials and equipment to be incorporated therein, and (3) other property at the site or adjacent thereto. g. Contractor will be responsible for immediate notification of all damage to the property by the Contractor or its representative(s). F. TRADE SECRETS, CONFIDENTIAL INFORMATION AND THE TEXAS PUBLIC INFORMATION ACT 1. Brazos County, Texas is subject to the Texas Publication Information Act, Chapter 552, Texas Government Code. Proposals submitted to Brazos County, Texas in response to this RFP are subject to release by the County as public information. If the Proposer believes that the Proposal response, or part of it are confidential, as proprietary information, (s)he must specify that either all or part is excepted and provide specific and detailed justification for its claim of confidentiality. Vague and general claims to confidentiality are not acceptable. All Proposals or parts of the Proposals which are not marked as confidential will be considered public information after a contract has been awarded. The successful Proposal may be considered public information even though parts are marked confidential. 2. Brazos County, Texas assumes no responsibility for asserting legal arguments on behalf of Proposers. Proposers are advised to consult with their legal counsel concerning 71Page disclosure issues resulting from this proposal process and to take precautions to safeguard trade secrets and other proprietary information. 3. Marking your entire Proposal CONFIDENTIAL/PROPRIETARY is not in conformance with the Texas Public Information Act. 4. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the contractor or vendor agrees that the contract can be terminated if the contractor or vendor knowingly or intentionally fails to comply with a requirement of that subchapter. This provision is mandatory and may not be altered or deleted, as required by Sec. 552.372(b) of the Texas Government Code. G. CONFLICT OF INTEREST 1. The Proposer shall not offer or accept gifts or anything of value nor enter into any business arrangement with any employee, official, or agent of Brazos County. 2. By signing and executing this Proposal, the Proposer certifies -and represents to the County the Proposer has not offered, conferred or agreed to confer any pecuniary benefit or other thing of value for the receipt of special treatment, advantage, information, recipient's decision, opinion, recommendation, vote or any other exercise of discretion concerning this Proposal. 3. With the exception of interviews and other contacts initiated by Brazos County relevant to the selection -process, Proposers, their employees or representatives, are prohibited from contacting any official or employee of Brazos County, except the Purchasing Agent, be grounds for rejection of the vendor's proposal. H. ADDENDA AND MODIFICATIONS 1. Any changes, additions or clarifications to the RFP will be made by numbered addenda and must be acknowledged in the Proposal. 2. Any firm in doubt as to the meaning of any part of these requirements may request an interpretation thereof from the Purchasing Agent. At the request of the Proposer, or in the event the Purchasing Agent deems the interpretation to be substantive, the interpretation will be made by written addendum issued by the Purchasing Department. Such addendum will be posted on the Brazos Valley e-Marketplace and will become a part of the Proposal package, having the same binding effect as provisions of the original Proposal. No verbal explanation or interpretations will be binding. In order to have a request of interpretation considered, the request must be submitted in writing and must be received by the Purchasing Department no later than the question deadline. 3. All addenda, amendments, and interpretations of this solicitation shall be in writing. Brazos County shall not be legally bound by any amendment or interpretation that is not in writing. Only information supplied by the County in writing or in this RFP should be used in preparing Proposal responses. 8 1 Page 4. The County does not assume responsibility for receipt of any addendum sent to Proposers. 5. AlI addenda must be acknowledged on this form. 6. The Commissioner's Court delegated the right and responsibility for issuing any and all addenda to the Purchasing Agent. I. EXAMINATION OF DOCUMENTS AND REQUIREMENTS 1. Each Proposer shall carefully examine all RFP documents and be thoroughly familiar with all requirements prior to submitting a Proposal. 2. Before submitting a Proposal, each Proposer shall be responsible for making all investigations and examinations that are necessary to ascertain conditions and requirements affecting the requirements of the RFP. Failure to make such investigations and examinations shall not relieve the Proposer of the obligation to comply, in every detail, with all provisions and requirements of the RFP. J. TAXES Brazos County is tax exempt. Tax exemption certificates will be executed by the County upon request. K. INSURANCE The Contractor shall procure and maintain at its sole cost and expense for the duration of this Agreement -insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Contractor, its agents, representatives, volunteers, employees or subcontractors. The Contractor's insurance coverage shall be primary insurance with respect to the County, its officials, employees and volunteers. Any insurance or self-insurance maintained by the County, its officials, employees or volunteers shall be considered in excess of the Contractor's insurance and shall not contribute to it. Further, the Contractor shall include all subcontractors as additional insured under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein. All Certificates of Insurance and endorsements shall be furnished to the County's Representative and approved by the County before work commences. Standard Insurance Policies Required: a. Commercial General Liability Policy b. Automobile Liability Policy c. Worker's Compensation Policy General Requirements applicable to all policies: a. Only insurance carriers licensed and admitted to do business in the State of Texas will be accepted. b. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. c. "Claims Made" policies will not be accepted. 91Page d. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to Brazos County. e. All insurance policies shall be furnished to Brazos County upon request. 1. COMMERCIAL GENERAL LIABILITY a. General Liability insurance shall be written by carrier with an A:VIII or better rating in accordance with the current Best Key Rating guide. b.Minimum Combined Single Limit of $1,000,000.00 per occurrence for bodily injury and property damage. c. No coverage shall be deleted from the standard policy without notification of individual exclusions being attached for review and acceptance. d. Excess Liability. Umbrella Policy in the amount of not less than $2,000,000.00 will be provided at the Contractors expense. e. Brazos County shall be named as additional insured on Contractors insurance. "Texas Waiver of Our Right to Recover From Others Endorsement" shall -be included in this policy. (Waiver of Subrogation) 2. AUTOMOBILE LIABILITY a. General Liability Insurance shall be written by a carrier with an A:VIII or better rating in accordance with the current Best Key Rating Guide. b. Minimum Combined Single Limit of $600,000.00 per occurrence for bodily injury and property damage. 3. WORKER'S COMPENSATION INSURANCE Pursuant to the requirements set forth in Title 28, Section 110.110 of the Texas compensation insurance policy; either directly through their employer's policy (the Contractor's or subcontractor's policy) or through an executed coverage agreement on an approved TWCC form. Accordingly, if a subcontractor does not have his or her own policy and a coverage agreement is used, Contractors and subcontractors must use that portion of the form whereby the hiring contractor agrees to provide coverage to the employees of the subcontractor. The portion of the form that would otherwise allow them not to provide coverage for the employees of an independent contractor may not be used. The worker's compensation insurance shall include the following terms: a. Employer's Liability limits of $500,000.00 for each accident is required. b. "Texas Waiver of Our Right to Recover From Others Endorsement" shall be included in this policy. (Waiver of Subrogation) Pursuant to the explicit terms of Title 28, Section 110.110 ( c ) (7) of the Texas Administrative Code, the bid specifications, this Agreement, and all subcontracts on this Project must include the following terms and conditions in the following language, without any additional words or changes, except those required to accommodate the specific document in which they are contained or to impose stricter standards of documentation: a. Definitions: -------- 10 1 Page. i. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self -insure issued by the Texas Worker's Compensation Commission, or a coverage agreement )TWCC-81), TWCC-83, or TWCC-84), showing statutory worker's compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. LI. Duration of the project - includes the time from the beginning of the work on the project until the Contractor's/person's work on the project has been completed and accepted by the governmental entity. iii. Persons providing services on the project "subcontractors" in section 406.096 {of the Texas Labor Code}- includes all persons or entities performing all or part of the services the Contractor has undertaken to perform on the.project, regardless of whether that person has employee's. This includes, without limitation, independent Contractors, subcontractors, leasing companies, motor carriers, owner -operators, employees of any such entity or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. b. The Contractor shall provide coverage, based on the proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011 (44) for all employees of the Contractor providing services on the project, for the duration of the project: c. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. d. It the coverage period shown on the Contractor's current certificate of coverage ends during the duration of the project, the Contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. e. The Contractor shall obtain from each person providing services on a project, and provide to the governmental entity: i. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file providing services on the project, and certificates of coverage showing coverage for all person; and ii. no later than seven calendar days after receipt by the Contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. f. The Contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. g. The Contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 calendar days after the Contractor knew or should have known, or any change that materially affects the provision of coverage of any person providing services on the project. 11 1 Page h. The Contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. i. The Contractor shall contractually require each person with whom it contracts to provide services on a project, to: i. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreement, that meets the statutory requirements of Texas Labor Code, Section 401.011 (44) for all of its employees providing services on the project, for the duration of the project; ii. provide to the Contractor, prior to that person beginning work on the project, a certificate. of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; iii. provide the Contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. iv. obtain from each other person with whom it contracts, and provide to the Contractor: (a) a certificate of coverage, prior to the other person beginning work on the project; and (b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; v. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; vi. notify the governmental entity in writing by certified mail or personal delivery, within 10 calendar days after the person know or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and vii. contractually require each person with whom it contracts, to perform as required by'paragraphs (a)-(g), with the certificates of coverage to be provided to the person for whom they are providing services. j. By signing this contract, or providing, or causing to be provided a certificate of coverage, the Contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier, or, in the case of a self -insured, with the commission's Division of Self -Insurance regulation. Providing false or misleading information may subject the Contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. 4. CERTIFICATES OF INSURANCE Certificates shall be prepared and executed by the insurance company or its authorized agent, and shall contain the following provisions and warranties: a. The company is licensed and admitted to do business in the State of Texas. 12 1 Page b. The insurance policies provided by the insurance company are underwritten on forms that have been provided by the Texas State Board of Insurance or ISO. c. All endorsements and insurance coverage according to requirements and instructions contained herein. d. The form of the notice of cancellation, termination, or change in coverage provisions to Brazos County. e. Original endorsements affecting coverage required by the section shall be furnished with the certificates of insurance. L. COMPLIANCE WITH LAW The Contractor's work and materials shall comply with all state and federal laws, municipal ordinances, regulations, and directions of inspectors appointed by proper authorities having jurisdiction. The Contractor shall perform and require all subcontractors to perform the work in accordance with applicable laws, codes, ordinances, and regulations of the State of Texas and the United States and in compliance with OSHA and other laws as they apply to its employees. In the event any of the conditions of the specifications violate the code for any industry, then such code conditions shall prevail. The Contractor shall follow all applicable state and federal laws, municipal ordinances, and guidelines concerning soil erosion and sediment control throughout the Project and warranty term. M. SAFETY PRECAUTIONS Safety precautions at the site are a part of the construction techniques and processes for which the Contractor shall be solely responsible. The Contractor is solely responsible for handling and use of hazardous materials or waste, and informing employees of any such hazardous materials or waste. The Contractor shall provide copies of all hazardous materials and waste data sheets to the Bryan Fire Department marked "Attu.: Assistant Chief'. The Contractor has the sole obligation to protect or warn any individual of potential hazards created by the performance of the work set forth herein. The Contractor shall, at its own expense, take such precautionary measures for the protection of persons, property, and the work as may be necessary. The Contractor shall be held responsible for all damages to property, personal injuries and/or death due to failure of safety devices of any type or nature that may be required to protect or warn any individual of potential hazards created by the performance of the work set forth herein; and when any property damage is incurred, the damaged portion shall immediately be replaced or compensated for by the Contractor at its own cost and expense. N. INDEMNITY To the fullest extent permitted by law, the Contractor agrees to and shall indemnify, 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 every kind, including all expenses of litigation, court costs, and attorney's fees for injury to or death of any person, for damage to any property, or for any breach of contract, arising out of or in connection with the work done by the Contractor under this Contract, provided that any such claim, loss, damage, cause of action, suit or liability is caused in whole or in part by an act or omission of the --=---------------------- --- --- -------------------------------- 13 1 Page Contractor, any subcontractor, or any person, organization directly or indirectly employed by any of them to perform or furnish work on the Project. This indemnity shall apply regardless of whether such injuries, death, damages, or breach are caused in part by the negligence or omission of the County, any other party indemnified hereunder, the Contractor, or a third party. The indemnification shall include but not be limited to the following specific instances: a. In the event the County is damaged due to the act, omission, mistake, fault or default of the Contractor, then the Contractor shall indemnify and hold harmless and defend the County for such damage. b. The Contractor shall indemnify and hold harmless and defend .the County from any claims for payment for goods or services brought by any material suppliers, mechanics, laborers, or other subcontractors. c. The Contractor shall indemnify and hold harmless and defend the County from any and all injuries to or claims to adjacent property owners caused by the Contractor, its agents, employees and representatives. d. The Contractor shall be responsible for any damage to the floor, walls, etc., caused by the Contractor's personnel or equipment. e. The Contractor shall also be responsible for the removal of all related debris. f. The Contractor shall also be responsible for subcontractors hired. g. The Contractor shall indemnify, hold harmless, and defend the County from any liability caused by the Contractor's failure to comply with applicable federal, state, or local regulations, that touch upon or concern the maintenance of a safe and protected working environment and the safe use and operation of machinery and equipment in that working environment, no matter where fault or responsibility lies. The indemnification obligations of the Contractor under this section shall not extend to include the liability of any architect, their consultants, and agents or employees of any of them arising out of (1) the preparation or approval of maps, drawings, opinions, reports, surveys, change orders, designs or specifications, or (2) the giving of or the failure to give directions or instructions by the architect, their consultants, and agents and employees of any of them, provided such giving or failure to give is the primary cause of the injury or damage. O. RELEASE The Contractor assumes full responsibility for the work to be performed hereunder, and hereby releases, relinquishes, and discharges the County, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to or death of any person (whether employees of either party or other third parties) and any loss .of or damage to any property (whether property of either of the parties hereto, their employees, or of third parties) that is caused by or alleged to be caused by, arising out of, or in connection with the Contractor's work to be performed hereunder. This release shall apply regardless of whether said claims, demands, and causes of action are covered in whole or in part by insurance, and in the event of injury, death, property damage, or loss suffered by the Contractor, any subcontractor, or any person or organization directly or indirectly employed by any of them to perform or furnish work on the project, this release shall apply regardless of whether such injury, death, loss, or damage was caused in whole or in part by the negligence of the County. 14 1 Page P. BONDING REQUIREMENTS 1. Alf bidders must submit, with proposal, a cashier's check or certified check for at least' five percent (5%) of the total bid price, payable to the order of Brazos County or a Bid Bond in the same amount issued by a surety, acceptable to Brazos County, authorized to do business in the- State of Texas, as a guarantee that the Bidder will do the work described herein at the rates stated herein. Unsuccessful bidder's Cashier's Check or Certified Check will be returned after a written request to do so has been received by the Purchasing Agent. 2. The successful bidder must provide to the Purchasing Department, a performance bond and a payment bond, each in the amount of 100% of the total contract sum within ten (10) calendar days after receipt of notification of bid award. Such bonds shall be executed by a corporate surety duly authorized and admitted to do business in the State of Texas and licensed in the State of Texas to issue surety bonds with a Best Rating "A" or better. BRAZOS COUNTY RESERVES THE RIGHT TO ACCEPT OR REJECT ANY SURETY COMPANY PROPOSED BY THE BIDDER. IN THE EVENT BRAZOS- REJECTS THE PROPOSED SURETY COMPANY THE- BIDDER WILL BE AFFORDED FIVE (5) ADDITIONAL DAYS TO SUBMIT THE REQUIRED BONDS ISSUED BY A SURETY COMPANY ACCEPTABLE TO BRAZOS COUNTY. Q. PROPOSAL SUBMITTAL 1. The Proposer shall submit the proposal on the forms enclosed on the Brazos County web site. All blank, spaces in forms shall be correctly filled in by typewriter or manually in ink and the bidder shall state the prices. 2. If a proposal is submitted by an individual, his name must be signed by him or his duly authorized agent. If the proposal is submitted by a firm, association, or partnership, the name and address of each member must be, given, and the proposal must be signed by an official or duly authorized agent. 3. The Proposer shall submit one (1) original of completed RFP with appropriate signature(s). This should include any pricing (Exhibit B and/or Exhibit C), references, specified qualifications, etc. The Proposer shall also submit and five (5) copies of the qualification statements in their proposal packet. 4. By signing the certification below, the vendor verifies that all plans and specifications have been' reviewed and are considered in the pricing attached. Prior to award, the vendor also completes the Verification of No Delinquent Taxes or Fees form (V.T.C.A. LOCAL GOVERNMENT CODE §262.0276), Legislative Certification Form, and the Disclosure of Interested Parties (1295). These are all available on the Brazos County Purchasing website. List of Exhibits that vendor has confirmed they have reviewed before signing submitting this response: a. Exhibit A: Prevailing Wage Rates b. Exhibit B: Bid Form — Phased c. Exhibit C: Bid Form — All d. Exhibit D: Plans 15 1 Page e. Exhibit E: Specifications f. Exhibit F: Geotech Report g. Exhibit G: County Construction Agreement 6. By submitting a response to this RFP, the proposer is agreeing to sign the County's Construction Agreement, Exhibit G attached. 7. The following items should be completed and included in your bid submission. Failure to include. these items will disqualify your bid. a. Completed and signed RFP including: i. References (Section S) ii. Certifi_ cation'of Proposal (Section V) b.Bid Bonds e. Exhibit B and/or Exhibit C — Pricing Form R. PRICING Complete Exhibit B and/or Exhibit C attached and submitted with the proposal. S. REFERENCES Respondents shall provide a list of at least five (5) references, where work comparable in quality and -scope to that specified has been performed within the past five (5) years. This list should include the names, phone number and email of the company/entity for which the prior work was performed to contact these references. References received on previous solicitations for similar size and scope in the previous six (6) months may be considered in lieu of obtaining a new reference check. A negative reference may be grounds for disqualification of bid. Respondents are not allowed to use Brazos County as a reference. Company/Entity: 1 s/ O .�/G! h Contact: Phone: '7 % 7— .2 y5r%DO Email: SIB nC [ ep b Pgn rX. 94!/ Company/Entity: Contact: Ash % loll Phone: 21 — 7 / , f — / 'T .lam% Email: h ley- � !t Q �x !pq 16-j Page Company/Entity: k/,* / ke N L d" n T Y Contact: , ewu ✓ G J, erah pf�Y/ fjl 9 !;7 ace 141 n q Phone: �,j -�� % 4 7,933 Email: _ � �% � L► f? Q �l�y�C/1,� r'n ,cc i"t it y Go/s? Company/Entity: rx A�T — GsG© AS" r, G Contact: 5144li e h /I'605 fle 'Phone:— .J'73 �" ✓ � %� Email: �rLf ��b/7�11. j5yskcdr %f fX'clOf SOY Company/Entity: zX U a/ " G cef `! (f7 P-fkf,r,cjor Contact: �.SS� ,j j „f O© Phone: I� — 6�3 ' 7 ✓ �1 Email: J �S,�C . J�iS Cod hap/,p 17 1 Page BID FORM 100% Construction Documents . Macey Road Reconstruction Phase 1 - From FM 974 to Old Bundick Rd Phase 2 - From Old Bundick Rd to Little Cedar Creek Pavement, Earthwork and Storm GESSNER Gessner Engineering, LLC ENGINEERING July 26, 2023 GE Job # 21-1504401 GLS Job #: 619020. - "` Genetalafe'ms:= P.hase'1_`.'. Item # Item Quantity Units Unit Cost Total 100 Mobilization, Bonds, and Insurance 1 LS 189',000.00 189,000.00. 101 Traffic Control 1 LS 119,000.00 119,000.00 102 Erosion Control (SWPPP), Including Hydroseed all Disturbed Areas, and Permanent Rock Dams 1 LS 85,400.00 86,400.00 103 Temporary Mailboxes 17 EA 82.00 1,394.00 104 Permanent Single Mailbox 15 EA 480.00 7,200.00 105 Permanent Double Mailbox 2 EA 510.00 1,020.00 106 Si na e, Complete in Place 10• EA 974.00 9,740.00 107 Stop Bars, Complete in Place 2 EA 149.00 298.00 .108 Centerline Striping with Raised Markers, Complete in Place 6,700 LF 1.59 10,653.00 109 Shoulder Striping, Complete in Place 13,400 LF 0.71 19,514.00 Sub Total - General Items - Phase 1 $ 433,219.00 _ Demolition_=. Phase 1 Item # Item Quantity Units Unit Cost Total 200 Remove Existing Driveway Culverts 18" or Smaller Includes Headwalls 371 LF 21.00 7,791.00 201 Remove Existing Dirveway Culverts bigger than 18" Includes Headwalls 370 LF 21.00 7,770.00 202 Remove Existing Crossing Culverts 48" or smaller 40 LF 28.00 1,120.00 203 Demolition of Existing HMAC Pavement and Existing Driveways (Mix & Mill) and base material, Stockpile on Site (STA 2+14 to STA 4+00 and STA 65+17 to STA 67+17) ' 2,020 SY 0.69 1,393.80 204 Demolition of existing HMAC Pavement and Base Material & Existing Driveways & Base Material (Pulverize & Mix) 17,989 SY 1.38 24,824.82 205 Preparing, Clearing and Grubbing of ROW Includes the removal of any trees in the ROW and trimming of limbs 1 LS 8,000.00 8,000.00 206 Remove Existing Traffic Signa a 10 EA 143.00 1,430.00 Sub Total - Demolition - Phase 1 $ 62,329.62 _.. Storm_and;•Draina e,PFiase•1.... = . :.: .. :. . ....:. :... Item # Item Quantity Units Unit Cost Total 300 15" RCP Type III (Including Cement Stabilized Structural Backf11), Com leteln Place 24 LF 132.00 3,168.00 301 18" RCP Type III (Including Cement Stabilized Structural Backfll), Complete in Place 774 LF 99.75 77,206.50 302 24" RCP Type III (Including Cement Stabilized Structural Backrill), Complete in Place 352 LF 130.00 45,760.00 303 36" RCP Type III (Including Cement Stabilized Structural Backrll per detail), Complete in Place 128 LF 236.00 30,208.00 304 15" 6:1 SETS PSET-SP Complete in Place 2 EA 900.00 1,800.00 305 18" 6:1 SETS PSET-SP , Complete in Place 32 EA 1,076.00 34,432.00 306 24" 4:1 SETS PSET-SP , Complete in Place 4' EA 2,596.00 10,384.00 307 24" 6:1 SETS PSET-SP , Complete in Place 18 EA 2,600.00 46,800.00 308 36" 41 SETS PSET-SP , Complete in Place 4 EA 4,000.00 16,000.00 309 Concrete Headwall for 1 — 36" RCP-Crossin CulvertComplete in Place per TxDOT Detail 2 EA 22,900.00 45,800.00 310 4" Concrete Slope Paving, Complete in Place 209 SY 193.75 19,593.75 Sub Total - Storm and Draina e . Phase 1 $ 331,162.26 .Pavement and Eartli WorK;=:Phase 1- .... • ..:., ' ' ' Item # Item Quantity Units Unit Cost Total . 400 Earthwork - Recompact and Restabilize Existing Base Material From Stockpile to Proposed Road STA 2+14 to STA 4+00 and STA 65+17 to STA 67+17 Z020 SY 4.63 9,352.60 401 6" Lime for Stabilization Assume 6% by Weight) 33 TON 314.00 10,362.00 402 6" Lime Stabilization of Subgrade w/ Compaction (does not include cost of lime) 2,020 SY 14.99 30,279.80 403 Earthwork - Cut to Fill, Design Grades In Place Z197 i CY 129.20 64,152.40 404 Earthwork - General Fill to Design Grades Haul in, In Place 3,698 1 CY 114.75 54,545.50 405 8" Cement Stabilization of Subgrade w/ Compaction (does not include cost of cement) 23,740 SY 1.60 37,984.00 406 Cement for Stabilization of Subgrade w/ Compaction (Assume 4% by weight) 342.00 'TON 237.00 81,054.00 407 6" - Type B HMAC Base, Complete in Place 21,546 SY 37.32 804,096.72 408 4" - Type C HMAC, Complete in Place 20,814 SY 124.99 520,141.86 409 4" - Crushed Limestone Base or Reclaimed Base for Driveways & Mailbox Turnouts, Complete in Place Z955 SY 17.14 50,648.70 410 2" - Type C HMAC Surface for'Driveways & Mailbox Turnouts, Complete in Place Z955 SY 32.27 95,357.85 Sub Total.- Pavement and Earth Work - Phase 1 $ 1,757,975.43 ....Ypf.r:omOwnerAitwces(onlsed after aPProyl _.d •Bey anrazosCountY' ) - 600 2.0'x6" Concrete Pilot Flumes Complete in Place 25 SY 211.00 5,275.00 601 Type R Rock Rip Rap, 200-2501b, Hand Placed and Grouted (18 Embedment) for Crossing Culverts, Complete in Place 40 CY 220.00 8,8.00.00 602 Additional Cement Stabilized Sand, Complete in Place 100 CY 182.00 18,200.00 603 Flowable fill, Complete in Place 50 CY 138.00 6,900.00 .604 Earthwork - Remove and Replace Unsuitable Soils and Material with Select Fill Including Compaction (in Place). Limits of Remove and Replace to be Approved by Engineer Prior to Initiating Work. 150 CY 31.00 . 4,650.00 605 Earthwork - Remove and Replace soils and materials with cement stabilized sand (In Place). Limits of Remove and Replace to be approved by Engineer prior to linitiating work 150 CY 126.00 18,900.00 Sub Total - Owner Allowance - Phase 1 162,725.00 Construction Cost - Phase 1 $ 2,637,401.30 Brazos County Contingency $ 150,000:00 Total Construction Cost- Phase I. $ 2,787,401.30 Calendar'Days for Substantial Completion - Phase 1 $ 85.00 -: - 'Generatltems'•=_Phise 2 _`t: f, °' Item # Item Quantity Units Unit Cost Total 700 Mobilization, Bonds, and Insurance 1 LS $ 186,000.00 $ 186.000.'00 701 Traffic Control 1 LS $ 113,500.00 .$ 113,500.00 702 Erosion Control (SWPPP), Including Hydroseed all Disturbed Areas, and Permanent Rock Dams 1 LS $ - 119,000.00 $ 119,000.00 703 Temporary Mailboxes 17 EA $ 82.00 $ 1,394.00 704 Permanent Single Mailbox 17 EA $ 480.00 $ 8,160.00 705 Culvert Markers Complete in Place 4 EA $ 165.00 $ 660.00 706 Si na e, Complete in Place 5 1 EA $ 915.00 $ .4,576.00 707 Centerline Striping with Raised Markers, Complete in Place 7,200 1 LF $ 1.59 $ 11,448.00 708 Shoulder Striping, Complete in Place 14,400. LF $ 0.71 $ 10,224.00 Sub Total-- General Items - Phase 2 $ 454,961.00 ���`:>g Derriolition-:Pha§e.2•: ��- - - - • ` - Item # Item Quantity Units I Unit Cost Total 800 Remove Existing -Driveway Culverts 18" or Smaller Includes Headwalls 550 LF $ 21.00 $ 11,550.00 801 Remove Existing Dirveway Culverts bigger than 18" Includes Headwalls 461 LF $ 21.00 $ 9.681.00 802 Demolition of Existing HMAC Pavement and Existing Driveways (Mix & Mill) and base material, Stockpile on Site (STA 67+17 to STA 69+17 and STA 131+00 to End) 3,636 SY $ 0.69 $ 2,508.84 803 Demolition of existing HMAC Pavement and Base Material & Existing Drivewa s & Base Material Pulverize & Mix 18,570 SY $ 1.38 $ 25,626.60 804 Preparing, Clearing and Grubbing of ROW Includes the removal of any -trees in the ROW and trimming of limbs 1 LS $ 9,100.00 $ 9,100.00 805 Remove Existing Traffic Si na e 5 EA $ 143.00 $ 715.00 Sub Total - Demolition - Phase 2 $' 59,181.44 Storm.and.Draina' e - Phase 2 : . Item # Item Quantity Units Unit Cost Total 900 18" RCP Type III (Including Cement Stabilized Structural Backfill), Complete in Place 550 LF $ 99.75 $ 54,862.50 901 24" RCP Type III (Including Cement Stabilized Structural Backfill), Complete in Place 488 LF $ 130.00 $ 63,440.00 902 18" 6:1 SETS PSET-SP , Complete in Place 28 EA $ 1,076.00 $ 30,128.00 903 24" 4:1 SETS PSET-SP Complete in Place 30 EA I $ 2,596.001 $ 77,880.00 Sub Total.- Storm and Drainage - Phase 2 $ 226,310.50 P.aveWent'Ahd.Eartfi•Woik'-" Pha§e:2._ Item # I Item I Quantity I Units I Unit Cost Total Earthwork - Recompact and Restabilize Existing Base Material From 1000 Stockpile to Proposed Road STA 67+17 to STA 69+17 and STA 131+00 3,636 SY $ 4.63 $ 16,834.68 to End • 1001 6" Lime for Stabilization Assume 6% by Weight) 59 TON $ 310.00 $ 18,290.00 1002 6" Lime Stabilization of Subgrade w/ Compaction (does not include cost 3,636 SY $ 14.99 $ 54,503.64 of lime 1003 Earthwork - Cut to Fill, Design Grades in Place 3,134 CY $ 29.20 $ 91,512.80 1004 Earthwork - General Fill to Design Grades Haul in, In Place 2,003 CY $ 14.75 $ 29,544.25 1005 8" Cement Stabilization of Subgrade w/ Compaction (does not include 25,530 SY $ 1.60 $ 40,848.00. cost of cement 1006 Cement for Stabilization of Subgrade w/ Compaction (Assume 4% by 368.06 TON $ 237.00 $ 87,216.00 wai ht 1007 6" - Type B HMAC Base, Complete in Place 23,142 SY $ 37.32 $ 863,659.44 1008 4" - Type C HMAC, Complete in Place 22,343 SY $ 24.99 $ 558.351.57 1009 4" - Crushed Limestone Base or Reclaimed Base for Driveways & Z340 SY $ 17.15 $ 40,131.00 Mailbox Turnouts, Complete in Place -1010 2' - Type C HMAC Surface for Driveways & Mailbox Turnouts, Complete Z340 SY $ 32.27 $ 75.511.80 in Place Sub Total - Pavement and Earth Work - Phase 2 $ 1,876,403.18 ' GuirdMIW-.:P.Fiase 2 1100 Softstop End Terminal 50'-9.5" EA Su iy and Install 8 EA $ 4.030.00 $ 32,240.00 1101 Prepare Afea for proposed concrete mow strip (For 1 LS $ 29,000.00 $ 29,000.00 Guardrail 1 and 2 1102 4" Thick Concrete Mow Strip (Guardrail), Complete in Place 675 SY $' 87.37 $ 58,974.75 1103 Reinstall Salvaged Guard Rail on new wood posts per MBGF Detail 873 LF $ 25.80 $ 22,523.40 1104 Reinstall Salvaged Guard .Rail on New I Beam Steel Posts @ Ex Culvert 295 LF $ 87.75 $ 25,886.25 Crossin s Der MBGF Detail 1105 Object Delineators for Culverts Complete in Place a Guardrails 12 EA $ 82.30 $ 987.60 1106 Remove Metal Beam Guard Fence, Demo Existing Wood & Steel Posts, 1,536 LF $ 3.29 $ 5,053.44• Salvage Guard Rail Demo Surplus Ex Guardrail 1107 Si na a Complete in Place 4 Guardrails 3 EA $ 110.00 $ 330.00 Sub Total-- Guardrails - Phase 2 $ 174,995.44 Owner:gllowances onl .iised'after a ro'yal,f�om-Eri g inee� and Brazos Cdun _ <.. 1200 2.0'x6" Concrete Pilot Flumes Complete in Place 25 SY $ 211.00 $ 5,275.00 1201 Type R Rock Rip Rap, 200-2501b, Hand Placed and Grouted 40 CY $ 220.00 $ 8,800.00. 18" Embedment for Crossing Culverts, Complete in Place 1202 Additional Cement Stabilized Sand Complete in Place 100 CY $ 182.00 $ 18,200.00 1203 Flowable fill Complete in Place 50 CY $ 138.00 $ 6,900.00 Earthwork - Remove and Replace Unsuitable Soils and Material with 1204 Select Fill Including Compaction (In Place). Limits of Remove and 150 CY $ 31.00 $ 4,650.00 Replace to be Approved by Engineer Prior to Initiating Work. Earthwork - Remove and Replace soils and materials with cement 1205 stabilized sand (In Place). 150 CY $ 126.00 $ 18,900.00 Limits of Remove and Replace to be approved by Engineer prior to initiatinp work Sub Total.- Owner Allowance - Phase 2 162,725.00 Construction Cost - Phase 2 $ 2,854,576.56 Brazos County Contingency $ 150,000.00 Total Construction Cost - Phase 2 $ 3,004,576.56 Calendar Days for Substantial Completion - Phase 2 $ 85.00 Summary Construction Cost - Phase I. $ 2,637,401.30 Brazos County Contingency $ 150,000.00 Total Construction Cost - Phase 1 $ 2,787,401.30 Calendar Days for Substantial Completion - Phase 1 $ 85.00 Construction Cost - Phase 2 $ 2,854,576.56. Brazos County Contingency $ 150,000.00 Total Construction Cost - Phase 2 $ 3,004,576.56 Calendar Days for Substantial Completion - Phase 2 $ 85.00 ADDENDUM #1 - BID FORM 100% Construction Documents r Macey Road Reconstruction From FM 974 to Old Bundick Rd & From Old Bundick Rd to Little Cedar Creek GESSNER Pavement, Earthwork and Storm a r. G, M E E R, N G Gessner Engineering, LLC July 26, 2023 GE Jo.b #: 211504-01, GLS Job #:-619020-- jjtoffit. ... G ppe-ra f Item # Item Quantity Units Unit Cost Total 100 Mobilization, Bonds, and Insurance 1 LS 307,000.00 307,000.00 101 Traffic Control 1 LS 201,000.00 201,000.00 Erosion Control (SWPPP), Including 102 . Hydroseed -all Disturbed Areas; and 1 LS 195,300.00 195,300.00 Permanent Rock Dams 103 Temporary Mailboxes 34 - EA 82.00 2,.788.00 104 Permanent Single Mailbox 32 EA 506.00 16,192.00 105 Permanent Double Mailbox 2 EA 476.00 952.00 106 Si na e, Complete in Place 15 EA 834.00 12,510.00 107 Culvert Markers, Complete in Place 4 EA $ 160.00 $ 640.00 108 Stop Bars, Complete in Place 2 EA 147.00 294.00 109 Centerline Striping with Raised Markers, 13,900 LF 1.58 21,962.00 Complete in Place 110 Shoulder Striping, Complete in, Place 27,800 LF 0.71 19,738.00 Sub Total - General Items $ 778,376.00 Demolition - ~ Item # Item Quantity Units Unit Cost Total Remove Existing Driveway Culverts 18" or 200 Smaller 921 LF ' 21.00 19,341.00 Includes Headwalls Remove Existing Dirveway Culverts bigger . 201 than 18" 631 LF 21.00 17,451.00 Includes Headwalls 202 Remove Existing Crossing Culverts 48" or 40 LF 28.00 1,120.00 smaller Demolition of Existing HMAC Pavement and 203 Existing Driveways (Mix & Mill) and base 31392 SY 0.69 2,340.48 material, Stockpile on Site (STA 2+14 to STA 4+00 and STA 131+00 to End) Demolition of existing HMAC Pavement and 204 Base Material & Existing Driveways & Base 36,559 SY 1.38 50,451.42 Material Pulverize & Mix Preparing, Clearing and Grubbing of ROW 205 Includes the removal of any trees in the ROW 1 LS 17,000.00 17,000.00 and trimming of limbs 206 Remove Existing Traffic Si na a 1 15 1 EA 1140.00 12,100.00 Sub Total - Demolition $ 109,803.90 Storr�,and, Item #7 Item TQuant7tYT7 Units Unit Cost Total 300 15" RCP Type HI (Including Cement Stabilized 24 LF 132.00 3,168.00 Structural Backfill), Complete in Place 301 18" RCP Type III (Including Cement Stabilized 1,324 LF 99.75 132,069.00 Structural Backfill), Complete in Place 302 24" RCP Type III (Including Cement Stabilized 840 LF 130.00 109,200.00 Structural Backfill), Complete in Place 36" RCP Type III (Including Cement Stabilized 303 Structural Backfill per detail), Complete in 128 LF 236.00 30,208.00 Place 304 15" 6:1 SETS (PSET-SP), Complete in Place 2 EA 900.00 1,800.00 305 18" 6:1 SETs (PSET-SP), Complete in Place 60 EA 1,076.00 64,560.00 306 24" 4:1 SETs (PSET-SP), Complete in Place 34 EA 2,596.00 88,264.00 307 24" 6:1 SETs (PSET-SP), Complete in Place 18 EA 2,500.00 45,000.00 308 36" 4:1 SETs (PSET-SP), Complete in Place 4 EA 4,000.00 16,000.00 Concrete Headwall for 309 1 — 36" RCP Crossing Culvert w/ Structural 2 EA 22,900.00 45,800.00 Backfill, Complete in Place per TxDOT Detail 310 4" Concrete Slope Paving, Complete in Place 209 SY 193.75 119,593.75 Sub Total - Storm and Drainage $ 555,662.76 lPaverrient and' Earth"Work _.. -- Item # Item Quantity Units Unit Cost Total Earthwork - Recompact and Restabilize 400 Existing Base Material From Stockpile to 3,392 SY 4.60 15,603.20 Proposed Road STA 2+14 -to STA 4+00 and STA 131+00 to End 401 6" Lime for Stabilization (Assume 6% by lWeight) 55 TON 314.00 17,270.00 402 6" Lime Stabilization of Subgrade w/ 3,392 SY 14.99 50,846.08 Compaction does not include cost of lime 403 Earthwork - Cut to Fill, Design Grades (In 5,331 CY 29.20 155,665.20 Place 404 Earthwork- General Fill to Design Grades 5,701 CY 14.75 84,089.75 Haul in, In Place 405 8" Cement Stabilization of Subgrade w/ 49,270 SY 1.60 78,832.00 Compaction (does not include cost of cement) 406 Cement for Stabilization 'of Subgrade w/ 710.00 TON 237.00 168,270.00 Compaction Assume*4% by weight) 407 6" - Type B HMAC Base, Complete in Place 44,688 SY 37.32 1,667,756.16 408 4" - Type C HMAC, Complete in Place 43,157 SY 24.99 1,078,493.43 4" - Crushed Limestone Base or Reclaimed 409 Base for Driveways & Mailbox Turnouts, 5,295 SY 16.99 89,962.05 Complete in Place 2" - Type C HMAC Surface for Driveways & 410 Mailbox Turnouts, Complete in Place 5,295 SY 32.27 170,869.65 Sub Total - Pavement and Earth -Work $ 3,677,657.62 Gua�dr;:`ails Y - - 1100 Softstop End Terminal (50'-9.5" EA) Supply 8 EA $ 4,000.00 $ 32,000.00 and Install 1101 Prepare Area for proposed concrete mow strip 1 LS $ 29,000.00 $ 29,000.00 For Guardrail 1 and 2 110Z 4" Thick Concrete Mow Strip (Guardrail), 675 SY $ 87.37 $ 58,974.75 Complete in Place 1103 Reinstall Salvaged Guard Rail on new wood 873 LF $ 25.54 $ 22,296.42 osts per MBGF Detail Reinstall Salvaged Guard Rail on New I Beam 1104 Steel Posts @ Ex Culvert Crossings per 295 LF $ 86.95 $ 25,650.25 MBGF Detail 1105 Object Delineators for Culverts, Complete in 12 EA $ 82.00 $ 984.00 Place @ Guardrails Remove Metal Beam Guard Fence, Demo 1106 Existing Wood & Steel Posts, Salvage Guard 1,536 LF $ 3.26 $ 5,007.36 Rail, Demo Surplus Ex Guardrail 1107 Si na e, Complete in Place @ Guardrails 3 EA $ 110.00 $ 330.00 Sub Total - Guardrails $ 174,242.78 :Owner:Alloinrarces (onl" used3affer.ap "roval frorii"En "_nee�_and ,Brazos :Coup '' ': _;":= = :• °,_ :.; 600 2.0'x6" Concrete Pilot Flumes, Complete in 50 SY 211.00 10,550.00 Place Type R Rock Rip Rap, 200-2501b, Hand 601 Placed and Grouted 80 CY 220.00 17,600.00 (18" Embedment) for Crossing Culverts, ,Complete in Place 602 Additional Cement Stabilized. Sand, Complete 200 CY 182.00 36,400.00 in Place 603 Flowable fill, Complete in Place 100 CY 138.00 • 13,800.00 Earthwork - Remove and Replace Unsuitable Soils and"Material with Select Fill Including 604 Compaction (In Place). Limits of Remove and 300 CY 31.00 9,300.00 Replace to be Approved by Engineer Prior to 11nitiating Work. Earthwork - Remove and Replace soils and materials with cement stabilized sand (In 605 Place). 300 CY 125.00 37,500.00 Limits of Remove and Replace to be approved by Engineer prior to initiating work Sub Total - Owner Allowance 125,150.00 Construction Cost $ 5,320,892.95 Brazos County Contingency $ 150,000.00 Total Construction Cost $ 5,470,892.95 Calendar Days for Substantial Completion $ 170.00 T. PROPOSAL EVALUATION WAIVER By submitting a proposal or response, each Proposer/offeror indicated below agrees to waive any claim it has or may have against Brazos County (the Owner), Architect, Engineers, Consultants and their respective Commissioners, directors, employees, or agents arising out of or in connection with (1) the administration, evaluation, or recommendation of. any proposal or response (2) any requirement under the Request for Qualification or related documents; (3) the rejection of any proposal or response or any part of any proposal or response; and/or (4) the award of a Contract, if any. The Proposer further agrees the* Owner reserves the right to waive any requirements under the proposal documents or the Contract Documents, with regards to acceptance or rejection of any proposals, and recommendation or award of the contract. Note: The Statement of Affirmation Must be Notarized. STATEMENT OF AFFIRMATION The'undersigned affirms that he/she is duly authorized to execute this waiver by the person(s) or business entity making the proposal. Firm's Name: %j►t 1 I C !1 1�f/'�G r Co /� �yt,.% Address: /0 d o&x 97 If ld :Y-an, rx • 7 ! Proposer's N Position/Title: Proposer's Signature: Date: 4! /8 Subscribed and sworn to me on this j t day of � in the year Zo 2 ?j Notary Public My Commission expires 2�t'4Y �GI� SHANNON DODGEN Notary ID #130587710 My Commission Expires rf ov May 19, 2024 U. ADDENDA The undersigned acknowledges responsibility for all addenda issued prior to closing -date. No addenda will be issued less than 48 hours prior to the solicitation submission deadline. No. 0M No. Date Date Date 18 1 Page V. CERTIFICATION OF PROPOSAL 'The undersigned affirms that they .are duly authorized to execute this contract, that this bid has not been prepared in collusion with any other Contractor, and that the contents of this bid have not been communicated to any other Contractor prior to the official opening. Signed By: Typed Name` .- .1 77!) Company Name: f f nj �Le S 1� Mailing Address: /ba %�031' 6 fi�i �� 6,01 Title: `JT, -- 5oa A i P.O. Box or Street -City State zip Employer Identification Number: /.7Y? �.�' 6 7 61a `O�p�T�,���' QOFr, O� •. uq CORPORATE SEAL IF SUBMITTED BY A' CORPORATION : ? ; U = O END OF RFP NO. CIP 23-607 ` ��`C .�;. :Z By signing below Brazos County agrees that this RFP CIP 23-607 will be av0� t�e,,..•'� ."�•... vendor whose name appears above and both parties agree to the terms and�'�,gndifiPSo`'� contained herein. Q, By: Brazos County Commissioner's Court Date: l 1 &T D 6 t%-Y2_ 01 o2Aa s Attest: Brazos County Clerk 19.1 Page _ Liberty Mutual. SURETY CONTRACTOR: (Name, legal status and address) Knife River Corporation - South P.O. Box 674 Bryan, TX 77806 OWNER: (Name, legal status and address) Brazos County 200 S. Texas Ave, Suite 352 Bryan, TX 77803 Bid Bond SURETY: (Name, legal status and principal place of business) Liberty Mutual Insurance Company 175 Berkeley Street Boston, MA 02116 MAILING ADDRESS FOR NOTICES: BOND AMOUNT: 5% Five Percent of Amount Bid PROJECT: (Nmne, location or address, and Project number, if any) Macey Road Reconstruction, RFP No. CIP 23-607 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Any singular reference to Contractor, Surety, Owner or other par4fshall be considered plural where applicable. The Contractor and Surety are bound to the Owner in the amount set forth above, for the payment of which the Contractor and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, as provided herein. The conditions of this Bond are such that if the Owner accepts the bid of the Contractor within the time specified in the bid documents, or within such time period as may be agreed to by the Owner and Contractor, and the Contractor either (1) enters into a contract with the Owner in accordance with the terms of such bid, and gives such bond or bonds as may be specified is the bidding or Contract Documents, with a surety admitted in the jurisdiction of the Project and otherwise acceptable to the Owner, for the faithful performance of such Contract and for the prompt payment of labor and material furnished in the prosecution thereof; or (2) pays to the Owner the difference, not to exceed the amount of this Bond, between the amount specified in said bid and such larger amount for which the Owner may in good faith contract with another parry to perform the work covered by said bid, then this obligation shall be null and void, otherwise to remain in full force and effect Tlie Surety hereby waives any notice of an agreement between the Owner and Contractor to extend the time in which the Ofter may accept the bid. Waiver of notice by the Surety shall not apply to any extension exceeding sixty (60) days in the aggregate beyond the time for acceptance of bids specified in the bid documents, and the Owner and Contractor shall obtain the Surety's consent for an extension beyond sixty (60) days - If this Bond is issued in connection with a subcontractor's bid to a Contractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. When this Bond has been furnished to comply with a statutory or other legal requirement in the location of the Prof, �4:ilsietd Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions confo,,,, �1,.,,9,, - 5' l� other legal requirement shall be deemed incorporated herein. When so famished, the intent is that this Bond sha o' fed as as 0%(P statutory bond and not as a common law bond. = : O �� : 0Signed and sealed this 12th day of September 2023 : W E C : -�. ; ti SEAL z Knife River Corporation - South �•. Ness) (Contractor as Principal) '�•, •1 �(P. �SgL`) By- oK p a �v A, _D2 . Liberty Mutual Thiess) tr � (Surety) —� 1 By-(yt odrC R. act snit Liberty Mutual Surety vouches that the original text of this document conforms exactly to the text 1 uHs-20e62e0zi21 in AIA Document ASIO-201 0 Edition Bid Bond. 1912 Surety Acknowledgment State of Minnesota } } ss. County of Hennepin } On this 12th day of September 2023, before me personally came Heather R. Goedtel, to me known, who being by me duly sworn, did depose and say that she is the Attorney -in -Fact of Liberty Mutual Insurance Company described in and which executed the above instrument; that she knows the seal of said corporation; that the seal axed to said instruments is such corporate seal, that it was so affixed by order of the Board of Directors of said corporation, and that she signed her name to it by like order. r Notary Pu lic ya?'°,� BLAKE S. BOHLIG I* Notary Public State of Minnesota y My Commission Expires `*,�•� January31,2026 0 Liberty �muttlm- SURETY This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein stated. Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company POWER OF ATTORNEY Certificate No: 8209635-190003 KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts, and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana (herein collectively called the "Companies"), pursuant to and by authority herein set forth, does hereby name, constitute and appoint, Blake S. Bohlig; Brian D. Carpenter; Craig Olmstead; Erik T. Gunkel; Haley Pflug; Heather R. Goedtel; Jessica Hecker; Kelly Nicole Enahauser. Laurie Pflue: Michelle Halter: all of the city of Bloomington state of execute, seal, acknowledge and deliver, for and on its behalf as sun of these presents and shall be as binding upon the Companies as persons. JAN eacn individually it mere be more than one named, its true and lawful attomey-in-fact to make, and as its act and deed, any and all undertakings, bonds, recognizances and other surety obligations, in pursuance they have been duly signed by the president and attested by the secretary of the Companies in their own proper IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 20th day of March , 2023 - a) ds tQ I State of PENNSYLVANIA rn County of MONTGOMERY ,(D i� i> i cd _-Q 1Cn To 1D M nN a) a) d i Liberty Mutual Insurance Company P� INS(/ �(Y IAmp a WSW?, The Ohio Casualty Insurance Company rpaP�aQ,�yc, yJ `QaPoryr'Pyy `VP`o oaPo,ryr�yCl West American Insurance Company a o to a o m W ? to 1912 0 0 1919 1991 0 dp1 S'P4CM1`' da �By: HAmPs�d� ds vroniAKP as —4& I yl * 1,�a �,h * a David M. Carey, Assistant Secretary On this 20th day of March , 2023 before me personally appeared David M. Carey, who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance Company, The Ohio Casualty Company, and West American Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at Plymouth Meeting, Pennsylvania, on the day and year first above written. Pasr QP. �o�ty�Fl Commonwealth of Pennsylvania - NotarySeal Teresa Pase, Notary Public OF � Montgomomery County My commission expires March 28.2025 By: �4 Commission number 1126044 Member. Pennsylvania Association of Notaries 1 eresa Pastella, Notary Public This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Insurance Company, and West American Insurance Company which resolutions are now in full force and effect reading as follows: Liberty Mutual ARTICLE IV —OFFICERS: Section 12. Power of Attorney. Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation -as the Chairman or the President may prescribe, shall appoint such attomeys-in-fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attorneys -In -fact, subject to the limitations set forth in their respective powers of attomey, shall have full power to bind the Corporation by their signature'and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such instruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attdmey-in-fact under the provisions of this article may be revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. ARTICLE Xlll — Execution of Contracts: Section 5. Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or the president may prescribe, shall appoint such attomeys-in-fact, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attomeys-in-fact subject to the limitations set forth in their respective powers of attorney, shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation — The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such attomeys-in- fact as may be necessary to act on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Authorization — By unanimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds, shall be valid and binding upon the Company with the same force and effect as though manually affixed. I, Renee C. Llewellyn, the undersigned, Assistant Secretary, The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full, true and correct copy of the Power of Attorney executed by said Companies, is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 12th day of September , 2023 . INS tI �I1 11Nv 1NS11 J 3` cu'oRgrb'J�m QJ3`oW.1t yn �4P?oaPOR'9RoyOcn v m 1912C, oZ1919�o s 1991 0 rp1 s'44CHUS�.da agMPs```�a ds��HO1ANP'aaaBy- o+Hl Renee C. Llewellyn, Assistant Secretary 8j� # Ica LMS-12873 LMIC OCIC WAIL Multi Co 0=1 0 N co N ch 00 0 m U Brazos County Purchasing Department 200 S. TX. AVE., STE 352 BRYAN, TX 77803 PHONE (979) 361-4292 FAX (979) 361-4293 Addendum #1 to CIP 23-607 Macey Road Reconstruction Issued: September 7, 2023 Change: Clarifications and Typos Corrected on Bid Forms Reason: Clarification Clarifications made for tie-ins to existing pavement per phase along with some corrected typos. This addendum should be signed by an authorized representative of the respondent and returned with the bid documents as specified in the bid. Acknowledgement of Ad ndum; op Signature: = l Printed Name: OF 07 A r z c' r4 KN I FE RIVER 6310 State Hwy21 West Bryan, TX 77806 MaftgAddress: P.O. Box 674 Bryan, TX 77806 (979) 361.2900 1(979) 361.2981 FAX COMPANY INFORMATION Date of Incorporation: 01/28/93 Federal Tax ID:17426667610 www.kri[feriver.com 2901 Marlin Hwy Waco, Texas 76705 Malling Address: P.O. Box 1800 Waco, Texas 76703 (254) 761.2600 1 (254) 761-2695 FAX Knife River Corporation — South is a division of Knife River Corporation (Bismarck, ND), who Is a subsidiary of MDU Resources Group, Inc. Corporate Officers: Robert M. Kober Region President Ben Carlson Vice President of Operations Peggy Rebstock Regional Controller William Faris VP/GM — Bryan & Waco Insurance Company: Liberty Mutual Fire Insurance Co. Bonding Company: Liberty Mutual Insurance Co. Bonding Capacity: $900,000,000+ Aggregate $100,000,000 per Project The authorized contact to negotiate or expedite bids and contracts is: William (Bill) Faris 6310 Hwy 21 West Bryan, TX 77807 979-361-2900 1 979-361-2920 FAX Bill. Faris@kniferiver.com This firm has never failed to complete any work awarded to us. We have never defaulted on a contract. We have Immediately available a complete line of construction equipment, owned by our company and will be able to supply any equipment required on this project. We are on the current Texas Department of Transportation qualified bidders list. A list of recently completed contracts is attached for your consideration. Knife River Corporation — South is not classified as a HUB or a DBE. r4KNIFERIVEq� Bill Faris Knife River Corporation —South 6310 Hwy 21 West Bryan, TX 8/31/2023 To whom it may concern, Knife River Corporation —South was incorporated on January 28, 1993. www.knifedver.com We are one of the largest construction materials and contracting companies in the United States, a status we have achieved through the hard work of our 5,600 team members (spread:across 15 states) and the loyalty of our many customers. Knife River is a Top 10 aggregate producer in the United States and is one of only three companies on that list to be American -owned and operated. We are committed to our values and proud of our American heritage. Gur success is built on four core values: People, Safety, Quality, and our Environmental Commitment. People are critical to our success, whether it's our employees, our customers, or the end users of our products and services. That's why our commitment to safety, quality, and environmental compliance, is so important. We are driven to work safely, produce quality results and.manage our impact on the environment because that is the best way to take care of our teams, our customers and our communities. Behind every Knife_ River job stands a team committed to each other, committed to you and committed to our values. The first two words of the Knife River Corporation vision statement are "With integrity." That is how we do business, and that is how we treat our customers and our employees. Thank you -for your time and consideration, WM Bill Faris Vice President and General Manager Libe r�Mutuda September 11, 2023 Re: Knife River Corporation —South To Whom It May Concern: Liberty Mutual Surety Grand Oaks Nine 2854 Highway 55, Suite 250 Eagan, MN 55121 651-365-7496 651-365-7498-Fax As surety agent for Knife River Corporation — South, I am pleased to recommend the organization and the exceptional abilities it brings to the construction marketplace. Liberty Mutual Insurance Company (surety since 2002) and Travelers Casualty and Surety Company of America (surety since 2003), as co -surety, provide the surety support requested by Knife River Corporation — South. Liberty Mutual Insurance Company is listed in the Department of the Treasury's Listing of Approved Sureties and is rated A by A.M. Best and Travelers Casualty and Surety Company of America is listed in the Department of the Treasury's Listing of Approved Sureties and is rated A++ by A.M. Best. Knife River Corporation — South has ample bonding capacity with a single project capacity in excess of $100,000,000 and an aggregate bonding capacity in excess of $1,500,000,000. Knife River Corporation —South has a remaining capacity in excess of $560,000,000. Knife River Corporation — South is a valued client of Willis Towers Watson and their co -surety team. PIease accept our judgement that Knife River Corporation — South is well qualified to provide the necessary financial, technical and management resources to satisfy your project's construction requirements. Should your projects require bonding, we would welcome the opportunity to secure bonds on behalf of Knife River Corporation — South if they request us to do so. Sincerely, C� � tKsup qyc+ aJ cP�01� Heather R. Goedtel 1912 p Attorney -in -Fact rd� ss4°eos�da Member of Liberty Mutual Group This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein stated. Liberty Mutuile, SURETY Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company POWER OF ATTORNEY Certificate Na 8209239490003 KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts, and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana (herein collectively called the "Companies'), pursuant to and by authority herein set forth, does hereby name, constitute and appoint, Blake S. Bohlie: Brian D. Caroenter. Crain Olmstead: Erik T. Gunkel: Haley Pflug: Heather R. Goedtel: Jessica Hoff. Kelly Nicole Enithauser. Laurie Pflug: Michelle Halter: ail of the city of Bloomington state of MN each individually if there be more than one named, its true and lawful attomey-in-fad to make, execute, seal, acknowledge and deliver, for and on its behalf as surety and as its act and deed, any and all undertakings, bonds, recognizances and other surety obligations, in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 12th day of January , 2023 d) c kII (If State of PENNSYLVANIA o, County of MONTGOMERY ss URYNSG UR Liberty Mutual Insurance Company JP� 0.vo gy JP��PoP� yy The Ohio Casualty Insurance Company �o gar p y Boa �r�y lacRro k . o� West American Insurance Company lu Ya9319123 yy1919o a 1991 c - d� sgcxue`` da Nnntvs`� sad !s �NorANP Sa3 r * �� �S'1 * ��' �M * 1•� By: David M_ Carav Assistant SaCfP.fary On this 12th day of January , 2023 before me personally appeared David M. Carey, who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance is Company, The Ohio Casualty Company, and West American Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes 2 therein contained by signing on behalf of the corporations by himself as a duly authorized officer. s_ do O� C m �- WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at Plymouth Meeting, Pennsylvania, on the day and yearfirst above written. PA& Q�y 0 "We rFC Commonwealth of Pennsylvania • Notary Seal Teresa Pastella,omer Notary Public Montgomery County OF My commission expires March 28, 2025 By - r 1126044 y kS�lLVP���G Commission Pennsylvania Ass�ada Ion of otaries Teresa Pastella, Notary Public Member, °rARy P� This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual Insurance', Company, and West American Insurance Company which resolutions are now in full force and effect reading as follows: ARTICLE IV— OFFICERS: Section 12. Power of Attorney. Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the President may prescribe, shall appoint such attorneys -in -fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attorneys -In -fact, subject to the limitations set forth in their respective powers of attorney, shall have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such instruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attomey-in-fact under the provisions of this article may be revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. ARTICLE XIII — Execution of Contracts: Section 5. Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or the president may prescribe, shall appoint such attorneys -in -fact, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and 'all undertakings, bonds, recognizances and other surety obligations. Such attomeys-in-fact subject to the limitations set forth in their respective powers of allomey, shall have fug power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation —The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appointsuch attomeys-in- fad as may be necessary to act on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Authorization — By unanimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds, shall be valid and binding upon the Company with the same force and effect as though manually affixed. I, Renee C. Llewellyn, the undersigned, Assistant Secretary, The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full, true and correct copy of the Power of Attorney executed by said Companies, Is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 11 th day of September, 2023 . P� 1NS(J P�1Y INS& d 1NSUR4 �Jr°o�oa9roy°rn tiJ��oavort,gr�'Q9ym Propvoergroy�� 1912 n oy1919�o u 1991 co, yv�y yq,�Ps*�da� rs� o*N aD By Renee C. Llewellyn, Assistant Secretary LMS-12973 LMIC CCIC WAIC Multi Cc 0221 • envvknifativorcam 6310 Slate Hwy21 West 2901 Math Wry 6 Bryan,U 77808 Waco, Taxes 70706 MallingAddress: Me ingAddross; P.O. Box874 P.O. Box 1800 Blyan,TX 77000 Waco,Texas 76703 (979)36i•2900 I (979)361-2901FAX (284) 761-2000 1 (264) 761-2695 FAX KEY PERSONNEL (MANAGEMENT) NAME TITLE EXPERIENCE Bob I(ober President (Region) 41 Ben Carlson Vice President of Operations (Region) 32 BIII Faris VP/GM - Bryan & Waco Divisions 36 Jay Martin Construction Manager — Bryan, TX 32 Charlie Botkin General Superintendent— Bryan, TX 26 Victor Mendoza HMAC Paving General Superintendent 8 Lynn Fitzgerald Bridge General Superintendent 46 Lonnie Mitchell Head Estimator— Bryan, TX 44 Jake Burchett Estimator/Project Manager— Bryan, TX 12 Jon White Estimator/Project Manager — Bryan, TX 10 Shannon Dodgen Contract Administrator —Bryan, TX 13 Superintendent --Underground, Subgrade, 13 Lu a Sanchez P Base & Concrete Terry l(illingsworth Superintendent -- Earthwork, Underground, Subgrade & Base, Concrete and Bridge 41 �H�vknlfetivercom 0310 State H;v21VIest 2901 Ma:lln Hwy6 Bryan, TX 77800 Wacojexas 76705 Mailing Address: MoliingAddross: P.O, Box 074. P.O. Box U00 Bryan, TX 77806 Waco, Texas 76703 (979) 361-2900 1 (979)361.2981 FAX (254)161.2800 1 (294) 761-2695 FAX Cody Williams Superintendent — Earthwork, Subgrade & Base 43 Jerry Owens Superintendent— Earthwork, Subgrade & Base 88 Gary Taylor Superintendent-- Earthwork, Subgrade & Base 9 Andres Umenzor Bridge General Superintendent 30 CONTRACTOR KEY PERSONNEL Superintendent & Project Manager Information Resumes of key personnel shall also be included. Professional affiliations, memberships, and certifications for each of the key personnel must be included and will be used to evaluate the proposed team and personnel, Project Manager Years Experience Projects Take Burchett 13 * See resume lie Tengesdal 20 * See resume Ton White 11 * See resume Superintendent Years Experience Projects Charlie Botkin 28 * See resume Scheduler Years Experience Projects Take Burchett 13 * See resume ulie Ten esdal * See resume Ton White 11 * See resume Quality Control Person Years Experience Projects. Richard Roberts 39 * See resume 23.088 RFP (CSP) Luther Street Rehabilitation Page 36 of 102 from Penberthy Blvd to Marion Pugh Dr. Jake Burchett 110 Rolling Ridge* College Station, TX 77845 • (979) 220-7633 . Jakeb13i3@gmall.com EDUCATION Sam Houston State University, Huntsville, TX Aug 05 — Aug 08 • Bachelor of Construction Management; GPA: 3.1 WORK EXPERIENCE Hassell Construction- Houston, TX October 16- Present Contract Manager • Coordinate with Hassell President, Estimating VP, and field leadership, establishment of project objectives, procedures, schedules, and performance requirements. • Provide ongoing support to Construction/Operations for efficient and profitable execution of work including scheduling with primavera, procurement and change order/supplemental work processes. • Maintain documentation of quantities and value of work estimated/completed to support forecasting for future project performance and work in progress utilizing Computer Ease software. • Build and maintain relationships with agencies and community leaders. Knife River Corporation- Bryan, TX September 14-October 16 Project Manager • Coordinate with Estimating Manager, Construction Manager and field leadership, establishment of project objectives, procedures, schedules, and performance requirements. • Provide direct and indirect supervision of field crew members/foreman or superintendents. Maintain documentation of quantities and value of work estimated/completed to support forecasting for future project performance and work in progress utilizing JD Edwards and Business Intelligence. • Provide ongoing support to Construction/Operations for efficient and profitable execution of work including scheduling with primavera, procurement and change order/supplemental work processes. • Partner with Contract Administratorto review and process financial aspects of contracts (i.e.: billings, sub -contract payments, material payments, collections, etc.). • Troubleshoot and problem solve situations/problems (material quality, equipment operation/repair, etc.). Monitor and discuss production problems with co-workers and managers/supervisors. • Build and maintain relationships with agencies and community leaders. Jagoe-Public- Denton, TX April 13- September 14 Project Managerl Estimator • Estimated, secured, and managed TxDOT and Private contracts as a GC and Subcontractor. • Execute Subcontracts, Change Orders and Subcontractor Pay Request on multiple projects. • Provided assistance in developing the Project Manager responsibilities, utilizing new quantity tracking, primavera scheduling and other takeoff software. • Provide estimates to general public on private driveways, parking areas and other services. • Build and maintain relationships with agencies and community leaders. Texas Sterling Construction- DFW, TX May 08 —April 13 Project Coordinator • Manage TxDOT, City and NTTA projects up to 92 million dollars. • Prepared submittals, RFI's and track quantities for monthly estimates. • Coordinate SW3P monitoring for batch plant and lay down yard. • Utilized the following programs: AGTEK 4D, Planswift, HCSS, Viewpoint and Primavera. • Dallas Love Field signatory and Movement Area Trained, MUTCD, OSHA 10. REFERENCES Jay Martin- Construction Manager- Knife River Corporation Phone- (979) 219-7344 Email-iay.mart (d-kniferiver.com Jason Roberts- Senior Estimator- Jagoe-Public Phone- (903) 815-8842 Email- irobertsd38(&-gmall.com Jason Hassell- EstimaterNP- Hassell Construction Company Phone- (832) 540-9228 Email- 11hassellahassellconstruction.com Texas Sterling Project Summaries TXDOT SH 161 FRONTAGE ROADS- $30M project that consisted of concrete paving, storm drain, bridge structures, precast MSE and noise wall construction. This was a three -lane frontage road going Northbound and Southbound and overpass for the new NTTA SH 161 tollway that intersected IH 30.1 began as a Rodman for a survey crew for my internship in college and was hired on as a Project Coordinator after graduation. I came in half way through this project, which met an end of job early completion bonus of 1.2M dollars. TxDOT IWT, CREEK PARKWAY_- $28M project that consisted of concrete paving, storm drain, water line, sewer line, bridge structures and cast in place wall construction. This Was a four -lane widening of Mt. Creek Parkway from Spur 408 to Grady Niblo Road (four miles). This included a seven -span bridge on steep grade one smaller two span bridge, two miles of ten -inch water line, and up to a forty - foot -deep cut for sanitary sewer. Mt. Creek Parkway was home to Dallas Baptist University, the Dallas/Ft. Worth National Cemetery and the Dallas Police Department shooting range. There was extensive coordination between all these entities for the duration of the project. City of Dallas- Taxiway Lima Rehabilitatiion- $14M project that consisted of concrete paving, PVC under drain, electrical, and a private apron extension at Dallas Love Field. This project required removal of existing asphalt taxiway, excavation, sub -grade preparation, followed by 18 inches of concrete paving. Asphalt shoulder installation, striping, electrical work and a sixty-day runway shutdown were also included in the contract. I was movement area trained, put together airport badge applications and kept track of expiration dates and escorted subs in the movement area. NTTA Chisholm Trail Parkway Section 3$92M project that consisted of twenty new bridges and overpasses (totaling over four miles), a mile and a half of concrete paving, sixteen thousand feet of underground utilities, three hundred thousand square feet of MSE wall, and half a million cubic yards of dirt excavationlembankment. This was the interchange portion of the new "Chisholm Trail Parkway" that intersected IH2O at the split with SH183 in Fort Worth. The majority of the bridge structures was mass placement concrete and required a new integral color concrete design. I was the assistant Project Manager on this project and helped initiate the Heavyjob system with TSC on this project with over twenty foremen. I was trained and utilized the North Texas Tollway Authorities electronic project reporting system (EPRS) and oversaw all requests for information, submittals, quantity tracking, time card approval and SW3P controls for our storage yard/office and batch plant site. This was a high - profile job that crossed two major highways in Southwest Fort Worth that was surrounded by popular businesses and housing developments. Jagoe- Public Project Summaries TOOT US 377- $5M project that Jagoe-Public was an asphalt -paving subcontractor for Rebcon Inc. I met with their management team on progress meetings to schedule our asphalt crews, keep track of quantities and bill them accordingly. TXDOT FM 979- $7M project that consisted of a shoulder widening, base repairs, cross structure extensions and overlay. This was a typical project that Jagoe excelled at where we performed the widening, repairs and overlays and subbed out the storm drain. My responsibilities were to coordinate subcontractors and any communications with the owner. City of Denton Hickory Street Improvements- $3M project that consisted of landscape, underground utility, roadway and parking improvements along Hickory Street in Denton. This project was also considered a °streetscape improvement" located in the square, which encompassed many popular restaurants and bars in downtown. These improvements included the widening of sidewalks and parking areas utilizing brick pavers, ADA ramps and railings, landscape improvements, and aesthetically pleasing dumpster enclosures. The consultant that engineered these plans for the city did a less than adequate job, so we needed to have many partnering sessions with the city of Denton to keep the project moving in a high -profile area. TXDOT US 38.0- $15M project that consisted of concrete paving and storm drain improvements. This job was located on University Drive just North of the University of North Texas and Texas Women's University campus. There were some extensive utility relocation delays that prevented this project from starting before I left Jagoe-Public. I set the entire job up from putting together a change order for material escalators and an extensive environmental plan for some existing contaminated soils found after the project was bid. This plan included the removal and manifest of excavated materials from old gas station locations from multiple locations throughout the project. Some of the old storage tanks were never removed so I helped an outside consultant put a plan together to properly remove contaminated materials and dispose of them in a safe manor. Knife River Corporation Project Summaries TxDOT Fayetteville CR 290 at Owi Creek- $400K project that consisted of the removal of existing structure and replacement of a two -span bridge at Owl Creek. This was a standard off system bridge that utilized slab beams and two -course seal coat on the approaches. TxDOT Fayetteville US 290- $3M project that consisted of a mill, seal coat and overlay on both sides of US 290 for a total of fourteen miles. This is the type of project that KRC excels at and performs mirror projects throughout the year. I was able to catch an outside trucking overrun as we were using more trucks on the milling than was bid. We were able to make up that cost with good productions and ride quality bonuses. TxDOT Brazos FM 1179- $2.5M project that consisted of a mill, overlay, base repairs, sidewalk and driveway renovations. through a busy roadway In Bryan, TX. This job required the coordination with many businesses for driveway construction. I was able to catch an overrun on sidewalk production early in the job and figured out that two crews did not have enough room to perform. We moved one of the crews off the project and were able to maintain budget and perform better on driveway construction to make up for lost budget. TxDOT Austin CR at Sandy Creek- $400K project that consisted of the removal of existing structure and replacement of a single span bridge at Sandy Creek. This was a standard off system bridge that utilized slab beams and flex base on the approaches TxDOT Robertson FM 1373- $1.2M project that consisted of the removal and replacement of two bridges on a rural highway in Robertson County. When I was setting up this project, I discovered our bid had not accounted for majority of the beam cost and had to write the job revenue down 100K. After negotiating with subs/suppliers, talking with the superintendent and performing at our best, we were able to make up the entire loss on this project and get back to original profit. TxDOT Brazos SH 21 Crossovers- $1.6M project that consisted of grading, base, surface and markings on new turn lanes and crossovers for highway 21. The consultant that engineered these plans did a less that adequate job and required up to 500K of change order and improvements to make this project work. We had to have many' partnering sessions with the state to keep this project moving. IxDOT Brazos SH 6 Ramp Reversal- $7.5M project that consisted of the construction of upgrade freeway facility including grading, structures, surface, signs and markings. This is a ramp reversal project on Highway 6 through Bryan, TX. KRC started the underground and ramp removal in phase one and I was able to complete an extensive dirt takeoff with Agtek 4D to confirm dirt quantities for each phase to help plan the work so we could meet the tight budget. Hassell Construction Project Summaries TxDOT Harris County SH 99- $3.26M project that consisted of a new location frontage road and U- turns at Morton Rd & Clay Rd. This project consisted of grading, base, concrete pavement, retaining walls, signing, striping, drainage structures and illumination. TxDOT caused some serious delays on this project due to being unresponsive to RFI's so I was able to put a time impact analysis with Primavera that helped negotiate a change order for the six percent overhead cost incurred by this delay over 300K. TxDOT Brazoria County SH 6- $4.96M project for the construction of intersection improvements along with concrete median and turn lanes over existing paving for a stretch of 17.65 miles.on highway 6. This project also experienced utility delays where I was able to utilize Primavera to show these impacts and stop liquidated damages from being charged. This project will also be pursuing compensation for the six percent overhead as it ends. Cibt of College Station- Greens Prairie Trail- $4.45M project that consisted of the two miles of the removal of an existing two-lane asphalt road and addition of a four -lane concrete road with stamped concrete medians. There were multiple utility delays on this project with a strict timeframe to finish since there was a new school opening on this roadway. I kept a spreadsheet with production averages to show field supervision how changing the crew size affected the quantities to be installed per day. I believe this helped a new supervisor to stay on budget for this project. ontgome County- Rayford Road Widening- $26M dollar project where Smith and Company was the GC. Hassell Construction partnered with Smith and Co to perform 6.2 miles of concrete pipe and box culvert, concrete paving, driveways, curb and gutter and sidewalk ramps. This project was subject to many utility delays where partnering was required on a regular basis with the County. City of College Station- Francis Drive Rehabilitation- 3.71VI dollar project involves the replacement of new concrete pavement for one mile of an existing neighborhood street. This project also consisted of rehabilitation of the sidewalk, water, wastewater and drainage utilities in the area. ::Project Manager . UCATIONI;EXPERIENCE; :.:,:;•:'::: LouisianaState.Universitj+;, :`'�;' S.S.Constrtiction Management Knife.:River:Corporation:;'.' (05/2022-'present) ;: ;;:';::.::,;`;: {0$/2016:.'0.512022).:' Tbe:Lane.Qpnp'.g4gtian Co(p;` 08/20'f6.48l2009) �•'''=Kiewit .7exas;Construction,:L1?.: �:'_''.:�:. 20Q4-2009 i?ESPONSIBILITIE8: �;';:Ensures:corstructior!;progresses scheduled:and.coniract '.:; °� �� :�:�::�;. �?;::specificntionsare.adhered,tq..:':..� .:•`•: 'Manages::subcoritracting; scheduling:;; trecks, costs io,aiithorize:°:.'::;;:; : payriierit : is Qrders:and .receives matetlals'and,ensures;they.meet ':`Assists: management:wlth:p)anning':'; �:;��;t��:�;;�.dudget;conSroi;w�tnm:escimatea cost,;.: :`Prepares,RFlarid,haitge,o'rtlers •:'p ownerregardi :CorreS onds with :n 0...'. ' `r'' change:prders,and submittais ::?:.;:;:: ::...:::•,:..:::,...-.; ssists;estimators and engineers:; ; `with guantities:01)n reductions:;:.;: ?; :ticirin9 tf?e..:Purseit.ofwork.:;: ��;iVlanages•:documerit control. •.�7RAIiV[HGiREGJSTRATION$/:.::�::: '� ';:'_' ��`'::: CERTI•NCATIONS:.`i: =���t'OSHA30-Hour�`•SafetY: ���.�`:�c'�:`-�•�:=��' -::Primavera 116.=:Schedul1ng ,` erramodel.r.SurveY — �.:''CPRIFirstAid:�.;;:`�:�::�:��;•';�::.'y'�'::°�.�.�.:���'�:•::,:: HCSS:heavy.job,:estimatip9: Prinblple;gllanagement.; ?::Contract Management J. :Management .-:ln-.Sjte...•'..�:`.•:•`.• .'Micro$tation:; .Bentley:: -`:� Procurement. Management ..� ° �;'.'.�:�:::•: Traffic'Management : JULIE S. TENGESDAL PROFESSIONAL EXPERIENCE: Julie has 20+ years of experience in the construction industry, ranging from small paving projects to large design- build projects. She has worked on civil infrastructure (roads, bridges, light rail), oil and gas refineries, and coal power and chemical plant projects. Julie has held multiple positions in the construction industry from a craft journeyman pipefitter to managing craft workers, subcontractors, and job/field engineers as a senior level project manager. PROJECT EXPERIENCE: Milam Co. FM 2096, Gause, TX KRC (07/2023. On -Going) $2.4 million Bridge removal/replacement. Robertson Co. US 190; ETC. multiple counties/locations surrounding the Bryan/College Station area, TX KRC- (0112023 - On- Going) - Project Manager - $4.5 million for the construction of miscellaneous work consisting of safety lighting, traffic signal, advance warning signs and sidewalks. BRAZOS Co. SH 30, College Station, TX KRC (11/2022 - On- Going) Project Manager - $2.8 million construction of a safety Improvement project consisting of install raised median and sidewalks. - Managing close-out for final change order. I.36W Corridor, Fort Worth, TX (Joint Venture Ferrovial and Webber P3 Design -Build) Segment 3A and Segment 3C (Aug. 2016 - May 2022) - Senior Project Manager Worked on Segment 3C started 2020. My responsibilities are managing the traffic activities, and budgets for the $910 million project which will rebuild 6.7 miles from just north of US 811287 (Heritage Trace Pkwy) to Eagle Parkway in Denton County. Segment 3A Completed in 2019. My responsibilities were to assist in the construction of Segment 2 of 4 Segments the roadway, flatworks, MSE Walls, bridges, drainage, ITS, and signs of this $1.6 billion NTE 1-35 W project rebuild 10 miles in Fort Worth from north of 1-30 to US 811287. Construction began in 2013 part of the North Tarrant Express, this project will double the existing capacity by reconstructing the current infrastructure adding four toll TEXpress Lanes, auxiliary lanes and some frontage roads. SH360 SOUTH TOLL ROAD (Joint -Venture JD Abrams and Lane Construction Design -Build), Arlington, Grand Prairie, and Mansfield, TX (2016 - 2016) - Project/Senior Job Engineer Responsible for erosion maintenance and the drainage portion of this$300 million project which will add 9.2 miles of toll lanes and frontage road improvements Revision: 8/2023 to extend the existing SH 360 main lanes and frontage roads from just south of 1-20 to US 287. The project includes two toll lanes in each direction from E. Sublett Road/Camp Wisdom Road to East Broad Street and one toll lane in each direction with periodic passing lanes (Super 2 configuration) from East Broad Street to US 287, In addition to frontage road and intersection improvements from E. Sublett Road/Camp Wisdom Road to US 287, 1-36E MANAGED LANES (AGL Joint- Venture Archer Western, Granite, and Lane Construction), Dallas and Denton Counties, TX (2013 - 2016) - Job Engineer This $1.2 billion design -build project consists of 28-mile reconstruction of IH-35E in Dallas & Denton Counties. This section of IH-35E made Texas' list of 100 most congested roadways. The project will add two reversible managed lanes, general purpose lanes, bridge and wall structures, drainage and pavement improvements. Julie was responsible for creating contracts for all suppliers, designers, and subcontractors associated with precast plant/retaining walls. She was the wall engineer for the entire corridor. Julie was also part of the Aesthetic Task Force that discussed the aesthetics of all structural elements of the projects. She coordinated with cities regarding additional aesthetic upgrades. Julie was then assigned to an area as wall engineer, responsible for the south end of the corridor. She tracked quantities; managed shop drawings (design) for soil nail, MSE retainage, temporary wire walls, and as-builts; coordinated with subcontractors and suppliers; scheduled for wall items; managed/ forecasted cost; and coordinated meetings with local cities. THE LANE CONSTRUCTION CORPORATION, Justin, TX (2010 - 2013) - Job Engineer Worked on multiple projects at Lane's Texas plant operations in Justin, TX. PARKER COUNTY SH 199, Springtown, TX (7/2012 - 9/2013) - Job Engineer This $6 million overlay project consisted of paving 9 miles with 60,000 tons hot mix asphalt. Additional project elements included installing MBGF, performing flexible pavement repair, and installing signage, traffic signals, and pavement markings. Julie forecasted job costs and prepared daily cost reports, ordered materials and tracked quantities, performed field studies/measurements, and handled change orders. The project had approximately 600 signs that needed placement. Design flaws with the signs prevented placement in accordance with the original installation schedule. Julie communicated routinely with the subcontractor to fix the design flaws and reworked the schedule so that the signs were installed without impacting the overall project schedule. Klewlt Texas Construction LP, Fort Worth, TX (612004-1012009) - Engineer Julie's responsibilities at Kiewit included: Estimator: Estimated projects from design/build to bid build ranging from $1 million to $100 of millions with variety of owners from private, USACE, and state DOT. Review plans and specifications. Perform take -offs. Be knowledgeable of company's estimating system. Perform closeout procedures. Record the Documentation for company records. Surveyor: Performed basic survey field activities. Knowledgeable of basic surveyor methods, equipment, software, and procedures. Office Engineer/Structures Field Engineer: A $85 million design/build project Coors 1-40 in Albuquerque, New Mexico performed calculations, developed and implemented quantity book for bridge structures, purchasing and tracking of all the structures' materials, created and implemented subcontracts for structures' operations, managed concrete subcontractors, coordinated and scheduled all concrete pours. Submitted submittals to owner, reviewed shop drawings, worked with designers, performed daily field inspections, performed daily safety and quality reporting, and training craft personnel, created trend charts for tracking, update daily cost and labor distribution reports, and reviewed time cards for accurate quantities. Revision: 8/2015 DBE Coordinator: updated company database. Prebld activities from solicitation to potential DBE in geographical locations per project. Receiving information and answering questions from subcontractors and suppliers. Receiving documentation from estimators about DBEs. Creating outreach programs to get interest. Knowledgeable of the laws, regulations, and policies governing the DBEs. Business Development Specialist: Gathered information about past and present projects. Prepared proposals. Compliance during the pre -bid process. Kept records for auditpurposes. Marketing: Attended different events to match with potential DBEs, subcontractors and suppliers. Projects at Kiewit included: 1401COORS DESIGN -BUILD INTERCHANGE, NEW MEXICO DOT, Albuquerque, NM (1212004 -1012006) - Structures Field Engineer This $90M project reconstructed one of the most heavily traveled interchanges in New Mexico. The newly designed interchange is capable of accommodating the current 165,000 vehicles per day (VPD), which far surpasses the original design of 55,000 VPD. The project scope included the interchange reconstruction, 8 new bridges, pedestrian and bicycle paths, retaining wall and noise structures, utility relocations, drainage improvements, signage and lighting. Traffic was maintained during construction by dividing the work into 5 phases. Many of the structures were built outside the existing travel lanes to keep traffic moving in existing patterns and reduce impacts. Traffic was detoured onto these new structures so the old structures could be removed and replaced. The project's aggressive schedule combined with partnering and innovation allowed the project to be completed in just 18 months. Julie served as the Structures Field Engineer. Julie assisted with: daily field activities including inspections; scheduling & managing of the concrete pour subcontractors; developing and executing project schedule and forecasting; working with designers to ensure design plans reflected field conditions; purchasing and tracking all the structures' materials, creating and executing subcontracts for the structures' operations; and training craft personnel. Julie took on additional responsibilities above her normal responsibilities when two of the Job Engineers departed the project. The additional duties included forecasting and managing job costs. Although this was a challenge for Julie, she successfully helped the project stay within budget and on schedule. 1-10 DESIGN -BUILD EMERGENCY BRIDGE REPAIR, FLORIDA DOT, Pensacola, FL (912004 -1012004) - Engineer Hurricane Ivan tore apart nearly a quarter mile of the two-lane double span 1-10 concrete bridge spanning Escambia Bay. This $33.7 design -build project repaired 46 eastbound concrete sections and nearly 28 westbound sections. The westbound span opened to two-way traffic in just 17 days (7 days ahead of schedule) and the eastbound span opened 26 days ahead of the original 90 day schedule. Since this was an emergency repair project after a natural disaster, Julie and the rest of the team were quickly deployed to begin the repairs. Julie was assigned as an Engineer and was responsible with performing surveying, which she had no previous training or experience in. She quickly taught herself the necessary surveying skills and became familiar with the operations of the surveying equipment. She was able to complete the survey work on time to keep the project on schedule. Julie also assisted with repositioning the bridge spans. Becon Construction Company, Inc., Ackerman, MS (0912000.1012000) - Pipefitter Helper Reviewed safety and quality program. Reviewed plans (isometrics) and specifications. Coordinated with rigging foreman to have a lift plan. Ordered and obtained the materials and equipment. The Shaw Group, Inc., Norco, LA (08/1999-1111999) -Pipefitter Assisted with inspections of pipe lines. Assisted reviewing process system packages for punch list items that needed to be completed. Trained helpers in fabrication and connection to equipment. Worked with welders connecting pipe spools and fittings. Performed pipeline testing by water, and air. Revision: 812023 S&B Engineers and Constructors, Ltd., Geismar, LA (05/1999-08/1999) - Pipefitter Helper Assisted with piping operations. Reviewed safety and quality plan. Ordered materials for piping operations. Reviewed plans and specifications. Assisted with reporting of field operations. Spartan Energy Group, Geismar, LA (0311999-06/1999) - P/pefitterHelper Handled all the field procurement. Coordinated all field orders of materials. Checked invoices of field materials. Checked for any defects and correct material and quantity ordered. Fluor Corporation, Taft, LA (06/1998.1011998) - PipefltterHelper Assisted with daily piping operations. Reviewed safety and quality plan. Ordered materials for piping operations. Reviewed plans and specifications. Assisted with process packages preparations. Checked pipelines to correct punch list items. Rust Constructors Inc., Wando, SC (0411996-0411997) - Pipefitter Helper/ironworker Helper Assisted in connecting structural steel to structures. Assisted by gathering materials and tools. Worked in elevated areas. Trained in stick welding for structural steel. Assisted In connecting pipe fines to equipment. Reviewed plans and specifications to review pipe lines for completion of process systems. Rust Constructors Inc., Mansfield, LA (10/1996-12/1996) - Electrical Helper Assisted in their daily activities by following safety and quality plan, obtaining materials and tools, connecting conduit, Installing wire into conduit and terminating the systems. Proper documentation of systems for completion. Revision: 812023 JONATHAN WHITE jon.white@kniferiver.com EXPERIENCE SEP 2011— PRESENT ESTIMATOR/PROJECT MANAGER, KNIFE RIVER CORP. — SOUTH (BRYAN, TX) AUG 2008 —JAN 2009 INTERN, KEY CONSTRUCTION (FORT WORTH, TX) EDUCATION AUGUST 2009 CONSTRUCTION SCIENCE, TEXAS A&M UNIVERSITY CERTIFICATIONS/TECHNICAL SKILLS • OSHA 30 hour • Primavera P6 • TEEX Train the Trainer/Flagging/Traffic Control • TxDOT SW3P Courses PROJECTS TxDOT Bastrop Area Office — Diane Schulze, P.E. — (512) 308-4468 • Milam CR 405 (Roger, TX), Bridge Construction, BR 2010(948), $461,057.03, Completed: 2013 • Lee FM 448 (Giddings, TX), Road Widening, STP 1502 (595), $3,138,496, Completed: 2017 • Lee US 77 (Lincoln, TX), HMAC Overlay, STP 2016 (874), $876,077.44, Completed: 2016 Brenham Area Office — Mark Shafer, P.E. — (979) 836-9359 • Grimes SH 30 (Carlos, TX), Overpass Construction, STP 1402(194), $5,718,784, Currently Active • Burleson FM 60 (Snook, TX), HMAC Mill & Inlay, STP 2016(877), $2,005,363.22, Completed: 2016 Bryan Area Office — Ashley Hill, P.E. — (979) 778-6233 • Brazos FM 60 Northgate (College Station, TX), Road Widening and Pedestrian Improvements, NH 1102(429), $3,705,343, Completed: 2012 • Brazos FM 60 Park Hudson (College Station, TX), STP 2004(74), $7,633,962, Completed: 2015 • Brazos FM 60 — Wellborn Rd. to SH 47 (College Station, TX), HMAC Mill & inlay, NH 2O15(705), $1,565,192.94, Completed: 2016 • Brazos FM 60 — SH 6 to Tarrow (College Station, TX), HMAC Mill & Inlay, NH 1502(140), $1,327,052.00, Completed: 2016 • Brazos FM 60—Tarrow to Texas Ave. (College Station, TX), Median Construction and Mill/(nlay, NH 1502(527), $ 989,616.60, Completed: 2016 • Brazos SH 30, ETC. (College Station, TX), HMAC Mill & Inlay with Pedestrian Improvements, STP 2017 (759), $1,679,419.00, Completed: 2017 • Brazos FM 2818 at FM 1179 (Bryan, TX), Overpass Construction, STP 1102(237)SB, $14,146,816, Completed:, 2015 • Brazos FM 60 DDI (College Station, TX), Intersection Improvement and Bridge Widening, NH 1602(416), $ 13,863,443.80, Currently Active • Various HMAC Mill & Inlay Contracts Huntsville Area Office —Vacant, P.E. — (936) 295-3462 • Madison US 190 RMC (North Zulch, TX), HMAC Overlay, RMC - 625917001, $1,149,045.67, Completed: 2014 • Madison US 190 (Madisonville, TX), HMAC Overlay and Pedestrian Improvements, NH 2016(577), ETC., $2,150,935.10, Completed: 2017 • Walker US 190 (Huntsville, TX), HMAC Mill & Inlay, NH 1702(083), $862,850.00, Completed: 2018 • Madison US 190 RMC (Midway, TX), HMAC Overlay and Safety Improvements, RMC - 632217001, $1,063,526.99, Currently Active Municipal City of Bryan Maintenance — Robert Willis — (979) 549-7169 • 2015 Sealcoat Maintenance (Bryan, TX), $625,715, Completed: 2015 • 2018 Sealcoat Maintenance (Bryan, TX), $ 920,643.80, Currently Active Brazos County Road & Bridge —Gary Arnold — (979) 436-2716 • Mesa Verde Drive (College Station, TX), $1,096,445.20, Completed: 2018 • Various HMAC Overlay Contracts Misc. Prolects • Texas A&M TTI, Ride Test Track Overlay, $51,500, Completed: 2015 • Texas A&M University - Vet School Project (College Station, TX), Sitework, $ 3,275,999.00, Completed: 2017 • Various HMAC Overlay Contracts for the City of College Station, TX • Mariott, Residence Inn and Fairfield Inn at The Colony (Dallas, TX) CHARLES A. BOTKIN 412 Nolan Street, Navasota, TX, 77868 :: 936-825.4940 :: cabotkin@yahoo.com SUMMARY Excellent interpersonal, communication, and organizational skills; proven ability to simultaneously handle a variety of challenges and responsibilities; able to establish priorities, act as a team player, and proceed with objectives with -minimal guidance; competent with computer applications; results -oriented, quality -focused, with an eye for details EXPERIENCE Knife River South — Bryan, TX General Superintendent (Aug, 2017 - present) • Oversee all aspects of constructions projects. • Work with project management to ensure jobs are on time and budget. ■ Work closely with owners and stakeholders on projects ■ Same duties as listed below Project Superintendent (June 2016 - Aug. 2017) • Supervised onsite work crews ■ Scheduled and supervised subcontractors as well as 20+ company employees ■ Managed the upkeep and use of company equipment ■ Oversaw multi -million -dollar jobs throughout Central Texas ■ Interpret project plans and specifications ■ Electronically recorded employees time ■ Complied with all Hunter Industries and OSHA safety regulations ■ Ensure projects are on and/or under budget ■ Partner with TXDOT personnel on all projects ■ Hired Hunter Industries employees • Calculated and ordered all materials (i.e., lime, cement, base, asphalt, etc.) Project Summary • SH 30 Grimes Co. -$6 Million - Washington Co. Area Office 979-836-9359 ■ FM 60 Brazos Co. -$12.5 Million - Bryan Area Office 979-778-6233 Hunter Industries --San Marcos. TX General Superintendent (Jan. 2013 —June 2016) ■ Overseeing multiple multi -million -dollar projects in South East Texas • Direct daily communication with Project Superintendents and Project Manager ■ Work with engineers to identify and resolve all issues that arise ■ Interpret project plans and specifications • Managing 2 Project Superintendents and 6 concrete foremen ■ Schedule and supervise subcontractor progress on job sites ■ Follow and comply with all Hunter industries and OSHA safety regulations ■ Partner with TXDOT personnel on all projects ■ Ensure projects are on and/or under budget • Oversee that all projects are completed on or before deadlines Project Summary ■ US 59 Victoria Co.16 Million Victoria Area Office 361-573-9251 • US 59 Victoria Co.12 Million Victoria Area Office ■ Loop 463 Victoria Co.12 Million Victoria Area Office Confidential Project Superintendent (Aug. 2004 —Jan. 2013) ■ Supervised onsite work crews ■ Scheduled and supervised subcontractors as well as 20+ company employees ■ Managed the upkeep and use of company equipment ■ Oversaw multi -million -dollar jobs throughout Central Texas ■ interpret project plans and specifications ■ Electronically recorded employees time ■ Complied with all Hunter Industries and OSHA safety regulations ■ Ensure projects are on and/or under budget ■ Partner with TXDOT personnel on all projects ■ Hired Hunter Industries employees ■ Calculated and ordered ail materials (i.e., lime, cement, base, asphalt, etc.) Project Summary ■ U5 290 Bastrop Co. ~$12 Million Bastrop Area Office 512-308-4458 ■ FM 969 Bastrop Co. —$7 Million Bastrop Area Office ■ US 79 Williamson Co. -$20 Million Williamson Co. Pass -Through Finance 512-930-5402 ■ 1-35 Williamson Co. -$18 Million Williamson Co. Pass Through Finance ■ US 59 Victoria Co. ~$40 million Victoria Co. Victoria Area Office 361-573-9251 Finish Motor Grader Operator (Feb.1998 —Aug. 2004) ■ supervised equipment operators and water crew ■ Completed all subgrade and base to plan grades ■ Complied with all Hunter Industries and OSHA safety regulations Young Contractors— Bryan, TX Motor Grader Operator (Nov.1993 — Feb. 1998) ■ Constructed subgrade ■ Applied lime and/or cement stabilization to grade ■ Applied limestone base to grade ■ Operated CMI RS 650, bulldozers, scrappers, and rollers ■ Flat work foreman overseeing sidewalk and driveway crews ■ Calculated and ordered concrete for projects ■ Formed concrete Texas Department of Criminal Justice — Navasota, TX Correctional Officer 111 (June 1982— Nov. 1993) ■ Oversaw security and supervision for agriculture tractor inmates ■ Supervised security for field labor force ■ Managed the planting and harvesting of field crops ■ Ensured all safety regulations were complied with Confidential QUALITY ASSURANCE/QUALITY CONTROL MANAGER PROFESSIONAL EXPERIENCE Mr. Roberts is currently the QA/QC manager for both Bryan and Waco Knife River asphalt plants. He works close with the state and city personal performing numerous tests to ensure quality control. His responsibilities are to oversee QA/QC staff and procedures. EXPEMENCE Worked 22 years at TXDOT Bryan District laboratory. Geo Technical, HMAC, Concrete, Pavement design, Seal Coating, Worked 9 years for Big Creek Construction. Heavy Civil construction company. Quality Control Manager for five HMAC plants. HMAC design and QC operations for three aggregate quarries. Worked 5 years for Knife River. Heavy Civil construction company. Regional QC Manager for HMAC, Concrete and aggregate production in Central Texas. ce-ndfieeltions Texas Department of transportation level IA-E Plant Mix Specialist #0048 expiration date 04-15-2020. Texas Department of transportation level 2 Mix Design Specialist # 117 expiration date 09-07-2020, Training it Certifica6an THE HOT MIX ASPHALT CENTER CERTIFIES THAT Richard M. Roberts Level WE Plant Mix Specialist #0048 Has successfully completed the minimum requirements for the certification level noted above. The rights and responsibilities of this certification must be upheld to remain valid. Tex-200-F (Parts I and 11), Tex-204-F (VMA), Tex-206-F (Part 1), Tex-207-F (Parts 1, VI, and VIII), Tex 212 F (Part II), Tex-221-F, Tex-222-F, Tex 225-F (Part 1), Tex-226, Tex-227-F, Tex 233-F, Tex 235-F, Tex 236-F (Part 1), Tex-241-17, Tex-242-F, Tex 245-F, Tex-251-F, Tex-500-0 (Parts 1,11, III & IX), Tex-530-C Valid: 2019/04/16 - 2020/04/15 Texas !?eparftnent of ftnsportatfon V "6-- HMAC Manager km �•�=-1VHMAC itTraining & Cerhf' a on THE HOT MIX ASPHALT CENTER CERTIFIES THAT Richard M. Roberts level 2 Mix Design Specialist #117 Has successfully completed the minimum requirements for the certification level noted above. The rights and responsibilities of this certification must be upheld to remain valid. Valid:, 09/07/2017 - 09/07/2020 Tex-204F, Tex-205-F, Tex-236-F (Part 11) Texas Department df TransporMon (>'-6- HMAC Manager .._. •,,.:,......JoB•:Title::::::;:;:;�,: Employee�Name•_:: ::.:::::.:..........................:.........:..::._.Y,...�... _ ACEVEDO, ALFREDO A FRONT END LOADER 07/27/00 ADAMS, TERRY T CONCRETE FINISHER (PAVING) 12/13/21 Al VARADO SASTRE, DELIO FORM SETTER (PAVING & CURB) 05/18/22 ALVARADO, VENANCIO LOADER OPERATOR 06/24/16 ANTHEMS, JACOB A ROLLER (NONASPHALT) 02/23/22 BARRETO LOZADA, JOSE LOADER OPERATOR 06/01/20 BARRETO, SANTIAGO L BLADE/MOTORGRADER 10/11/99 BARRETO-LOZADA, ALEJANDRO BACKHOE/LOADER(OVER 3/4YD) 01/08/15 BOTKIN, CHARLES A GENERAL SUPERINTENDENT 06/13/16 BURCHETT, JAKE B PROJECT MANAGER 08/13/18 BYRD, CARLOS G LOADER OPERATOR 04/04/22 CARLOS, REYNALDO ASPHALT PAVING MACHINE OPERATO 08/22/05 CASTANEDA, MARCOS WATER TRUCK 04/29/20 CORNEJO VILLEDA, J SOCORRO ASPHALT RAKER 08/04/08 DANIELS, LEON SCREEDMAN 08/09/74 DAVENPORT II, STEVEN L BLADE/MOTORGRADER-FINISH 04/20/17 DODGEN,SHANNON CONTRACT ADMINISTRATOR 03/15/10 GAMBOA RICO, LUIS CARPENTER 06/28/12 GARCIA-ZAPATA, JESUS CONCRETE FINISHER 03/19/15 GOMEZ, HUMBERTO CARPENTER 10/31/13 GOMEZ-RODRIGUEZ, ALEX CONCRETE FINISHER 03/21/22 GONZALES JR., ANTONIO GARCIA DISTRIBUTOR OPERATOR 04/19/99 GONZALEZ RODRIGUEZ, ABRAHAM FORM SETTER (PAVING & CURB) 05/11/22 GONZALEZ, EDUARDO J LABORER (COMMON) 06/25/21 GONZALEZ, JAIME GONZALEZ ASPHALT PAVING MACHINE OPERATO 07/26/00 GONZALEZ, RICARDO ROLLER (NONASPHALT) 04/22/22 GRANADOS PANTOJA, CARLOS PIPELAYER 02/11/19 GRANADOS, JOSE J LABORER (COMMON) 05/23/22 GRIMES, HUNTER D SURVEYOR - PARTY CHIEF 02/13/19 GUILLEN CASTILLO, JOSE L CONCRETE FINISHER (PAVING) 11/20/20 HALL, ERIC R BLADE/MOTORGRADER-FINISH 07/29/20 HARDGE, CHARLES W ROLLER (NONASPHALT) 09/08/21 HERNANDEZ HERRERA, JOSE BLADE/MOTORGRADER-FINISH 07/01/19 HERNANDEZ, CESAR G CONCRETE FINISHER 12/16/16 HIRSCH, CLAY W BULLDOZER 02/17/22 KENNEDY, DAVID S LOADER OPERATOR 06/11/19 KILLINGSWORTH, CHARLES T SUPERINTENDENT 10/11/21 LARA DIAZ, JAIME SCREEDMAN 01/12/09 LICEA GONZALEZ, JOSE F LOADER OPERATOR 06/23/15 LOPEZ-CAMPOS, JOSE CONCRETE FINISHER (PAVING) 03/14/18 LUVIANO-VASQUEZ, PABLO ASPHALT RAKER 01/29/15 MARTIN, JAY S CONSTRUCTION MANAGER 05/12/14 MARTINEZJR, GILBERT EXCAVATOR 20K - 80K LBS 04/26/22 MCLEAN, ADONIA L WATER TRUCK 12/07/21 MENDOZA BENITEZ, ANGELA LOADER OPERATOR 10323122 MENDOZA-BAUTISTA, VICTOR 0 JASPHALTFOREMAN 08/07/15 MERAZ, JESUS CONSTRUCTION FOREMAN 04/06/22 MITCHELL, LONNIE E ESTIMATOR 08/11/17 MONTANEZ, JOSE L CONCRETE FINISHER 05/13/10 MORENO, JOSE A CONCRETE FINISHER 04/10/17 NAVARRO, AURELIO R CONCRETE FINISHER 02/07/12 NAVARRO, EUSTACIO CONCRETE FINISHER (PAVING) 02/21/20 OCAMPO, RENE MIXER 10/29/21 OWEN, JASON LEE SURVEY MANAGER 06/16/08 OWENS, JERRY D SUPERINTENDENT 05/30/19 PANTOJA, SALVADOR CONCRETE FINISHER 04/27/15 PEDROZA, MIGUELA CONCRETE FINISHER FOREMAN 10/15/87 PINEDA, MARTIN LOADER OPERATOR 03/13/19 RAMIREZ CARLOS, ORLANDO BULLDOZER 07/26/21 ROBLES, JULIAN G FOREMAN 02/16/99 SADHWANI, RAH ULJ LABORER (COMMON) 05/19/22 SANCHEZ SALAS, J-GUADALUPE CONCRETE FINISHER FOREMAN 08/06/01 SERRANO, JOSE N CONCRETE FINISHER 05/12/22 SOLIS, MARCO LABORER (COMMON) 04/29/22 TAMARIZ ALVARADO, JUAN C CONCRETE FINISHER 05/13/22 TAYLOR, GARY L SUPERINTENDENT 10/20/16 TAYLOR, TRAY N BLADE/MOTORGRADER-FINISH 02/18/22 TIERRAFRIA, ADRIAN J LABORER (COMMON) 04/12/22 TRISTAN RODRIGUEZ, JOSE F GRP 3 EXCAVATOR 80K -130K LBS 10/12/21 UMANZOR, ANDRES SUPERINTENDENT 03/14/22 WHITE, JONATHAN M ESTIMATOR/PROJECT MANAGER 09/19/11 WILLIAMS, CODY G SUPERINTENDENT 08/08/19 ZAPATA, JOSE M CONCRETE FINISHER (PAVING) 01/29/19 ZUNIGA, LEODAN A ICONCRETE FINISHER 04/11/22 1. Current WorkSclwdulo a. Litt majorronstructionprojeclsyourorgonliallonha% In -progress using the format balaivt NAME LOCATION 05060110S B1310t FM50 12.818 CONTRACT$ SLEFrTOPEHMRM S 19,863,44100 1 $ 41A00.00 %COMPLETE 99.979 SCHEDULEMEr 1 YES 0339.01.052 Gdmes1N105 6,022,201.00 0 184339,7S 98.19% YES 047S-03-064 Madhen osit 1 030 91AD - 09.7WA YES it ODS003-100 0049.12105 6rrmossit G Ovmlav Brazos 5H6 $ 5.798175.00 6 1A71,194.00 26,302.85 $ 16947.96 99099 98A3% YES YES 11-15-02.022 Leon FM OIL $ 9 49,192.00 S 94 2G18 99.69% YES t� 2399.01-074 DtatesFM2B19 45254 W5A5 $ 33,OB2,08&03 31529 YES 1� 0334.03-021 Lee FM 69G 2,187,752,00 612,66291 02.87% YES . US40.08.008 OLEYI.ENGINEERING Brazos SF140 WalkerCoun Prednctl 7,611,SBL83 769700.29 2,09928105 $ 769706.29 U15% 0,361E YES u YES BLEYLENG1NMING WaikerCountV Prednci 2 700010.14 $ 7DD.QM24 050% 638537-001 Madrmn FM 1452 $ 320 B6A85 $ 26075745 17.71% YES {� 6385.56-001 MDam FM 485 909,280AD 211 %50 69E09 YES �yj 5205,02-067 Robcttson U579 734212S6 734712.11/ 0.77% YES fi79M1•304101 Drazo.FM1179 $ 3,299.94494 S 249994694 D.0o76 YES !3 639632-001 Washington FM2502 • $ 234239 DO $ 69533AS 8258% YES I� b. Totatnumber and dollar emountofcontracts currently Inprogress, Number: 16.0 C. Largastsingiecontractem0tmtcurrertWnprogresst Project Name: Orazos FM 2818 ProledOompleUenDale: _ August2023 DollarAmeunt $ 45,254,s4SAS IL Pastilecord a. Ust major corattacdon projects of our organization has completed In the last 5 ynars thathave similar Work to Ihework lobe camplated In this project, tvph completion dales and rerereccas. 201! 2DL 20X 20LI $ $ 108,051,036.76 NAME LO=OH CONTRAcr$ $1.WTOPERFORM V..COMPLETE SCHEDULE MET { 90872-045 AUS71NSH 159 $ 12,9S2,51196 1 $ 200% YES OU2.04-033 GRIMESSH30 6 6,2SOUS.12 $ 100% YES i 7316,01w059 811790S FM 1179 $ 2 96,337.3U $ 100% YES 0117A1-046 13NIZOSSH21 $ 2,872915.57 - 280% YES OS4%066015 ROBERTSON FM1373 1 55 131 1 20VA YES OSO6-07103 OMMSFM GOTARROW $ 3.397.776.92 $ 10% YES 01174MO48 MADISON$1121 9212 233 $ 1059 YES 011G134101 OMOSSH21CROSSDVERS $ 2,187123.11 $ 100% YFS osc"1-098 BBAZOSFM6OTDM $ 1.436.01052 1009 YES 0334-05029 LEEFM448 $ 2,.871,091.66 $ 1009 YES i 0648-03-060 SUALF:ON FM 605NOOK $ 2.OD7.239.56 $ 1009 YES 0117-04-041 MADISON US 190 $ 7 d 681A2 Hold YES OS9ra04M22 2.70,S9352 10D% YES 0204-06-05S MItAMUS79 $ 2,97s,305.19 S 200% YES OS40-04.072 oMxOS FM 21S4 2pSs099112 1009 YES 244"1026 BDAZOSSH30&FMG0 1,03.687.27 $ 100% YES 2037.301 MFSAVEROEDRIVE $ 31792R0.13 $ 100% YES 6322-17.001 MAD)SON SH 2IRMC $ ],188 5 '10VA YES ACETOWNHOMES ACE TOWNIIOMRSURDIV19ON S 82707axa $ IOWA YES 633210-001 7O"S"RTEXASAVE $ 2M1 67.02 $ 100% YES 17.0742 DpSON 9EHD RMOP111 P., S ] IDDA4 $ 10DSS YES t Is. Volume ofworkcompleted overlest5years! 2018 $ 8�1 fi65,656A8 2017 $ Sfi,9r5,655.80 2016 $ _ 67,089225.00 _ 201S $ Si,B60.79M1.06 2014 5 95,838,039A0 2§} k�(m■ R §\ 77 #k-° $ Em■ §�§§�!§� .�„ §!�2 22, fm;.; .- mSi� §m2 &�A<R§ten 22 § )22 : 2Q§:§E §§(� 2§ 2m;� _, , � . .�2«j■;` �- . jeez PROJECT. LIST 1. City of College Station; 2006 2011 Hot Mix Installation;Project Amount $600,000 ; 2. Texas Department of Trarisportotlon, BUS 6R '(Texas Ave. Widening), ' Brazos County, STP 2004(39b), Project Amount $17,099,795:70• Texas Departmert of Transportation, $H 6, Brazos County, NH 2O05(606), Project Amount $6;341,040.11 4. City of College Statlon, West Park Rehabilitation, Project Amount: $3,643,818.00 5. TAC Realty, First American Plaza & Boulevard, Projecf Amount: $2,569,448.00 0... City of -Bryan, Beck Street Extension, ProjectAmount. $7,642,360 7. 'TexasA&M University, F&B Road Construction, Project Amount: $3;287,240.00 8. City of College Station, Dartmouth Extension Phase 2; $3,019,477 9. City of Waco, Arrowhead Estates Sewer, $967,052 10. •City of Waco, University Parks Bridge, $1,778,256 11. City of College Station, Arrington Road and Decatur Drive Extension, $4,233,235• 12. Texas Department of Transportation, SH 6 Ramps, Brazos County, NH 2008(092), $8,150,789,76' 13. , Texas Department of Transportation, FM 67, Hill County, STP 2008(847), $3,394,953.00 14. Texas Department of Transportation, FM 248, Cass County, STP 2008(805), $3,635,272.00 15. Texas Department ofTransportation, SH 6, Mclennan County, RMC 6210-10.061, $866,659. 16. Texas Department -of Transportation, -FM 2818, Brazos County, STP 2008(683)RGS, $20,364,415.32 17. Texas Department.of Transportation, RM 963, $umet County, STP 2010(794) SB, $3,691,226 18. City of Bryan, Park Hudson Streets & Drainage, $644;622 - 19. City of Bryan, Old Oaks Drainage Improvements, $356,048 20. Texas Department of•Transportation, SH 21-, Nacogdoches County, STP 2009 (821) HES, $7,259,761 21. City of Waco, Operations Center Complex, $589,649 22.'fexas Department of Transportation,-SH 6, Brazos County, NH 2O11 (316), $5,113,466 23; Texas Department of Transportation, US 79, Robertson County, NH 2O11 (313), $1,066,112 24, 'City of Bryan, Bryon &'lIeckStreet Rebab.,'$3,588,899 26. Texas Department of Transportation, SH 36i Austin County, HP 2010 (556) ES, $31,436,567 26. City of Bryan, 1-110hpoint Drive, $.1,075,461 27. Texas Department ofTransportation; US 281; Lampasas County, STP 1102(379) 26. Texas Department of T.ransportation,.FM 1848, Freestone County, RM6G622808001- $2,000,500 29. Grimes County Road Department, CR•302 & 4% $874,000 30. Texas Department of Transportation, SH 30, Brazos County, RMC 62406500;1, $191,000 31. Texas Department of Transportation, FM 975, Burleson County, RMC 623954001,'$217,444 32. Texas Department of Transportation, SH 21, Brazos County, HP•201.1(957), '$8,129,856 33. Texas Department of Transportation, SH 211 Lee County, STP 2011(951)HES, $3,082;11"! 34. Texas Department of Transportation, FM 933, Hill County, STP 2011 (094)HES, $4,037,030 35. Texas Department otTransportation, FM 1480, San Saba County, BR 2012(287), $569,.932 36. Texas Department of Transportation, OR 454, Comanche County, BR 2009(503) i 37: Texas Department of Transportation, FM 1-237„Bell County, STP 1102(412), $2;094,931 38.- Waco industrial Foundation, Alliance Parkway, $1,438.,000 39. Texas DepartmentofTransportation, FM 1704, Bastrop County, STP 1102(153)HES, $6,545,759 40. Texas Department of Transportation, FM 60, Brazos County, MH 1102(429), $3,705,340 41. Texas Department of Transportation, SH 6, Brazos County, STP 2012(330), $1,0741251 42, Texas Department of Transportation, BS 6=R, Brazos County, NH 2O12(558), $1,6921000 43, Texas Department of Transportation, lH 35, Hill County, RMC 62402,3001, $1•,%1,358 44. Texas Department of Transportation, CS 640, Hill County, BR 2009(143), $603,456 45..Texas Department of Transportation, FM 141, Lee County, STP 2013(022)RES, $2,211,098 46, Texas Department of Transportation, SH 47, Brazos County, 8 rP 1102(690), $%775,626 47. Texas Department of Transportation, FM 1179, Brazos County, •STP 2012(562), $4,711, 558 48. Texas Department of Transportation; US 7.7, Fayette County, STP 2013(699), $3,046,231 49, Texas Department of Transportation, 'SH 30, Grimes County, STP 2013(890), $475,761 2 50..Texas Department of Transportation, FM 696 and. FM.448, Lee County, RMC 624543-001, $.1.,029,888 51. Texas Department of Transportation, FM 148, Kaufman County, BR 2011(084), $9,1841740 52. Texas Department of Transportation, FM 1641, Kaufman. County, STP 201.1 (470)ES, $3,172,483 53. Texas Department of Transportation, FM 2818, Brazos Coullfy, STP III02(237)SB, $14,146,816 54. Yexas Department of TransportaQon,'FM 60, Brazos County, STIR 2004(74), $7,633,962 55'.. Texas Department of Transportation, SH 36, Austin County, C 187-2-64, $10,802,786 56. -Texas Department of Transportation, SH 106, Grimes County, STP 2013(058) SB, $6,821.968 57. Texas Department of Transportation, US 183, Lampasas County, C 272-6-36, $2,626,790 58. Texas Department of Transportation, FM 1865, Freestone County, RMC 5245-15-001, $1,960,3595• 59. Texas Department of Transportation, FM 65, Navarro County, STP 2012(753)HES, $3,070,656 ; 60. Texas Department of Transportation, FM 1461, Freestone County, BR 2012(674), $602,899 61. Texas Department of Transportation, SH 6, McLennan•County, BR 2012(686), $3,659,039 62. Texas Department of Transportation, FM 929, Coryell County, BR 2013(551), $1,085,672 63. Texas Department of Transportation, SH 22, Hill County, STP 2013(467), $6,401,417 64. Texas Department of Transportation,.FM 930, Coryell County, BR2013(551), $1,026,148 65, Texas Department of Transportation, CR, Fails County, BR 1102(566)ETC, $704,077. 66. ;Texas Department of Transportation, PW, Coryell County, C 909-39-123, $1,385,145 67. Texas Department of Transportation, FM 949, Austin County, STP 2013(595)HES, $3,120,993 68, Texas Department of Transportation, SH 36, Washington County, NH 2O13(947), $3,601,986 69. Texas'Department of Transportation, US 190, Madison County, RMC - 625917001, $1,149,046 70. Texas Department of -Transportation, SH 105, Grimes County, RMC - 625849001, $857,038 71. Texas Department of Transportation; US 290, Washington- County, NH 2O134(339), $1,024,093 ; 72. texas Department of Transportation, SH 6, Brazos County, NH 2O14(455); $1,420,898 73. Texas Department of Transportation, US 290, Lee County, NH 2O14(516), $3,515,264 74. Texas Department of Transportation, SH 6, Brazos County, RMC - 626226001, $331.,864 75, City of Bryan, 2015 Sealeoat Maintenance, $625,715 3 76. Texas.Department of Transportation'. S.H 6, "Brazos.Courity, RMC - 011.4-08?034, $331,•864 77. Texas Department of Transportation, US 290,. Fayette County, 0114-08-034, $3,140,617• . 78.'Texas•A&M Transportation'Institute, Test Track Overlay, Brazos County, $51,500 79. Texas Department of Transportation, CR 190, Fayette County, BR'2008(550), $404,026 80. Texas Department of Transportation, SH 105, Washington County, RMC - 626226p01i $487.Af 81..Texas Department of Transportation,'FM 2155, Burleson County,'RMC 627604001, $690,324 82. Texas Department of Transportation, FM 486, Milam County, RMC 627338001, $640,342 " 83. Texas Department of'Transportntion, SH 21, Lee County, NH 1502(036), $440,309 . 84. Texas Department of Transportation, SH 159, Austin County, STP 2015(428)i $10,938,936 86. Texas Department ofTransportatlon, 5H 30, Grimes County, STP 1402(194), $5,718,784 B6. Texas Department of Transportation, FM 1179, Brazos. County, STP 2015@35), $2,436,656 87..Texas Department of Transportation, FM 60, Brazos County, NH 2O15(705j, $1,665,192 88. Texas Department of Transportation, SH 21, Brazos County, NH 2O15-(530), $2,625,644 89. ,Brazos County, Various FGSMA HMAC, Brazos County, $723,758' 90, Texas Department of Transportation, FM 1373, Robertson County, BR.1502(142), $1,204,159 91. Texas Department of.Transportatfon, CR, Austin County, .BR 2012(166), $ $442,967 92. Texas Department of Transportation, FM 60, Brazos County, NH 1502(140), $ $1,327,052 . 93.• Texas Department of Transportation, SH 6 Ramps, Brazos County, NH 1502(234), $7,542;870 94. City of College Station, Various FGSMA HMAC, Brazos.County, $369,126 96 Texas- DepartmentofTransportation, SH 21, Madison County; NH 1502(525), $3,009,680 96.'Texas Department of Transportation; SH 21 Crossovers, Brazos County, NH 1502 (524), $1,604,740r 97. Texas. Department of Transportation, FM 60, Brazos County, NH 1502(527), $989,616 98. Texas Department of Transportation, FM 448, tee County, STP 1502 (595),.$3,138,496' ' 99, City of Bryan Maintenance, 2018 Sealcoat Maintenance (Bryan, TX), $ 920,643.80 100."rexas A&M T11, Ride Test Track Overlay, $51,500 101.Texas A&M Universlty •- Vet School Project (College Station, TX), Sitework Subcontractor, $ 3,275,999.00 . 1021exas Department of Transportation Aviation Division, McGregor Municipal Airport, 0709NIGREG, $2,053,083 :4. 103,TexW Department of Transportation Ayiation Division, McGregor Municipal Airport, $828,14 104 ;Waco Regional Alrport Runway Safety Improvements, City of Waco, $1,738,543 105.Texas A&M University, Easterwood Runway 16134 Pavement Rehabilitation, $2,862,573 106.`Cexas A&M University; Easterwood Runway 10/28 Pavement Rehabilitatior►, $2,210,288 107.Texas A&M University, Easterwood East Side Aviation Apron, $663,186 ' 108.Texas A&M University, Easterwood General Aviation Apron, $775,893 109.Subcontractor to Don-dackson Construction, Brenham Municipal Airport, $776,893 110.13razos'County Road and Bridge, Mesa Verde Drive•(College Station, TX), $1,096,•445.20 111,Texas Department of Transportation, Madison US 190 Rliri.0 (Midway, TX), HMAC Overlay and Safety Improvements, RM' C - 632217001, $1,063,526.99:. - 112.Madison US 190 (Madisonville, TX), HMAC Overlay and Pedestrian Improvements, NH 2O16(577), ETC., $2,150;935.10 113.Walker US 190 (Huntsville; TX), HMAC Mill & Inlay, NH 1702(083), $862,850.00 114.Brazos SH 30, ETC. (College Station, TX), HMAC Mill & Inlay with Pedestrian Improvements, STP 2017 (759), $1,679,419.00 115.Brazos FM 60 DD1(College Station, TX), intersection Improvement and Bridge Widening, NH 1602(416); $13,863,443.80 5 VP/GM Bryan Bill Faris Materials Manager 1 Office'Manaaer' Construction Melissa Vaughn Manager Matt Arnold I 9 Jay Martin ►:StFi]�1(71' Aggregate Manager I . River Bend Pit Sales Coordinator Tr"uckina Kellan Mathis Jana Lambert Coordinator 1 Daniel Rios l A t Plant -- j -Read 'Miz'Di"s atcl Trucking 'Foremen I Sales Manager I Amenda Hernandez — — Open . Trace Vanorden J Demetris McGrew _ i Leticia Murphy I __ Cassandra Koontz _ __ _ _ Quality Control i _ .Proiect Managers Genera Manager�I RM plant Managers ;Contract Admin ' Jon White Estimator Ready Mix Sales Reb Quality Control I ,Superintendent ' r Jerry Groves i Manaaer ;Navasota -Tracy Alfaro I Shannon Dodgen Charlie Bolkih Julie Tengesdal Lonnie Mitchell J Marco Ba ejas Jake Burchelt Bobby McLeod Jeel•Sadhwani CS—CullenBtogdon I _—_—___ _____— _-- ___ I .Bryan —Michael Cordova Riverbend —Fred Norris C Tech (OPEN) t — ---- ;Asphalt General Project Supts. r ^_ t e r r r_` r i Superintendent ' Cody Williams ' _ C Tech ! V ctor Mendoza I Terry Killingsworth, Stanley Gilbert --- — Jerry Owens i Gary Taylor Lupe Sanchez Survey Manaaer ; Jason Owen CONSIDERATION ITEM. C: MLssa Verde Drive Extension BRAZOS COUNTY BID 42-017 301 Project Manager: Jon White 'Superintendent: Clint Pittman - original Contract Amount: $1,196,445-20 ' Final ContractArnount: $1,179,280.13 Start Date. 11/2-7/2017 Substantial Completion: 04/17/2018 This project completed -ahead of schedule and under budget. The project was completed in 1:L6'days as , opposed to the 180 days allowed In the contract. Also, the dounty did not utilize the entire $10000' coritingency established at bid time. The $.82;8k93 of dontingency that was used was for extra work pdrformed-atthe county's request. -KRCScope; Demolition, •Earthwork,•••Underground, Erosion Control,.. Traffic.. ]Control, Lime/Cement SulJgrade Treatment, Flex/Cement Treated Base, Concrete Paving/Curbs, Cast -In -Place Concrete Ripriip/SST's, Stone Riprap, Prime Coat, HMAC SubcontractoYScopes: Brock Construction. - -Tree Clearing and Grubbing Area Wide Protective— Permanent Signage D.I.J. Cbnstructfan — Permanent Striping Brick Paving Plus— Landscape Pavers Cen Tex Hydroseetl — Permanent Seeding Project Description: Work consisting of the construction `of a new ditch section roadway approximately .5 miles in Jengi:h. The entire site was -wooded and had to be cleared before the eartbwork could be completed. Demolition of several structures was also performed. Earthwork consisted.of-4536 CY oftopscii,. 6367 CY of excavation, and 6885 CY of embankment. Underground work ranged from 18" to 84" diameter RCP with SE rs. An 8" subgrade treatment ' Was performed before li(acementthe ofthe 10" base course, prime coat, and 4.S" of HMAC. 175:LF,of concrete pavement was constructed at the main. entrance of Mesa Verde (included landscape pavers In the. median).•A turn lane'was also* created: for. traffic- turning right onto the new -roadway.: =' Permanent signage and strrpl'ng were applied td the new'roadway and erosion'controi features such as stone riprap, silt fence, and cellulose fiber mulch seeding capped of the project. CONSIDERATION ITEM. C Project Owner: Brazos County Road and Bridge owner Representative: GaryArnold 200.5. Texas Avenue, Suite 352 Bryan, TX 77803. 979-361=4290 CONSIDERATION ITEM: C Goodson Bend Road Rehabilitation BRAZOSJCOUNTY BID•# RFP 18'141 Project Manager: Jake Barchett Superintendent: Clint Pittman , Original'Contractftount: $965,550.75 Final Cohtract.Amount: $i,084A00.44 ; Start Date: 8/21/2018 Substantial Completion: 11/29/2018 This project completed on time with the exception of some excessive weather events In the. October/Novemb6r months of 2018. Knife River Corp, was ableto offersome value engineering for the proposed paving and subgrade to help due to the substantial amount of construction traffic since -this.. road lead to one of our material yards. This -reduced the engineers estimate from $1,500,000.00 which saved the county $534,549.24. Also, the county did not utilize the entire $150,000.00 contingency established at bid time. The $118,449.68 overrun was a result of extra work performed at the county's request. KRCScope: Demolition, Earthwork, Underground, Erosion Control, ,Traffic Control, Cement Subgrade Treatment, Flex/Cement Treated Base, Cast -in -Place: Concrete Riprap/SET's, Prime Coat, HMAC Subcontractor Scopes: Area Wide protective—permanentSlgnage/Barricades Cen Tex Hydroseed.--Permanent Seeding Project Description: Work conslsting*of the roadway wideiling, su�grade stabilization and grading. of ditches with RCP driveway crossings along the Goodson Bend roadway approximately one mile in length. The entire roadway had tb be milled -and su'6grade treated while' keeping traffic open with a one-way pilot car operation. DernolItion'of several structures was also performed,.Reworking- existing roadway -consisted of-12,665•SY. Underground work ranged from 151to 30" diameter RCP with Headwalls and SET's. An 8" svbgrade treatment - was performed before placement -the of the 8" base course, prime"coat, and 4" of HMAC. HMA and concrete driveways were constructed throughout.the project and cellulose fiber mulch seeding capped of the. project. ' Project Owner. Brazos County Road and Bridge Owner Representative: GaryArnold : . CONSIDERAVQN ITEK.0 Washington sH 36 —Wolf Creek Bridge TXDOT CSJ 0186-05. 040 Project Manager: Mike Lackey Superintendent: Lynn Fitzgerald. original Contract Amount: $1,448,042.29 Final Contract Amount: $1,432,875.42 Start Date: 09%OS/2017 Substantial C617r1pletion: 01/24/201:8 This project, computed on schedule and under budget, with only 70 bid daysto complete the work. The project was completed in' 71.days, including change order time added to the contract and credit days for holidays.atid weather, This included extra work done by KRC and another contractorto repair additidnal damage caused by flooding afterthe projoct was starred. KRC Scope: Earthwork, Low Water Crossing, Erosion Control, Traffic Control, Shoring, Bridge Demolition, Construction of New Bridge, Cast -in -Place Concrete Rlprap, Stone Rlprap, Cast -in -Place Bridge Rails, Guardrail, HMAC, Seal Coat, Striping, and Signage. Subcontractor Scopes. Hunter Demolition —BridgeDemo M & D Foundation Drilling — Drilled .Shafts Willow City Sign & Rail —Permanent Signage & Guardrail Stripe Lines Inc. —Permanent Striping Area Wide Protective -Traffic Control &barricades Cen Tex Hydroseed — Erosion Project Description: Work consisting of demolition of an existing bridge damage by flooding in May 2016, We constructed a low Water crossing with 4x8 rock and 48" metal - corrugated pipe to ;provide access to the work and .maintain flow of W o If Creek. KRC . along with TxDOT, placed , pug sand beneath the existing abutments to shore up adjacent -bridge due -to damage by additional flooding- caused by Hurricane Harvey, that occurred after the project was started. • Bridge -construction consisted of 36"'driiled concrete shafts; concrete, columns, bent caps,' abutments, 'precast concrete beam-5, concrete slab, concrete bridge rails, and HMAC paving. CONSIDERATION ITEM. Project Owner: TXDOT Owner Representative: Mark Shafer 1821 SH 105 Sre6ham, TX 77833 979-836-9359 CONSIDERATION ITE C Brdzos County SH 80 (Harvey Road, College Station, TX} TxDOT CSJ: 2446-01-026; ETC. STP '2017 (7S9) Project Manager: Jon -White Superintendent: Raymond Vasquez (Asphalt) and James Marshall (Concrete) Original Contract Amount: $1;679,419.00 Final Contract Amount: $1,599,687.17 Start Date: 04/19/2017 Substantial Completion: • 08/30/2017 This project completed ahead of schedule and under budget. The project was completed in 44 days -as opposed totheSO daysallowed inthe•contr-act. Several items underranthe original contract, and we were able to save TxDOT money by proposing a new work sequence. KRC Scope: Demolition, Earthworks Traffic Control, Trench Protection, Cast -in -Place Concrete Sidewalk, Driveways, Curbs, R4prap, and Wingwall, Trackless Tack,' Milling, and HMAC Subcontractor Scopes: Flasher- Barricades and Striping Batten Drilling - K9lbs for Trench Protection Cen Tex Hydroseed -Permanent Seeding, Erosion Control. Project Description: Milled and inlaid 1:134'miles of roadway with -SMA-,D HMAC on a trackless tack coat. Also performed 'full -depth HMAC .repairs. Included a culvert extension and some driveways and sidewalk worlc/ADA Improvements. We were able to adaptthe phasingto millthe entire roadway instead of in ha.lves.° This allowed us to:give TOOT a savings on the project. It also removed the tapers the plans had shown to be temporarily Installed on the new HMAC mat. Removal ofthe tapers was morethan likely to damagethe HIVIACso this-' change.not only saved money but increased the quality ofthe final project. Project Own er: WOT-Bryan Area Office Owner Representative: Connie' Flickinger 2102 Tabor Rd. Bryan, TX 77803 979-778-6233 - CONS IOERATI.ON ITEM C Robertson Countv FM 1373 CSJ- 0540-08-015 Project Manager: JakeBurchett ' Superintendent: Lynn Fitzgerald Original CdntractAmount: $1,204,459.20 Final Contract Amount: si,155,B1.31 5tart Date: 8/.17/2015 Substantial Completion: ' 6/15/2016 This project: completed on time with the exception of some excessive weather events in the December: months of 2015 through January 2016. The project was completed In 153 days as opposed to the 155'days allowed -in the contract.'Several items underran the original contract, resulting in savings for TxDOT bf. $4.9,327:89. KRC Scope: Demolition, Earthwork, Bridge Replacement, Erosion Control, Trafi)p Control, - Cement Subgrade' Treatment, Flex/Cement Treated Base, Cast in -Place Concrete and Stone Rlprap, Prlme.Coat; HMAC Subcontractor Scopes: Acme Fence and Iron Company— Barbwire Fencing Cen Tex Hydroseed Permanent.Seeding Flasher Equipment Co. -Striping Hemphill Pile Driving Co,- Precast Pile Driving Just Grooving- Bridge Deck and Approach Slab Grooving M&D Drilling- Drilled Shafts Mesa -Rod Busters -Steel Tying ' N-Line Traffic Maintenance- Barricades " Willow City Sign and hail -Signs and Metal Beam Guard Fence Project Description: Work consisting of the replacement of the Hardin Slough and AlligatorSlough bridges'and approaches, subgrade stabilization and grading of -ditches along th'e' FM 1373 roadway approximately 0.102 miles in length. The existing roadway had to be closed at each bridge and traffic detoured as they were`' ' . built oDe at a time. Demolition of these structures were also performed. Reworking existing roadway consisted of-2,600.SY. Two.separate three span bridges were constructed. An 8" subgrade treatment was performed before placementthe ofthe two -course surface treatm erit and celluloseftber mulch seeding capped of the project. CONSIDERATION ITEM Z� Project Owner: TxDOT Owner Representative: Connie Flickinger 25910 N Earl Rudder Fwy, Bryan; TX 77803 Bryan, TX 77803 979-361-4290 Knife River Corporation — South uses and in-house preventative maintenance program for maintaining our equipment in satisfactory operating condition. It consists of regular and routine action taken on equipment to avoid or mitigate the consequences of equipment failure. We have a well-equipped maintenance facility and mobile service units with trained and competent technicians. In the event that equipment failure does occur, we have many options to acquire rentals along with an in-house fleet of equipment haul -trucks in order to replace equipment during long-term repairs. We also have several vendors that we do business with who will haul equipment for us as well. Knife River Corporation —South Attached is a listing of our company owned and leased equipment. We understand that time of completion is critical for this project and we will have multiple pieces of equipment dedicated to this project. if necessary we have multiple sources of rental equipment that can be mobilized for immediate use in order to complete the project in the time specified. UNIT DESCRITION YEAR 39.003320 2015 FORD F150 SUPERCREW 2015 39.003325 2015 FORD F150 SUPERCREW 2015 39.003326 2015 FORD F150 SUPERCREW 2015 39.003329 2015 FORD F150 SUPERCREW 2015 39.003330 2015 FORD F150 SUPERCREW 2015 39.003334 2016 FORD F150 2016 39.003345 2016 FORD F150 2016 39.003352 2017 FORD F150 2017 39.003353 2017 FORD F350 2017 39.003358 2017 FORD F150 2017 39.003360 2017 FORD F150 2017 39.003361 2017 FORD F150 2017 39.003364 2017 FORD F150 2017 39.003370 2018 FORD F150 SUPER CREW 2018 39.003373 2019 FORD F150 SUPER CREW 4A 2019 39.003375 2019 FORD F150 SUPER CREW 2019 39.003376 2019 FORD F150 SUPER CREW 2019 39.003378 2019 FORD F150 SUPER CREW 2019 39.003379 2019 FORD F150 SUPER CREW 2019 39.003382 PICKUP FORD F150 2022 39.003383 PICKUP FORD F150 2022 39.003384 PICKUP FORD F150 4X4 2022 39.003424 PICKUP FORD F150 2020 39.003425 PICKUP FORD F150 2020 39.003426 PICKUP FORD F150 2020 39.004315 FORD F250 XL 4X2 CREW CAB 2014 39.004316 FORD F250 XL 4X2 CREW CAB 2014 39.004321 2015 FORD F250 SUPER CAB 2015 39.004323 2015 FORD F250 CREW CAB 2015 39.004324 2015 FORD F250 CREW CAB 2015 39.004325 2015 FORD F250 CREW CAB 2015 39.004328 2015 FORD F250 SUPER CAB 2015 39.004331 2016 FORD F250 CREW CAB 2016 39.004334D 2016 FORD F250 CREW CAB 2016 39.004335 2016 FORD F250 CREW CAB 2016 39.004336 2016 FORD F250 CREW CAB 2016 39.004337 2016 FORD F250 2016 39.004338D 2016 FORD F250 2016 39.004346 2016 FORD F250 2016 39.004347 2016 FORD F250 2016 39.004348 2016 FORD F250 2016 39.004349 2016 FORD F250 2016 39.004351 2016 FORD F250 2016 39.004352 2017 FORD F250 2017 39.004353 2017 FORD F250 2017 39.004354 2017 FORD F250 2017 39.004355 2018 FORD F250 SD SUPER CAB 2018 39.004356 2018 FORD F250 SD SUPER CAB 2018 39.004358 2018 FORD F250 SD SUPER CAB 2018 39.004359 2018 FORD F250 SD SUPER CAB 2018 39.004360 2018 FORD F250 SUPER CAB 2018 39.004361 2019 FORD F250 CREW CAB 2019 39.004362 2019. FORD F250 CREW CAB 2019 39.004353 2019 FORD F250 CREW CAB 2019 39.004364 2019 FORD F250 CREW CAB 2019 39.004365 2019 FORD F250 CREW CAB 2019 39.004366 2019 FORD F250 CREW CAB 2019 39.004367 2019 FORD F250 CREW CAB 2019 39.004369 2023 CHEVY SILV,2500HD 4X2 CRW 2023 39.004370 2023 CHEVY SILV 250OHD 4X2 CRW 2023 39.005001 2019 F350 CREW CAB 2019 39.005003 2020 FORD F350 CREW CAB 2020 39.005004 2020 FORD F350 CREW CAB 2020 39.005005 2022 FORD F350 CREW CAB 2022 39.005006 2022 FORD F350 CREW CAB 2022 39.005007 2022 FORD F350 CREW CAB 2022 39.005008 12022 FORD F350 CREW CAB 2022 39,005009 2023 CHEVY SILV 350OHD 4X2 CRW 2023 39.005010 2023 CHEVY SILV 350OHD 4X2 CRW 2023 39.009001 CRASH TRUCK 2001 39.009005 ATTENUATOR TRUCK 2009 39.009007 ATTENUATOR TRUCK 2013 39.009008 ATTENUATORTRUCK 2009 39.009009 ATTENUATORTRUCK 2009 39.009010 ATTENUATOR TRUCK 2011 39.009011 ATTENUATOR TRUCK 2012 39.009012 ATTENUATOR CRASH TRUCK 2011 39.009013 ATTENUATOR CRASH TRUCK 2011 39.009014 ATTENUATOR CRASH TRUCK 2011 39.009015 ATTENUATOR CRASH TRUCK 2012 39.009016 ATTENUATOR CRASH TRUCK 2011 39.009017 ATTENUATOR CRASH TRUCK 2011 39.009018 ATTENUATOR CRASH TRUCK 2012 39.010029 F550 4X2 CREW CHAS CAB 2013 39.010030 2016 FORD F350 W/ KNAPHEIDE 2016 39.010031 2016 FORD F350 W/ KNAPHEIDE 2016 39.01,0032 2018 FORD F350 W/ KNAPHEIDE 2018 39.010033 2018 FORD F350 W/ KNAPHEIDE 2018 39.010034 2018 FORD F350 W/ KNAPHEIDE 2018 39.030003 TRUCK WATER 4000 GAL 1993 39.030005 TRUCK WATER 4000 GAL 2000 39.030006 TRUCK WATER 4000 GAL 2000 39.030008 TRUCK WATER 4000 GAL 1993 39.030011 TRUCK WATER 4000 GAL 1993 39.030015 TRUCK WATER 4000 GAL 2005 39.030016 TRUCK WATER 4000 GAL 2004 39.030017 TRUCK WATER 4000 GAL 2005 39.030018 WATER TRUCK 4000 GAL 2007 39.030019 WATER TRUCK 4000 GAL 2007 39.030021 TRUCK WATER 4000 GAL 2005 39.030022 TRUCK WATER 4000 GAL 2007 39.031011 TRUCK DISTRIBUTOR F750 2004 39.031012 TRUCK DISTRIBUTOR BEARCAT 2008 39.031013 TRUCK DISTRIBUTOR T440 2015 39.031014 TRUCK DISTRIBUTOR 348 2017 39.031015 TRUCK DISTRIBUTOR 337 2020 39.89157311 5 YD DUMP TRUCK 2018 39.89171411 5 YD DUMP TRUCK 2019 39.891745 5 YD DUMP TRUCK 2013 39.89183511 5 YD DUMP TRUCK 2019 39.891879 5 YD DUMP TRUCK 2019 39.89183911 745 ARTICULATED TRUCK 2022 39.89184011 745 ARTICULATED TRUCK 2019 39.090004 TRAILER 20' GOOSENECK 1981 39.090009 TRAILER 40'GOOSENECK 1996 39.090023 TRAILER 16' CONE 1993 39.090031 TRAILER CORE RIG 1993 39.090040 TRAILER 16' FLATBED 1993 39.090053 TRAILER 24' SCREED 2000 39.090057 TRAILER 16' LUBE 2004 39.090063 TRAILER22' UTILITY 2004 39.090067 TRAILER 16' CONE 2004 39.090069 TRAILER 16' UTILITY 2005 39.090078 TRAILER CORE DRILL 2007 39.090079 TRAILER 16' UTILITY 2007 39.090080 TRAILER 20' FLATBED 2007 39.090081 TRAILER 18' UTILITY 2006 39.090082 TRAILER 18' UTILITY 2006 39.090083 TRAILER 14' ENCLOSED 2007 39.090085 TRAILER CORE RIG 2008 39.090087 TRAILER 14' ENCLOSED 2008 39.090089 TRAILER 14' ENCLOSED 2008 39.090091 UTILITY TRAILER 20' 2010 39.090092 16' ENCLOSED TRAILER 2010 39.090095 TRAILER UTILITY 7X14 ECONOHAUL 2013 39.090096 TRAILER UTILITY 7X14 ECONOHAUL 2013 39.090097 TRAILER UTILITY 7X12 ELEMENT 2013 39.090100 VACUUM TRAILER POTHOLE 2015 39.090101 7X6 TANDEM BULL NOSE CARGO 2015 39.090103 TRAILER UTILITY 2016 39.090104 TRAILER UTILITY 2016 39.090105 TRAILER UTILITY5X8 2016 39.090106 TRAILER 7X16 CARGO 2016 39.090107 TRAILER UTIILITY 2016 39.090109 TRAILER UTIILITY 2016 39.090110 TRAILER UTILITY DUMP 14' 2016 39.090111 TRAILER WATERTANK500GAL 2017 39.090112 TRAILER UTILITY 2017 39.090113 TRAILER UTILITY DUMP 14' 2018 39.090114 TRAILER UTILITY DUMP 14' 2018 39.090115 TRAILER UTILITY 17' 2018 39.090116 TRAILER UTILITY DUMP 14' 2018 39.090117 TRAILER UTILITY 20' 2018 39.090118 TRAILER UTILITY 17' 2019 39.090119 TRAILER UTILITY 17' 2019 39.090120 TRAILER UTILITY 17' 2019 39.090121 TRAILER UTILITY 17' 2019 39.090124 TRAILER WATER TANK 500 GALLON 2020 39.090125 TRAILER UTILITY 20' 2021 39.090126 TRAILER UTILITY 20' 2021 39.090127 TRAILER UTILITY 20' 2021 39.090128 TRAILER UTILITY 20' 2021 39.090129 TRAILER UTILITY 20' 2021 39.090130 TRAILER UTILITY 20' 2021 39.090131 TRAILER UTILITY 10' 2021 39.090133 TRAILER UTILITY 16' 2022 39.090402 TRAILER UTILITY 2000 39.090712 FLATBED GOOSENECK TRLR 30' 2023 39.091001 TRAILER 45' FLATBED 1974 39.091017 TRAILER 19' FLATBED 1977 39.091020 TRAILER FLOAT 1973 39.119001 COLD PLANER24" WORK TOOL 2020 39.122004A 299 CAT SKID STEER ATTACHMENT 2019 39.122005 229D2 HF SKID STEER 2019 39.122005A 299D2 HF SKID STEER-ATTCHMENT 2019 39.122006 229132 HF SKID STEER 2019 39.122006A 299D2 HF SKID STEER-ATTCHMENT 2019 39.122007 299D2 HF SKID STEER 2029 39.122008 299D3 CAT SKID STEER 2021 39.891497 259 SKID STEER 2019 39.891827 289D SKID STEER 2022 39.89183011 299D SKID STEER 2018 39.89184511 325G SKID STEER 2021 39.89186211 299D SKID STEER 2018 39.89186511 249D SKID STEER 2019 39.89189011 325G SKID STEER 2022 39.89189611 299D SKID STEER 2018 39.891904R 299D SKID STEER 2020 39.891905 259D SKID STEER 2020 39.891915 259D SKID STEER & SHREDDER 2022 39.891928 T740 SKID STEER 2019 39.89193211 299D SKID STEER 2022 39.891934 T770 SKID STEER 2022 39.891937 259D SKID STEER 2021 39.891939 SVL97 SKID STEER 2023 39.124004 LOADER BACKHOE CAT 4151L 2022 39.125035 LOADER BACKHOE CAT 420D 2005 39.125036 LOADER BACKHOE 420E IT 2010 39.125037 LOADER BACKHOE 420E IT 2010 39.125038 LOADER BACKHOE 42OF IT 2015 39.125039 LOADER BACKHOE 420F IT 2015 39,891843R 310 BACKHOE 2022 39.89189511 416 BACKHOE 2019 39.891930R 580 BACKHOE 2022 39.131007 LOADER WHEEL CAT 914G 2005 39.132010 LOADER WHEEL CAT 928GZ 2007 39.132012 LOADER WHEEL CAT 938H 2O11 39.132013 LOADER WHEEL CAT 938G 1997 39.132014 LOADER WHEEL CAT 938G 2000 39.132015 LOADER WHEEL CAT 938G 2005 39.132017 LOADER WHEEL CAT 918M 2017 39.133016 LOADER WHEEL CAT 95OG 2001 39.133025 LOADER WHEEL CAT95OG 2005 39.89183711 950M LOADER 2022 39.89189111 L70H LOADER 2020 39.149023 MOTORGRADER CAT 140M BR 2010 39.149024 MOTORGRADER CAT 140M BR 2010 39.149025 MOTORGRADER CAT 140M 2011 39.149026 MOTORGRADER CAT 140M 2011 39.149027 MOTORGRADER CAT 140M 2016 39.149028 MOTORGRADER CAT 140M 2017 39.149029 2022 MOTORGRADER CAT 150 2022 39.149030 2023 MOTORGRADER CAT 150 2023 39.150003 MOTORGRADER CAT 160H 2O07 39.150005 MOTORGRADER CAT 160M 2007 39.166007 SCRAPER CAT 613C ELEVATING 2006 39.166008 SCRAPER CAT 613C ELEVATING 2006 39.174019 DOZER D5K 2013 39.174020 DSK2 LGP DOZER 2017 39.891826R D2 DOZER 2022 39.89183311 450 DOZER 2022 39.891834 Dl DOZER 2022 39.89185311 450K DOZER 2021 39.89189211 450K DOZER 2019 39.891938 650K DOZER 2023 39.89186011 D6N DOZER 2018 39.191006 308EEXCAVATOR 2019 39.191007 308EEXCAVATOR 2019 39.89174611 EC35D MINI EXCAVATOR 2019 39.89180311 V1080 EXCAVATOR 2018 39.89185511 VI055 MINI EXCAVATOR 2019 39.89185911 306CR MINI EXCAVATOR 2023 39.89187011 315 EXCAVATOR 2019 39.89187311 V1080 EXCAVATOR W/BREAKER 2019 39.89188211 308 EXCAVATOR 2019 39.89188911 VI055 MINI EXCAVATOR 2019 39.89189311 315 EXCAVATOR 2019 39.89189411 SV100 EXCAVATOR 2022 39.89190111 303.5 MINI EXCAVATOR 2023 39.89192411 E50 MINI EXCAVATOR 2023 39.891929 303.5 MINI EXCAVATOR 2023 39.891940 VI055 MINI EXCAVATOR 2019 39.89192511 EC200 EXCAVATOR 2023 39.193016 EXCAVATOR CAT 325 2016 39.89185411 SK140 EXCAVATOR & BREAKER 2022 39.89186611 320 EXCAVATOR 2017 39.89187611 CX2101) EXCAVATOR 2020 39.891877R EXCAVATOR 2022 39.891898R 320 EXCAVATOR 2019 39.891912 325 EXCAVATOR 2019 39.891916R 325 EXCAVATOR 2019 39.891933 325 EXCAVATOR 2022 39.1940131) EXCAVATOR CAT 330CL 2004 39.194016 EXCAVATORJD330C 2003 39.194019 EXCAVATOR CAT 330FL 2015 39.194020 EXCAVATOR CAT 335 2022 39.89181111 350X4EXCAVATOR 2019 39.891926R 330 EXCAVATOR W/HAMMER 2017 39.891920R 352 EXCAVATOR 2023 39.89192111 352 EXCAVATOR -1 2023 39.194020A CAT TAKE OFF 36" EXCVTR BUCK 2022 39.302003 WACKER TRENCH ROLLER 2020 39.306023 ROLLER PNEUMATIC PS150C 2010 39.307031 ROLLER PNEUMATIC PS360C 2006 39.307032 ROLLER PNEUMATIC PS360C 2006 39.307033 ROLLER PNEUMATIC PS360C 2006 39.307034 ROLLER PNEUMATIC PS360C 2006 39.307035 ROLLER PNEUMATIC PS360C 2012 39.307036 ROLLER PNEUMATIC CW34 2013 39.307037 ROLLER PNEUMATIC CW34 2015 39.307038 ROLLER PNEUMATIC CW34 2018 39.89185111 BW27 PNEUMATIC ROLLER 2021 39.312001 HD32W ROLLER 2021 39.312002 HD32W ROLLER 2021 39.89182811 CB24B 48" DD ROLLER 2018 39.89186311 CB24B 48" DD ROLLER 2018 39.891885 BW120 48" DD ROLLER 2022 39.891917R DD258 48" DD ROLLER 2022 39.313021 COMPACTOR CB64 2010 39.313025 COMPACTOR CB64 2015 39.313026 COMPACTOR C864 2015 39.313027 COMPACTOR CB64 2016 39.313028 CB15 84" DD ROLLER 2019 39.313029 CB15 84" DD ROLLER 2019 39.89191811 CB15 DD ROLLER 2019 39.89191911 HD1201VV DD ROLLER 2022 39.317023 PADFOOT COMPACTOR CP56 2011 39.317024 PADFOOT COMPACTOR CP56 2011 39.317025 SD VIBRATORY COMPACTOR CS56 •2012 39.317026 PADFOOT COMPACTOR CP56 2015 39.317027 SD VIBRATORY COMPACTOR CS56B 2015 39.891488R CS54BSMOOTH DRUM ROLLER 2018 39.89180SR Hlll SD ROLLER 2017 39.891831R CS56SDROLLER 2019 39.891832R SD115BPADFOOT ROLLER 2018 39.891836R H101P PADFOOT ROLLER 2019 39.891841R CS44SDROLLER 2019 39.891842R H101P PADFOOT ROLLER 2022 39.891844R BW211PD PADFOOT ROLLER 2021 39.891846R H101 SD ROLLER 2021 39.891847R BW211D SD ROLLER 2022 39.891857R CS54B SD ROLLER 2019 39.891861R CS56B SD ROLLER 2017 39.89188011 CS54BSD ROLLER 2019 39.89188611 PADFOOT ROLLER 2022 39.891888R CS56 SD ROLLER 2016 39.891906R SSR120 SD ROLLER 2019 39.891907R H101P PADFOOT ROLLER 2019 39.323004 COMPACTOR CAT815 2004 39.321005 COMPACTORCAT815 2004 39.342002 CRANE 28-TON CN128 1991 39.342004 CRANE 75-TON RT175 2000 39.891848R 660SJ MANLIFT 2022 39.891852 660SCTRACK MANUFT 2017 39.89186411 660SJ MANLIFT 2018 39.891930R S60X MANLIFT 2018 39.89188311 3013 TELEHANDLER 2022 39.390021 COMPRESSOR 185CFM JD 2000 39.390035 PORTABLE AIR COMPRESSOR CFM 2021 39.410010 ARROW BOARD 1999 39.410021 ARROW BOARD 2018 39.410022 ARROW BOARD 2018 39.420023 ARROW BOARD 2018 39.410024 ARROW BOARD 2018 39.411025 MESSAGE BOARD 2008 39.411026 MESSAGE BOARD 2008 39.411027 MESSAGE BOARD 2008 39.411030 MESSAGE BOARD 2015 39.411031 MESSAGE BOARD 2016 39.411033 MESSAGE BOARD 2016 39.411034 MESSAGE BOARD 2014 39.411035 MESSAGE BOARD 2014 39.4].1037 MESSAGE BOARD 2014 39.411038 MESSAGE BOARD 2018 39.411039 MESSAGE BOARD 2018 39.411040 SQ3 PORTABLE TRAFFIC SIGNAL 2017 39.411041 SQ3 PORTABLE TRAFFIC SIGNAL 2017 39.411042 MESSAGE BOARD 2018 39.411043 MESSAGE BOARD 2018 39.411044 SQ3 PORTABLE TRAFFIC SIGNAL 2019 39.411045 SQ3 PORTABLE TRAFFIC SIGNAL 2019 39.411046 MESSAGE BOARD 2020 39.411047 MESSAGE BOARD 2020 39.411048 MESSAGE BOARD 2020 39.411049 MESSAGE BOARD 2020 39.411050 MESSAGE BOARD 2020 39.411051 MESSAGE BOARD 2020 39.411052 MESSAGE BOARD 2020 39.411053 MESSAGE BOARD 2020 39.411054 MESSAGE BOARD 2020 39.411055 MESSAGE BOARD 2020 39.411056 MESSAGE BOARD 2020 39.411057 MESSAGE BOARD 2020 39.4110S8 SQ3 PORTABLE TRAFFIC SIGNAL 2021 39.411059 SQ3 PORTABLE TRAFFIC SIGNAL 2021 39.411060 SQ3 PORTABLE TRAFFIC SIGNAL 2021 39.411051 SQ3 PORTABLE TRAFFIC SIGNAL 2021 39.411062 BOARD SPEED RADAR 2018 39.411063 BOARD SPEED RADAR 2018 39.411064 SQ3 PORTABLE TRAFFIC SIGNAL 2022 39.411065 SQ3 PORTABLE TRAFFIC SIGNAL 2022 39.412026 RJT350 BROOM 2019 39.412027 KR350/AC BROOM L�4 2013 39.412028 BROOM 2010 39.412029 BROOM RC350 2019 39.412030 BROOM 2018 39.412031 BROOM 2018 39.412032 BROOM 2019 39.89176611 RC717350 BROOM 2018 39.89181511 MK-1 BROOM WITH CONVEYOR 2019 39.891872 450 BROOM 2022 39.89190011 BROOM 2018 39.891935 MK-1 BROOM W/CONVEYOR 2019 39.417004 CHIP SPREADER 2013 39.440016 PUMP CENTRIF 61NCH 2O05 39.440025 PUMP 61NCH PT6LT 2004 39.440045 PUMP 6" WACKER NEUSON PT6LT 2010 39.89186811 6" PUMP 2022 39.89186911 6" PUMP 2022 39.462006 HYDRAULIC HAMMER 2022 39.492014 MLT6SM LIGHT PLANT 2020 39.891647 PRESSURE WASHER 2019 39.578010 PAVER AP1000D 2010 39.578011 AP100DE WHEEL ASPHALT PAVER 2012 39.578013 APIOSSF WHEEL ASPHALT PAVER 2015 39.578014 API055FWHEEL ASPHALT PAVER 2019 39.583003 ASPHALT PICKUP MACHINE 2008 39.584007 SHUTTLE BUGGY SB2500D 2006 39.584008 WEILER SHUTTLE BUGGY 2014 39.584009 SHUTTLE BUGGY WEILER E2850 2016 39.585001 ROAD WIDENERSPD8 2006 39.590004 PM620 COLD PLANER 2016 39.89184911 PM620 MILLING MACHINE 2020 39.891871R W210 MILLING MACHINE 2020 39.891922R PM620 MILLING MACHINE 2020 39.891936 PM620 MILLING MACHINE 2020 39.891838R WR2001 RECLAIMER 2022 39.595009 RECLAIMER RM500 2017 39.595010 RECLAIMER RM500B 2018 39.8918SOR RM500B RECLAIMER 2021 39.642002 CURB AND GUTTER MACHINE 5000 1985 39.645001 GOMACO GT3600 PAVER 2000 39.655003 BIDWELL WORK BRIDGE 2008 39.655004 BIDWELL WORK BRIDGE 2015 39.661003 BIDWELL BRIDGE SCREED 4800 2008 39.661004 BRIDGE SCREED 2450 2002 39.662015 HUSQVARNASAW 2010 39.662016 SAW CONCRETE 2018 39.707025 WELDER PORTABLE 2021 39.752003 GPS MACHINE ROVER 2020 39.752004 GPS MACHINE ROVER 2020 39.752005 GPS MACHINE ROVER 2020 39.753001 GPS GRADER SYSTEM 2020 2020 CONTRACTOR'S SAFETY RECORD I. List your organization's Workers Compensation Experience Modification Rate (EMR) for the last five years, as obtained from your insurance agent. 2018 .55 2019 .56 2020 .57 2021 .61 2022 .62 II. Complete the matrix below for the last five years, as obtained from OSHA No. 200 Log: 2022 2021 2020 2019 2018 Number of injuries & illnesses 10 6 9 9 10 Number of lost time accidents 2 6 5 3 1 Number of recordable cases 12 12 14 12 11 Number of fatalities 1 0 0 n 1 0 0 Number of employee direct hire fixed hours round to 1 000's11,044,0001,07 3,000 1,143,0001,208,0001,119,000 III. Please answer the following questions regarding your safety program a. Are regular project safety meetings held for Field Supervisor(s)? X yes _ no If yes, frequency: X weekly _ bi-monthly _ monthly as needed b. Are project safety inspections conducted? X yes no if —yes, who performs inspections? Supervisors, Managers, Safety personnel How often? Supervisors - weekly/ Managers - Monthly/ Safety - Mont y Who is required to attend? Supervisors and Front-line employees C. Does your organization have a written safety program? X yes no 23.088 RFP (CSP) Luther Street Rehabilitation Page 40 of 1 oz from Penbertby Blvd to Marion Pugh Dr. CONTRACTOR'S SAFETY RECORD (continued) d. Does your organization have a safety orientation program for new employees? X yes —no For employees promoted to Field Supervisor? X yes —no If yes, does your Supervisor Safety Program include instructions on the following: Safety work practices X yes _ no Too[ box safety meetings X yes _ no First aid procedures X yes ` no Accident investigation X yes T no. Fire protection X yes —.no New worker's orientation X yes _ no 23-088 RFP (CSP) Luther Street Rehabilitation Page 41 of 102 from Penberthy Blvd to Marion Pugh Dr. RFP # 24-001 County Depository Max Points First Financial Bank Available NA Truist Bank 1 Ability to Meet Service Requirements 50 49 50 2 Net Rate of Return 20 18 20 3 Cost of Services 20 20 18 4 Completeness of Response 10 10 10 Technical Proposal Total 100 96 98 * Disqualfied due to lack of information in RFP Committee Recommended Award: Truist Bank Appy-oved by Cornniiissioner's ourt on this 1 o day of ()Cid 6t;-P- , 2023 by holding the position of Cc3:,-MT I Ju®� DEPOSITORY CONTRACT THIS DEPOSITORY CONTRACT is made and entered into on the date last herein written by and between BRAZOS COUNTY, TEXAS, herein after called "DEPOSITOR", and TRUIST BANK, organized under the laws of the United States and authorized by law to do banking business in Brazos County, Texas, and now conducting such business in said Brazos County, Texas, hereinafter called "BANK". DEPOSITOR, through action of its Commissioners Court, hereby designates BANK as a depository for the period beginning December 1, 2023, through November 30, 2027, for a term of four (4) years. This contract is to cover all accounts owned by the County and all funds held in trust by the DEPOSITOR and placed on deposit with BANK. At the end of this four-year contract, BANK agrees to a 90-day extension if necessary to provide time for contract negotiations and a transition period. BANK's application for Depository Contract, including Request for Proposal (Attachment A), all exhibits, attachments, and addenda thereto, is incorporated and made part of this contract for all purposes; however, in the event of conflict between listed documents, this contract will control over any other document followed in order by Bank Agreements provided In Bank Response to RFP, and then the RFP documents and attachments. DEPOSITOR reserves the right to make external investments in accordance with the laws of the State Of Texas and the Investment Policy of DEPOSITOR without the assistance of BANK. IV. DEPOSITOR may arrange for time deposits, and BANK may accept and hold such deposits subject to payment in accordance with the terms of the deposit. In the event funds for a time deposit are withdrawn from a transaction or savings account at maturity, BANK will deposit the principal amount of the time deposit and any accrued interest in the DEPOSITOR's account from which funds were withdrawn to establish the time deposit. Interest shall be calculated at the rate which BANK has proposed for the particular denomination and time period of said deposit at competitive public offering for said deposits (see Exhibit E attached). Time deposit maturities will not extend beyond the termination of this Agreement without the expressed consent of the BANK. V. Account interest due to the DEPOSITOR or payment for services due to the BANK, if earnings against which BANK fees may be offset are insufficient, will be calculated and settled monthly based on the information in Exhibits C, D, E, F, and G. VI. BANK shall execute a County Depository Pledge Contract with DEPOSITOR in the time and, manner as provided by law and the same shall be attached as Exhibit B and incorporated herein for al I purposes. Depository Contract Paget of 5 VII. All notices, demands, or other writings may be delivered by any party hereto to the other, by United States Mail or other reliable courier at the foilowing addresses: DEPOSITOR: County Judge Brazos County, Texas 200 South Texas Ave. Ste. 332 Bryan, Texas 77803 COUNTY TREASURER: Treasurer Brazos County, Texas 200 South Texas Ave. Ste. 240 Bryan, Texas 77803 TRUSTEE: Federal Reserve Bank of Boston PO Box 55882 Boston, MA 02205 Attn: Joint Custody BANK: Senior Vice President, Market President Truist Bank 2717 Texas Ave. S. College Station, Texas 77840 The address to which any notice, demand, or other writing may be delivered to any party as above provided may be changed by written notice given by such party to the other two parties as above provided. Vill. The BANK shall deliver to the Commissioners Court on the date of execution hereof a Certified Corporate Resolution of its Board of Directors approving this contract and the execution thereof. The BANK shall deliver to Commissioners Court on the date of execution hereof a Certified Corporate Resolution of its Board of Directors indicating the authority of an individual(s) to pledge collateral on behalf of the BANK. IX. Either DEPOSITOR or BANK, with just cause, shall have the right to terminate this agreement prior to the expiration date by providing advanced written notice to the other party of its election to do so, and this agreement shall be void from and after the expiration of ninety (90) days after the receipt of such notice, provided all provisions of this agreement have been fulfilled. x This agreement is entered into and is performable in BRYAN, BRAZOS COUNTY, TEXAS, and the venue of any legal actions or proceedings arising out of or related to this contract, or out of any disputes between the parties concerning the subject matter of this contract or arising out of the violation or application of any law governing the subject matter of this agreement (including but not limited to LGC 116, LGC 117, and the Public Funds Collateral Act, 2257) is placed by agreement of the parties in BRYAN, BRAZOS COUNTY, TEXAS. Depository Contract Page 2 of 5 Depository Contract, Brazos County Request for Proposal No. 24-001 and BANICs response to RFP No. 24-001, and the County Depository Pledge Contract represent the entire agreement between the parties and supersedes any and all representation or agreement, both oral and written, not therein reflected. If any conflicts or inconsistencies shall arise among the terms of this agreement, Proposal No. 24-001, and BANK's response to said Proposal, the terms of this Contract and Depository Pledge Contract shall control, then the terms of Proposal No. 24-001 and then the Response. EXECUTED this day of 2023, by the undersigned duly authorized officers of the parties hereto. FOR TRUIST BANK: c l 1° r► D A u ; 5 V'9 / li'n A rke-f Pros (Name) (Title) (Signature) (Date) FOR BRAZOS COUNTY: A N Cou ly v `f TLxoG£ (Name) (Title) toIto Ia3 (Signature) (Date) Depository Contract Page 3 of 5 THE STATE OF TEXAS COUNTY OF BRAZOS BEFORE ME, on this day personally appeared V lie'n bay S of TRUIST BANK, known to me the person whose name is subscribed to the forgoing instrument, and acknowledged to me that he/she executed the same as the act and deed of the TRUIST BANK a corporation, for the purpose and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE his the - of A , 2023. ACEt Notary Public, State of Texas Printed Name:CApiLD(LI e Commission Expires: IQ - ()342Da� THE STATE OF TEXAS § COUNTY OF BRAZOS § ��►*••y CRYSTAL p PACE NoO STATE FC-X S Public �� My Comm. Exp. 10.03.23 Notary ID A 130369Q.9 BEFORE ME, on this day personally appeared DLXA N E Pt""r'C�S C of u t•rg c?Vt Di6 E of BRAZOS COUNTY, TEXAS known to me the person whose name is.subscribed to the forgoing instrument, and acknowledged to me that he executed the same as the act and deed of the BRAZOS COUNTY, TEXAS, for the purpose and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this the 0 * ofDOVO&EV— 20 N ary ublic, State of Texas Printed Name: Commission Expires: MMBAANDSON NottuyPubli ofi MY F520 85-8 as 1R� Depository Contract Page 4 of 5 ATTACHMENT "A" COUNTY DEPSITORY REQUEST FOR PROPOSAL 24-001 Depository Contract Page 5 of 5 EXHIBIT B: DEPOSITORY PLEDGE CONTRACT This COUNTY DEPOSITORY PLEDGE CONTRACT is'made and entered into on the date herein written by and between BRAZOS COUNTY, hereinafter called "DEPOSITOR," and TRUIST BANK, having an address at 2717 Texas Ave. South, College Station, Texas, 77840, hereinafter called "BANK." All funds on deposit with BANK to the credit of DEPOSITOR shall be secured by collateral as provided for in the Public Funds Collateral Act (Vernon's Texas Codes Annotated, Chapter 2267). The minimum market value of collateral securing County deposits shall be 110%. The pledge of Eligible Collateral by the Bank shall be in addition to and shall in no way eliminate or diminish any insurance coverage to which the Depositor may be entitled under the- rules and regulations of the Federal Deposit Insurance Corporation or any private insurance carried by the Bank for the purpose of protecting the claims and rights of its depositors. The Commissioners Court of Brazos County has the authority to reject any collateral offered by BANK which is not deemed to be allowed under the Public Funds Collateral Act or which is deemed to be of high security risk. To perfect the security interest of DEPOSITOR in the collateral pledged by BANK, the Federal Reserve Bank of Boston, herein referred to as "TRUSTEE," with approval of Commissioners Court, will hold the Collateral in a custody account for the benefit of DEPOSITOR. IV. BANK has heretofore or will immediately hereafter deliver to TRUSTEE collateral of the kind and character as authorized in the Public Funds Collateral Act of sufficient amount and market value to provide adequate collateral for the funds of DEPOSITOR deposited with BANK. Said collateral or substitute collateral, as herein provided for, will be kept and retained by TRUSTEE in trust so long as the depository relationship between DEPOSITOR and BANK shall exist hereunder, and thereafter so long as deposits made by DEPOSITOR with BANK hereunder, or any portion thereof, shall have not been properly paid out by BANK to DEPOSITOR or on its order. Upon the initial transfer of Collateral under this Contract and monthly thereafter, BANK and TRUSTEE shall be required to submit a written report to DEPOSITOR detailing the type and current market value of the collateral being held for the benefit of the DEPOSITOR. V. Should BANK fail at any time to pay and satisfy, when due, any check, draft, or voucher lawfully drawn against any deposit and the interest on such deposits, or in case BANK becomes insolvent or in any manner breaches its contract with DEPOSITOR, DEPOSITOR shall give written notice of such failure, insolvency or breach to BANK, and BANK shall have three (3) business days to cure such failure, insolvency or breach. In the event that BANK shall fail to cure such failure, insolvency or breach within three (3) business days, it shall be the duty of TRUSTEE, upon demand of DEPOSITOR, to surrender to the Commissioners Court in and for the DEPOSITOR the collateral being held by the TRUSTEE upon receipt of a certificate whereby'the DEPOSITOR certifies that BANK has failed to perform Its obligations under this contract, has otherwise breached this contract or has become insolvent. The BANK agrees and hereby instructs the TRUSTEE that a copy of this agreement attached to the certificate(s) shall serve as the BANK's consent and approval for the DEPOSITOR to sell and/or convert all or any part of the collateral to Depository Pledge Contract Page t of 5 the use of the DEPOSITOR. The BANK agrees and is bound to provide any other approvals or consents the TRUSTEE may require in order to release the collateral. for DEPOSITOR's use. The parties further agree that the DEPOSITOR may seek an order or declaration or order of a court of lawful jurisdiction in the event that the BANK does not comply with this provision or in the event the TRUSTEE refuses to surrender the collateral to the Commissioners Cburt, with all costs and attorney's fees incurred by DEPOSITOR to be reimbursed thereof, pay DEPOSITOR all damages and losses sustained by it, together with all expenses of any and every kind incurred by it on account of such failure or insolvency, or sale., accounting to BANK for the remainder, if any, of said proceeds or collateral remaining unsold. VI. Any sale of such collateral, or any part thereof, made by DEPOSITOR hereunder may be either at public or private sale; provided, it shall give both TRUSTEE and BANK ten (10) days notice of the time and place where such sale shall take place, and such sale shall be to the highest Offeror there for cash. DEPOSITOR and BANK shall have the right to proposal at such sale. VII. If Bank shall desire to sell or otherwise dispose of any one or more of said securities pledged as collateral, it may substitute for any one or more of such securities other securities of the same or greater market value and of the character authorized herein and by the Public Funds Collateral Act with the approval of the Commissioners Court. Such right of substitution shall remain in full force and may be exercised by BANK as often as it may desire; provided, however, that the aggregate market value of collateral pledged hereunder shall be at least 110% of DEPOSITOR's funds on deposit with BANK. A written report detailing the substitute collateral will be delivered to the Office of the County Judge. If at any time the aggregate market value of such collateral becomes less than 110% of the total sum of the DEPOSITOR's funds on deposit with said BANK, BANK shall immediately deposit with TRUSTEE such additional collateral as may be necessary to cause the market value of such collateral to equal the total amount of required collateral. BANK shall be entitled to income on securities held by TRUSTEE unless there is insufficient collateral on deposit with the TRUSTEE to cover the public funds as required by this contract. Approval of the DEPOSITOR will 'be required in all circumstances and if the collateral deficiency is not seasonably cured and the DEPOSITOR's consent is not given (in writing), the income becomes collateral for public funds to the extent of the collateral deficiency. The consent of the DEPOSITOR must be obtained for a security to be released as collateral. Before a security is released from collateral that is to be replaced, the BANK must present to the TRUSTEE the authorized replacement collateral that is being offered, and the TRUSTEE must accept such replacement. Vill. If at any time the collateral in the hands of the TRUSTEE shall have a market value in excess of 110% of the balances due DEPOSITOR by BANK, the DEPOSITOR may authorize the release of a specified amount of collateral by the TRUSTEE. A written report detailing the collateral released will be delivered to the COUNTY JUDGE. 1X. When the relationship of DEPOSITOR and BANK shall have ceased to exist between DEPOSITOR and BANK, and when BANK shall have properly paid out all deposits of DEPOSITOR, and, if all obligations under this agreement and applicable law have been fulfilled, Depository Pledge Contract Page 2 of 5 the TRUSTEE will be authorized to deliver all collateral being held. for the benefit of DEPOSITOR to the BANK. X. This contract is subject to, and incorporates, the current laws governing the relationships between counties, depositories and custodians/trustees and related entities as established by the Texas Local Government Code and the Vemon's Annotated Texas Civil Statutes, and any amendments or revisions thereto. BANK warrants and represents that* it shall comply with all applicable laws, rules, and regulations that govern or apply to this contract. BANK further warrants that in the event that it is aware of any violation of applicable laws, rules and regulations, it will bring the event to the attention of the DEPOSITOR immediately and in writing within three (3) business days. XI. This agreement is entered into and is performable in BRYAN, BRAZOS COUNTY, TEXAS, and the venue of any legal actions or proceedings arising out of or related to this contract, or out of any disputes between the parties concerning the subject matter of this contract or arising out of the violation or application of any law governing the subject matter of this agreement (including but not limited to the Public Funds Collateral Act, 2257) is placed by agreement of the parties in BRYAN, BRAZOS COUNTY, TEXAS. XII. All notices, demands, or other writings may be delivered by any party hereto to the other, by United States Mail�or other reliable courier at the following addresses: DEPOSITOR: County Judge Brazos County, Texas 200 South Texas Ave., Ste. 332 Bryan, Texas 77803 COUNTY TREASURER: Treasurer Brazos County, Texas 200 South Texas Ave. Ste. 240 Bryan, Texas 77803 BANK: Senior Vice President, Market President Trulst Bank 2717 Texas Ave. S. College Station, Texas 77840 The address to which any notice, demand, or other writing may be delivered to any party as above provided may be changed by written notice given by such party to the other two parties as above provided. XIII. BANK represents that the collateral pledged to DEPOSITOR is not otherwise assigned, pledged or Encumbered and that no lien, or security interests exist other than the security interest held by the DEPOSITOR pursuant to this agreement. Possession of the collateral by the TRUSTEE is intended as perfection of DEPOSITOR's security interest therein. BANK warrants that the collateral (in the form and amount required by the Public Funds Collateral Act, and by this contract) is held by TRUSTEE for the benefit of DEPOSITOR and 'as security for DEPOSITOR's funds. Depository Pledge Contract Page 3 of 5 XIV. The BANK shall deliver to the Commissioners Court on the date of execution hereof a Certified Corporate Resolution of Its Board of Directors approving this contract and the execution thereof. The approval of the Board of Directors must be reflected in the minutes of that meeting. The BANK shall deliver to Commissioners Court on the date of execution hereof a Certified Corporate Resolution of Its Board of Directors indicating the authority of an individual(s) to pledge collateral on behalf of the BANK. EXECUTED this day of , 2023, by the undersigned duly authorized officers of the parties hereto. FOR TRUIST BANK: C�toNDAuiS 5 V ? MArkei'Tres i lowt- (Name) (Title) ono . q as-:.3 (Signature) (Date) FOR BRAZOS COUNTY: DukNc P !� 7z� (Name) (Signature.) C'Utx"Ty TL'LOGE (Title) (Date.) Depository Pledge Contract Page 4 of 5 THE STATE OF TEXAS § COUNTY OF BRAZOS § BEFORE ME, on this day personally appeared C1 l'P, _ —D 6\V I of TRUIST BANK, known to me the person whose name is subscribed to the forgoing instrument, and acknowledged to me that he/she executed the same as' the. act and deed of the TRUIST BANK a corporation, for the purpose and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the ;G�of e . te, 2023. /► Notary Public, State of Texas Printed Name: l ,%\,{51-6d pa-cp Commission Expires: IQ - 0-?> - ao f-.3 THE STATE OF TEXAS § COUNTY OF BRAZOS § BEFORE ME, on this day personally appeared qu A cm e: P� �ce✓-ns , GO LiM-r4 �zx Da E' of BRAZOS COUNTY, TEXAS known to me the person whose name Is subscribed to the forgoing instrument, and acknowledged to me that he executed the same as the act and deed of the BRAZOS COUNTY, TEXAS, for the purpose and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the Q of O&VO (3fr s 2 Mr,-'v-.0v� No P'u fic, State of Texas Printed Name: � nti����� Commission Expires: S ON Notary Public,, State of Texas My NExp. Febtnary is, 2027 ID 13189QS5,8 Depository Pledge Contract Page 5 of 5 TRUIST R 2717 Texas Avenue S College Station, TX 77840 RFP NO. 24-001 County Depository From: Truist Bank To The Brazos County Purchasing Department 200 S Texas Ave. Suite 35-2-� Bryan, TX 77803 Phone: (979)361-4290 Fax: (979) 361-4293 CEPLH6012988 w 4 IROIST , id. QUA. All Is ji Pla Rog q n -Rc i2l -u T3 Nj ail p ,1w!L1 JA �t? -D L -,, I (Z) A .10 LC -,i,9 a-4119 L 1 11 log t TRU I ST July 25, 2023 Brazos County Purchasing Department 200 S. Texas Ave. Suite 352 Bryan, Texas 77803 Dear Brazos County Purchasing Department, Thank you for the opportunity to provide Brazos County ("the County") with a Treasury and Deposit solution that meets your objectives to achieve the most productive use of cash and resources, minimize operating costs and bank fees, safeguard assets, utilize available technology, and provide maximum flexibility in the management of day-to-day operations. We are well positioned to meet the requirements put forth by this RFP and we are committed to developing a strong relationship with the County by providing high -quality, efficient banking services at very competitive prices. We are committed to delivering the County solutions aimed to meet and exceed your current needs and expectations. Truist provides a comprehensive array of payables, receivables, fraud prevention, liquidity and information management solutions. Our industry -leading capabilities include a full spectrum of access channels flexible enough to support your unique needs — from data transmission to a mobile app. Our service offerings deliver robust functionality and flexibility to meet the County's varying — and continuously evolving — business needs. Our aim is to serve as an advisor to the County, provide expert advice and support regarding new technologies and banking services, and to work in tandem with you as the County simplifies and improves its financial processes. Our extensive and long-term experience working with similar entities allows us to function strategically, get ahead of future industry developments and changes, and streamline the County's operations. Through a collaborative, consultative approach to understanding your business strategies, Truist delivers comprehensive solutions supported by a heritage of exceptional client service. In summary, we would be honored and privileged to partner with the County. Our proposal presents a range of solutions that will serve the County well, now and in the future, as technology and changing demographics continue to alter the financial services landscape. Our pledge is to provide an unsurpassed level of expertise and service excellence, delivered by a highly personalized team of seasoned professionals, who will ensure a strong and successful relationship. Sincerely, Glen Davis Senior Vice President Market President Truist Bank, Member FDIC Truist Treasury Solutions —Proprietary and Confidential Table of Contents ExecutiveSummary..................................................................................................................10 CorporateProfile......................................................................................................................12 TheTruist OneTeam Approach®..............................................................................................16 Your Dedicated Relationship Team.........................................................................................16 LocalBranches.........................................................................................................................18 Account Recommendations & Pricing....................................................................................33 Exceptions& Clarifications.....................................................................................................62 Appendix...................................................................................................................................64 Truist Treasury Solutions —Proprietary and Confidential 2 REQUEST FOR PROPOSALS RFP NO.24-001 County Depository SEALED PROPOSALS TO BE SUBMITTED BEFORE: Tuesday, July 25,- 2023,2:00pm CST TO THE: BRAZOS COUNTY PURCHASING DEPARTMENT. 200 S. Texas Ave. Suite 352 Bryan, TX 77803 Phone: (979) 361. 4294 Fax: (979) 361-4293 Respondents, their employees andlor.representatives are prohibited from contacting any official or employee of Brazos County, except the Purchasing Agent, regarding this solicitationfrom the issuing date of the solicitation until scheduled oral presentations,or the date the Brazos. County Commissioners Court meets to. consider award of the RFP. Any such contact will be grounds for rejection of the vendor's proposal. In compliance with this. solicitation, the undersigned -proposer having examined the, solicitation and specifications and being familiar with the'conditions to be met, hereby"submits the following RFP for fuxriishing the material and/or services listed on the- attached bid form and agrees to deliver said items'at the locations and for the prices set forth on the bid form. Company Name: Truist By (Print): Glen Davis Title: MarlcetPresident. Physical Address: 2717 Texas Ave S, College Station, TX 77840 Mailing Address: 2717 Texas Ave S, Coll ege. Station, TX 77840 Telephone: 979-599-7087 Fax: 979-693-2979 E Mail: Glen.Davis@truist.com: Truist Treasury Solutions —Proprietary and Confidential 11. The proposer will designate an Officer who will be responsible for attending to inquiries, request for services, and daily activities regarding the management of County accounts. They should meet with the County staff annually at a minimum. 12. For any time deposits made by Brazos County, there shall be no penalty for the early withdrawal of funds. Reasonable attempts will be made to match the expected withdrawal dates with the maturity of the time deposits, but the County reserves the right to withdraw funds prior to the maturity date with no penalty or interest deductions. 13. Funds currently invested in time deposits will be moved to the awarded financial institution upon their maturity or at the discretion of the County. 14. Some of the accounts managed by the District Clerk are in individual's names, not the name of Brazos County. The bank will be required to issue 1099's to these individuals per IRS requirements. 15. Brazos County reserves the right to make investments outside the Depository Bank in accordance with the Laws of the State of Texas and the County Investment Policy (Exhibit I) or as the result of an order of a court. 16. The County Tax Assessor utilizes OPEX scanner and RTP software to create ICL files for daily deposits. The awarded bank shall be required to accommodate this check amount recognition (CAR) software. M. REFERENCES i Respondents shall provide a list of at least five (5) references, where work comparable in quality and scope to that specified has been performed within the past five (5) years. This list should include the names, phone number and email of the company/entity for which the prior work was performed to contact these references. References received on previous solicitations for similar size and scope in the previous six (6) months may be considered in lieu of obtaining a new reference check A negative reference may be grounds for disqualification of bid. Respondents are not allowed to use Brazos County as a reference. Company/Entity: Bryan Independent School District Contact: Stefanie Brumfield Phone: (979) 209-1041 Email: stefanie.brumfielobisd.org 151Page Truist Treasury Solutions —Proprietary and Confidential 4 Company/Entity: College Station Independent School District Contact: Amy Drodz Phone: (979) 764-5421 Email: adrodz@csisd.org Company/Entity: City of College Station Contact: Michael Dehaven Phone: (979)764-3852 Email: mdehaven@cstx.gov Company/Entity: City of Bryan Contact: Tony Duelm Phone: (979)209-5083 Email: tduelrn@bryantx.gov Company/Entity: Port of Houston Authority Contact: Ronald Gonzalez Phone: (713)670-2405 Email: regonzalez@porthouston.com 16 J Page Truist Treasury Solutions —Proprietary and Confidential 5 N. PROPOSAL EVALUATION WAIVER ' By submitting a proposal or response, each Proposer/offeror indicated below agrees to waive any claim it has or may have against Brazos County (the Owner), Architect, Engineers; Consultants and their respective Commissioners, directors, employees, or agents arising out of or in connection with (1) the administration, evaluation, or recommendation of any proposal or response; (2) any requirement under the Request for Qualification or related documents; (3) the rejection of any proposal or response or any part of any proposal or response; and/or (4) the award of a Contract, if any. The Proposer further agrees the Owner reserves the right to waive any requirements under the proposal documents or the Contract Documents, with regards to acceptance or rejection of any proposals, and recommendation or award of the contract. Note: The Statement of Affirmation Must be Notarized. STATEMENT OF AFFIRMATION The undersigned affirms that he/she is duly authorized to execute this waiver by the person(s) or business entity making the proposal. Firm's Name: Truist Address: 2717 Texas Ave S, College Station, TX 77840 Proposer's Name: Glen Davis r� l Position/Title: Market President Proposer's Signature: Date: 06/28/2023 Subscribed and sworn to me on this A O - day of l,t )e in the year ��3 Notary Public My Commission expires 1 r, 1 " d3 " Notary Public STATE OF TEXAS My COmm: EXP. 10.03-23 Notary ID 013038043-9 O. ADDENDA The undersigned acknowledges responsibility for all addenda issued prior to closing date. No addenda will be issued less than 48 hours prior to the solicitation submission deadline. IM Date No. Date Im Date 17 1 Page P. CERTIFICATION OF PROPOSAL 1. The undersigned affirms that they are duly authorized to execute this contract, that this bid has not been prepared in collusion with any other Contractor, and that the contents of this bid have not been communicated to any other Contractor prior to the official opening. 2. BANK is capable of providing sufficient collateral of the type permitted by Public Funds Colleterial Act (Exhibit 1: Chapter 2257) to secure County funds on deposit (varies $100,000,000.00 to $170,000,000.00). Circle One. YES NO 3. The. unde i d t Truist Bank meets th requirements deLGL�O��� , has paid up capita stock in the amount of $24,000,000.00 and permanent surplus of $57,216,000,000.00. 4. The following reports included in the submittal: ATTACHMENT THREE (3) FINANCIAL CONDITION OF BANK REPORTS AS OF (DATE) a. The audited, consolidated balance sheet; b. A copy of the proposer's most recent fiscal -year-end audit report with financial footnotes; c. A copy of the proposer's last three (3) quarterly Uniform Bank Performance Reports; and d. A copy of the proposer's last three (3) Call Reports. 5. Attached hereto is our certified check or cashiers check number 8000108105 in the amount of $1,109,173.00, (which represents approximately one-half percent of the revenues of Brazos County for the year 2022), and our certified check or cashier's check number in the amount of $18,266.00, which represents approximately one-half percent 8000108104. of the average daily balance of the registry/trust funds, payable to the Commissioners Court of Brazos County, Texas. If this proposal for the Depository of all County funds is accepted, said check will be used to secure the performance of said proposal, and if proposer fails to enter into a contract with County as provided in the proposal, then said check shall be retained by the County as liquidated damages for said failure. In the event this proposal is not accepted, this check is to be returned to the proposer immediately after Contract is completed. 6. State the dollar amount, if any, that the proposer will be willing to provide for expenses incun-ed due to changing depository banks. (For example: checks, deposit slips, endorsement stamps, depository bags, etc.) The bank will provide an annual stipend of $1.500.00 f or bankine sundlies- the Countv must order f rom our aref erred vendor. 18 1 Page Truist Treasury Solutions —Proprietary and Confidential 7 - • 7. The Officer of the Bank who will be assigned the responsibility for attending to inquiries, requests for services, and daily activities regarding the management of County accounts will be: Name: • Glen Davis Title: Market President Signed By: ��--0� Title: Market President Typed Name: Glen Davis Company Name: Truist Mailing Address: 2717 Texas Ave S, College Station, TX 77840 P.O. Box or Street City State Zip 56-0939887 Employer Identification Number: CORPORATE SEAL IF SUBMITTED BY A CORPORATION END OF RFP NO.24-001 r` 1 By signing below, Brazos County agrees that this RFP 24-001 will be awarded to the vendor whose name appears above and both parties agree to the terms and conditions contained herein. By: Brazos County Com missioners Co Date: L o I a ®a s Attest: Brazos County Clerk r , Brazos County Purchasing Department 200 S. TX. AVE., STE 352 BRYAN, TX 77803 PHONE (979) 3614292 FAX (979) 3614293 Addendum #1 to 24-001 County Depository Issued: July 17, 2023 Change: Reports Reason: Clarification and Information Adding reports for information. Attached is the Quarterly Investment report for quarter, ending March 31, 2023, and also the Treasurer's Report from March 2023 and May 2023. This addendum should be signed by an authorized representative of the respondent and returned with the bid documents as specified in the bid. Acknowledgement of Addendum: Signature: :Tr to s4 J5&,,,k �a. Printed Name: c Leffi DatLs Executive Summary sy- 1 . Truist Bank ("the Bank") wants to thank Brazos County ("the County") for giving us the opportunity to present our banking and treasury management solutions to you. We are committed to providing high - quality, efficient collection and disbursement solution services at very competitive prices. Our proposed solutions are composed of both required and recommended services that represent our understanding, ability and commitment to meeting your needs. A Premier Financial Institution BB&T and SunTrust, two iconic franchises, combined in a merger of equals to create the seventh -largest U.S. bank holding company with 275 years of combined history serving clients and communities in high growth markets. The combined bank is now known as Truist Bank ("Truist"). With our shared mission - and purpose -driven cultures, Truist will be true to our legacy as BB&T and SunTrust. It will move forward with the same trust and transparency you've come to expect. It also signals a shared belief in relentlessly building a better future, for our clients, associates, teammates and communities. By joining forces with a shared mission of putting our clients first, we'll be able to accelerate our investment in transformational technologies, so we can better serve you. Collaborating with Brazos County to Achieve Your Goals A significant part of our role as your banking services provider is to offer you strategic advice and guidance as you look to the future. Through a collaborative, consultative approach to understanding your business strategies, we will provide new ideas and fresh approaches to service delivery as we work to simplify the County's day-to-day operations and open new avenues toward automation and efficiency. Truist offers a full portfolio of comprehensive Treasury Management solutions and can create customized solutions for the County. Brazos County can be confident that Truist understands your business. To demonstrate, the following table outlines our proposed approach and some of the ways we deliver on your requirements. Truist has responded to each RFP question within our proposal and described its approach to completing each required objective. Comprehensive . Our treasury solutions portal, Digital Treasury, provides comprehensive Treasury Solution and customizable reporting. • Employ ACH debit block, ACH Control and payee positive pay to safeguard your accounts. Truist offers a unique blend: We provide you with a local market -based Dedicated Relationship Team that understands your business and has product expertise, Relationship stringent quality control, and strives to provide high -touch customer service. The Team County's Relationship Team will deliver the personalized service you deserve from your financial partner. We are committed to ensuring a smooth transition for the County. Through decades of experience managing implementations, we have perfected our Implementation strategies and processes and developed a procedural architecture that can be adapted and refined to suit the specific needs of each individual client. We do the heavy lifting, so resources from you are minimized. Truist follows a comprehensive, risk -based information security strategy that Data Security includes multilayered defenses and technologies with continuous enhancement designed for early and rapid cyberthreat monitoring, detection, response, and recovery. We cultivate a risk -aware culture, protecting systems and data through Truist Treasury Solutions —Proprietary and Confidential 10 robust testing, training, and education for teammates and by providing data protection guidance and education to clients. Truist continually invests in our cybersecurity capabilities and innovation, including where and how our security and response teams operate. For example, we are developing cyberfusion centers that unite cybersecurity experts with teams across the enterprise, such as fraud, physical security, risk, and business partners. Our cyberfusion centers enhance our speed and ability to monitor, detect, prevent, and respond to cyberthreats. At Truist, our environmental, social, and corporate governance contributions are more than a responsibility —they are an opportunity to fulfill our purpose to inspire and build better lives and communities. By doing our part as a corporate citizen to help build a better quality of life for the communities in which we live Social and work, we hope to inspire others to do the same and create a ripple effect of Responsibility meaningful change. Our Corporate Social Responsibility Report details Truist's collective environment, social and governance achievement. The Truist Corporate Social Responsibility Report is available on our website: hftps:Hir.truist.com/corporate- social-responsibility. At Truist, our mission is to provide distinctive, secure, and successful experiences through touch and technology. We use the equation "touch + technology = trust" to'describe how Truist delivers to clients the sum of our passion for personal, best -in -class service plus transformative technology to earn their trust and meet their needs efficiently and conveniently. The new Truist Innovation and Technology Center (ITC) will be the nexus of Digital Innovation innovation as we develop a new generation of client -centered financial services and products. The ITC houses agile teams that work directly with clients to help us test, learn, and gather feedback to redefine the digital experience. It provides a space to co -create, conduct research, practice design thinking, and harness intelligent automation to deliver services that optimize privacy, security, and ease of use. Truist understands the importance of market pricing, and we believe you will find the Bank to be very competitive within the market. The bank is offering two different options for the County to choose from: • Option #1 — our PF Special Money Rate Checking with an indexed APR Pricing Summary rate of FF plus 10bps • Option #2 - our PF Analyzed Interest Checking with an indexed Earnings credit rate of FF flat with additional balances above compensating balance will an indexed APY rate of FF plus 10 bps • Proposed line -item pricing guaranteed for the initial term of the contract As your banking partner, we analyze your business processes and help you take advantage of all aspects of payment automation. The result: innovative solutions that can increase your efficiency and meet objectives across all facets of your cash cycle. These solutions are enabling thousands of organizations to streamline financial processes, reduce risk and optimize working capital. Truist Treasury Solutions —Proprietary and Confidential 11 Corporate Profile Truist Financial Corporation (NYSE: TFC) is a purpose -driven financial services company committed to inspiring and building better lives and communities. Truist Bank, Truist's largest subsidiary, was chartered in 1872 and is the oldest bank headquartered in North Carolina. Truist offers a wide range of services including retail, small business and commercial banking; asset management; capital markets; commercial real estate; corporate and institutional banking; insurance; mortgage; payments; specialized lending; and wealth management. Truist has leading market share in many high -growth markets in the country. Headquartered in Charlotte, North Carolina, Truist is a top 10 U.S. commercial bank with total assets of $574 billion as of March 31, 2023. To 574E 13 p 10 U.S. $ $40513 commercial bank in assets in deposits (D � 000 — one $330B 5 0,000+teammates _15MM in loans client households '\-... Regional businesses • Commercial Banking • Premier Banking • Retail Banking • Small Business • Treasury Solutions • Wealth National businesses • Commercial Real Estate • Corporate and Investment Banking • Dealer Finance • Mortgage • National Consumer Finance and Payments • Retail and Wholesale Insurance ■Regional ® National huslnassas businesses Truist Treasury Solutions —Proprietary and Confidential 12 A Leading Financial Institution r 1 JPMorgan $3,666 2 Bank of:America Corporation $3,051 3 Citigroup $2,417 4 Wells Fargo - - $1,881. 5 U.S. Bank $675 6, PNC - - $557 7 Truist Financial Corporation 8 One $455 9 _Capital Citizens Bank $227 The Safety, Soundness, and Strength of Truist There's nothing more valuable than trust. That's why, at Truist, you'll get honesty, transparency, and integrity, plus solutions to fit your needs. Truist has a rich history of safety and soundness and is well - positioned for the future. We have a strong balance sheet with significant access to liquidity and funding. We are well -capitalized —well above regulatory standards. Our deposit base is granular and very diverse and allows us the privilege of supporting our purpose to inspire and build better lives and communities. Truist has one of the most diverse business mixes in banking. We have strong market shares in many of the most vibrant markets in the Southeast and Mid -Atlantic. Several of our businesses operate nationally, . including Corporate & Investment Banking, Insurance, Mortgage, CRE, Consumer Finance Solutions, and Wholesale Payments. With healthy capital levels, solid earnings, and credit ratings among the highest of our peer group, we continue to provide our clients with peace of mind and a secure place to grow and borrow money. Our clients can trust we have their best financial interests at heart, no matter the economic climate. Our strong balance sheets, liquidity, capital ratios and credit ratings underscore our strength and stability. As evidenced by our current financial results, Truist is fiscally sound and fully capable of managing the County's Comprehensive Banking Services. • Strong balance sheet with a strong capital position — well above regulatory standards • Consistently strong performance in annual Federal Reserve CCAR stress test • Strong liquidity and funding position with top tier credit ratings • Among the strongest credit ratings in our peer group Direct links for our financial statements; including annual reports, are available on our website: https://ir.truist.com/sec-filings Truist Treasury Solutions —Proprietary and Confidential 13 Truist credit ratings as of March 13, 2023: _ Truist Financial Corporation Rating Truist Bank Rating A-/A-2 A - BBB+ BBB - Positive A/A-1 A no rating A - Positive A3 A+/F1 AAUR-1 M A3 A AAL A3 A- AH Baa2(hyb) ; BBB AL r Stable Stable , Stable ; A2 A+/F1 AA/R-I H ; A2 A+ AA ; Aa3/P=1. AA-/F1+ AA (P)A2 '.' A AAL Stable Stable Stable i Truist Treasury Solutions —Proprietary and Confidential 14 The Truist OneTeam Approach® Truist has a proud history of building long-term relationships, delivering sound, reliable advice and executing effectively. The Truist OneTeam Approach® means helping you to create and develop strategies, plans, and solutions. It means having all the right capabilities, from lending to treasury services and from investment banking to private wealth. It means building collaborative client . relationships that extend beyond any one transaction or service, all to help your company continue to succeed and grow. The Truist OneTeam Approach® is an enduring business relationship forged between you and a customized team with financial and industry expertise. Our teams provide responsive and incisive advice and solutions. We'll be there at every stage of development to help you realize your business goals by: Offering extensive capabilities to support your plans. Truist offers extensive services and expertise demanded by today's businesses. Our solutions provide owners, managers, developers and investors with a full suite of financial solutions tailored for your industry and business. Delivering advice and solutions informed by deep industry expertise. Industry knowledge and expertise forms the basis for useful insight and advice that can help successful businesses. Truist has industry experts with the specialized experience and understanding to help you put together creative solutions that support your business. Forging collaborative relationships with the Truist One Team Approach. Business leaders favor relationships with those who .understand their business plans and can deliver end -to -end solutions efficiently and effectively. Truist centers our work on the Truist OneTeam Approach® to build a long-term business relationship with you supported by a customized team with financial and industry expertise to look out for your financial needs and help you realize your business and personal goals. Responding with agility, advising with insight, executing with precision. Business today operates in a fast-moving environment, dependent on thoroughly informed strategies and well -executed plans. Truist is committed to operating with agile responsiveness, advising with thoroughly considered and insightful ideas and executing with the attention to detail and follow-through that your business needs. Truist Treasury Solutions —Proprietary and Confidential 15 Your Dedicated Relationship Team Your Relationship Manager, Glen Davis, leads the overall Truist relationship with the County, acts as a strategic financial partner and client advocate, and provides insight to clients on a broad range of financial products and services. Glen will be the primary point of contact for all banking needs. Once notified, Glen will engage the appropriate Truist team and take ownership of ensuring the response to the County is accurate and timely. He serves as your advocate and will act as your liaison to other product specialists within Truist. The County is supported locally by a team for day-to-day operational needs. Bryan Cadenas is your Treasury Consultant, and as such leads the Treasury Solutions relationship with the County. Brian will work with the County's team to thoroughly understand your current payment processes and offer suggestions for increasing efficiency and accuracy while reducing risk and increasing working capital. Truist uses a consultative approach to all of our treasury and payments solutions, and our goal is to be a trusted advisor. Through our consultative approach, your relationship team will continuously invest the time and resources to fully understand the ever changing and growing business needs of the County and deliver banking solutions to meet those needs. Both Glen and Bryan will arrange regular meetings with key County personnel to optimize efficiency, reduce unnecessary costs, mitigate fraud risk, and add overall value to the relationship. They will tackle each of these areas through a thorough review and discussion of the County's payment cycle. A unique blend: Truist provides you with a local market -based Relationship Team that understands your business and has product expertise, stringent quality control, and superior customer service and on -call consultative specialists, making Truist a solid solution to all your banking needs. Relationship Manager Glen Davis Senior Vice President Market President 2717 Texas Ave. S College Station, TX 77840 979.599.7083 G len. Davis(&-tru ist.com Glen is currently the Market President for Truist, Bryan/College Station. He has been with the Bank since May of 2014. Glen is a 38-year career banker and has serviced as President of Community Banking and Corporate Executive Vice President for Citibank/First American Bank. He has significant management and banking background. He was a senior manager within the Commercial Business Group of Citibank focusing on growing the franchise and enhancing the relationship banking model within the bank. Glen and his Family have lived in Bryan/College Station for the last 32 years. Glen has been married to his wife, Beckie for 35 years and has two children, Brittney and Brooke. Brittney is a 2011 graduate of Texas A&M University and received an MBA in Speech Pathology from University of North Texas. Truist Treasury Solutions —Proprietary and Confidential 16 Brooke is a 2018 graduate of Texas A&M University and received an MBA in business from Texas A&M University, Mays Business School in 2019. ( Glen is very active in the community serving on many boards through the years. He is the past Chair for �- the Brazos Valley Economic Development Corporation. He has served on the Board of Directors and Executive Committee for the Bryan/College Station Chamber of Commerce. Glen was elected to be the Vice Chair of Finance and Physical Facilities for the Chamber of Commerce. Glen strongly supports students and education having served on the CSISD Education Foundation, CSISD High School Transition team, and past President of the A&M Consolidated Booster Club. He is a member of Christ United Methodist Church and served on the Board of Stewarts, Finance Committee and the Executive Youth Council. Glen is a board member and Executive Committee member for Health for All. He is also a past Advisory Director for Blinn College. Treasury Consultant Bryan Cadenas Assistant Vice President Treasury Solutions Consultant 333 Clay St., Suite 3800 Houston, TX 77002 832.840.0816 Bryan.Cadenas(Mtruist.com Bryan Cadenas, Treasury Solutions Consultant has been in Banking for 13 years, 6 of which have been in Treasury Management. Bryan is a graduate from The University of Houston -Downtown where he obtained his B.A. in Accounting. He's a resident of Richmond, Texas, married and has 4 children. Bryan comes from an extensive background in banking covering different segments, Retail Banking, Commercial, Corporate Investment Banking and Treasury Management. The Retail segment was the starting point of his career, working his way up from a Teller to a Relationship Manager where he managed a portfolio of high net -worth clients. He went onto Commercial banking, to work in a Treasury Management support role to help manage and support the Commercial Banking portfolio. In Corporate Investment Banking he worked with Cross Border Companies and US Corporations in support and analytical role. Lastly, working as a Treasury Management Officer for the lower Commercial segment covering the Texas Borders and Gulf Coast Markets. All this experience, prior to joining Truist as a Treasury Solutions Consultant for the commercial Community Bank for Houston, Bryan and College Station markets in late 2022, where he looks forward to continuing building his career and future. Truist Treasury Solutions —Proprietary and Confidential 17 Local Branches !` There are currently 4 Truist branches that are within a 8-mile radius of Brazos County. Truist Downtown .01 Miles 201 S. Texas Ave. Bryan, TX 77803 Truist Convenience Center 3 Miles 1660 Briarcrest Dr. Bryan, TX 77802 Truist University Center 8 Miles 711 University Dr., Ste. 300 College Station, TX 77840 Truist South College Station 8 Wailes 2717 Texas Ave S. College Station, TX 77802 Truist operates an extensive branch and ATM network throughout the Southeast and mid -Atlantic states, along with 24-hour digital access. 17 states + D.C. l 2500+ branches 1 3500+ ATMs Truist continually evaluates, adapts and modifies our financial center network, operations centers and platforms to fit the evolving needs of our customers and our business. Therefore, the financial center, vault and/or processing center hours of operation, location and platforms, while current as of this proposal, are subject to change in the future. Any changes will be communicated in a timely and comprehensive manner. Truist Treasury Solutions —Proprietary and Confidential 18 Exhibit D Services COACH Monthly Charge per Company ID — Prem Transmission Charge Each Record Charge — ACH Origin. Item Reversal Charge — per batch - $50.00 Per transaction - $20.00 Same Day ACH Charge Is there a support contact available for technical problems? Explain Truist Response: Fee 50.00 12.0 00.1__ 20.0_ 1.0 Yes. Our Technical Services Group handles support for software and intemet-based applications. Truist employs professionals with expertise in computer hardware, software, and communications. The Technical Services Group is available to respond to any of the County technical questions from 8 am to 8 pm ET Monday through Friday on bank business days. Explain cutoff times for ACH processing, including Same Day ACH. Truist Response: The standard deadline for file submission is 9 pm ET, one or two days prior to the effective pay date. Truist ACH Same -Day Credit Origination service enables faster payments. This enhancement enables ACH Originators that desire same -day processing the option to send same -day ACH transactions up to $1,000,000 to accounts at any domestic Receiving Depository Financial Institution (RDFI). The deadline is 2 pm ET for Direct Transmission and Digital Treasury. State the delivery requirements for deposits to be posted to employee accounts by Friday Morning? Truist Response: Timely submission of the ACH file will be important. As previously stated, the Bank will require the ACH file by Wednesday at 9 pm ET for your employees to have access to their pay at opening of business on Friday. The County may also submit the file earlier since we extract ACH files every two hours between 7 am and 9 pm ET. 2.0 Online Banking What methods are available for authentication? (Ex: Secure Token, Confirmation code sent via email, etc.) Truist Response: Truist uses multi -factor token authentication as part of its security. In order to log into the system, a user must key in his/her user ID and password followed by a one-time code supplied by a hard token device or the Truist Authenticator app. How and by whom is the administration of the security module established and maintained? Truist Response: The System Administrator for Digital Treasury will be established during implementation. The - County's designated System Administrator will have the oversight, access, and control for a wide range of functions including: Truist Treasury Solutions —Proprietary and Confidential 19 • Adding, changing and deleting users • Establishing, amending or deleting access and permissions • Resetting lost or forgotten user passwords j • Ensuring that anti -virus software is kept updated Additionally, highly detailed user permissions allow company Administrators to restrict user access to only those specific functions required by their role. Define online banking historical information retention. Truist Response: Up to two years of history is available in Digital Treasury. Describe the ability to provide approvals on internal transfers, ACH, and wires. Truist Response: Truist requires dual approval for payments but also supports dual approval for many other types of transactions or functions. Dual approval for payments requires one user to initiate a payment and a second user, with a second set of credentials, to approve the release of the payment. By using separation of duties, clients mitigate the potential for internal and external fraud. Upon the County's request, Digital Treasury can also enforce up to six approvals for payments, dual approval for administrative changes, and other controls based the County's need. Is there ability to setup alerts and/ or emails through the online portal for Returns, positive pay exceptions, etc.? Truist Response: When the County signs on to Digital Treasury, a convenient alert box will inform you if the Positive Pay file has been loaded for the day and if you have any exceptions to review. An optional Event Notification service is available which provides an email notification that Positive Pay exceptions are available to view. Positive Pay exception items are available for review via Digital Treasury by 10 am ET each business day. Pay or return decisions must be completed by 4 pm ET each business day. Are ACH addenda's shown in their entirety on-line and on detail reporting? Does access to this information require access to additional, specific EDI modules? Truist Response: If addenda information accompanies the ACH credit/debit, we can report it via Digital Treasury Current Day reporting or by setting the County up with EDI/Integrated Receivables. Digital Treasury Current Day reporting provides up to 78 characters worth of addenda. This information is available on Enhanced Prior Day Reporting BAI2, Current Day reporting via Digital Treasury, and Integrated Receivables via Web Portal/EDI. ACH addenda information is not available on the bank statement. Truist Treasury Solutions —Proprietary and Confidential 20 Exhibit D Services 3.0 Payment Fraud Describe the timing deadlines for check registers and exception elections related to Payee Positive Pay & ACH Positive Pay. Truist Response: Payee Positive Pay screens and matches payee names in addition to the standard check number and amount fields, providing incremental protection. With this solution, the County sends a file to Truist containing issued check information. Check issue files may be uploaded via Digital Treasury or transmitted to the Bank. Clients can transmit Positive Pay files to the Bank by FTP. Issued check data submissions are processed every 30 minutes, Monday through Friday, from 8 am to 7 pm ET. Check issues files received between 8 am and 7 pm ET will be processed the same business day. Based on your custom notification preferences, Truist sends email notifications alerting you of any Positive Pay exceptions for the day. The County will log in to Digital Treasury to review the exceptions. The County advises Truist of exception checks to be paid or returned each business day by the established deadline. Positive Pay exception items are available for review via Digital Treasury by 10 am ET each business day. Pay or return decisions must be completed by 4 pm ET each business day. If you take no action, the default you elected will be used. At implementation, you will have the option to set your default to Pay or Return. Truist safeguards your account by returning all exceptions (when a default decision of return is established on an account). Truist provides a teller line interface to your check issue file. If checks presented to a Truist teller do not match the check number and dollar amount on your file, the individual attempting to cash the check will be referred directly to you for resolution. For checks that match the data on file, the payee name will be displayed to the Truist teller for comparison with the payee name on the check. At the core of ACH Fraud Control is its web -based, real-time ACH Positive Pay functionality. This powerful tool enables efficient detection and return of fraudulent or erroneous ACH transactions. Through its convenient web application, the County manages authorized trading partners, establishes filter criteria, and makes pay/return decisions on pending ACH transactions. How ACH Positive Pay Works: • ACH Debit Transaction Origination: Your vendors or other parties use your account information to originate ACH debit entries through the National Automated Clearinghouse Association to Truist. • Automated Data Comparison: Truist compares incoming transactions with your previously established recurring authorizations. All matching transactions are allowed to post. • Notification and Review: If mismatching transactions are presented, Truist alerts you by email. You log in to ACH Fraud Control to review these transactions and other ACH activity. • Decision Action: Using the reject decision screen, you disposition each item to be a) returned unauthorized, b) paid one time, or c) paid with recurring authorization. if you take no action, Truist safeguards your account by returning all mismatching transactions. Authorizations decisions can be made any time prior to 6 pm ET. Is Payee Positive Pay input for manual checks available online? Truist Response: Yes. Truist can receive manual issues or deletes via transmission, Digital Treasury file import-� (upload), or manual entry via Digital Treasury. Truist Treasury Solutions —Proprietary and Confidential 21 Is ACH Positive Pay Offered? Truist Response: Yes, Truist offers ACH Positive Pay. Are ACH Blocks and Check Blocks available for certain accounts? Other Tools offered by the bank? Truist Response: Yes, for accounts where no ACH activity should be applied, we provide ACH Blanket Block. This solution prevents any All ACH debit and/or credit transactions from posting to the account and automatically returns the item to the ACM originator. Truist's ACH Fraud Control service prevents unauthorized ACH debits by comparing daily ACH activity with the County's authorization criteria. ACH activity that matches the authorization criteria will automatically post to the County's account. Unauthorized ACH activity is rejected and reported via a Rejected Payments Report for further disposition instructions (i.e.: pay, reject, recurring). Unauthorized entries would carry return code "R29 — Corporate Customer Advises Not Authorized," and are sent back to the originating financial institution. Truist will provide the ACH Rejected Payments Report to the County via secure email. This report provides you with a list of received ACH transactions that failed to match an authorization filter record you have previously established for this service. The County will use this report to indicate your payment disposition decision for each rejected transaction and then return the report to Truist. The report contains the following information for each reject transaction: Originating Company Name, Company ID, Reference Number, Amount and Effective Date. 4.0 Miscellaneous If Bank wishes to make a collateral substitution, how will Brazos County be notified? As the bank currently uses the Federal Reserve Bank of Boston as its third party administrator — the Fed would notify the County about the requested change. Explain the process for ordering checks and deposit slips. Vendor used? Truist Response: The County will work with your dedicated Relationship Specialist, Crystal Pace, to order checks from our check vendor, Deluxe . The average lead-time is five to seven days for delivery of ticket orders and other supplies. Should you prefer to print checks in-house or order from an outside vendor, we can prepare MICR specification sheets to you within one business day (plus mail time for delivery — we do not send MICR specification sheets by email). Describe charges for Bank Statements, Account Analysis, and Monthly Collateral Report for online and mailed copies. Truist Response: All Bank statements include detailed listings of all debit and credits including check numbers in serial order, transaction dates, daily balances, and deposits listed with sequence/location numbers. Truist's month -end Account Analysis statements will detail all bank activities/ services in addition to the related per -unit pricing. Statements will include average balance, average float, average collected balance, average positive collected balance, required reserves, average positive available balance, earnings credit rate and allowance, and total service cost. Truist Treasury Solutions —Proprietary and Confidential 22 The County should receive a monthly report from the Federal Reserve every month as well as any time a change in collateral has been made. Currently online reporting is not available from the fed, there is no charge for these reports. Describe different options and costs offered for cleared checks and deposit slip images. (Online, CD-ROM, Statement, File Transfer, etc.) Truist Response: Paid check images are available via Digital Treasury, on CD-ROM, and via a check image transmission. Digital Treasury provides in-depth account information including images of checks, deposit, and return deposited items within secure and real-time web access. You can retrieve and download historical information in various formats, which can be retained for research and/or retention purposes. Truist offers paid check imaging through our CD-ROM Imaging service. Each statement cycle, the County can receive images of paid items, deposit tickets, returned deposited items and account reconciliation reports on a CD-ROM. Images of lockbox items and remittance documents can also be provided. Additionally, Truist's CD-ROM Imaging service includes an image of your corresponding Bank Statement. Truist's Check Image Transmission allows you to receive a transmission of your Paid Check Images. Each business day before 11 am, the Check Image Transmission service may provide you with a daily ZIP file of all of your paid check images. The County may also receive a simple comma delimited index and multi -page tiff of the front and back for each check. Our Check Image Transmission service transfers and indexes high -quality images of the front and back of all your checks onto an easily searchable zip file, giving you and your staff fast access to archived checks. Truist Treasury Solutions —Proprietary and Confidential 23 Exhibit E Investments, Rates, Collateral 1.0 INVESTMENTS 1.1 All Investments of Countymonies must be made In accordance with the Brazos county Investment Policy 1.2 INTEREST BEARING CHECKING ACCOUNTS 1.21 Please state a fixed or variable rate for Interest Bearing Checking Accounts Fixed Rate n/a Variable Rate FF plus 10bps (explain in detail) Minimum Rate n/a n/a Minimum Balanoe Required 1.22 The District and County Clerk is charged with securing the best interest rate possible for funds being held in the Trust Account. (The balance Is typically between $1,000.000.00 - 2.000,000.00). No minimum balance guaranteed. Fixed Rate n/a Variable Rate F�� 1 nbps Minimum Rate n/s COMMENTS: The bank is offering a rate indexed to the Upper Boundary of the Fed Fund Rate plus 0.10% or 10bps. As of the date of this proposal, that rate would be 5.32% with an APY of 5.25% 1.3 DEPOSITORY BANK CERTIFICATES OF DEPOSIT/TIME DEPOSITS 1.3.1 Single Maturity deposits of 1.3.2 Single Maturity deposits of less than $100,000: $100,000 or more: Maturity Rate Rate �J 7- 29days 30- 89days 90 -179 days 180- 364 days 365 days or m ore 1.4 Source of Treasury 8I8 Rate Because of the volatile nature of the current interest rate environment, CD rates can only be Comments: quoted on the day of purchase. Page 1 of 3 Truist Treasury Solutions —Proprietary and Confidential 24 Exhibit E Investments, Rates, Collateral 1.5 INVESTMENTS OUTSIDE THE DEPOSITORY BANK 1.5.1 The Depository Bank must be able to provide the necessary wire transfer service between Depository and Safe -keeping Bank for outside purchases of investment instruments by Brazos. County. All Investment purchases shall be made on a Delivery -versus -Payment basis. FEE KfAlfnol ava(lable 1.5.1.1 Safe -keeping at the Depository Bank Please explain how this would be accomplished. N/A 1.&1.2 Safe -keeping at a Third -Party Bank. 1.5.2 Money Market Mutual Fund Sweep Accounts Upon request of, and to the extent requested by the County, the Bank for and on behalf of the County, will transfer daily collected balances from the accounts specified by the County to one or more designated money market mutual funds. 1.5.2.1 Howwtll the Bank's administrative fee be structured? N/A 1.5.3 Quarterly Prlang of Seeuritles: There are times at the end of each quarter when securities in the Brazos County investment portfolio must be priced at market value by a third party. FEE NIA If not avallable 1.6.3.1 will the Bank provide this service? N/A 1.5.3.2 Who should be contacted to provide the market values? 2.0 RATES 2.1 EARNINGS CREDIT RATE (EXPLAIN IN DETAIL) the bank is currently ofering an ECR on its PF Analyzed iterest checking option. This rate wold be indexed to the FF Upper Boundary. 2.2 INTEREST RATES (EXPLAIN IN DETAIL) 22.1 On Checking Accounts For both of its recommended options, the bank is offering a rate indexed to the Upper Boundary of the Fed Fund Rate plus 0.10% or 10bps. As of the date of this proposal, that rate would be 5.21 % with an APY of 5.35% 22.2 On Pooled Acoount(currently 22 accounts In pool) For both of its recommended options, the bank is offering a rate indexed to the Upper Boundary of the Fed Fund Rate plus 0.10% or 10bps. As of the date of this proposal, that rate would be 5.21 % with an APY of 2.2.PtSh4iings Accounts For the County's savings accounts, the bank is offering a rate indexed to the Upper Boundary of the Fed Fund Rate plus 0.10% or 10bps. As of the date of this proposal, that rate would be 5.32% with an APY of 5.25% 23 SWEEP ACCOUNT RATES (Explain In Detail) The bank is not currently offering a sweep option because of the extremely competitive rates it is offering on the County's checking and savings accounts. However, if the County feels this option is the way they need to structure their accounts, then the bank will work with the County to also offer an extremely competitive rate. Page 2 of 3 Truist Treasury Solutions —Proprietary and Confidential 25 Exhibit E Investments, Rates, Collateral i &0 COLLATERAL 3.1 All funds on deposit with the selected Bank to the credit of the County shall be secured by collateral as provided for in the Public Funds Collateral Act (see Exhibit J). Commissioners Court has the authority to reject any security offered by the Bank which is not deemed to be alawed or to be of high security risk. 3.2 Does Bank have the ability to purchase sufficient collateral to cover the Countys deposited funds ranging from $100,000,000 to $170,000,0007 3.2.1 Circle one: XVES NO 3.2.2 Fee (explain): The bank does not currently charge a fee for the cost of the collateral 3.3 H the answer to 3.2.1 is NO, please state the amount of security the Bank would be able to provide: 3.4 Please explain In detail how deposits will be secured: The bank currently uses the Federal Reserve Bank of Boston as its third party holder of collateral but does reserve the right to use a Federal Home Loan Bank letter of credit if it so chooses. COMMENTS: Page 3 of 3 Truist Treasury Solutions —Proprietary and Confidential 26 Exhibit F- Other Services !y Please give information about the following if available to the County at this time I. Include Applicable Fees II. Attach information using a coversheet with the label given Truist Response: Truist Pricing Proforma is provided on page 44. • Banking Services for County Employees. Is a free Checking Account for County employees offered? Check Cashing? Truist Response: Truist does charge a fee for cashing non -customer's checks — but will waive this fee for the County. The bank can also offer various checking account options for the County's employees and has various financial learning opportunities it can discuss with the County, including our highly rated programs called "Momentum on Up" and Financial wellness. • Lockbox Truist Response: Truist offers both Wholesale lockboxes and, Retail lockboxes. We understand the importance of an efficient process to collect payments. To solve/enhance your - collection needs, we provide highly efficient lockbox collection services. Our solutions offer fast and secure check processing to shorten your receivables cycle, lower your handling costs and protect against fraud and theft. Truist has been offering lockbox to clients for over 60 years. We have a long history of providing comprehensive and reliable lockbox functions and features and were among the first banks to offer check images over the Internet in the mid-1990s. Truist has invested in state of the art enhancements to our lockbox services throughout the years. Our development has been focused on continued automation with electronic image capabilities, development of encryption services and additional input and output capabilities, including the ability to provide merged data files in customized output formats. Within the Not -for -Profit & Government (NFP&G) Division, Truist has a regional focus/expertise in working with governmental entities. We offer Wholesale and Retail lockbox services within nine metropolitan area locations: Atlanta, Baltimore, Charlotte, Chicago, Dallas, Los Angeles, Memphis, Nashville, and Orlando. Our lockbox sites operate 10 - 24 hours a day, allowing us to process your mail as it arrives. All lockboxes support Image Cash Letter (1CL) check clearing to speed the lockbox check clearing process. Additionally, all 'lockbox locations are on the same technology platform. The platform is a fully automated and image -enabled application. Each lockbox sites offers the following check and document imaging capabilities: • i Document imaging for all transactions with the ability to receive images in your preferred format. Truist Treasury Solutions —Proprietary and Confidential 27 • Automated data capture tools including CAR/LAR and MICR/ICR/OCR and full text search options for check, invoice, envelope, and correspondence information from all imaged % documents. • Advanced workflow routing techniques to prioritize work based on the data captured, special ` processing instructions, pending deadlines and available capacity. This technique separates checks from remittance materials early in the process to allow faster check clearing. • Web -based access to remittance information with the ability to produce a variety of reports, transmits data and images, and saves to a CD-ROM/DVD or Virtual CD. • Data -driven management tools to ensure market -leading quality and process efficiency. • Image deposit processing to accelerate funds availability and reduced processing costs. Additionally, all sites can be integrated into a single receivables transmission. Our service provides business clients with the ability to process and deposit corporate payments that are low to modest in volume. Checks tend to be of high dollar value and Lockbox is critical to improving an organization's core cash flow and accounts receivable processing when payments are received via checks and paper documents. • Payroll Cards Truist Response: Truist no longer provides to this service. • Armored Courier Service Truist Response: Truist provides vault services to commercial clients nationwide and contracts with armored carrier partners to perform the vault services deposit processing, currency, and coin order preparation on behalf of Truist. All vault services deposits are to be delivered by armored carrier contracted by the client. Instructions will be given as to the Truist designated vault in that geographic market for delivery. The armored carrier chosen for transportation services by the client does not need to be the same armored vendor Truist utilizes in that market for vault services. Courier service will be a separate contract between the County and the armored courier company of its choice. • Service Visa/Mastercard Card Charges ( These credit cards are to be used by County personnel for County Purchases such as travel and emergency procurement) Truist Response: As per the county's request, purchasing cards are not included in this proposal, However, should the county reconsider, Truist is ready to provide full support to meet your needs. • Desktop Deposit Truist Response: Truist's Remote Deposit Capture is the most versatile and easy -to -use remote depositing system on the market today. Remote Deposit Capture is a web -based software application that allows business clients to submit check images for deposit electronically from their facility using a scanner and a personal computer. Clients use this service to send an image file of the front and back of each check, as well as, the MICR line data to Truist for deposit in lieu of giving us physical, paper documents. Remote Deposit Capture does not have a daily deposit or transaction limit. Truist Treasury Solutions —Proprietary and Confidential 28 f i k3 i d 5 .T�''�' gt�y Y�,'`` ��r'r�iri� Y a rti:r Sn7++�:,' • Saves time and money by simplifying • More client control and flexibility by and accelerating receivables providing client initiated administrative processing by allowing check deposits controls so they can assign users and to be made electronically. permissions. • Faster receivables updates with the • User administration with multiple ability to capture remittance data security levels and optional approval through remittance coupon capture workflows. and/or additional data keying and • Both domestic consumer and, corporate uploading to client's receivable system. checks are eligible for online deposit. • Convenience of an extended daily Check images and remittance data are cutoff of 10:30 pm ET. Later deposit available to clients in Remote Deposit deliveries allow the client to get more Capture through the reports module items into each day's deposit and that can be exported in various potentially accelerating cash flow. formats. • Lower transportation expenses and • Multiple scanners available with better use of staff time as a result of varying features. Rental options for the client not having to transport scanner hardware offered through checks to a branch and waiting in teller preferred provider. lines each day. . Easy -to -install equipment with industry- • Reduced delays in depositing checks leading training and support. due to weather or other problems • Simple web application requires no resulting from transporting paper. technical resources to setup. • Scanning function images both sides of the check and captures MICR data. • List and attach information (including costs) regarding all other available products and services that the bank can provide to Brazos County Truist Response: Truist One View is a browser -based and mobile app solution that provides corporate and commercial clients access to multiple banking applications — without multiple sets of login credentials. With Truist One View, you can leverage a number of helpful features such as: • Granular User Management: Dictate and control what individual users can see and do in One View across a wide variety of applications. • Comprehensive Dashboard: Delivers a tailored experience based on the user's entitlements and other personalized features such as choosing your home page. • Companion Mobile App: View your financial positions and execute key transactions on the go, including payment and transfer approvals and user administration. • Secure Login: Sign in to Truist One View requires multi -factor authentication with a hard token device or the Truist Authenticator app plus a username and password. • Information Reporting: Easily and quickly access real-time account balances and deposit transactions, data sorted by date range, and balance and transaction information for deposit/card/loan accounts. $15.349,928.27 S9,20Q224,56 11.2N.40"Q YIPn MACtoun[f 114) , �} CdrlMgdal Crcdil Card• i Card CGedl Card YI—All xcown 1141 $ Commdrdal loan ir,r..rrr AM RK'PA s3,919b9 st=.1au'9 Ytra 11[I AGtounls (14) Comm ardalllnoolce"t- . OneView dashboard Truist Treasury Solutions —Proprietary and Confidential P1'; With Truist One View, you can access: r$� Digital Treasury Access ACH, Wire, Positive Pay, Real -Time Payments, and Information Reporting capabilities. �i Remote Deposit Capture Submit check images for deposit electronically from your facility using a scanner and a personal computer. [A Treasury Manager Make payments (ACH, Wire), access Positive Pay, and receive Information Reporting. ACH Fraud Control Protect your accounts from fraudulent or unauthorized automated clearing house (ACH) activity. Integrated Payables Automate and streamline your payments through innovative, secure, web - based solutions. "V Online Courier Automate the delivery of balance and transaction reporting —and help streamline processing by automatically delivering financial information and facilitating integration of the information into back - office systems. ( gs Integrated Receivables Enables you to centralize, integrate, and automate your receivables processes. Additionally, we recommend the County utilize Digital Treasury. Digital Treasury is the Truist's treasury management platform for commercial clients desiring real-time access to transaction origination, detailed reporting, and enhanced controls. This distinctive application is easy to navigate and has everything you need, including powerful capabilities to support and simplify your existing processes. Digital Treasury offers several different tools for companies to initiate transactions, reconcile accounts, and mitigate fraudulent activity. Functions include Information Reporting, Fraud/Risk Management, Payments, and Administration. Through Digital Treasury, assessing and managing your business accounts is simple and intuitive. Digital Treasury offers centralized access to a comprehensive suite of Treasury solutions, as listed below: • Balance and Transaction Reporting • Alerts and Notifications • ACH Services • Payment Management (ACH, Account Transfers, Wire Transfers, Real -Time Payments) • Statements & Special Reports • Fraud Control Solutions such as Positive Pay, Payee Positive Pay, and Reverse Positive Pay • Importing Positive Pay issues and void files • Managing Positive Pay exceptions • Online Images Services and Search Capabilities • Stop payments • Enhanced Reporting There are no limits to the number of Users that can access Digital Treasury. Our powerful application allows the County to control the creation, approval, and release of transactions. In addition, your Digital Treasury Administrator has the ability to establish authorized Users, entitle specific functionality/capabilities to Users, set limits and approval structures on User transactions, reset User passwords, lock/un[ock Users and perform User activity audits. Digital Treasury operates in a layered defense environment and has multiple levels of security to protect Truist Treasury Solutions —Proprietary and Confidential 30 your sensitive financial information. Digital Treasury is a web -based service without special hardware or software required. We invite you to view a demo of Digital Treasury by clicking on the link below or copying and pasting this link in your web browser: https://treasuryresources.truist. com/platforms/digital-treasury Information Management Tools Digital Treasury offers a suite of comprehensive information management tools: Manage your Cash Position Statements & Special Reports Powerful information reporting tools to help you Get quick access to electronic versions of: reconcile transactions and manage your daily cash Statements for deposit and savings position: accounts, account analysis, merchant • Simplified and personalized interactive views services, and investment sweep of your accounts and transactions . Account reconciliation and ACH initiation • Quick snapshot of your global cash position reports across accounts based on latest activity • Multibank reporting allows view of account balances and transactions from all your banking relationships I Enhanded .Reporting • Use previous -day information reporting to help you reconcile your posted transactions • Take control of your accounts with complete views of current -day balances and transactions in Real -Time with expanded detail Payments, Account Services & Administration Convenient access to detailed reports and confirmations for: • Account transfers, wire transfers, ACH, real- time payments, stop payments, positive pay, reverse positive pay • Administrative and audit Business Loans • Obtain critical, enhanced details for many Quick access to your loan accounts transactions including ACH, wire transfers, including summary, detailed transaction returns, deposits and more history and loan statements • Access powerful reporting capabilities including ability to customize either summary or detail reports Search for specific transactions by type, date, View images of checks, deposits and • amount, reference number, keyword search returned deposited items directly from and more reports or transaction search results !File Downloads A full seven-year image archive • Export and download data in Excel, CSV, BAI2, TSV, CS Basic, SWIFT MT940, SWIFT MT942, ISO20022 and QuickBooks formats • Accurately determine your daily funding requirement by receiving advanced notice of checks that will post to your account Truist Treasury Solutions —Proprietary and Confidential 31 The Bank offers several tools to help Digital Treasury clients mitigate the risk of fraud. These include: Log -on Credentials: Assigned Digital Treasury company Administrators are provided log -on credentials and then create credentials for company Users. A temporary password is created for each User, who is subsequently prompted to change it at initial log -in. Security Token: The Bank requires multi -factor authentication for all Users via hard token devices or the Truist Authenticator app. Token code entry is required at both log -in and payment approval. Dual Approval: Dual Approval for Payments requires one User to initiate a payment and a second User, with a second set of credentials and using a second computer, to approve the release of the payment. By using separation of duties, clients can help mitigate the potential for internal and external fraud. Dual approval for administrative changes or admin User maintenance can be activated, if requested. User Entitlements: Users should be entitled to only those functions and accounts necessary to perform their normal activities. These entitlements should be reviewed regularly. Payment Limits: A maximum wire transfer payment limit is assigned by the Bank based on your company's needs. Alerts: Alerts allow Users to receive messages through their selected delivery method when account payment activity occurs and when changes are made to a User's entitlements or profile. Notifications of unexpected activity enable action to be taken more quickly. Truist Treasury Solutions —Proprietary and Confidential 32 Account Recommendations & Pricing The Bank is recommending two options for the County to consider. The first option would be to utilize our Public Fund Special Money Rate Checking (SMRC) accounts. . Our Public Fund Special Money Rate Checking (SMRC) Account is designed for public entities such as city governments or school districts with moderate to high levels of account activity seeking to maximize their interest income. The account will meet the collateral requirements and the liquidity needs of the County while earning a competitive market -driven rate. All collected funds will automatically earn an Annual Percentage Yield equal to 100% the Fed Funds Upper Boundary Range plus 0.10% or 10bps. The rate will be adjusted as the Fed Funds Target Rate changes. Interest will compound daily and be credited monthly to the account. As of the date of this proposal, July 25th, the rate would be 5.21 % or 521 bps with an Annual Percentage Yield (APY) of 5.35%. — If the County's accounts are grouped - this option would post the fees to the charge account for the group however, the interest would post to the account level. Other attractive features include: • Funds are available on demand — The County earns interest on an account that functions as a regular checking account, with unlimited check writing and monthly statements. • Utilizing this account vs. the traditional Overnight Repurchase Agreement type investment service reduces internal reconciliation as well as avoids direct investment service fees. • When used in conjunction with other Cash Management products, the Public Fund Special Money Rate Checking Account will allow The County to gain better control over its cash flow and reduce business costs through automation. • Funds on deposit with TRUIST are FDIC Insured up to $250,000 per owner. Funds over the `�. allowable amount insured by FDIC are collateralized in accordance with State and Federal statutes. • Service charges for this account may be paid via direct debit or be offset with compensating balances. • The Bank is also discounting specific line items - please see attached Proforma for more information. For our second option, the bank is recommending that the County use our Public Fund Analyzed Interest Checking. The Best of both worlds: Our Analyzed Interest Checking — Provides both Earnings Credit and Interest. The account is analyzed monthly and an earnings credit rate is applied to the average positive collected balance to allow the County to offset service fees with balances. If the balance required to offset balance -based service fees is met, the County will then earn simple interest on any excess funds. If the balance required to offset balance -based service fees is not met, then a service charge will be debited,from the County's account. Whether the County is in a net -service charge or net -interest position, the corresponding debit or credit (respectively) will be posted to the County's account the following month (on the first business day following the 20th of the month). Explicit fees pass through as service charges. If the County's accounts are grouped — this option would post the net fees or the net interest to one account — it does not post to the account level. • The bank is offering an indexed rate for both ECR and Interest. The rates will both be indexed to the Fed Fund Upper Boundary Target rate. For the ECR the rate will be Fed Fund flat. As of the preparation date of this proposal, July 25th, 2023, the Fed Fund Target range is 5.00% to 5.25%. Therefore, the County's EC rate would be 5.25% However, the Fed is scheduled to meet on July 30th, and there is still discussion about another rate hike. • For the interest rate, the bank is offering an indexed annual percentage rate of the upper boundary of the Fed Fund range plus 10bps or 0.10%. As of the preparation date of this proposal that rate would be 5.21 % with an APY of 5.35%. Truist Treasury Solutions —Proprietary and Confidential 33 Check Writing The product allows unlimited check writing privileges. Statements The County's Office will receive a deposit statement each month. The County's Office will also receive an account analysis statement each month that shows the EC and Interest Rate that applies to the account for that month's analysis. • FDIC Insurance FDIC Insurance Client balances up to $250,000 are insured by the FDIC, in accordance with the FDIC's general insurance coverage rules and limits. Funds over the allowable amount insured by FDIC are collateralized in accordance with State and Federal statutes. • The Bank is also discounting specific line items - please see attached Proforma for more information. The Earnings Credit is calculated as follows: Average Positive Available Balance1 (x) Earnings Credit Rate (x) Days in Month Days in Year Notes: 1) Average Positive Available Balance = Average Monthly Balance minus Average Float minus Reserve Requirement. (Reserve Requirement is currently 0%). Please see our attached Pro forma — for sample fees, earning credit and interest as well as our completed Pricing sheet for additional information. • FDIC Insurance: Deposits will be insured in accordance with current FDIC rules and regulations. Funds over the allowable amount insured by FDIC are collateralized in accordance with State and Federal statutes. Because of the extremely competitive interest rate, the bank reserves the right to use a Federal Home Loan Bank Letter of Credit for as ( collateral for The County's deposits. - • The pricing contained in this RFP response is based upon information provided by Truist Bank. Results and renewal offer will be based upon the actual activity. New services added during the RFP will be negotiated. We are not currently recommending that the County use our Public Fund Analyzed Checking — however, it is available if the County wants to consider an Earning Credit option. PF Analyzed Checking is the optimal account for public entities that have moderate to high checking activity and use Cash Management services. Attractive features include the opportunity to reduce or eliminate service charges with a monthly "earnings credit allowance" that is applied to offset the service charges and ability to consolidate multiple Public Fund Analyzed Checking accounts for a comprehensive look at your organization's balances and services. When use in conjunction with Cash Management services, Public Fund Analyzed Checking allows clients to gain better control over their organization's cash flow and reduce their operational costs through automation. The Bank is also offering an indexed rate in case the County ever wants to pay for fees via an earnings credit arrangement. That rate would be 50% of the Fed Funds Upper Boundary range — which as of the time of this proposal would be 2.62%. Other attractive features include: • Service charges may be offset by an earnings credit, based on the average collected balance as follows: o If the earnings credit allowance is greater than the account's total service charge, the account will not be charged. o If the service charge is greater than the earnings credit allowance, the account will be charged for the difference. Charges will be posted to the account on the first business day after the 20th of the following month. • Fees known as explicit fees are not offset by earnings credit allowance. • Public Fund Analyzed Checking is a noninterest bearing account. • Check Writing — this account provides Unlimited check -writing privileges Truist Treasury Solutions —Proprietary and Confidential 34 • Statements - Statements are provided upon request, clients may receive an account analysis statement each month showing activity, applicable earnings credit allowance and service ;y charges. The County will receive a deposit statement each month. • FDIC Insurance - Client balances up to $250,000 are insured by the FDIC, in accordance with the FDIC's general insurance coverage rules and limits. Funds over the allowable amount insured by FDIC are collateralized in accordance with State and Federal statutes. Because of the extremely competitive interest rate, the bank reserves the right to use a Federal Home Loan Bank Letter of Credit for as collateral for the County's deposits. The Earnings Credit is calculated as follows: Average Positive Available Balancel W Earnings Credit Rate W Days in Month Days in Year Notes: 1) Average Positive Available Balance = Average Monthly Balance minus Average Float minus Reserve Requirement. (Reserve Requirement is currently 0%). FDIC Insurance: Deposits will be insured in accordance with current FDIC rules and regulations. Funds over the allowable amount insured by FDIC are collateralized in accordance with State and Federal statutes. Actual results and renewal offer will be based upon the actual activity. New services added during the RFP will be negotiated. Truist Treasury Solutions —Proprietary and Confidential 35 Exhibit C MRC Option Supplies & Service Fee Schedule SPECIAL INSTRUCTIONS * If supplies/services are not available, please indicate NIA In the space provided for FEE/ UNIT PRICE M,;41 Printed Checks $332.00 200 Multi -purpose laser checks - check can be located on to middle; or bottoi Printed Deposit Slips (Triplicates) $123.00 150 deposk srips, larger orders available at discounted prices (this applies to check orders; Personalized Endorsement Stamp $85.00 Price per Stamp Zipper Lock Bags and Keys (9.5 x 12 & 12 x 15) $1191$192 --TOO —9x12 Plastic bags / 100 15x2U Plastic Bags Zipper Non -lock Bags No Charge Our branches can supply zipper non -look bags at no cost Safe Deposit Box See Comments 30 = $45, 300 = $75, WO = $95 and IWO = $140 _ annual pricing The Bank is offering an annual .$1 500 stipend to the County for Banking supplibs provided they order them from our preferred vendor December202 ;,':"':.Jjan'uary 2023 garch-2161A' DEMAND DEPOSIT RELATED SERVICES ACCOUNT BALANCE FEE PER $100 7.50% 108,103 155,506 143,949_ BLOCKED CHECKS Rejected $0.50 4 4 4 DEPOSIT ITEMS -ON US I $0.15 50 I 57 63 DEPOSITED ITEMS -TRANSIT I $0.15 I 936 I 1,136 I 929 HYBRID CHECKING MAINTENANCE $21.00 I 24 23 23 PAID ITEMS $ 0.20 I 2,166 1,191 1,4711 REGULAR DEPOS[TTICKET Vd_9T_ 447 497 560 RETURNS $12.00 31 32 7 REMOTE DEPOSIT RELATE6.SERVICES IMAGE CASH LETTER MONTHLY FEE $200.00 IMAGE DEPOSIT $0.90 I 621 62 I 48 IMAGE DEP )SIT -OTHER ITEMS $0.045 14,246 12,309 I, 3,560 IMAGE DEPOSIT -ON US ITEMS 501 —Image Cash CTsli-Ceft—er- SetupF_ee $300.00 1 BRANCH SERVICES CASH VERIFICATION OTC-10.00 UNITS CASHIERS CHECKS $0.02 $0.00 114,171 191,033 I 81,5441 I 56; 1 CURRENCY FURNISHED $10 UNITS Per Change rder $ 5.00 OVERTHE COUNTER DEPOSIT*TICKETS $0.90 —1-4471 497 1_560 I of is weld Truist Treasury Solutions —Proprietary and Confidential 36 Exhibit C Supplies & Service Fee Schedule ACCOUNT RECONCILEMEN_TSERVICES FULL RECON MONTHLY MAINTENANCE $15.00 I 2 I 2 I 2 FULL RECONCILEMENTITEM $ 0.07 I 962 I 843 PAYEE REVIEW ITEMS _ �h Ftecon .� I $ 0.04 I 885 I 768 I 984 PAYEE REVIEW MAINTENANCE $0.00 I 1 I 1 I 1 -I POSITIVE PAY -RETURN Exceptions- $ 5.00 3 I 1 1 POSPAY-PAY WITH ISSUE Exceptions $ 5.00 I 1 I 1 CHECK INQUIRY 9 I 18 I 23 ^I_$0.00_ IMAGE VIEWED I $ 0_.00—I-- 191 I 174 I 190 MANUAL ISSUE ADD/CANCEL I_ $0.04-I- 101 I 91 I 93 1 ISSUE FILE IMPORTCPR(PosPay_/Pee D/t Cln ile $15.00 _- I_ i5 l 15 I 16 1 ISSUE FILE IMPORT ITEM $0.04 I 8971 890 I 1,3021 PER STOP INDIVIDUAL ENTRY _ $20.00 I _1 I- _ 1 I 9 POSPAY EXCEPTIONS LOADED $ 6.00 13 I I 11 _ POSITIVE PAY MONTHLY MAINTENANCE 4I $65.00 2 T4 2 I- _ 2 TELLER POSITIVE PAY MAINTENANCE $65.00 2.1 2 I 2 CLEARINGHOU_ SE SERVICES— _AUTOMATED ACH DEBrr/CREDIT BLOCK I 4 I 4 I_`—_` 4 ACH MONTHLY MAINTENANCE FEEPremium$50.00 ACH NOC ITEM $ 3.00 I_ 12 I_ 8 I 8 ACH POSITIVE PAY MONTHLY SERVICE $25.00 1 _ _ ACH RETURN rrEM — $ 5.00 2.1 ADDENDA ORIGINATED/RECEIVED 229 292 1 502 CREDITS RECEIVED _$_0.04I $ 0.20_ I 772 8771 963 I DEBITS RECEIVED $ 0.20 I 189 I 217 I_ 218 _ ACH DEBIT/CREDIT ORIGINATED —__ $ 0.15 I— 4,268 _ - 3,087 _ 3,0701 ACH FILE PROCESSED $12.00 I 52 571 63 I SAME DAY ACH ENTRIES $1.00 I�-�—� 17 I� I 3 _ ---_ I___.M__-...._._L_.-._—___�.__ I _._---^-•__--•..__I_--•--..-._._...___I _- FUNDSTRANSFERSERVICES._--_.___.__ INCOMING WIRE TRANSFER DOMESTIC WIRE TRANSFER $1200 I 11 f 8 12 2of3 Truist Treasury Solutions —Proprietary and Confidential 37 Exhibit C Supplies & Service Fee Schedule INFORMATION SERVICES CURRENT DAY ACCOUNT $30.00 I 261 251 25 CURRENT DAY DETAIL BAI $0.08 I 7,2371 7,0171 8,467 PAYEE ACCOUNT VALIDATION MONTHLY $0.00 1 1 I 1 ACCOUNTTRANSFER _ $0.00 _ _ I� 163 _ =� 229 I 233 _ ACCOUNT TRANSFER -REJECT $0.00 I I 1 I ACH SPECIAL REPORT $0.00 11 15 I- 101 EMAILED REPORTS $D,� __ I 8 I EMAILED STATEMENTS 'I $0.00 I 6 I 12 I 61 EVENT NOTIF-EMAIL I $1.00 I 77I 51 1091 INFO REPORTING MONTHLY $0.00 2 I_ 2 21 _I- INFORMATION REPORTING IMAGE -I -6$0.00 6 _ I_ 5 I_ 41 MODULE FEES _lu^-A $0.00 _ I 12 I 12 I121 OUTSTANDING CHECK REPORT SPECIAL REPORTS IMAGE $0.00 $0.00 I 2 I_ I 21 I 2 I_ 3 I 21 I 21 I 6 I 21 WIRE TEMPLATE STORAGE I� $ 0.00 DAY TRANSACTION $ 0.20 I 3,955 I 4,059 I 4,714 _CURRENT PREV DAY TRANSACTION I to U.15�I_ 6,071 I_ 5,574 I 6,878 PREVIOUS DAY ACCOUNT $30.00 261 25 25 PREVIOUS DAY DETAIL BAI $0.10 31395 I 3,022 3,832 .--�------------ -I` EDI Monthly _I $125. 00 -----'-._,_----- EDI Report Per Item Fee _ $0.75I DepositCorrectionsCorrections $ 7.50 ICL Transmission - per Transmission $1.00 Wire Advice - Email $ 3.00 DLTY Wire Maintenance $20.00 ACH Return NOC-Fax/EmaiVCnline gg 3.00 ACH Authorization Record $ 8.00 Partial Recon Maint - Electronic $65.00 Check Block $25.00 BAI Data Transmission $150.00 DLTY Client ID $10.00 DLTY Stop Pay Maint $ 0.00 EDI Implementation Fee $50.00 3of3 Truist Treasury Solutions -Proprietary and Confidential 38 Exhibit C AIC Option �- Supplies 8r Service Fee Schedule SPECIAL INSTRUCTIONS ` If suppliesfservices are not available, please Indicate NIA in the space provided for FEE! UNIT PRICE .. SuIDDIIes i Fee ":..Y::-` Comments, Printed Checks $332.00 200 Mutti-purpose laser checks - check can be located on top, middle or bottoi Printed Deposit Slips (Triplicates) $123.00 150 deposft slips, larger orders available at discounted prices (this applies to check orders; Personalized Endorsement Stamp $ 85.00 Price per Stamp Tipper Lock Bags and Keys (9.5 x 12 & 12 x 15) $1191$192 100 9x 2 P astic bags 1100 15x20 Plastic Bags Zipper Non -lock Bags No Charge Our branches can supply zipper non -lock bags at no cost Safe Deposit Box See Comments 3x5 = $45, 3x10 = $75, 5x10 = $95 and 10x10 = $140 -annual pricing The Bank is offering an annual $1500 stipend to the County for Banking supplies provided they order them from our preferred vendor 77 Unit Price^� December•2022` January2623:. March NO- DEMAND DEPOSIT RELATED SERVICES ACCOUNT BALANCE FEE PER $10D I 7.50% I- I 155,5061 143,949 BLOCKED CHECKS Rejected $ 0.50 _ �108,103 - 41 41 - _ 4 DEPOSIT frEMS-ON US $ 0.15 ' 50 I S7 I� 63 DEPOSITED ITEMS TRANSIT $ 0.15 936 I_ 1,136 I - 929 _ HYBRID CHECKING MAINTENANCE `I $50.00_I 241 23 I 23 PAID ITEMS 0.20 I_ 1,166 _ I 1,191 I_ _ REGULAR DEPOSIT TICKET �I _$ $ 0.90 - I� 447 I 497 -,1,471 I 560 _ RETURNS - 31I_ 32 _ T 7I -$12.00 -- REMOTE DEPOSIT RELATED SERVICES IMAGE CASH LETTER MONTHLY FEE $200.00 I� 1 I 1 I 1 IMAGE DEPOSIT $ 0.90 I 62 62 I 48 IMAGE DEPOSIT- OTHER ITEMS $ 0.045 I 14,246 I 12,309 I_ 3,560 Ij IMAGE DEPOSIT -ON US ITEMS Image Cash Leflei -Setup Fee -` $ 0.065' u $300.00 _ -- I_._.....__-__501 �_ 467 -_-- BRANCH SERVICES CASH VERIFICATION OTC-10.00 UN.ITS $ 0.02 _I $0.00 _ 114,171 I, -------yl------- I 191,033 -I 81,544 _- -----I 56 CASHIERS CHECKS------T__... _ CURRENCY FURNISHED $10 UNITS Per Change order $ 5.00 OVER THE COUNTERDEPOSITTICKETS I $0.90 447� 497I560 1 of 3 Truist Treasury Solutions —Proprietary and Confidential 39 Exhibit C Supplies & Service Fee Schedule ACCOUNT RECONCILEMENT SERVICES FULL RECON MONTHLY MAINTENANCE — $75.00 1 21 2 I 21 FULL RECONCILEMENT ITEM $ 0.07 962 1 843 }_---- 1,048 PAYEE REVIEW ITEMS Wan Recon $ 0.04 '-- — 8851 768 9841 PAYEE REVIEW MAINTENANCE $0.00 11 11 1 1 POSITIVE PAY -RETURN Exce tions- P $ 5.00 3 I 1 1 POSPAY-PAY WITH ISSUE Exceptions $ 5.00 1 _ 1 1 CHECK INQUIRY 1--- _ 9 1 18 23 I _ _-1_—$0.00 IMAGE VIEWED 1 $ 0:00—I 1911 174 _ _ 1 _ 190 MANUAL ISSUE ADD/CANCEL $0.04 101 I— 91 I-----V^ 93 _1— ISSUE FILE IMPORTCPFi/PosPaYlpayee DA Cln _I-- ile $15.00 1 15 — 1 _15 1 161 ISSUE FILE IMPORT ITEM—F $0.04 9971 890 1,302 1 PER STOP INDIVIDUAL ENTRY For 1 Year $20.00 I 11 I 91 POSPAY EXCEPTIONS LOADED $ 5.00 1-- 13 ---1 1� — 4 1 11 1 �1 POSITIVE PAY MONTHLY MAINTENANCE $65.00 2 1 21 21 TELLER POSITIVE PAY MAINTENANCE $65.00 21 2 1 2 1 _ AUTOMATED CLEARINGHOUSE SERVICES ACH DEBIT/CREDIT BLOCK $20.00I----._..-----.--•--1 1 41 I.----------1.I---- 41 ----•------I 4 1 --•---__.--I ACH MONTHLY MAINTENANCE FEE Premium $50.00-- ACH NOC ITEM $ 3.00 _ 121 __— 8 I�i-- — 8 _ _ ACH POSITIVE PAY MONTHLY SERVICE _I-- $25.00 1 1— 1 !! 1.1 ACH RETURN REM ------------ $ 5.00 I---------1 -•-----_ 2 I------------Z ADDENDA ORIGINATED/RECEIVED 1 $ 0.04_1 229 1 _ 2921 _ 502 1 CREDITS RECEIVED -1 $ 0.20 1 772 8771 963 1 RECEIVED $ 0.20 1— 189 217 — 1 _ 2181 — _DEBITS ACH DEBIT/CREDIT ORIGINATED $ 0.15 — L 4,268 _ 3,087 1 _ _ 3,D70 1 ACH FILE PROCESSED $12.00 52 571 63 1 SAME DAY ACH ENTRIES -1- $ 1.00 1 17 I I 3 I FUNDSTRANSFERSERVICES ----- - __J_- INCOMING WIRETRANSFER -_ __--_I__---•------_ 1 $15.00 —L_._..___..._—_-_ 1 3 l (_-----_—._—_-- 1 4 1 DOMESTIC WIRE TRANSFER 1 $12.00 1 111 81 121 2af3 Truist Treasury Solutions —Proprietary and Confidential 29 Exhibit C Supplies & Service Fee Schedule I_NFORMAMON_SERVICES I--------`-L- +� CURRENT DAYACCOUNT-------- , _ $30.00 I 261 ---_--- 25 _ --` 25 CURRENT DAY DETAIL BAI I $0.08 I 7,2371 7,017 I 8,467 PAYEE ACCOUNT VALIDATION MONTHLY $0.00 I 1 l 1 I 1 ACCOUNTTRANSFER I $ 0.00 10 I 229 I_ 233 ACCOUNT TRANSFER -REJECT - -I $0.00 u` I I 1ACH SPECIAL - $0.00 1 _ 15 _ - 10 EMAiLED REPORTS $0.00 8 I� I EMAILED STATEMENTS l $0.00 I 6I 12I 6I EVENT NOTIF-EMAIL I $1.00 I- I 51 I_ _ INFO REPORTING MONTHLY J $0.00 -_77 2 2 I- 2 _ INFORMATION REPORTING IMAGE �I�-_ I- $0.00 _ 6 I-- S I-___ - -109 _ - 4 MODULE FEES - _I_--__� $10.00 I, 12 12 12 I-l--- _ OUTSTANDING CHECK REPORT �_- $0.00- I- 2 2 _ I-�-_ 2 _ REPORTS IMAGE S0.00 _ I 3 I _._ 6 21 _SPECIAL _ WIRE TEMPLATE STORAGE _ $ 0.06 �I- 21 _ I 211 CURRENT DAY TRANSACTION $ 0.20-' 3,955 I 4,059 I_-- 4,714 PREV DAY TRANSACTION I $ 0-15-I 6,071 I 5,574 I 6,878 PREVIOUS DAY ACCOUNT $30.00 261 25 I 25 PREVIOUS DAY DETAIL BAI _ $0.10 I- 3,3951 3,022 I _ -__ 3,832 EDI Monthly I-$125.00 _ EDI Report Per item --- - - I---$0.75 -- --I---- -- I-- -I -� Deposit Corrections $ 7.50 ICL Transmission - per Transmission $1.00 Wire Advice - Email $ 3.00 DLTY Wire Maintenance $20.00 ACH Return NOC-Fax/EmaiVOnline gg 3.00 ACH Authorization Record $ 8.00 Partial Recon Maint - Electronic $65.00 Check Block $25.00 BAI Data Transmission $150.00 DLTY Client ID $10.00 DLTY Stop Pay Maint $ 0.00 EDI Implementation Fee $50.00 3of3 Truist Treasury Solutions -Proprietary and Confidential 41 Exhibit G Proforma 1.0 MODEL GUIDELINES In order to better clarify the cost, earnings credit, and interest rates included in your proposal, please complete the following model. USE THE CURRENT EARNINGS CREDIT RATE AND INTEREST RATE QUOTED IN THIS RFP. USE MARCH 2O23 UNITS TO CALCULATE SERVICE CHARGES. 2.0 Please complete the Proforma Analysis below using the following data: MRC Option AVERAGE COLLECTED BALANCE (POOL OF 22 ACCOUNTS) TOTAL CHARGES FOR SERVICE ANALYSIS MONTH 143 70t3123.00 $19,400.17 MARCH 2O23 2.1 Reserve requirement Rate: 0.00%, $0.00 2.2 Earnings Credit Rate as detailed in Exhibit E 2.1 n/a 2.3 Balance required to offset service charge: n/a Show how this balance was determined — state formula: This option does not pay EC only interest 2.4 Based on your proposed rates, show analysis calculations for MARCH 2O23: 1 2.4.1 (Avg Collected Deposits) x M +0.10%)X Days in Year x # Days in Month ($143,708,123.00) x 5.21 % 1365 x 31 Interest Earned= $615,985.57 or Interest rate used to determine Interest Payment in 2.4.1 above: If this is not the rate stated in Exhibit E 2.2.2, explain In detail: The bank is offering an APY indexed rate of the Upper Boundary of the Fed Funds Range plus 0.10% or 10bps 1 of 1 i Truist Treasury Solutions —Proprietary and Confidential 42 Exhibit G Proforma 1.0 MODEL GUIDELINES in order to better clarify the cost, earnings credit, and interest rates included in your proposal, please complete the following model. USE THE CURRENT EARNINGS CREDIT RATE AND INTEREST RATE QUOTED IN THIS RFP. USE MARCH 2O23 UNITS TO CALCULATE SERVICE CHARGES. 20 Please complete the Proforma Analysis below using the following data: MRC Option AVERAGE COLLECTED BALANCE (POOL OF 22 ACCOUNTS) TOTAL CHARGES FOR SERVICE ANALYSIS MONTH $143,708,123.00 $19,400.17 MARCH 2O23 2.1 Reserve requirement Rate: 0.00% $0.00 2.2 Earnings Credit Rate as detailed in Exhibit E 2.1 n/a 2.3 Balance required to offset service charge: n/a Show how this balance was determined — state formula: This option does not pay EC only interest 2.4 Based on your proposed rates, show analysis calculations for MARCH 2O23: (Avg Collected Deposits) x (FFT +0.10°/a)/# Days in Year x # Days in Month ($143,708,123.00) x 5.21 % / 365 x 31 Interest Earned = $615,985.57 2.4.1 INTEREST PAYMENT due to Countyfrom Bank or $625,355.74 the Pavment due to Bank from Countv $19.400.17 Interest rate used to determine Interest Payment in 2.4.1 above: If this is not the rate stated in Exhibit E 2.2.2, explain in detail: The bank is offering an APY indexed rate of the Upper Boundary of the Fed Funds Range plus 0.10% or 10bps COMMENTS 1 of 1 Truist Treasury Solutions —Proprietary and Confidential 43 Truist Pricing Proforma and Glossary Truist Pro FormaAccount Analysis Statement Effective 07JDIQ023 Brazos Cavity -RFP Pricing ase PF SMRC A urd BepositAccwrR# TBD Earnings Credit Summary Pro Fame ID: 246388 Account Officer. Bavis,Glen Treasury Consultant Caderms Estem, Bryan Public Special Money Rafe Checking Average.Ledger Balance $143.708,123.00 Less: Average Float $0.00 Average Collected Balance $143,709,123.00 , Earnings Credit Rate 0.000 % Average Negative Collected Balance $0.00 Earnings CredltAllowance $0.00 Average Positive Collected Balance $143,708,123.00 Less: Balance Based Charges $19,400.17 Less 0.00% Related Reserves $0.00 Average Positive Balance Available $143,708,12100 Total Analysis Based Charges $19,400.17 Interest Earnings Summary ADD.* Evffcit & 8rlled Seperatery $0.00 ADD., Indeperdert Account Service Charges $0.00 :Total:Selyice Charges for Peiiod: 1,9;400. t7 Interest Checking Estimated Daily Balance Invested $143,708,123.00 Estimated Interest Rate on Investment 5.210%' Estimated Interest Earned $615,385.74 Service Seance Description Volume Unit Price Total Price Code GENERAL BANKING SERVICES 21 MONTHLYACCT MAINTENANCE FEE 22 $21.000000 $462.00 100 CREDITS POSTED 5611 $0.900000 $504.00 110 ITEMS DEPOSITED - ON -US 63 $0:150000 $9.45 112 ITEMS DEPOSITED - IN STATE 0 $0.150000 $0.00 114 ITEMS DEPOSITED - OTHER 929 $0.150000 $139.35 128 CHECKS PAIDAND OTHER DEBITS 1,471 $0.200000 $294.20 The pricing detailed in this pro forma•does not constitute a contractual offer of any particular service, price, rate or account type for any term Estimated volumes may be included in this pro forma based on our assumptions or Information shared with us. It is for purposes of estimation and discussion only unless accompanied by other agreements or commitmentsthat offer explicit pricing orterms. Your Account Analysis statement will reflect the actual setvices, volumes and chatgesforthe services utilized. Reviewing yourAccount Analysis statements with full line-ltem detail is recommended and those statements are avallable by mail or electronic delivery methods. Service descriptions and related information may change or be updated by Truist with orwithout notification. Any Impacts to a client's pricing will be communicated in accordance with applicable banking agreements. If you have any questions or concerns aboutyour actual pricing, please contact your Treasury Consultant For a complete list of account related fees, the Truist Business DepositAccounts Fee Schedule is available at wwwtruist.corrVbusiness fee -schedule Tuesday, J6ly9 , ?= Page 1 oR7 Truist Treasury Solutions --Proprietary and Confidential 44 GENERAL BANKING SERVICES 130 CHECK PAID - REJECT 0 $0.500000 $0.00 384 COIN & CURRENCY CHANGE ORDER 8 $5.000000 $40.00 395 COIN AND CURRENCY DEPOSITED 815,440 $0.002000 $1,6W.88 396 DEPOSIT CORRECTIONS 0 $7.500000 $0.00 1205 RETURNED DEPOSITED ITEM FEE 7 $12.000000 $84.00 Subtotal: $3,163.88 BALANCE RELATED SERVICES 35 DEPACCT USAGE RATE (PER $100) 143,708,123 7.500000 $8,981.76 Subtotal: $8,981.76 SPEC COLLECTION SERVICES 459 ICL UNQUALIFIED ON -US ITEMS 111 $0.045000 $5.00 460 ICL UNQUALIFIED TRANSIT ITEMS 3,560 $0.065000 $231.40 461 ICL SETUP FEE 1 1 $300.000000 $300.00 462 ICL MONTHLY MAINT FEE 1 $200.000000 $200.00 471 ICL TRANSMISSION - PER TRANS 48 $1.000000 $48.00 Subtotal: $784.40 WIRE TRANSFER SERVICES 2028 INCOMING DOMESTIC WIRE 4 $15.000000 $60.00 2522 WIREADVICE - EMAIL 0 $3.000000 $0.00 3307 DLTY NON REPETITIVE WIRE 12 $12.000000 $144.00 3308 DLTY REPETITIVE WIRE 0 $12.000000 $0.00 3310 DLTY WIRE MAINT 1 $20.000000 $20.00 Subtotal: $224.00 ACH SERVICES 105 ACH RECEIVED CREDIT 963 $0.200000 $192.60 134 ACH RECEIVED DEBIT 218 $0.200000 $43.60 530 ACH NOTIFICATION OF CHANGE 8 $3.000000 $24.00 532 ACH RETURN NOC-FAX/EMAIUONL 10 $3.000000 $30.00 538 ACH RETURN TRANSACTION 2 $5.000000 $10.00 642 DLTY ACH MONTHLY MAINT PREMIUM 4 $50.000000 $200.00 553 TOTAL ACH ORIGINATED ITEMS [1-5000] 0 $0.150000 $0.00 553 TOTAL ACH ORIGINATED ITEMS (5001-25000] 0 $0.130000 $0.00 553 TOTALACH ORIGINATED ITEMS [25001+] 0 $0.100000 $0.00 554 ACH ORIGINATED ADDENDA RECORD [1-5000] 502 $0.040000 $20.08 554 ACH ORIGINATED ADDENDA RECORD [5001-25000] 0 $0.030000 $0.00 554 ACH ORIGINATED ADDENDA RECORD [25001+] 0 $0.020000 $0.00 1050 ACH AUTHORIZATION RECORD 0 $8.000000 $0.00 1051 ACH BLANKET BLOCK MAINTENANCE 0 $20.000000 $0.00 1052 ACH POSITIVE PAY MONTHLY MAINT 1 $25.000000 $25.00 3314 DLTY ACH BATCH 63 $12.000000 $756.00 Tuesday, July 11; 20P3 Page 2 of 7' Truist Treasury Solutions -Proprietary and Confidential 45 _ d - - ACH SERVICES 3316 SAME DAY ACH ORIG TRANSACTION 3 $1.000000 $3.00 Subtotal: $1,304.28 RECONCILIATION SERVICES 336 FULL RECON MAINT ELECTRONIC 1 $75.000000 $75.00 338 PARTIAL RECON MAINT ELECTRONIC 0 $85.000000 $0.00 342 FULL RECON - ITEM 1,048 $0.070000 $73.36 Subtotal: $148.36 POSPAYIREVERSE POS PAY 165 CHECK BLOCK 4 $25.000000 $100.00 4133 CPR/POS PAY/PAYEE-EXCEPTIONS 11 $5.000000 $55.00 4164 PAYEE POS PAY W RECON - MAINT 5 $65.000000 $325.00 4165 CPR/PAYEE POS W RECON ITEMS 1,395 $0.040000 $55.80 4211 CPR/POSPAY/PAYEE DIT CLNT/FILE 16 $15.000000 $240.00 Subtotal: $775.80 INFORMATION SERVICES 765 BAI DATA TRANSMISSION 1 $150.000000 $150.00 767 BAI ENHANCED TRANSMISSION ITEM 3,832 $0.100000 $383.20 3300 DLTY PD ACCT MAINT 22 $30.000000 $660.00 3301 DLTY CD ACCT MAINT 22 $30.000000 $660.00 3305 DLTY ACCT TRANSFER 233 $0.000000 $0.00 i� �• 3530 DLTY CLIENT ID 1 $10.000000 $10.00 3533 DLTY - PD LOADED ITEMS 6,878 $0.150000 $1,031.70 3536 DLTY - CD LOADED ITEMS 4,714 $0.200000 $942.80 3303 DLTY STOP PAYMENT MAINT COM 22 $0.000000 $0.00 3349 DLTY STOP PAYMENT - 1 YEAR 9 $20.000000 $180.00 Subtotal: $4,017.70 Total Charges: $19,400.17 T.otal:Balance.Based Cflarges: 419,400:7.7 Im plementatlontSet-u p Fees (included in balance based charge total) Service Service Description Volume Unit Price Total Pric- ..- 461 ICL SETUP FEE 1 300.000000 $300.00 Total for Implementation/Set-up Fees: $300.00 -- Tuesday, July 1% 2023• Page 3. of T Truist Treasury Solutions -Proprietary and Confidential 46 Additional Potential Fees i The services and pricing listed in this section are features of the products implemented that may be available to you based on the implementation of the services requested in this Pro Forma. Service Code Service Description Unit Price RECONCILIATION SERVICES 316 CHECK IMAGETRANS-MAINT $50.000000 317 CK IMAGE TRNS-MAINT ADDTLACCT $20.000000 318 CHECK IMAGE TRANS -PER ITEM $0.025000 319 CK IMAGE-DATATRANSMISSION $100.000000 331 CD-ROM MAINTENANCE $30.000000 332 PARTIAL RECON MAINT PAPER $80.000000 333 CD-ROM ITEMS $0.050000 334 PARTIAL RECON - ITEM $0.060000 335 CD-ROM DISC $15.000000 337 CD-ROM DUPLICATE DISC $20.000000 340 FULL RECON MAINT PAPER $100.000000 341 CD-ROM ADDITIONAL ACCT FEE $30.000000 344 DEPOSIT RECON MAINTENANCE $70.000000 346 DEPOSIT RECON - ITEM $0.110000 352 CD-ROM MULTI -CYCLE $40.000000 357 MULTIPLE CYCLE CD-ROM ITEMS $0.025000 3329 DLTY POSITIVE PAY IMAGE $2.000000 3330 REVERSE POS PAY MAINTENANCE $40.000000 3331 REVERSE POS PAY - ITEM $0.080000 3334 DLTY REV POS PAY - IMAGE $2.000000 3339 DLTY PAYEE POS PAY - IMAGE $0.000000 4214 RECON/POS PAY SPECIAL HANDLING $0.000000 SPEC COLLECTION SERVICES 433 ONSITE DEPOSIT-ESSENT ITEMS $0.000000 434 ONSITE DEP-ESSENT ITEMS OVER $0.250000 436 ONSITE DEPOSIT -PREMIUM MO MAIN $35.000000 441 REMOTE DEPOSIT MONTHLY MAINT $47.000000 442 REMOTE DEPOSIT IMAGE CAPTURED $0.120000 450 REMOTE DEP REMIT -FILE DOWNLOAD $150.000000 451 REMOTE DEP REMIT -COUPONS $0.060000 455 REMOTE DEP FILE -IMPLEMENT STND $150.000000 457 REMOTE DEP FILE -DOWNLOAD $100.000000 464 ICL QUALIFIED ON -US ITEMS $0.035000 465 ICL QUALIFIED TRANSIT ITEMS $0.060000 472 ONSITE DEPOSIT -ESSENTIALS IMPL $75.000000 473 ONSITE DEPOSIT -PREMIUM IMPL $75.000000 475 ONSITE DEPOSIT -LOW VOL MONTHLY $49.950000 476 ONSITE DEPOSIT -LOW VOL ITEMS $0.000000 477 ONSITE DEP-LOW VOL ITEMS OVER $0.250000 480 ONSITE DEPOSIT -PACKAGE MONTHLY $119.950000 481 ONSITE DEPOSIT -PACKAGE ITEMS $0.000000 482 ONSITE DEP-PACKAGE ITEMS OVER $0.250000 486 ONSITE DEPOSIT SCANNER FEE -SIN $10.000000 Tu,'esday, July 11y 2023' Page 4.of 7 Truist Treasury Solutions -Proprietary and Confidential 47 Additional Potential Fees The services and pricing listed in this section are features of the products implemented that may be available to you based on the implementation of the services requested in this Pro Forma. SPEC COLLECTION SERVICES 487 ONSITE DEPOSIT SCANNER FEE-MUL $20.000000 490 ROC IMPLEMENTATION $75.000000 491 RDC MONTHLY MAINT $35.000000 492 RDC - REMITTANCE COUPON $20.000000 493 RDC - CUSTOMIZED FIELDS $20.000000 495 RDC-POSTING FILE $0.000000 497 RDC LITE IMPLEMENTATION $50.000000 ACH SERVICES 528 ACH RETURN FILE SET UP $0.000000 529 ACH RETURN FILE MONTHLY MAINT $50.000000 533 ACH RE -PRESENTMENT $4.000000 534 ACH ACTIVITY REPORT $0.000000 535 ACH UNAUTHORIZED RETURNS $0.000000 541 ACH INPUT FILE RECEIVEDIVENDOR $17.500000 545 ACH INPUT FILE RECEIVED/TRANS $17.500000 552 ACH TRANSMISSION SET UP $200.000000 557 ACH FILE DATA TRANS TO CLIENT $12.000000 558 PREFUNDED ACH UNAVAILBALANCE $0.000000 1055 UPIC MONTHLY MAINTENANCE $20.000000 1185 IAT ORIG TRANS $0.180000 - • 1186 IAT RETURN TRANSACTIONS $5.000000 3315 DLTY ACH ORIG TRANS BUSBANKING $1.750000 3317 OLTY SOA MTHLY MAIN BUSBANKING $5.000000 3318 DLTY SDA ORIG TRANS BUSBANKING $2.750000 3319 TM ACH FILE UPLOAD $25.000000 3320 TM ACH BATCH PROCESSING FEE $6.000000 INFORMATION SERVICES 766 BAI DATA TRANSMISSION ITEMS $0.080000 3210 DLTY PLUS PD ACCT MAINT [1-3] $20.000000 3210 DLTY PLUS PD ACCT MAINT [4-10] $15.000000 3210 DLTY PLUS PO ACCT MAINT [11-20] $10.000000 3210 DLTY PLUS PD ACCT MAINT [21+] $7.000000 3211 DLTY PLUS PD LOADED ITEMS [1-1500] $0.200000 3211 DLTY PLUS PD LOADED ITEMS [1501-10000] $0.150000 3211 DLTY PLUS PD LOADED ITEMS [10001+] $0.100000 3215 DLTY PREMIUM PD ACCT MAINT [1-31 $40.000000 3215 DLTY PREMIUM PO ACCT MAINT [4-10] $30.000000 3215 DLTY PREMIUM PD ACCT MAINT [11-20] $20.000000 3215 DLTY PREMIUM PD ACCT MAINT [21+] $15.000000 3216 DLTY PREMIUM PD LOADED ITEMS [1-1500] $0.200000 3216 DLTY PREMIUM PD LOADED ITEMS [1501-10000] $0.150000 3216 DLTY PREMIUM PD LOADED ITEMS [10001+] $0.100000 3240 DLTY STOP CANCEL-ESS,PLU,PREM $10.000000 --- • Tuesday, July 11., 2023 Page 5 of 7 Truist Treasury Solutions -Proprietary and Confidential 48 Additional Potential Fees The services and pricing listed in this section are features of the products implemented that may be available to you based on the implementation of the services requested in this Pro Forma. INFORMATION SERVICES 3302 DLTY BUSINESS BANKING $35.000000 3304 DLTY STOP PAYMENT - 6 MONTH $20.000000 3309 DLTY IMAGE RETRIEVED $0.000000 3350 DLTY STOP PAYMENT -18 MONTH $25.000000 3351 DLTY STOP PAYMENT - 2 YEAR $25.000000 3352 DLTY STOP PAYMENT - 3 YEAR $25.000000 3353 DLTY STOP PAYMENT - 4 YEAR $30.000000 3354 DLTY STOP PAYMENT - 5 YEAR $30.000000 3355 DLTY STOP PAYMENT - 6 YEAR $30:000000 3356 DLTY STOP PAYMENT - 7 YEAR $30.000000 3357 DLTY STOP PAYMENT CANCEL $10.000000 3541 DLTY BUSBANK - PD LOADED ITEMS [1-200] $0.000000 3541 OLTY BUSBANK - PD LOADED ITEMS [201+] $0.350000 3542 DLTY BUSBANK - ACCT TRANSFER $0.000000 3543 OLTY BUSBANK - IMAGE RETRIEVED [1-5] $0.000000 3543 DLTY BUSBANK - IMAGE RETRIEVED [6+] $2.000000 3545 DLTY BUSBANK -STOP PAY-6 MTH [1-5] $0.000000 3545 DLTY BUSBANK - STOP PAY-6 MTH [6+] $15.000000 WIRE TRANSFER SERVICES 2030 BOOK TRANSFER CREDIT $5.000000 2060 INCOMING BATCH BOOKTRANSFER $5.000000 2298 BOOK TRANSFER DEBIT $7.000000 2319 STANDING ORDER BOOK TRANSFER $5.000000 2379 DRAWDOWN WIRE $15.000000 2450 MWL TREASURY MAINT FEE $0.000000 2460 BATCH DOMESTIC WIRE $10.000000 2462 OUTGOING BATCH BOOKTRANSFER $10.000000 2470 BATCH DOMESTIC WIRE - MWL $10.000000 2502 WIREADVICE-PHONE $20.000000 2506 WIRE ADVICE -SWIFT $5.000000 2514 WIRE ADVICE - U.S.MAIL $7.000000 3584 TM DOMESTIC REPETITIVE WIRE $12.000000 3585 TM DOMESTIC NON -REP WIRE $12.000000 3586 TM BOOKTRANSFER REPETITIVE $7.000000 3587 TM BOOKTRANSFER NON -REP $7.000000 3586 TM WIRE DRAWDOWN REQUEST $0.000000 POSPAYIREVERSE POS PAY 4110 PD REV POSPAY FILE $15.000000 4120 CD REV POSPAY FILE $15.000000 4132 CPR/POSPAY/PAYEE DR BANKIFILE $0.000000 4140 POSITIVE PAY- MAINTENANCE $55.000000 4141 CONTROUPOSITIVE PAY- ITEMS $0.080000 4144 POSITIVE PAY WITH RECON MAINT $45.000000 - Tuesday, July 11y 2023 Page 8of7' Truist Treasury Solutions -Proprietary and Confidential 49 Service Code SeruicaUmcription Derifftan 21 MONTHLYACCT MAINTENANCE FEE Monthly fee for maintaining a business account (Aoct). P er b1 onth, Per Account: 35 DEP ACCT USAGE RATE (PER $100) Monthly fee assessed on the average positive ledger balance forthe month for deposit (Dep) accounts (Acct). The average positive ledger balance isdivided by 100 andthen multiplied bythe rate fisted on the account analysis statement and divided by 12 to calculate the usage fee amount. Per Account With Average Positive Collected Ledger Balance, Per $100 On Deposit. 100 CREDITS POSTED Fee for posting deposits (credits)to an account. Depositsindudetransacifons made at a banking location or ATM. They also may inetude,.but are not limited to, credits posted from account transfers, wire transfers, Real Time Payments(RTP), Image Cash Letter deposits, Remote Deposit, sveep transfer, online banking transfers and other electronic credits. P er Credit. 105 ACH RECEIVED CREDIT Fee for an ACH received credit. Per ACH Credit. 110 ITEMS DEPOSITED - ON -US Per item fee for check deposits drawn on a Truist Account (On -Us) and made at locations that m ay include, but are not limited to, branch, ATM , Lockbox or through the mail. P er Deposited Item. 112 ITEMS DEPOSITED - IN STATE Per item fee for check deposits drawn on a bank with a routing number in the same state as the deposit location. Deposit sources may include, but are not fimi'ted to, branch, ATM , Lockbox or through the mail. Per Deposited Item. 114 ITEMS DEPOSITED - OTHER Per item fee for check deposits dram on a bank vuth a routing number in a different state then the deposit location. Deposit sources may include, but are not limited to, branch, ATM, Lockbox or through the mall. P er Deposited Item. 128 CHECKS PAID AND OTHER DEBITS Fee for posting checks or drafts (debits) for payment on the account. Debits include withdrawal transactions made at a banking location, or ATM. They *also may Include, but are not limited to, debit card purchases, bill•pay, sweep debits, wire transfers debits, Real Time Payments (RTP)transfers, certified checks, legal'order debits. Per Debit. 130 CHECK PAID -REJECT Fee per item rejected for accounts that have rejected checks paid due to insufficient MICR line Integrity. Per Item Rejected, Per M onth. 134 ACH RECEIVED DE BIT Fee for an ACH received debit. P er ACH Debit. 165 CHECK BLOCK Monthly fee per account set up to prevent (Block) any check from posting to their account. Par Month, Per Account. 336 FULL RE CON MAINT ELECTRONIC Monthly maintenance (Maim) fee for the capabilityto provide full reconciliation (Recon) services delivered 'electronically. Per Month, Per Account. 336 PARTIAL RE CON MAINT ELECTRONIC Monthly maintenance (Malnt) fee for the capabilityto provide partial reconciliation (Recon) services delivered electronically. Per -Month, Per Account. 342 FULL RE CON -ITEM Per item fee forproviding full reconclNation (Recon)serviees for paid checks. Per Item. 384 C01 N a CURRENCY CHANGE ORDER Fee for processing a change order of coin and or currency at a bank's branch office. Per Change Order. 395 COINAND CURRENCY DEPOSITED Fee per $1 of coin and currency deposited that is processed and verified for a calendar month. The fee includesthe following: cash deposits made over the counter (OTC) at bank branch locations, night depository(s) or Package Forward and reflects the total amount of coin,and'currency deposited into the account during a calendar m orth. Monthly Coin and Currency Deposited Per $1. 396 DEPOSIT CORRECTIONS Fee for correcting a deposit Menthe adjustment is greaterthan $10. P erAdjustment. 459 ICL UNQUALIFIED ON -US ITEMS Per Item fee for on -us deposited item included in an'unitualified Image Cash Letter Q CL) File. Per Deposited Item. 460 ICL UNQUALIFIE D TRANSIT f TE MS Per item fee for item drawn on a financial'insftutlon that is not the bank of deposit (transit item)included in an unqualified im age Cash Letter (ICL) File. P er Deposited Item. 461 ICL SETUP FEE One4ime fee per client relationship to setup Image Cash Letter (ICL) services. P er Occurrence, Per Client. 482 ICL MONTHLY MAINT FEE Monthly fee per client relationship for maintaining (Maint) Image Cash Letter (ICL) services. Per Month, P er Client. Tuesday, July 71, 2623 Page 1 bf 3 Truist Treasury Solutions —Proprietary and Confidential 50 Service Code Service Description Definition 471 ICL TRANSMISSION - PER TRANS Fee per transmission (Trans) for inbound Image Cash Letter (iCL) files received for deposit from the client. Per Transmission. 530 ACH NOTIFICATION OF CHANGE Fee for processing each ACH Notification of Change. A Notification of Change contains correcting Information that is required to be changed for any subsequent ACH transaction. Per Notification of Change. 532 ACH RETURN NOC-FAX/EMAIL/ONL Fee for fax, email or online (On[) delivery of an ACH return transaction or Notification of Change (NOC) transaction. Per Transaction. 538 ACH RETURN TRANSACTION Fee for processing a returned ACH transaction. Per Transaction. 542 DLTYACH MONTHLY MAINT PREMIUM Monthly fee for maintaining (Maint) each account set up with Digital Treasury (Dlty) Premium ACH Service. Per Month, Per Account. 553 TOTALACH ORIGINATED ITEMS Fee for each ACH credit or debit transactions (Tran) originated through Direct Transmission, Treasury Manager, Digital Treasury, or Integrated Payables. Fee volume includes the total number of credit and debit items originated for the month. Per Transaction. 554 ACH ORIGINATED ADDENDA RECORD Fee for processing reference information in an Addenda Record associated with an ACH originated transaction. Per Addenda Record. 765 BAI DATA TRANSMISSION Monthly maintenance fee to provide the BankAdministration Institute (BAI) Prior or Current Day data transmission service. Fee Is applied per set up of transmission service. Per Client ID (Transmission ID), Per Month, Per Transmission Type. 767 BAI ENHANCED TRANSMISSION ITEM Per item fee for Prior Day enhanced transactional details transmitted to clients via the direct Bank Administration Institute (BAI) file format delivered via the direct transmission service. Per Detailed Transmission Item. 1050 ACH AUTHORIZATION RECORD Onetime fee for the bank or client to set up or modify a filter authorization record in order for an account to receive an incoming ACH transaction. Per Authorization. 1051 ACH BLANKET BLOCK MAINTENANCE Monthly maintenance fee for each account set up with ACH Blanket Block Service which providesthe capability to block incoming ACH transactions (debits, credits or both). Per Month, Per Account 1052 ACH POSITIVE PAY MONTHLY MAINT Monthly maintenance (Maint) fee for each accountwith ACH Positive Pay service which provides the capability to flter or disposition ACH transactions received. Per Month, Per Account 1205 RETURNED DEPOSITED ITEM FEE Fee for processing a deposited item returned. Per Return. 2028INCOMING DOMESTIC WIRE Fee for an incoming domestic wire. Per Wire. 2622 WIRE ADVICE - EMAI L Fee for providing a Wire Transfer•Advice to be sent via email. The Wire Transfer Advice includes the details of a completed outgoing or incoming wire transaction. Per Wre Advice. 3300 DLTY PD ACCT MAINT Per account (Acct), monthly maintenance (Maint) fee for Prior Day (PD) Information reporting on Digital Treasury (Dlty) for clients on the Commercial billing plan. PerAccount, Per Month. 3301 DLTY CDACCT MAINT Per account (Acct), monthly maintenance (Maint) fee for Current Day (CD) Information reporting on Digital Treasury (Dity) for clients on the Commercial (Corn) or Business Banking (Busbank) billing plan. Per Account Per Month. 3303 DLTY STOP PAYMENT MAINT COM Monthly maintenance (Maint) fee for each account setup for the Digital Treasury (Dity) stop payment service on the Commercial (Com) billing plan. PerAccount, Per Month. 3305 DLTY ACCT TRANSFER Fee for each account (Acct) transfer initiated via Digital Treasury (Dlty). PerAccount Transfer. 3307 DLTY NON REPETITIVE WIRE Fee for a non -repetitive Domestic outgoing wire using Digital Treasury (Dlty). Per Wire. 3308 DLTY REPETITIVE WI RE Fee for a repetitive Domestic outgoing wire using Digital Treasury (Dlty). Per Wire. 3310 DLTY WI RE MAI NT Maintenance (Maint) fee for clients that make wire payments over Digital Treasury (Dity). Per Month, Per Client ID. 3314 DLTYACH BATCH Per batch fee for processing an ACH batch file submitted through Digital Treasury (Dity). Per Batch or File. 3316 SAME DAY ACH ORIG TRANSACTION Fee for originating (Odg) a same day ACH credit or debit transaction. Per Transaction. 3849 DLTY STOP PAYMENT - 1 YEAR Fee for each 1-year stop paym ent initiated via Digital Treasury (Dity). Per Stop Payment. 3530 DLTY CLIENT ID Monthly maintenance fee charged per Digital Treasury (Dity) Client ID. Per Client ID, Per Month. 3533 DLTY - PD LOADED ITEMS Per Rem fee for Prior Day (PD) account balances and transactions loaded and available on Digital Treasury (Dity) for clients on the Commercial billing plan. Per Item Loaded. Tuesday, July 11, 2023 Page 2 of 3 Truist Treasury Solutions —Proprietary and Confidential 51 Service Code Service Description Definition 3536 DLTY - CD LOADED ITEMS Per item fee for Current Day (CD) account balances and transactions loaded and available on Digital Treasury (Dity) for clients on the Commercial or Business Banking billing plan. Per Item Loaded. 4133 CPR/POS PAYIPAYEE-EXCEPTIONS Per item fee for handling a check drawn on a.Controlled Pay Reconciliation (CPR), Positive Pay (Pos Pay) and or Positive Pay Payee Account that does not match the issue record as provided by the client Mismatches are exceptions and include, but are not limited to paid -no -issue records (PNIs) and encoding errors. Per Exception Item. 4164 PAYEE POS PAY W RECON - MAINT Monthly maintenance fee for each account set up on Payee Positive Pay (Pos Pay) with (W) Reconciliation (Recon) Services. Per Month, PerAccount 4165 CPR/PAYEE POS W RECON ITEMS Per item fee for verifying the payee name listed on a check against the payee name listed on the ARP issue file for a Controlled Pay Recon (CPR) with Payee review or a Payee Positive (Pos) Pay account with (W) Reconciliation (Recon) Services. Per Check. 4211 CPR/POSPAYIPAYEE D/T CLNT/FILE Per file fee for providing the client (Clnt) with an automated data transmission (DR) for an account enrolled in Controlled Pay Reconciliation (CPR), Positive Pay (Pospay) or Payee Positive Pay services. The file transmitted may include, but is not limited to, a paid no issues file and or a paid Items file. Per File. Tuesday, July 11, 2023 Page 3 of 3 Truist Treasury Solutions —Proprietary and Confidential 52 Truist Pro Forma Account Analysis Statement Pro Fortis ID: 243761 Account Officer: Davis,Glen Treamy ConsultarlF Cadenas Estevez, Bryan Effective 0710E 12023 BRAZOS COUNTY Deposit Account# TOD Analyzed Interest Checking•- PublicFund- Earnings Credit Summary Average.Ledger Balance $143,708,123.00 Less: Average Float $0.00 Average Collected Balance $143,708,123.00 Earnings Credit Rater 5.260 % Average Negative Collected Balance $0.00 Earnings CredtAllowance $640,780.74 Average Positive Collected Balance $143.708,123.00 Less: Balance Based Charges $20,038.17 Less 0.00% Related Reserves $0.00 Average Positive Balance Available $143,7D8,12300 Total Analysis Based Charges $0.00 ADD* Exppcit& 6AledSepmately $0.00 ADD* lndependentAccount Service Charges $0.00. total SePAd9 Charges fur Peiiod> r 880 POSTED FED RINDS TARGET PLUS 0.000 % Interest Earnings Summary Hybrid Solution Average Positive Available Balance $143,708,123.00 Less: Bal Required for Analyzed Services $4,493.967.47 Average Positive Net Available Balance $139,214,155.53 Hybrid Interest Rate &210 % Hybrid Estimated Interest Earned $1316.013.10 Net;Cltent•:B'enefit %$616 01310, GENERAL BANKING SERVICES 21 MONTHLYACCT MAINTENANCE FEE 100 CREDITS POSTED 110 ITEMS DEPOSITED - ON -US 114 ITEMS DEPOSITED: -.OTHER 128 CHECKS PAID AND OTHER DEBITS 384 COIN & CURRENCY CHANGE ORDER 22 $50.000000 $1,100.00 560 $0.900000 $504.00 63 $0.150000 $9.45 929 $0.'150000 $139.35 1,471 $0.200000 $294.20 8 $5.000000 $40.00 The pricing detailed in this pro forma. does not constitute a contractual offer of any particular service, price, rate of account type for any term. Estimated volumes may be included in this pro forma based on our assumptions or information shared with us. It is for purposes of estimation and discussion only unless accompanied by other agreements or commitments that offer explicit pricing orterms. Your Account Analysis statement will reflect the actual services, Volumes and charges forthe services utilized. Reviewing yourAccount Analysis statements With full line -item detail is recommended and those statements are available by mail or electronic delivery methods. Service descriptions and related information may change or be updated by Truisf with orwithout notification. Any Impacts to a client's pricing will be communicated In accordance with applicable banking agreements. If you have any questions or concerns aboutyour actual pricing; please contact your Treasury Consultant. For a complefe list of account.related fees, the Truist Business DeposdAccounts Fee Schedule Is available at www.truist'. comlbusiness-fee-schedule Tuesday, 4uly17, 2023 Pagel of-7 Truist Treasury Solutions —Proprietary and Confidential 53 r GENERAL BANKING SERVICES 395 COIN AND CURRENCY DEPOSITED 815,440 $0.002000 $1,630.88 1205 RETURNED DEPOSITED ITEM FEE 7 $12.000000 $84.00 Subtotal: $3,801.88 BALANCE RELATED SERVICES 35 DEP ACCT USAGE RATE (PER $100) 143,708,123 7.500000 $8,981.76 Subtotal: $8,981.76 SPEC COLLECTION SERVICES 459 ICL UNQUALIFIED ON -US ITEMS 111 $0.045000 $5.00 460 ICL UNQUALIFIED TRANSIT ITEMS 3,560 $0.065000 $231.40 461 ICL SETUP FEE 1 i $300.000000 $300.00 462 ICL MONTHLY MAINT FEE 1 $200.000000 $200.00 471 ICL TRANSMISSION - PER TRANS 48 $1.000000 $48.00 Subtotal: $784.40 WIRE TRANSFER SERVICES 2028 INCOMING DOMESTIC WIRE 4 $15.000000 $60.00 2522 WIRE ADVICE -EMAIL 0 $3.000000 $0.00 3307 DLTY NON REPETITIVE WIRE 12 $12.000000 $144.00 3310 DLTY WIRE MAINT 1 $20.000000 $20.00 Subtotal: $224.00 - ACH SERVICES 105 ACH RECEIVED CREDIT 963 $0.200000 $192.60 134 ACH RECEIVED DEBIT 218 $0.200000 $43.60 530 ACH NOTIFICATION OF CHANGE 8 $3.000000 $24.00 532 ACH RETURN NOC-FAXIEMAIUONL 10 $3.000000 $30.00 538 ACH RETURN TRANSACTION 2 $5.000000 $10.00 542 DLTY ACH MONTHLY MAINT PREMIUM 4 $50.000000 $200.00 553 TOTALACH ORIGINATED ITEMS [1-5000] 0 $0.150000 $0.00 553 TOTAL ACH ORIGINATED ITEMS [5001-25000] 0 $0.130000 $0.00 553 TOTALACH ORIGINATED ITEMS [25001+] 0 $0.100000 $0.00 554 ACH ORIGINATED ADDENDA RECORD [1-5000] 502 $0.040000 $20.08 554 ACH ORIGINATED ADDENDA RECORD [5001-25000] 0 $0.030000 $0.00 554 ACH ORIGINATED ADDENDA RECORD [25001+] 0 $0.020000 $0.00 1051 ACH BLANKET BLOCK MAINTENANCE 0 $20.000000 $0.00 1052 ACH POSITIVE PAY MONTHLY MAINT 1 $25.000000 $25.00 3314 DLTY ACH BATCH 63 $12.000000 $756.00 3316 SAME DAY ACH ORIG TRANSACTION 3 $1.000000 $3.00 Subtotal: $1,304.28 RECONCILIATION SERVICES 336 FULL RECON MAINT ELECTRONIC 1 $75.000000 $75.00 Tuesday, July 11, 2023, Page 2 of T Truist Treasury Solutions -Proprietary and Confidential 54 - .. - RECONCILIATION SERVICES 342 FULL RECON - ITEM 1,048 $0.070000 $73.36 Subtotal: $148.36 POSPAYIREVERSE POS PAY 165 CHECK BLOCK 4 $25.000000 $100.00 4133 CPR/POS PAY/PAYEE-EXCEPTIONS 11 $5.000000 $55.00 4164 PAYEE POS PAY W RECON - MAINT 5 $65.000000 $325.00 4165 CPR/PAYEE POS W RECON ITEMS 1,395 $0.040000 $55.80 4211 CPR/POSPAY/PAYEE Dfr CLNT/FILE 16 $15.000000 $240.00 Subtotal: $775.80 INFORMATION SERVICES 765 BAI DATATRANSMISSION 1 $150.000000 $150.00 767 BAI ENHANCED TRANSMISSION ITEM 3,832 $0.100000 $383.20 3300 DLTY PD ACCT MAINT 22 $30.000000 $660.00 3301 DLTY CDACCT MAINT 22 $30.000000 $660.00 3305 DLTY ACCT TRANSFER 233 $0.000000 $0.00 3530 DLTY CLIENT ID 1 $10.000000 $10.00 3533 DLTY - PD LOADED ITEMS 6,878 $0.150000 $1,031.70 3536 DLTY - CD LOADED ITEMS 4,714 $0.200000 $942.80 3303 DLTY STOP PAYMENT MAINT COM 22 $0.000000 $0.00 3349 DLTY STOP PAYMENT - 1 YEAR 9 $20.000000 $180.00 Subtotal: $4,017.70 Total Charges: $20,038.17 Total'Balance,Based.Charges: $20,038.17 Im plementatloniSet-up Fees (included in balance based charge totan Service Service Description Code Volume Unit Price Total 461 ICL SETUP FEE 1 1 300.000000 $300.00 Total for Implementatlon/Set-up Fees: $300.00 Additional Potential Fees The services and pricing listed in this section are features of the products implemented that may be available to you based on the implementation of the services requested in this Pro Forma. DescriptionService Code Service RECONCILIATION SERVICES 316 CHECK IMAGE TRANS-MAINT $50.000000 Tuesday, July 11., 2023- Page 3. of 7 Truist Treasury Solutions -Proprietary and Confidential 55 Additional Potential Fees The services and pricing listed in this section are features of the products implemented that may be available to you based on the implementation of the services requested in this Pro Forma. RECONCILIATION SERVICES 317 CK IMAGETRNS-MAINT ADDTLACCT $20.000000 318 CHECK IMAGE TRANS -PER ITEM $0.025000 319 CK IMAGE-DATATRANSMISSION $100.000000 331 CD-ROM MAINTENANCE $30.000000 332 PARTIAL RECON MAINT PAPER $80.000000 333 CD-ROM ITEMS $0.050000 334 PARTIAL RECON - ITEM $0.060000 335 CD-ROM DISC $15.000000 337 CD-ROM DUPLICATE DISC $20.000000 338 PARTIAL RECON MAINT ELECTRONIC $65.000000 340 FULL RECON MAINT PAPER $100.000000 341 CD-ROM ADDITIONAL ACCT FEE $30.000000 344 DEPOSIT RECON MAINTENANCE $70.000000 346 DEPOSIT RECON - ITEM $0.110000 352 CD-ROM MULTI -CYCLE $40.000000 357 MULTIPLE CYCLE CD-ROM ITEMS $0.025000 3329 DLTY POSITIVE PAY IMAGE $2.000000 3330 REVERSE POS PAY MAINTENANCE $40.000000 3331 REVERSE POS PAY - ITEM $0.080000 3334 DLTY REV POS PAY - IMAGE $2.000000 3339 DLTY PAYEE POS PAY - IMAGE $0.000000 4214 RECOWPOS PAY SPECIAL HANDLING $0.000000 _ I SPEC COLLECTION SERVICES 433 ONSITE DEPOSIT-ESSENT ITEMS $0.000000 434 ONSITE DEP-ESSENT ITEMS OVER $0.250000 436 ONSITE DEPOSIT PREMIUM MO MAIN $35.000000 441 REMOTE DEPOSIT MONTHLY MAINT $47.000000 442 REMOTE DEPOSIT IMAGE CAPTURED $0.120000 450 REMOTE DEP REMIT -FILE DOWNLOAD $150.000000 451 REMOTE DEP REMIT -COUPONS $0.060000 455 REMOTE DEP FILE -IMPLEMENT STND $150.000000 457 REMOTE DEP FILE -DOWNLOAD $100.000000 464 ICL QUALIFIED ON -US ITEMS $0.035000 465 ICL QUALIFIED TRANSIT ITEMS $0.060000 472 ONSITE DEPOSIT -ESSENTIALS IMPL $75.000000 473 ONSITE DEPOSIT -PREMIUM IMPL $76.000000 475 ONSITE DEPOSIT -LOW VOL MONTHLY $49.950000 476 ONSITE DEPOSIT -LOW VOL ITEMS $0.000000 477 ONSITE DEP-LOW VOL ITEMS OVER $0.250000 480 ONSITE DEPOSIT -PACKAGE MONTHLY $119.950000 481 ONSITE DEPOSIT -PACKAGE ITEMS $0.000000 482 ONSITE DEP-PACKAGE ITEMS OVER $0.250000 486 ONSITE DEPOSIT SCANNER FEE -SIN $10.000000 Tuesday, July 11., 2023 Page 4 of 7' Truist Treasury. Solutions -Proprietary and Confidential 56 Additional Potential Fees The services and pricing listed in this section are features of the products implemented that may be available to you based on the implementation of the services requested in this Pro Forma. SPEC COLLECTION SERVICES 487 ONSITE DEPOSIT SCANNER FEE-MUL $20.000000 490 RDC IMPLEMENTATION $75.000000 491 RDC MONTHLY MAINT $35.000000 492 RDC - REMITTANCE COUPON $20.000000 493 RDC - CUSTOMIZED FIELDS $20.000000 495 RDC - POSTING FILE $0.000000 497 RDC LITE IMPLEMENTATION $50.000000 ACH SERVICES 528 ACH RETURN FILE SET UP $0.000000 529 ACH RETURN FILE MONTHLY MAINT $50.000000 533 ACH RE -PRESENTMENT $4.000000 534 ACH ACTIVITY REPORT $0.000000 535 ACH UNAUTHORIZED RETURNS $0.000000 541 ACH INPUT FILE RECEIVEDNENDOR $17.500000 545 ACH INPUT FILE RECEIVED/TRANS $17.500000 552 ACH TRANSMISSION SET UP $200.000000 557 ACH FILE DATATRANSTO CLIENT $12.000000 558 PREFUNDED ACH UNAVAIL BALANCE $0.000000 1050 ACH AUTHORIZATION RECORD $8.000000 1055 UPIC MONTHLY MAINTENANCE $20.000000 1185 ]AT ORIG TRANS $0.180000 1186 IAT RETURN TRANSACTIONS $5.000000 3315 DLTY ACH ORIG TRANS BUSBANKING $1.750000 3317 DLTY SDAMTHLY MAIN BUSBANKING $5.000000 3318 DLTY SDA ORIG TRANS BUSBANKING $2.750000 3319 TM ACH FILE UPLOAD $25.000000 3520 TM ACH BATCH PROCESSING FEE $6.000000 INFORMATION SERVICES 766 BAI DATATRANSMISSION ITEMS $0.080000 3210 DLTY PLUS PD ACCT MAINT [1-3] $20.000000 3210 DLTY PLUS PD ACCT MAINT [4-10] $15.000000 3210 DLTY PLUS PD ACCT MAINT [11-20] $10.00000o 3210 DLTY PLUS PD ACCT MAINT [21+] $7.000000 3211 DLTY PLUS PD LOADED ITEMS [1-1600] $0.200000 3211 DLTY PLUS PD LOADED ITEMS [1501-10000] $0.150000 3211 DLTY PLUS PD LOADED ITEMS [10001+] $0.100000 3215 DLTY PREMIUM PD ACCT MAINT [1-3] $40.000000 3215 DLTY PREMIUM PD ACCT MAINT [4-10] $30.000000 3215 DLTY PREMIUM PD ACCT MAINT [11-20] $20.000000 3215 DLTY PREMIUM PD ACCT MAINT [21+] $15.000000 3216 DLTY PREMIUM PD LOADED ITEMS [1-1500] $0.200000 3216 DLTY PREMIUM PD LOADED ITEMS [1501-10000] $0.150000 3218 DLTY PREMIUM PD LOADED ITEMS [10001+] $0.100000 -- Tuesday, July 11, 202$• Page S of T Truist Treasury Solutions -Proprietary and Confidential 57 Additional Potential Fees The services and pricing listed in this section are features of the products implemented that may be available to you based on the implementation I of the services requested in this Pro Forma. Service ..- Service Description Unit Price INFORMATION SERVICES 3240 DLTY STOP CANCEL-ESS,PLU,PREM $10.000000 3302 DLTY BUSINESS BANKING $35.000000 3304 DLTY STOP PAYMENT - 6 MONTH $20.000000 3309 DLTY IMAGE RETRIEVED $0.000000 3350 DLTY STOP PAYMENT -18 MONTH $25.000000 3351 DLTY STOP PAYMENT - 2 YEAR $25.000000 3352 DLTY STOP PAYMENT - 3 YEAR $25.000000 3353 DLTY STOP PAYMENT - 4 YEAR $30.000000 3354 DLTY STOP PAYMENT - 5 YEAR $30.000000 3355 DLTY STOP PAYMENT - 6 YEAR $30.000000 3356 OLTY STOP PAYMENT - 7 YEAR $30.000000 3357 DLTY STOP PAYMENT CANCEL $10.000000 3541 OLTY BUSBANK - PD LOADED ITEMS [1-200] $0.000000 3541 DLTY BUSBANK - PD LOADED ITEMS 1201+1 $0.350000 3542 DLTY BUSBANK - ACCT TRANSFER $0.000000 3543 DLTY BUSBANK - IMAGE RETRIEVED [1-5] $0.000000 3543 DLTY BUSBANK - IMAGE RETRIEVED [6+] $2.000000 3545 DLTY BUS13ANK - STOP PAY-6 MTH [1-5] $0.000000 3545 DLTY BUSBANK - STOP PAY-6 MTH [6+] $16.000000 WIRE TRANSFER SERVICES 2030 BOOK TRANSFER CREDIT $5.000000 2060 INCOMING BATCH BOOKTRANSFER $5.000000 2298 BOOK TRANSFER DEBIT $7.000000 2319 STANDING ORDER BOOKTRANSFER $5.000000 2379 DRAWDOWN WIRE $15.000000 2450 MWL TREASURY MAINT FEE $0.000000 2460 BATCH DOMESTIC WIRE $10.000000 2462 OUTGOING BATCH BOOK TRANSFER $10.000000 2470 BATCH DOMESTIC WIRE - MWL $10.000000 2502 WIRE ADVICE - PHONE $20.000000 2506 WIRE ADVICE - SWIFT $5.000000 2514 WIRE ADVICE - U.S. MAIL $7.000000 3584 TM DOMESTIC REPETITIVE WIRE $12.000000 3585 TM DOMESTIC NON -REP WIRE $12.000000 3586 TM BOOKTRANSFER REPETITIVE $7.000000 3587 TM BOOKTRANSFER NON -REP $7.000000 3588 TM WIRE DRAWDOWN REQUEST $0.000000 POSPAYIREVERSE FOS PAY 4110 PD REV POSPAY FILE $15.000000 4120 CD REV POSPAY FILE $15.000000 4132 CPR/POSPAY/PAYEE Dfr BANKIFILE $0.000000 4140 POSITIVE PAY - MAINTENANCE $55.000000 4141 CONTROUPOSITIVE PAY - ITEMS $0.080000 - Tuesday, July 11., 2023' Page 6 of 7 Truist Treasury Solutions -Proprietary and Confidential 58 Service Code Service Description DefirMon 21 MONTHLYACCT MAINTENANCE FEE Monthly fee for maintaining a business account (Acd). Per Month, Per Account. 35 DEP ACCT USAGE RATE (PER $100) Monthly fee assessed onthe average positive ledger balance forthe month for deposit (Dep) accounts (Acctj The average positive ledger balance Isdivided by 100 andthen mutiplied bythe rate listed an the account analysis statement and divided by12 to calculatethe usage fee amount. Per Account With Average P ositive Collected Ledger Balance, Per $100 On Deposit. 100 CREDITS POSTED Fee for posting deposits (credits)to.anaccount. Deposits include transactions made ata banking location or ATM. They also may include,. but are not limited to, credits posted from account transfers, vdre transfers, Real Time Payments(RTP ), Im.age Cash Letter deposits, Remote Deposit, sveep transfer, online banking transfers and other electronic credits. Per Credit. 105 ACH RE CE IVED CRE DIT Fee for an ACH received credit. Per ACH Credit. 110 ITEMS DEPOSITED - ON -US Per item fee forcheck deposits drawn on a Truist Account (On -Us) and made at locations that rn ay include, but are not rimited to, branch, ATM , Locicbox orthrough the mail. P er Deposited Item. , 114 ITEMS DEPOSITED -OTHER Per item fee forcheck deposits dram on a bank Wth a routing numberin a different state than the deposit location. Deposit sources may include, but are not limited to, branch, ATM, Loc kbox orthrough the mail. Per Deposited Item. 128 CHECKS PAID AND OTHER DEBITS Fee for posting checks or drafts(debits) for payment onthe account. Debits include Whithdravtal transactions made at a banking location, or ATM . They also may.include, but are not limited to;.debit card purchases, bill pay, svreep debits, Wre transfers debits, Real Time Payments (RTP) transfers, certified checks, legal order debits. Per Debit. 134. ACH •RECEIVED DEBIT Fee for an ACH received debt. Per ACH Debit. 165 CHECK BLOCK Monthly fee per account set up to prevent (Block) any check from posting to -their account. Per Month, Per Account. 336 FULL RECON MAINT ELECTRONIC Monthly maintenance (Maint) fee for the cepabilityto provide full reconciliation (Recon) services delivered electronically. Per Month, Per Account. 342 FULL RE CON -ITEM Per item fee for providing full reconclrration (Recon)services for paid checks. Per Item. 384 COIN & CURRENCY CHANGE ORDER Fee for processing a change order of coin and or currency at a bank's branch office. Per Change Order.. 395 COIN AND CURRENCYDE POSITED Fee per $1 of coin and currency deposited that is processed and verified fo'r a calendar month. The fee includesthe foliovang: cash deposits made over the counter.(OTC) at bank branch locations, night depository(s) orPackage Forvtard and retectsthetotel amount of coin and currency deposited into the account during a•colendar m onth. Monthly Cain and Currency Deposited Per $1. 459 ICL UNQUALIFIED ON -US ITEMS Per Item fee foron-us deposited Rem Included In an unqualified Image Cash Letter Q CL) File. Per Deposited Item. 460 ICL UNQUALIFIED TRANSIT ITEMS Per item fee foritem dram on a financial institution that is not the bank of deposit (transit Rem)included in an unqualified Image Cash Letter (ICL)File. Per Deposited item. 461 ICL SETUP FEE OneAtme fee per client relationship to setup Image Cash Letter (ICL) services. P er Occurrence, Per Client. 462 ICL MONTHLY MAINT FEE Monthly fee per client relationship for maintaining (Malin) Im age Cash Letter (ICL) services. P er Month, P er Client. 471 ICL TRANSMISSION - PER TRANS Fee per transm fission (Trans) for inbound Image Cash LetteroCL) files received for deposit from the client. Per Transmission: 530 ACH NOTIFICATION OF CHANGE Fee for processing each ACH Notification of Change. A Notification ofChange contains correcting Information that is required to be changed for any subsequent ACH transaction. Per Notification of Change. 532 ACH RETURN NOC-FAXIEM AILIONL Fee for fax, email or online (Onl) delivery of en A.CH return transaction ar Notification of Change LNOC) transaction. Per Transaction. 538 ACH RETURN TRANSACTION Fee for processing a returned ACH transaction. Per Transaction. Tuesday, July 19, 2623 Page 7 bf 3 Truist Treasury Solutions —Proprietary and Confidential Service Cade Service Description Definition 542 DLTY ACH MONTHLY MAiNT PREMIUM Monthly fee for maintaining (Maint) each account set up with Digital Treasury (Dlty) Premium ACH Service. Per Month, Per Account. 553 TOTAL ACH ORIGINATED ITEMS Fee for each ACH credit or debit transactions (Trap) originated through Direct Transmission, Treasury Manager, Digital Treasury, or Integrated Payables. Fee volume Includes the total number of credit and debit Items originated for the month. Per Transaction. 554 ACH ORIGINATED ADDENDA RECORD Fee for processing reference information in an Addenda Record associated with an ACH originated transaction. Per Addenda Record. 765 BAI DATA TRANSMISSION Monthly maintenance fee to provide the BankAdministration Institute (BAI) Prior or Current Day data transmission service. Fee is applied per set up of transmission service. Per Client ID (Transmission ID), Per Month, Per Transmission Type. 767 BAI ENHANCED TRANSMISSION ITEM Per item fee for Prior Day enhanced transactional details transmitted to clients via the direct Bank Administration Institute (BAI) file format delivered via the direct transmission service. Per Detailed Transmission Item. 1051 ACH BLANKET BLOCK MAINTENANCE Monthly maintenance fee for each account set up with ACH Blanket Block Service which provides the capability to block incoming ACH transactions (debits, credits or both). Per Month, PerAccount. 1052 ACH POSITIVE PAY MONTHLY MAINT Monthly maintenance (Maint) fee for each account with ACH Positive Pay service which provides the capability to filter or disposition ACH transactions received. Per Month, Per Account. 1205 RETURNED DEPOSITED ITEM FEE Fee for processing a deposited item returned. Per Return. 2028 INCOMING DOMESTIC WiRE Fee for an incoming domestic wire. Per Wire. 2522 WIRE ADVICE - EMAi L Fee for providing a Wire Transfer Advice to be sent via email. The Wire TransferAdvice includes the details of a completed outgoing or Incoming wire transaction. Per Wire Advice. 3300 DLTY PDACCT MAINT Per account (Acct), monthly maintenance (Maint) fee for Prior Day (PD) information reporting on Digital Treasury (pity) for clients on the Commercial billing plan. PerAccount, Per Month. 3301 DLTY CD ACCT MAINT Per account (Acct), monthly maintenance (Maint) fee for Current Day (CD) information reporting on Digital Treasury (Dlty) for clients on the Commercial (Com) or Business Banking (Busbank) billing plan. Per Account, Per Month. 3303 DLTY STOP PAYMENT MAINT COM Monthly maintenance (Maint) fee for each account setup for the Digital Treasury (Dity) stop payment service on the Commercial (Com) billing plan. PerAccount, Per Month. 3305 DLTY ACCT TRANSFER Fee for each account (Aoct) transfer initiated via Digital Treasury (Dity). PerAccount Transfer. 3307 DLTY NON REPETITIVE WIRE Fee for a non -repetitive Domestic outgoing wire using Digital Treasury (Dlty). Per Wre. 3310 DLTY WiRE MAINT Maintenance (Maint) fee for clients that make wire payments over Digital Treasury (Dity). Per Month, Per Client ID. 3314 DLTY ACH BATCH Per batch fee for processing an ACH batch file submitted through Digital Treasury (Dlty). Per Batch or File. 3316 SAME DAY ACH ORIG TRANSACTION Fee for originating (Orig) a same day ACH credit or debit transaction. Per Transaction. 3349 DLTY STOP PAYMENT-1 YEAR Fee for each 1-year stop payment Initiated via Digital Treasury (Dity). Per Stop Payment. 3530 DLTY CLIENT ID Monthly maintenance fee charged per Digital Treasury (Dlty) Client ID. Per talent ID, Per Month. 3533 DLTY- PD LOADED ITEMS Per item fee for Prior Day (PD) account balances and transactions loaded and available on Digital Treasury (Dity) for clients on the Commercial billing plan. Per Item Loaded. 3536 DLTY - CD LOADED ITEMS Per item fee for Current Day (CD) account balances and transactions loaded and available on Digital Treasury (Dity) for clients on the Commercial or Business Banking billing plan. Per Item Loaded. 4133 CPR/POS PAY/PAYEE-EXCEPTIONS Per item fee for handling a check drawn on a Controlled Pay Reconciliation (CPR), Positive Pay (Pos Pay) and or Positive Pay Payee Account that does not match the issue record as provided by the client. Mismatches are exceptions and include, but are not limited to paid -no -issue records (PNIs) and encoding errors. Per Exception Item. 4164 PAYEE POS PAY W RECON - MAINT Monthly maintenance fee for each account set up on Payee Positive Pay (Pos Pay) with (W) Reconciliation (Recon) Services. Per Month, PerAccount. 4165 CPRIPAYEE POS W RECON ITEMS Per Item fee for verifying the payee name listed on a check against the payee name listed on the ARP issue file for a Controlled Pay Recon (CPR) with Payee review or a Payee Positive (Pos) Pay account with (W) Reconciliation (Recon) Services. Per Check. Tuesday, July 11, 2023 Page 2 of 3 i Truist Treasury Solutions —Proprietary and Confidential 60 Service Code Service Description Definition 4211 CPR/POSPAY/PAYEE Dfr CLNT/FILE Per file fee for providing the client (ant) with an automated data transmission (D/r) for an account enrolled in Controlled Pay Reconciliation (CPR), Positive Pay (Pospay) or Payee Positive Pay services. The file transmitted may Include, but is not limited to, a paid no issues file and or a paid items file. Per File. Tuesday, July 11, 2023 Page 3 of 3 Truist Treasury Solutions —Proprietary and Confidential 61 Exceptions & Clarifications - This Proposal is delivered in response to the RFP issued for banking services. The following Exceptions and Clarifications are an integral part of the Bank's proposal ("Proposal") in response to the Banking Request for Proposal RFP # 24-001 for Brazos County issued on June 16, 2023. This Proposal is delivered on the condition that it be kept confidential and not be shared with any third party unless done so on a confidential, need -to -know -basis, as required for evaluating the Proposal or as required by law. Truist ("Bank") offers a wide array of services to its clients. In the regular course of business, the Bank may change, remove or add products, services or features and availability of such services. Some services offered in this Proposal are subject to the initial and subsequent review of client financial statements, approval by the Bank, and satisfactory completion of applicable service documentation. The Proposal includes services that are offered in accordance with the Bank's standard banking agreements (included in or referenced in the Proposal) as applicable to the services contained in the Proposal. The Bank's standard documentation is written specifically for the proposed services, and the Bank requires the standard documentation as the basis for the proposed services. The Bank will consider any legal need to edit the Bank's standard documentation, including edits relating to compliance with applicable law and requests to incorporate specific administrative terms or agreements contained in the RFP. The Bank will review requests to execute any client forms or agreements, and work to negotiate mutually acceptable terms. Quoted terms, conditions, and pricing are valid for 180 days from the Proposal date, unless expressly affirmed in writing. The provided pro forma is based on estimated volumes and services. Additional services will be charged at the Bank's standard price unless otherwise negotiated. Changes to services, line items, volumes, or billing methodology may impact pricing. To the extent of any conflict between pricing in the pro forma and any pricing set forth elsewhere in the Proposal, pricing in the pro forma will take precedence. Except as may be otherwise expressly provided, interest rates and Earnings Credit Rates (ECRs) are managed rates subject to change at the Bank's discretion without notice, in accordance with the Bank's Commercial Bank Services Agreement. The Bank has addressed any RFP requirements along with certain exceptions, clarifications, or modifications relating to such requirements in the Proposal, and the Bank only agrees to terms in the RFP as modified by the Bank's Proposal. Bank's response to the RFP does not constitute the acceptance of any other binding terms or agreement. All certifications or representations required by the RFP or made in the Proposal are made to the extent of the personal knowledge, without investigation, of the individual signing the Proposal on behalf of the Bank. To the extent included in the RFP, Truist takes exception to the provisions of the RFP (and/or any agreement included in the RFP) that: • Require the Bank or any affiliate of the Bank to indemnify or hold any person or entity harmless or otherwise relate to the Bank's liabilities for providing the services • Restrict the ability of the Bank to terminate the services • Restrict the ability of the Bank to amend the terms of, alter, or withhold services offered • Restrict the ability of the Bank to assign the agreements to an affiliate or to assign them due to a change in control of the Bank or the sale of the relevant assets used to provide the banking and treasury management services • Restrict the use of vendors by the Bank or impose any requirements on the Bank's use of vendors • Require the Bank to comply with federal, state, or local laws, regulations or ordinances that are not otherwise applicable to the Bank in the ordinary course of providing banking and treasury management services Truist Treasury Solutions —Proprietary and Confidential 62 Exhibit A County's Depository Contract The Truist Treasury Management Agreement, including the Truist Treasury Terms and Conditions and the Commercial Bank Services Agreement, and any other applicable bank service agreements included in or referenced in the Proposal shall constitute the contract for services to be provided to Brazos County pursuant to the RFP, subject to further negotiation by the parties. Therefore, the contract, agreement, or other contractual terms of Brazos County included in the RFP are deleted and replaced with Truist's banking service agreements included in the Proposal. If Brazos County requires any provisions to be added to the Banks agreements, including any provisions which may be required by applicable state law, Truist will negotiate in good faith with Brazos County regarding such modifications to the applicable agreements. Conflict of Interest: No individuals directly involved in responding to this RFP are presently employed by Brazos County. While the individual signing the Proposal on behalf of Truist has not performed an investigation relating to this issue, such individual is not personally aware of any conflicts of interest that would prohibit Truist from entering into an agreement with Brazos County for the provision of banking services. Truist lacks the information necessary (such as the identity of Brazos County employees, officers or directors) to make a conclusive determination regarding whether or not a potential conflict of interest exists. If Brazos County determines at any time that an unacceptable conflict of interest exists, then Brazos County may terminate the contract pursuant to the applicable termination provisions. Note: Confirm with individual signing RFP that the above statements are correct. If the individual is aware of any potential conflicts, they should be disclosed in the RFP. Trade Secrets, Confidential Information and the Texas Public Information Act: Brazos County shall not be required to return materials submitted with the Proposal to Truist, but materials submitted by Truist remain the property of Truist, and Truist reserves the right to object to and defend against disclosure of confidential or other proprietary information. �- Exhibit B: Depository Pledge Contract Truist confirms that we are able to meet the collateral requirements as outlined. In order to pledge collateral, the County of Brazos will be required to have a joint custody account to pledge dedicated collateral in your name if one has not been previously established. if necessary, pledge agreement forms are provided in Exhibit C in the Appendix below. Armored Car: The County will need to contract directly with an armored car service, as the Bank does not provide this service. All operational details regarding the armored car service (including payment and liability) must be resolved between the service provider and the County. The County shall receive same day ledger credit for deposits received by the Bank from the armored car service before the Bank's cut-off time. Truist Treasury Solutions —Proprietary and Confidential 63 Appendix Exhibit A: Treasury Management Agreement Exhibit B:Sample Account Analysis Report Exhibit C:Sample Collateral to Deposit Report Exhibit D:Financlal Condition of Bank Reports Exhibit E:Truist Call Reports Exhibit F: Commercial Bank Services Agreement Truist Treasury Solutions —Proprietary and Confidential 64 y Exhibit A: Treasury Management Agreement TRUISTQ Truist Treasury Management Agreement This Treasury Management Agreement ('TMA", and, with the other documents incorporated herein by reference, the "Agreement"), effective as dated below, is made by and between Truist Bank 'Bank") and the entity designated in the signature section below ("Client"). This Agreement governs the treasury management services provided by Bank, as more specifically described below (each a "Service", and together, the "Services"). Organization of Agreement. Along with this TMA, the following are incorporated into the Agreement by reference. Any conflict between the terms herein and the terms incorporated below shall be resolved in the following order of priority: T&Cs, TMA, then CBSA. a. Treasury Terms and Conditions ("T&Cs"), available at www.truist.com/treaSurvterms. The T&Cs include general terms applicable to all Services, as well as specific terms for individual Services. Individual Service terms for Services implemented for any Client account are applicable to Client. Service terms for Services not implemented for a Client account shall not be applicable to Client. b. Commercial Bank Services Agreement ("CBSA'. All terms of the CBSA are incorporated into this Agreement and shall apply to the Services and any claims or disputes that arise out of this Agreement, including but not limited to CBSA provisions regarding the mutual arbitration agreement, jury trial and. litigation class action waiver, duty of care, claim limitation, account opening, applicable law and jurisdiction, account types, account rules, authorization of transfers, costs, expenses, and fees. Service Selections. During implementation of a new Service or modification of an existing Service, certain selections may be made including but not limited to security procedures, transaction limits, Primary Adminlstrator(s) (as defined herein), and/or other options or features relating to the Service. Selections made for a Service shall be incorporated into this Agreement and shall govem any use of the Service. Any election to use a new Service or modification of an existing Service, as well as certain information relating to Service selections, may be communicated in accordance with the Notice section herein. Client shall be bound by the Service selections communicated in accordance with this Agreement unless Client notifies Bank of any errors before any subsequent use of the Service. Certain Services require testing, training, or additional documentation that must be completed; however, Client shall be bound by all terms and conditions of this Agreement during any use of a Service, regardless of whether testing, training, or additional documentation has been completed. 3. Authorized Individuals. Bank will identify individuals with authority to enter into agreements and provide instructions on behalf of Client and delegate any authority regarding the Services through a resolution, designation, delegation, or other document provided by Client and acceptable to Bank. Those individuals shall be referred to as "Authorized Individuals." Bank may act upon any oral or written instruction that the Bank in good faith believes has come from an Authorized Individual including any instruction via telephone call, facsimile, e-mail, text message, instant message, or other electronic method. Client shall be bound by, and Bank shall be deemed to have acted in good faith in accepting, any instruction from an Authorized Individual when Bank has authenticated such instruction in accordance with Bank's authentication procedures, using information provided by Client and contained in Bank's records, or when Bank relies upon a security procedure (as defined herein) in order to accept an instruction. Administrators. Some Services require designation of a "Primary Administrator". A Primary Administrator for a Service has the ability to make certain selections for the Service, and to assign and modify entitlements and authorizations for a Service, including creating .additional users and users with administrative entitlements (°administrators'), all as more specifically described in the T&Cs for the applicable Service. Primary Administrators may grant administrators entitlements up to and including entitlements held by the Primary Administrator, meaning that those administrators may have the ability to make selections for a Service, create additional administrators or modify or disable the entitlements of the Primary Administrator. Primary Administrators must initially be designated by an Authorized Individual, but given the ability of additional administrators to modify or disable entitlements of the Primary Administrator, the individual designated by Client as Primary Administrator may not retain administrative entitlements in the Service. Client is bound by any actions of a user who has been granted entitlements within a Service by an administrator, and Client is bound by any actions of users with administrative entitlements that enable them to perform administrative actions including but not limited to acceptance or modification of security procedures, selection of Service -speck dual administration, dual control, or other Service -specific selections, acceptance of Rev. 1=1 Page 1 of 5 Truist Treasury Solutions —Proprietary and Confidential 65 additional terms or licenses (such as click -wrap terms) relating to a Service, and granting of access and entitlements to the Service. Client is responsible at all times for ensuring that Client's current administrators review and modify the entitlements and access of any previously designated user or administrator as necessary, as removal or replacement of a user or administrator in any agreement or other documentation provided to Bank may not result in automatic removal of the user or administrator's entitlements within a Service. 5. Proprietary Rights and Restrictions on Use. Bank and its vendors retain all ownership, intellectual property and other rights with respect to the Services and as further contained in the T&Cs. 6. Third Parties. Client may authorize third party processors and other agents ("Third Party[s]") to give the Bank instructions, provide information to be used relating to Services, or use the Services on the Client's behalf. Bank may in its sole discretion require documentation from Client and/or a Third Party to evidence the Third Party's authority with respect to Client's accounts and Services. Client remains responsible for any actions of its Third Parties, whether or not Client has provided notice to Bank of Client's use of such Third Parties. In addition, some Services may provide access to information about Client's accounts at other financial institutions or entities ("Other Fls"), or may allow reporting of information about Client's accounts with Bank to an Other Fl. Bank makes no representations and assumes no liability with respect to the correctness, accuracy, completeness, integrity, or timeliness of any information (i) received from any such Third Party or Other Fl or (ii) any use or disclosure of information provided to such Third Party or Other FI. Bank is not responsible for any Service errors or delays caused by such Third Parties or Other Fls. Authority for Other Entities. If Client requests accounts owned by another entity to be accessed in any way by or associated with Client's Services, Client represents and warrants that Client has authority (granted by a duly authorized individual of the owner of the account(s)) to access the accounts and perform transfers of the funds contained therein, regardless of whether Bank requires further proof of, confirmation, or documentation relating to Client's authority with respect to the accounts of the other entity. Client further agrees that the provisions of this Agreement shall apply to those accounts accessed by or associated with the Services to the same extent as if Client owned the accounts. Client agrees to indemnify and hold Bank harmless from any and all claims or losses that arise as.a result of Bank complying with Client's request to add or associate accounts to Client's Services. S. Security Procedures. The security procedures Bank offers to Client are designed to control access to the Services and verify the authenticity of instructions provided to the Bank. The security procedures are not designed to detect errors in the content of instructions or information transmitted to the Bank, including but not limited to intended account numbers of Client, account numbers not belonging to name of recipient, and erroneous or fraudulent instructions provided to Client by another party. Security procedures may include, but are not limited to, access credentials (including username, user ID, password, or other log -in information); authorization codes or tokens used to log in to a Service or initiate or approve any transactions initiated within a Service; and procedures to verify or authenticate transactions (including dual control requirements). Client agrees that use of any Service constitutes acceptance of the security procedures for that Service, as described in the T&Cs for that Service, and agrees that the security procedures are commercially reasonable for Client's use of the Service, including the size, type and frequency of any possible transactions that may be initiated from Client's accounts that may be associated with the Service now or in the future. Client agrees to be bound by, and Bank is authorized to rely and act upon, all Service initiation, access, and instructions accepted by Bank in goad faith and in compliance with the applicable security procedures, whether or not Client (or a user, administrator, or Authorized Individual of Client) actually gave Bank those instructions. If Client believes any security procedure is inadequate, Client may terminate the Service immediately upon notice to Bank. Client agrees to comply with additional security procedures that may be implemented by Bank for a particular Service from time to time. Client is responsible for controlling access to and maintaining the confidentiality of the details related to the security procedures and Client must immediately report to Bank as soon as Client becomes aware of any (i) suspected breach of that confidentiality, (ii) compromise of any security procedure, or (iii) need to revoke any access credentials or authorization codes. Client's failure to control access to and maintain confidentiality of the security procedures, or failure to notify Bank as required herein, may result in improper use of the security procedures to initiate or access a Service or initiate instructions. Subject to applicable law, Client shall be responsible for any transaction or losses relating to access to a Service resulting from such improper use of security procedures, provided Bank has complied with its obligations herein, and Client agrees that Bank shall have no liability for any loss, claim or damage Client sustains as a result of the improper use of the security procedures. 9. Uability. To the extent permitted by law, Bank's liability under this Agreement shall be limited to direct losses suffered by Client caused directly by Bank's gross negligence or willful misconduct in performing its obligations Rev. 10/21 Page 2 of 5 Truist Treasury Solutions —Proprietary and Confidential 66 under this Agreement, which liability shall not exceed the sum of fees and charges imposed for Services provided to \ Client for a period of one year. Notwithstanding the foregoing, if Bank's failure to exercise ordinary care results in an unauthorized, delayed, or erroneous Payment Order, as defined in Article 4A of the Uniform Commercial Code of the state whose law is applicable to the Agreement (the °UCC"), Bank shall be required to reimburse Client the amount of the loss of funds relating to Bank's failure, plus the amount of interest losses (calculated using the daily Federal Funds rate published by the Federal Reserve Bank of New York) attributable to such failure, according to the terms of the UCC. Bank's liability for Client's direct losses will be reduced to the extern any losses are the result of Client's failure or breach of Client's obligations under this Agreement, including any failure to mitigate damages. If Bank reimburses Client for any losses or damages, Client agrees to transfer all rights relating to the transactions in question to Bank and to reasonably assist Bank in any efforts or legal actions that Bank may take to recover those amounts from any third party. 10. Bank's Policies and Procedures. Client agrees that Bank's internal policies or procedures are for Bank's sole benefit and that they were not developed for Client reliance thereon. Such policies and procedures shall not impose any higher standard of care or duty upon Bank, and Client has no right to claim any reliance on any such policies or procedures, except as specifically contained herein. 11. Indemnification. Client shall indemnify and hold Bank and its affiliates, subsidiaries, officers, directors, and employees harmless against any claim, loss, damage, deficiency, penalty, cost or expense including litigation expenses, other costs of investigation or defense, and reasonable attorney's fees resulting from: (a) any breach or default by Client in the performance of this Agreement; (b) any negligence or willful misconduct of Client; (c) Incorrect, incomplete, or inaccurate data or information furnished by Client to Bank; and (d) any action taken by Bank (i) at the direction of Client, or a Third Party or other agent of Client, or (11) per any instruction authenticated in accordance with the requirements for that instruction or the Service to which the instruction relates. Client's duty to indemnify Bank shall be reduced by the extent to which Bank's gross negligence or willful misconduct contributed to any losses. 12. Equipment, Communications Capabilities and Software. Several of the Services require that Client have adequate, uncompromised, and properly working equipment (including mobile devices, to the extent mobile applications are used or mobile internet access is used), communications capabilities (including email addresses and an internet connection), connectivity, and software (collectively, 'technology') in order to use the Service. Client is responsible for providing and maintaining any technology necessary to use a Service. It is Client's responsibility to ensure the integrity and security of the technology, and that the technology remains functioning properly and is compatible with Bank's processing environment. Bank shall have no responsibility if Client's technology is defective, compromised, or does not remain compatible with, or connected to, Bank's processing environment, even if Client has told Bank what technology Client intends to use or Bank has previously indicated Client's technology was compatible. 13. Fraud Detection/Deterrence. Bank may recommend certain Services to Client that are designed to detect and/or deter fraud, help Client to identify and reject potentially fraudulent transactions, or generally reduce the likelihood that certain types of fraudulent transactions will occur. Client agrees that if Client fails to implement any of these Services which are recommended by Bank (whether before or after Client suffers a loss of the type that could be prevented by the Service), Client will be precluded, from and after the date that Client declines the Service, from asserting any claims against Bank with respect to any losses for any unauthorized, altered, counterfeit or other fraudulent transactions that such Service was designed to detect or deter. In addition, Bank will not be required to re - credit Client's account or otherwise have any liability for such transactions as long as Bank has otherwise satisfied its duty of care with respect to the transactions and Services. 14. Fees. Fees applicable to the Services, and any changes to such fees, will be disclosed via a fee schedule, pro forma, and/or other method. Applicable terms of the CBSA shall apply to fees, billing and payment for Services provided pursuant to this Agreement. 15. Amendment. Bank may amend this Agreement, including any terms within the T&Cs and pricing applicable to any Service, by giving Client prior written notice of the amendment. Notwithstanding the foregoing, an amendment by Bank may become effective immediately if: (i) Bank reasonably determines that the amendment will not have a material adverse effect on Client's use of any Service, or (ii) the amendment is required for security reasons or by law. This Agreement may not otherwise be amended except in writing signed by both parties. In the event Client does not agree with any amendment, Client's sole remedy shall be ceasing use of the applicable Service(s) prior to the effective date of the amendment. The CBSA may be amended per its applicable terms. Rev. 10121 Page 3 of 5 Truist Treasury Solutions —Proprietary and Confidential 67 16. Term and Termination. This Agreement shall remain in full force and effect until it is terminated by either party as provided herein. Either party may terminate this Agreement or any Service by giving thirty (30) days prior written notice to the other party. The liabilities of the parties shall cease on the effective date of termination, except as to events or liabilities incurred prior to the effective date of termination. In the event Bank reasonably determines it is no longer able to provide a Service due to a change in laws or rules or if required by a regulatory authority, Bank may terminate this Agreement or a specific Service immediately upon written notice to Client. In the event of Client's failure to perform or observe any of the conditions, covenants, or restrictions herein set forth, or if the good faith opinion of Bank, Client is involved in potentially illegal or unethical business practices or is financially unstable, or the prospect of Client's payment or performance has been impaired, then in addition to any other available remedies, Bank may terminate this Agreement or any Service immediately upon written notice to Client. 17. Notices. Any notice under this Agreement shall be deemed given: (1) to Bank when such notice is received by Client's Treasury Sales Officer (provided that if Client needs assistance with contact information for a Treasury Sales Officer or does not have an assigned Treasury Sales Officer, Client can call Treasury Solutions Client Support at 800-774-8179 for assistance on sending notice to Bank), or at such other location or address as Bank may hereafter provide to Client in writing; (ii) to Client when mailed or delivered to Client's current address per Bank's records, emailed to Client at a current email address for Client as shown on Bank's records, or delivered to Client via a Service or through other electronic means, including mobile application messages, messages provided within a Service or posted to a website, and text messages. At Bank's discretion, communications with Client regarding operational, product -related, procedural, and technical matters relating to the Services may be provided orally and not subject to the notice requirements of this section; Bank may require written confirmation of any notices provided to Bank orally. Bank is authorized to rely on any instructions or information provided by Client until Bank receives notice from Client modifying any prior instructions or information, and Bank has had a reasonable time to act on such notice. 18. Electronic Communications. Client's consent to receive electronic communications in the CBSA shall also apply to electronic communications related to the Services. By use of any Service on Client accounts, Client agrees to continue receiving such electronic communications; in the event Client wishes to withdraw consent to receive electronic communications, Client must cease use of the Services. It is Client's sole responsibility to provide accurate contact information to Bank (including email address, telephone, and mobile numbers) and promptly notify Bank in the event of any changes to Client's contact information. Client represents and warrants that to the extent Client provides any personal mobile device number to Bank for the purpose of notification relating to a Service, Client has obtained express consent from the owner of the mobile device for such purpose. 19. Entire Agreement. This Agreement contains the entire understanding of the parties and supersedes any previous discussions, proposals, or agreement, whether oral or written. This Agreement shall not supersede or govern any other banking or lending relationship between the parties. Signature. The individual signing this Agreement represents that he or she is authorized to do so by the entity listed below. This Agreement may be signed manually or electronically according to Bank's instructions. A duplicate or copy of this manually or electronically signed document delivered through facsimile or email attachment shall be as effective and enforceable as an original manually signed document, and a digital, electronic or photo static image of this signed document maintained in Bank's record retention system shall be as effective and enforceable as an original manually signed document. This Agreement completely replaces any prior agreements between Client and Bank with respect to the Services or the subject matter referred to herein. However, any previous Service selections provided to Bank while any prior agreements were in effect continue to be effective until modified in accordance with this Agreement Rev. 10/21 Page 4 of 5 Truist Treasury Solutions —Proprietary and Confidential 68 By signing this Agreement, Client agrees that use of a Service shall evidence Client's binding acceptance of the applicable security procedures for the Service, regardless of whether Client executes or receives a separate document or agreement relating to such security procedures. Client may review the applicable security procedures at any time by accessing the Terms & Conditions for a Service, available at wMv truist.cbMJtre'asuryterms. Client Name Tax ID Designated Representative Print Name Print Title Date , 20 Rev. 10121 Page 5 of 5 Truist Treasury Solutions —Proprietary and Confidential 69 Exhibit B:Sample Account Analysis Report 11-04-2000 AA COMPANY NPC 529 ANYWHERE ST FROM 10-01-2000 Anywhere USA 20045-1000 TO 10-31-2000 SAMPLE ACCOUNT ANALYSIS GROUP STATEMENT PAGE I ACCOUNT OFFICER SEAN GROUP NO. 516-0000000 COMBINED ANALYSIS ACCOUNTS INCLUDED IN ANALYSIS DEPOSITS 01 51xxxxxxxx 01 516xxxxxxx 01 51xxxxxxxx AVERAGE BALANCE SECTION BALANCE RATE AMOUNT AVERAGE BALANCE 135,3B4 LESS: AVERAGE FLOAT 30,990 AVERAGE COLLECTED BALANCE 104,394 AVG POSITIVE COLLECTED BAL 104,394 LESS: REQUIRED RESERVES 10,439 10.000 AVG POSITIVE AVAILABLE BAL 93,954 4.540 361.29 EARNINGS CREDIT ALLOWANCE ------------- 361.29 BANK SERVICES SECTION UNITS RATE AMOUNT BAL REQUIRED ** GENERAL BANKING SERVICES ** MAINTENANCE FEE 3 11.000 33.00 8,581.18 DEPOSITS AND OTHER CREDITS 210 .350 73.5C 19,113.96 OTHER DEPOSITS 76 .350 26.60 6,917.43 ITEMS DEPOSITED - BBST B .100 .80 208.04 ITEMS DEPOSITED - IN STATE 80 .100 8.00 2,080.43 ITEMS DEPOSITED - OTHER 460 .100 46.00 11,962.48 CHECKS PAID AND OTHER DEBITS 558 .150 83.70 21,766.51 OTHER DEBITS 9 .150 1.35 351.07 DEPOSIT ITEMS RETURNED 1 4.500 4.50 1,170.24 COIN AND CURRENCY DEPOSITED 22,504 .001 22.50 5,851.21 DEPOSIT CORRECTIONS 1 4.500 4.50 1,170.24 ** ACH SERVICES ** MAXX-ACH FILE TRANSMISSION 4 9.000 36.00 9,361.94 MAXX-ACH ITEMS 273 .110 30.03 7,809.42 MAXX-ACH DIRECT DEPOSIT MAINT 1 25.000 25.00 6,501.35 ** LOCKBOX SERVICES ** WHL LBX MAINTENANCE 1 90.000 90.00 23,404.86 WHL LBX DEPOSITS 2 .350 .70 182.03 WHL LBX PAYMENTS 4 .360 1.44 374.47 WHL LBX PAYMENT STAPLE OPTION 4 .045 .18 46.80 WHL LBX DEPOSIT PREPARATION 2 .750 1.50 390.08 WHL LBX DETAIL REPORT -FAX 21 3.000 63.00 16,383.40 WHL LBX REMITTER DATA ENTRY 153 .012 1.84 478.49 WHL LBX REMITTER REPORT 1 75.000 75.00 19,504.05 WHL LBX COURIER PACKAGE 1 30.000 30.00 7,B01.62 ** CASH MANAGEMENT SERVICES ** PRIME MONEY MARKET SWEEP MAINT 1 50.000 50.00 13,002.70 Truist Treasury Solutions -Proprietary and Confidential 70 AA COMPANY NPC 529 ANYWHERE ST Anywhere USA 20045-1000 11-04-2000 FROM 10-01-2000 TO 10-31-2000 PAGE 2 ACCOUNT OFFICER SEAN GROUP NO. 516-0000000 COMBINED ANALYSIS BANK SERVICES SECTION UNITS RATE AMOUNT BAL REQUIRED ZBA MASTER ACCOUNT MAINTENANCE 1 40.000 40.00 10,402.16 ZBA ACCOUNT MAINTENANCE 1 25.000 25.00 6,501.35 BANK SERVICES --------------------------- 774.14 201,318.20 NET EARNINGS VALUE 412.65- NET AVAILABLE BALANCE 101,363- REQUIRED RESERVE DEFICIT 11,929 AVERAGE BALANCE DEFICIT 119,292- ***SERVICE CHARGE AMOUNT 412.85 TO ACCOUNT 51xxxxxxxx Truist Treasury Solutions —Proprietary and Confidential 71 Exhibit C:Sample Collateral to Deposit Report �• SAMPLE Deposit Balance Collateral Verification 03/31/2023 Page 1 lSecurity.Descnptioti, ;Rate MeturRy Date, Ociginai Face Market;P.,ffcL Hetrcut:Required CU$IP SecurityboiMr tion Issue Qate. Current Face Marli`ehValue it Pledge collateral As of 03131123 FHLMC SUPER 30Y FIXED 10/01/2051 7,600,000.00 82.729513 110.0000 3132DWCN1 2.000 20511001 2.000000 10/01/2021 7,001,819.88 5,792,571.49 •F.NMA REMIC TRUST 2022 3'FH 02125/2052. 2,500,000.00 ., 85.403390 110 ;0000 3136BLEY2: 20520225' ,3i000000 01/25 2022 2 324M8.28 1;984,$07.48 FNMA REMIC TRUST 2022 3 FH 02/25/2052 2,300,000.00 85.403390 110.0000 3136BLEY2 20520225 3.000000 01/25/2022 2,138,115.21 1,826,022.87 FNMA LIMBS LNG 30 YEAR 10101/2051 9;625;000.00 .82.61$792 °1160000 31418D4) V 2.000 20511001,. 20,00000 09/0112021 8,790;209:70• 7,262;365:07 FNMA LIMBS LNG 30 YEAR 04101/2052 _ 700,000.00 92.759850 110.0000 31418ECS7 3.500 20520401 3.500000 03/01/2022 655,748.88 608,271.68 FNMA LIMBS L'NG 30 YEAR • 04I01/2052 18;500,000.00 92-.759850 110:0000 • 31418ECS7 3:5Q0 20520401 ' ; 3 500000 03l0112022 1.7.;330,506.22 16,075;751.57 Totals -Original'FAcelPar, 41,225;OOD.00 Current Face 38.,240,438.17 . 39;K%790.16 Market -.Value Deposlt Information Current Balance Q31AU2923 .00 Minimum Coll. Requlred 00 FDIC Insurance .00 Variance boo `Net Deposit ' 00 J Truist Treasury Solutions —Proprietary and Confidential 72 Pledgee Agreement Form To: Federal Reserve Bank of Boston Tel: 800-327-0147, #1 PO Box 55882 Fax: 877-973-8972 Boston, MA 02205 Attn: Joint Custody Date: We, the agree to the terms of Appendix C of your Operating Circular 7, dated August 19, 2005, as it may be amended from time to time with respect to the account on your books designated NEW (4 digit alpha -numeric account number) We further agree that you may accept par for par substitutions: securities from the Pledgor as a replacement of, or in substitution for, those securities presently held (please check one): F-1 NO (Instructions required for YES (Standing approval) each withdrawal) provided that the replacement or substitution does not reduce the aggregate par amount of securities held in custody for us. (See Operating Circular 7, Appendix C, Section 4.3.) We authorize you to use the following call-back procedure for securities transactions pertaining to this account (please check one): Three -party call-back = Four -party call-back We certify that the individuals listed below may take authoritative action on our behalf with respect to the account, including a direction to release collateral from the account. You may rely on the authority of these individuals with respect to the account until we otherwise notify you. Telephone: Fax: Telephone: Fax: Telephone: Fax: REV 01/2006 Print Nam e: Signature: _ Print Nam e: Signature: Date: Print Name: Signature: [-Intemai-] Date: Truist Treasury Solutions —Proprietary and Confidential 73 Pledgee Agreement - (page 2 of 2) Telephone: Print Name: Title: Fax: Signature: Date: The Undersigned hereby certifies that he/she is the present lawful incumbent of the designated public office. Pledgee State of County of On this he/she resides at State of (Signature of Notary) (Print name of Notary) Name of governmental unit Street Address or P.O Box Number City, State, Zip Code Official Signature/Date Printed Name and Title Notary day of , 20 _ before me personally appeared to me personally known or satisfactorily proven, who by me duly sworn, did depose and say that , in the City of in the that he/she is the [Title] of and that he/she executed this document on behalf of before me. My commission expires on REV 01/2006 [Date] ]-Intemal-] Truist Treasury Solutions —Proprietary and Confidential 74 CCC-3002 INTERNAL FR (Upon receipt by the Federal Reserve Banks) FEDERAL RESERVE FINANCIAL SERVICES Fedwire° Securities Joint Custody Service FedMail°Request Form Required Flelde Section 1: Service Description and Form Instructions Joint Custody Service (JCCR) provides pledgees with the ability to receive Detailed Activity Statements and Book -Entry Securities Holdings Statements for their Joint Custody accounts by email. The email is sent in text format; the statements and reports are sent as attachments, which may be viewed with a text editor, spreadsheet, or word processing software. Pledgees will receive Detailed Activity Statements for each business day on which activity occurred in their Joint Custody accounts. • Use "Section 3: Service Specific Information" to add delivery addresses. • Shared email addresses are preferred. Please provide more than one email address if using individual email addresses. • The email addresses in Section 3 will remain in effect until an updated form is received and processed. • The form must be signed by an authorized individual listed on your current pledgee agreement on file with the Federal Reserve Bank. • If updates are required to your current Joint Custody pledgee agreement, please call (800) 327-0147. • Book -Entry Securities Holding Statements are delivered monthly. If you wish to receive daily -- statements, please submit a request in writing, signed by an authorized individual on the pledgee agreement, to: Federal Reserve Bank of Boston 600 Atlantic Avenue Boston, MA 02210 Attn: Wholesale Operations/Joint Custody Or fax toll -free to: (877) 973-8972 For assistance completing this form, please contact Wholesale Operations Site at (800) 327-0147, option 4. Send the completed and signed form to the Customer Contact Center at: Email: ccc.coordinators _kc.frb.oro: or Fax: (800) 660-7856 FRBservices.orn Page 1 of 3 Truist Treasury Solutions —Proprietary and Confidential 75 CCC-3002 Section 2: Customer Information INTERNAL FR (Upon receipt by the Federal Reserve Banks) State or Local Government Institution Name* Joint Custody Account Number(sr Provide the 4-digit alpha -numeric account number(s) below that are listed as 'institution ID' on your statement. This form may be used for multiple account numbers being delivered to the same addresses, with a maximum offour account numbers. Account #1 Account #2 Account #3 Account#4 Section 3: Service Specific Information The email address(es) below will remain in effect until an updated Joint Custody Service FedMaile Request Form is submitted. Detailed Activity Statements will be delivered for business days on which activity occurs in your organization's Joint Custody securities accounts. Email Address(es) This list replaces the prior email address(es) on file for your organization. :FRQ4eryicds.om Page 2 of 3 Truist Treasury Solutions —Proprietary and Confidential 76 CCC-3002 INTERNAL FR I (Upon receipt by the Federal Reserve Banks) Section 4: Authorized Approval Use of the FedMail Solution is governed by Federal Reserve Bank Operating Circular 5, Electronic Access COC 5"). Depending on the services you choose to access using FedMail, additional Operating Circulars may govern. Submission of this form constitutes acceptance of the terms and conditions of OC 5 and other applicable Operating Circulars and agreements. The Federal Reserve Banks have no obligation to verify the accuracy of the information you provide in this form and have the right to rely on such information in connection with the provision of FedMail access to the services you are requesting. Except to the extent prohibited by law or regulation, you agree to indemnify, hold harmless and defend the Federal Reserve Banks against any claim, loss, liability, or expense made against or incurred by the Federal Reserve Banks in connection with their reliance on the information provided in this form. The person signing this form must be listed on your current pledgee agreement on file with Me Federal Reserve Bank as authorized to act for your account. Authorized Signature* Authorized Signer Name* Firer Mr Lest Authorized Signer Email Address* Authorized Signer Phone Number* cweo-yCode Peo„a Date* The Financial Services logo, °FedMail," and "Fedwire" are registered service marks of the Federal Reserve Banks. A complete list of marks owned by the Federal Reserve Banks is available at FRBservices.org. Last updated: 11 /102017 Version 2.0 :FRBservices.org Page 3 of 3 Truist Treasury Solutions —Proprietary and Confidential 77 Exhibit D:Financial Condition of Bank Reports Truist Financial Condition Reports are available by assessing the link below: https://cdnffiec.00v/public/Mana-geFacsimiles.asr)x Our strong balance sheets, liquidity, capital ratios and credit ratings underscore our strength and stability. As evidenced by our current financial results, Truist is fiscally sound and fully capable of managing the County's Comprehensive Banking Services. • Strong balance sheet with a strong capital position — well above regulatory standards • Consistently strong performance in annual Federal Reserve CCAR stress test • Strong liquidity and funding position with top tier credit ratings • Among the strongest credit ratings in our peer group Direct links for our financial statements, including annual reports, are available on our website: https://ir.truist.com/sec-filings Truist Treasury Solutions —Proprietary and Confidential 78 Exhibit E:Truist Call Reports Last three quarterly call reports Truist Bank call reports are available by assessing the link below. This link is a third -party website (FFIEC-Federal Financial Institutions Examination Council). You will be able to view and/or print the reports. Please note that call reports are typically available on a quarterly basis. The County may need to select the appropriate quarter to access the specific report you may need to review. httr)s://cdr.ffiec.gov/public/ManageFacsimiles.aspx Truist Treasury Solutions —Proprietary and Confidential 79 Exhibit F: Commercial Bank Services Agreement �• The Truist Commercial Bank Services Agreement is available on our website: https://www.truist. com/contenttdam/truist-banklus/en/documents/disclosures/commercial/commercial- bank-service-agreement. pdf Truist Treasury Solutions —Proprietary and Confidential 80 C7 Truist Bank, Member FDIC and Equal Housing Lender. © 2023 Truist Financial Corporation. All rights reserved. CERTIFIED CORPORATE RESOLUTIONS AND CERTIFICATE OF INCUMBENCY WHEREAS, SunTrust Banks, Inc. and SunTrust Bank (collectively, "SunTrust"), have merged with and into BB&T Corporation and Branch Banking and Trust Company, respectively (collectively, "BB&T") and the surviving entities in the mergers were renamed Truist Financial Corporation and Truist Bank, respectively (collectively, "Truist"); WHEREAS, Article VI, Section I of the Bylaws of Truist Financial Corporation and Article VI, Section 1 of the Bylaws of Truist Bank each provide that the Boards of Directors of Truist (the "Board") may determine the ability of corporate officers "to enter into contracts and execute and deliver instruments on behalf of" each of Truist Financial Corporation and Truist Bank, respectively; WHEREAS, the Board desires (i) to provide appropriate corporate officers of Truist with a general authority to execute on behalf of Truist instruments, documents or writings for the conduct of the business of Traist, (h) in order to allow for continuity of ongoing business processes, to confirm that all officers of SunTrust and BB&T may continue to sign instruments, documents or writings for the conduct of the business of Truist to the extent permitted prior to the merger of SunTrust and BB&T, and (iii) to authorize and empower Committees of the Board, Executive Committees, Management Committees, and each of the fourteen (14) Executive Officers of Truist (the "Executive Officers") to delegate or restrict signing authority on behalf of Truist to the extent necessary to operate the respective lines of business and internal operations of Tntist in a safe and soundmanner; NOW THEREFORE BE IT: RESOLVED, that all indentures, mortgages, deeds, conveyances, contracts, notes, drafts, loan documents, letters of credit, master agreements, swap agreements, guarantees, discharges, releases, satisfactions, settlements, affidavits, bonds, undertakings, powers of attorney, and other instruments or contracts may be signed, executed, acknowledged, verified, attested, delivered or accepted on behalf of Truist by the Chairman of the Board, the Chief Executive Officer, the President, the Chief Operating Officer, any Vice Chairman, any Corporate Executive Vice President; any Senior Executive Vice President, any. Executive Vice President, any Senior Vice President, any Managing Director, any Group Vice President, any First Vice President, any Director, any Vice President, or any individual who is listed in Truist's current human resources files as having a pay grade equal to any of the aforementioned officer positions; FURTHER RESOLVED, notwithstanding the foregoing, that any officer of Truist, regardless of title, previously permitted to enter into instruments, documents or writings on behalf of SunTrust or BB&T, may continue to do so without interruption or further authorization, subject to (i) any change in applicable policy or procedure that may apply to a particular line of business or corporate function following the merger of SunTrust and BB&T, and (ii) any direction by a corporate officer of a more senior title. within that line of business or corporate function to cease signing instruments, documents or writings on behalf of Truist; FURTHER RESOLVED, that the Committees of the Board, Executive Committees, Management Committees, and each ofthe Executive Officers are hereby authorized to further delegate or restrict signing authority on behalf of Truist-in lines of business or corporate functions to the extent deemed appropriate without further action from the Board, with such actions reported in writing to the Board and recorded in the Minutes of the Board; FURTHER RESOLVED, that the necessity or desirability of any instrument prepared, executed or delivered or any action taken by any Executive Officer, Board Committee, Executive Committee and/or Management Committee shall be conclusively evidenced by such preparation, execution, delivery, filing or the taking of such action, as applicable; and • FURTHER RESOLVED, that any and all actions heretofore or hereafter taken by any Executive Officer, Board Committee, Executive Committee and/or Management Committee by or on behalf ofTraist which would have been authorized by the foregoing resolutions had such action been taken by such officer or committee after the date hereof are hereby ratified and confirmed as the acts and deeds of Truist. I, Katrina D. Ramey, in my capacity as Assistant Corporate Secretary of Truist Bank (the `Bank") hereby certify that (i) the above is a true, complete and correct copy of resolutions adopted by the Board of Directors of the Bank at a meeting held on December 7, 2019, and (d) such resolutions have not been in any way amended, modified or rescinded and remain in full force and effect on the date hereof I further certify that the following persons are duly elected officers of the Bank and hold the offices set forth opposite their respective names: Name Title Signature Dorothy M. Clewis Senior Vice President A� ',l Carrie B. Kinlaw Senior Vice President Ernest M. Sessoms Senior Vice President t� l.ititl�l� t"Vt . John R Britt, Jr. Vice President Brittany M. Freeman Vice President Q` wwt 1lLi t. WIN . Carla M. Hill Vice President Amy C. Pittman Vice President Billy Racz Vice President Ginnerfa M. Daniels Assistant Vice President Myra 1. Edge Assistant Vice President Tony & Jacobs Assistant Vice President Shelley D. Jernigan Assistant Vice President ,I\ Gretchen Mitchell -Daniels Assistant Vice President • NJ 1Q� ` Amanda B. Smith Assistant Vice President r, f Melissa D. Grooms Officer Sunshine M. Hunt Officer Paige B. Lee Officer ok fob Rakshit J Patel Officer Juan E. Campos Villalva Officer IN WITNESS WHEREOF, I have hereunto set my hand this eday of QW 2022. ANam : Katrina D. Ramey Title: Assistant Corporate Secretad LEXIS+® SUBSCRIPTION AGREEMENT LexisNexW FOR STATEILOCAL GOVERNMENT (NEW SUBSCRIBER VERSION-AAR) 'Subscriber" Name: Brazos County Account Number: 424ZWYG83 - PDO "LN": LexlsNexis, a division of RELX Inc. Subscription Agreement LexlsNexis, a division of RELX Inc. ("LN") grants Subscriber a non-exclusive, non -transferable limited license to access and use Lexis+0 and the materials available therein ("Materials") pursuant to terms set forth in the LexlsNexis General Terms and Conditions ("General Terms") and the pricing set forth in the Price Schedule ("Price Schedule") (the General Terms together with the Price Schedule is collectively referred to as the "Subscription Agreement"), both of which are Incorporated herein by reference. Subscriber may view and print the Subscription Agreement at httos•//www le) isnexis.comlen-us/terms/GovtAcademic/terms.pace. 2. Certification 2.1. Subscriber certifies that the number of government professionals in Subscriber's organization is as set forth below. A "Government Professional User" is defined as an attorney, judge, librarian, researcher, investigator or analyst who is employed by the Subscriber. Number of Government Professional Users: 6 22. A "Support Staff User" is defined as a person who supports the Government Professional User, including, but not limited to: paralegals, intems, legal secretaries or other administrative support members. 1 ID's may be issued to support staff for each Government Professional User accounted for above. Number of Support Staff Users: 16 2.3. Each LN ID must be issued for individual use by the Government Professional User or Support Staff User. 2.4. If Subscriber, at the time of signing this Agreement has 11 or more Government Professional Users, then Subscriber is required to notify LN if the number of Government Professional Users falls below 11. Subscriber shall, within 30 days of the staffing change, notify LN in writing. 2.5. Subscriber acknowledges that the pricing and menus provided to Subscriber in this Agreement depend In part on the number of Government Professional Users in Subscriber's organization. Subscriber certifies that as of the date Subscriber signs this Agreement there are the number of Government Professional Users in Subscriber's organization (the "ReferenceNumber") as Subscriber has specified above. At LN's request from time to time. Subscriber will certify in writing the then -current Reference Number. If there is a change in the Reference Number during the Term, LN may, in its sole discretion on at least 30 days prior written notice to Subscriber, increase or decrease the Monthly Commitment by an amount that does not exceed, on a percentage basis, the change in the Reference Number. 3. Lexis+ Product and Charges 3.1.This Section 3 amends the Subscription Agreement with respect to the Lexis+ product offering described below. The Term of Subscriber's commitment for the Lexis+ product offering will begin upon the date Subscriber's billing account ("Account Number") is activated (°Activation") and will continue for the last period set forth in Section 3.5 below (the "Initial Tenn"). Lrrus Agmemeot (sLG) 1484"5124398 2=09 v8 Page 1 of 6 (I� LexisNexW LEXIS+® SUBSCRIPTION AGREEMENT FOR STATEILOCAL GOVERNMENT (NEW SUBSCRIBER VERSION-AAR) 3.2. This Agreement commences on the Effective Date and continues for the Initial Term designated in Section 3.5; provided, that, after the Initial Tenn, this Agreement shall automatically renew for successive one- year renewal terms (each, a "Renewal Term"), unless either Party provides written notice of non -renewal at least thirty (30) days' prior to the expiration of the then -current Initial Term or Renewal Term, as the case may be. "Term" means, collectively, the Initial Term and all Renewal Terms. 3.3. Commencing at the Renewal Tenn (defined in Section 3.2), at each anniversary of the Effective Date, LN shall increase all recurring fees by seven point five per cent (7.5%) per Contract Year. 3A. Subscriber may not terminate this Agreement for convenience under General Terms during the Term. Notwithstanding the foregoing, Subscriber may terminate this Agreement during the Term for a material breach by LN that remains uncured for more than 30 days after LN receives written notice from Subscriber identifying a specific breach. If Subscriber terminates this Agreement pursuant to this Section, then Subscriber will pay all charges inrnrrod un fn fho data of farminntinn Lexis+ Content & Features Product SKU Number Number of Users Inter -Document Linking 1000690 6 Federal Legislation 1010180 6 Moore's Federal Practice - Civil 1010336 6 Moore's Federal Practice - Criminal 1010337 6 News 1010610 6 All Briefs, Pleadin s & Motions 1010612 6 TX Practice Ubrary 1010629 6 All Law Reviews 1010857 6 National Primary Enhanced 1011511 6 All Premier Federal Agency & Admin Materials 1012379 6 Trial Court Orders - National 1512258 6 Lexis+TM Practical Guidance -State & Local Government 1534660 6 Core Public Records with Smartlinx Person, Business and Location Reports 1004801 6 3.5. In exchange for access to the Lexis+ Content, Feature and/or Service set forth in Section 3.1 above, Subscriber will pay to LN the following amount (the "Monthly Commitment") during the periods set forth harnw_ Initial Term Monthly Commitment 10101/2023-09/30/2024 $552 10/01/2024-09/3012025 $580 10101/2025-09/3012026 $609 3.6. During the Term, LN may make content and features available to Subscriber that are not included in the Lexis+ Content described above at an additional charge ("Out of Plan Materials"). Authorized Users trying to access Out of Plan Materials will be notified of the additional charges before the materials are displayed. If an Authorized User accesses the Out of Plan Materials, Subscriber will pay the transactional charge(s) displayed at the time of access. If Subscriber does not initial below, Out of Plan Materials will be excluded from Authorized User's search. LNUS Agreement (SLG)14848-5512-1398'202209 v5 Page 2 of 6 LEXIS+9 SUBSCRIPTION AGREEMENT • LexisNexis' FOR STATEiLOCAL GOVERNMENT (NEW SUBSCRIBER VERSION-AAR) To have Out of Plan Materials avallable for your Authorised Users, Initial here 5i0) 3.7. Use of Lexis+ under this Agreement is available to Subscriber and Its Authorized Users (defined in the General Terms). 3.8_ LN may temporarily suspend access to Lexis+ unlit all unpaid amounts are paid in full. No claims directly or indirectly related to this Agreement with respect to amounts billed or payments made under this Agreement may be initiated by Subscriber more than 6 months after such amounts were first billed to Subscriber. 4. Closed Offer The prices and other terms are subject to change if Subscriber has not submitted a signed original or copy on or before 10/2212023. 5. Confidential Information Subject to any state open records or freedom of information statutes, this Agreement contains confidential pricing information of LN. Subscriber understands that disclosure of the pricing information contained herein could cause competitive harm -to LN; and will receive and maintain this Agreement in trust and confidence and take reasonable precautions against such disclosure to any third person. This Section 5 will survive the termination or expiration of this Agreement. 6. Support and Training During the Term, Subscriber, with the support of LN, agrees to encourage the effective use of Lexis+ through: (a) Meaningful participation in additional ongoing programs presented by LN to update and train Authorized Users; (b) Authorize the periodic distribution of memos or other communications by LN and/or Subscriber to Authorized Users; and (c) The periodic review with LN of Subscriber's Authorized User's use of materials and training under this Agreement 7. Miscellaneous 7.1.This Agreement does not bind either party until it has been accepted by both parties. Subscriber may accept this Agreement by signing below. LN will accept this Agreement by providing Subscriber with access to Lexis+ or by signing below. 7.2. If Subscriber issues a purchase order in connection with the Agreement, Subscriber acknowledges and agrees that the purchase order shall be for Subscriber's internal purposes only and shall not modify or affect any of the other terms or conditions for access to the Online Services. LEXISNEWS WILL NOT ACCEPT ANY CHANGES, CORRECTIONS OR ADDITIONS TO THIS AGREEMENT -UNLESS SUCH CHANGES ARE EXPRESSLY ACCEPTED BY LN iN WRITING. SUCH CHANGES WILL HAVE NO LEGAL EFFECT. [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK, SIGNATURE PAGE FOLLOWS] LNUS Agreement (SLG) i 484&55124398 202209 v5 Page 3 of B (*— LexisNexis' AGREED TO AND ACCEPTED BY: LEXIS+® SUBSCRIPTION AGREEMENT FOR STATE/LOCAL GOVERNMENT (NEW SUBSCRIBER VERSION-AAR) Subscriber: Brazos County [MUST BE C?9FffFftMy SUBSCRIBER] Authorized Subscriber Signature: Printed Name: ZI.A t\j 6:- RF -r$V,�s Job Title: ro LL —C-4 J LA. 06 E Date: to i to l a. 3 LexisNexis, a division of RELX Inc. COMPLETED BY L.ENSNEXI5 Authorized Signature: Digitally signed by Korinne Name: Date: 2023.09.2711:23-06."OW Job Title: Pricing Analyst Date: LNUS Agreement (SLG) 1454"512-1398 202209 v5 Page 4 of 6 # LexisNexis7 LEXIS+® SUBSCRIPTION AGREEMENT FOR STATEILOCAL GOVERNMENT (NEW SUBSCRIBER VERSION AAR) CUSTOMER INFORMATION (Please type or print): ;: Organization Name: Full Legal Name Brazos County Billing Frequency: ❑ Monthly ❑ Annually Physical Address Invoice Address Street Address: SAME/ ON FILE SAME/ ON FILE City: State: Zip: County: Telephone: Fax: Parent Company: .. ffapplicable) Type of Organization: ❑ Legislative Professional User: Support Staff: ❑ Judicial ❑ Executive Practicing Area of Law: Employer Identification Number. Bar No: Issuing State: Date IssuedlExpiradon Date: Organization Web Address: Tax Exempt: ❑ Yes (attach Sales Tax Exemption Certificate) MSA: ❑ Yes ❑ No ❑ No Tax ID No: State Contract No: (If applicable) PO No: (If applicable) Contacts: Name Telephone Email Installation: Billing: Policyltegal Notification: Schadulingfiraining: LNUS Agreement (SLG)14848-5512-1398 202209 v5 Page 5 of 6 LEXIS+® SUBSCRIPTION AGREEMENT LexisNexis' FOR STATE/LOCAL GOVERNMENT (NEW SUBSCRIBER VERSION-AAR) SuperAdmin: Name Telephone Email IP Address r-` r CUSTOMER ID INFORMATION (Please type or print) .: ID HOLDERS' NAMES (additional sheet attached ❑) ID HOLDERS' Tm-ES/POSMONS ID HOLDERS' EMAIL ADDRESSES LOCATION/ADDRESS LNUS Agreement (SLG)14848-5512-1398 202209 v5 Page 6 of 6 (# LexisNexisS AGREEMENT ADDENDUM State & Local Government This Agreement Addendum (this Addendum) amends and supplements the terms of the Online Services Agreement between LexisNexis, a division of RELX •Inc. ("LN") and Brazos County, a city, state, county or other local government agency ("Subscriber"). The Agreement shall consist of Subscriber's agreement (the "Subscriber Contract"), if applicable, the LexisNexis General Terms and Conditions viewable at www.lexisnexis.com/terms/general (the "General Terms"), together with any other LexisNexis contract proposals or other contract documents, all of which are incorporated into the Agreement by reference and made a part hereof (collectively the "Agreement"). 1. Term. The term of this Addendum shall be coterminous with the Agreement. 2. Governing Law; Applicable Law. Notwithstanding anything to the contrary in the Agreement, the Agreement shall be governed by the law of the U.S. State in which Subscriber is located. LN agrees to comply with all applicable laws of Subscriber's State in the performance of its obligations under the Agreement. For the. avoidance of doubt, the law of the U.S..State shall not be construed to apply any tribal law. 3. Contract Amendment. All amendments, modifications, alterations or changes to the Agreement (excluding the General Terms which may be revised as set forth therein), shall be in writing and signed by both parties. 4. Miscellaneous. 4.1 Except as expressly modified by this Addendum, all other terms and conditions of the Agreement will remain in full force and effect and will be unaffected by this Addendum. 4.2 If Subscriber issues a purchase order in connection with the Agreement, Subscriber acknowledges and agrees that the purchase order shall be for Subscriber's internal purposes only and shall not modify or affect any of the other terms or conditions for access to the Online Services. 4.3 In the event of a conflict between the terms of the Agreement and this Addendum, this Addendum will control. In the event of a conflict between the various contract documents that comprise the Agreement, such conflicts shall be resolved in the following order: the General Terms shall control with regard to access and use of the Online Services, for all other purposes, the order of precedence shall be this Addendum, the Subscriber Contract, and then any other LN contract documents. LN's acceptance of the terms of this Addendum shall be evidenced by its signature below or by providing Subscriber with access to the Online Services. AGREED TO AND ACCEPTED BY: Subscriber: Brazos County [MUST BE COMPLETED BY SUBSCRIBER Authorized Subscriber Signature: Printed Name: Job Title: Date: t o l l o t a i LNUS Addendum (SLG) 14830-3980-1531202006 v2 Page 1 of 2 0 LexisNexis7 LexisNexis, a division of RELX Inc. Authorized Signature: -Ko- rinne Name: 'vIagnus Job Title: Pricing Anal, Date: AGREEMENT ADDENDUM State & Local Government MPLETED BY Digitally signed by Korinne Magnuson LNUS Addendum (SLG) 14830-3980-1631202006 v2 Page 2 of 2 BRAZOS COUNTY BRYAN,TEXAS DEPARTMENT: Road and Bridge NUMBER: CC2023 Prairie Ridge Estates Ph 2 Final Plat DATE OF COURT MEETING: 10/10/2023 ITEM: Approval of the Final Plat of Prairie Ridge Estates Phase 2; 30.37 Acres; George W. Singleton League Survey, Abstract 51; City of Bryan ETJ, Brazos County, Texas. Site is located in Precinct 2. TO: FROM: DATE: FISCAL IMPACT. BUDGETED: DOLLAR AMOUNT: Commissioners Court Karen Tyler 10/04/2023 False False $0.00 ATTACHMENTS: File Name Description Tvae County Application_Signed.pdf Apprication for Development Backup Material Prairie Midge Estates_Ph2 FP 012523.pdf Plat Backup Material APPRO LOW Duane Peters Date County Judge Brazos County Road & Bridge Office 2617 SH 21 West Bryan, TX 77803 Telephone: (979) 822-2127 Fax: (979 775-0456 Email: plats( brazoscountytx.gov_ PLAT APPLICATION PROPERTYSUBJECT •- APPLICATION DATE *: 09/14/22 1 RESUBMITTAL: ❑ YES NO PROJECT! SUBDIVISION NAME: Prairie Ridge Estates PROJECT ADDRESS OR LOCATION: 4592 COLLETTE LN TX LEGAL DESCRIPTION: A0051 00, GEORGE W SINGLETON, TRACT 33.1, 94.985 ACRES IF RESUBMITTAL, PROJECT FORMERLY KNOWN AS: NUMBER OF LOTS: 20 TOTAL ACREAGE 13.44 JURISDICTION: ❑ CITY LIMITS M Bryan ETJ ❑ OUTSIDE ALL CITY LIMITS AND ETJs * Notification of Application completeness will be given within 10 days of Application date. All incomplete Applications will be rejected. This Application shall expire five (5) years from the Application date of the project. TYPE OF APPLICATION ❑ MASTER PLAN ❑ SIMPLIFIED PLAT R PRELIMINARY PLAN • FINAL PLAT ❑ AMENDING PLAT ❑ REPLAT APPLICATION PURPOSE • RESIDENTIAL ❑ MANUFACTURED HOME ❑ COMMERCIAL RENTAL COMMUNITY ❑ OTHER (Please explain): FLOODPLAIN IS ANY OF THE PROPERTY LOCATED IN A FLOODPLAIN OR FLOOD HAZARD AREA? ❑ YES M NO Acknowledgment: The flood hazard boundary maps and other flood data used by Brazos County in evaluating flood hazards to proposed Developments are considered reasonable and accurate for regulatory purposes and are based on the best available scientific and engineering data On rare occasions greater floods can and will occur and flood heights may be increased by man-made or natural causes. Issuance of a Floodplain Permit in accordance with the Brazos County Flood Damage Prevention Ordinance does not imply that Development outside the areas of special flood hazard will be free from flooding or flood damage. Issuance of a permit shall not create liability on the part of Brazos County or any officer or employee of Brazos County in the event flooding or flood damage does occur. TxDOT RIGHT OF WILL ANY CONSTRUCTION OCCUR IN TxDOT RIGHT-OF-WAYS? ❑ YES a NO -;"sY:.yu� -" m✓ } Y..? p.. ;" - 4ba J t } f..,- `� ki i v iYc. `yi}� I { Y t s 4 fin. i .�wc� % 7 .��F }..J , ,APRLICANT INFO �A�4?IO�! r�z r ' ° `AA a yr, y, ...k:::"�i�.....:du.1�..�..4...!%.i.5.,i,a,. e;.r�'...�hx... .. n.'.�: x.<. lZC...`......la. ........—,Mf-.c ..:. FIRM NAME: Same as Owner CONTACT: ADDRESS: CITY: .STATE: ZIP: PHONE: FAX: EMAIL; ' ...... r i FiRM'NAME:Greenbelt Group, L.LC CONTACT:Tom Allen ADDRESS: PO BOX 9894 CITY: Bryan STATE:TX ZIP:.77842. ��tt '�(( PHONE: `l-'�(Q'(-(e�t� FAX: EMAIL: greenbeltgroupbcs@gmail;com ' M¢ x.� - '-��13 .-,f�. •' 1 t +,. "5 .j�.x[:- t 2i+?j "lant".i ... ,r--f ' >. ,�i .j, f ?x^t,�c1' Al �.� J �. x� - M1r-y '3 �. i T.�i Y' >a q;''r R i �y X<'Fr _tS Cy .y. '� __}} FIRM NAME: CONTACT: ADDRESS: CITY: STATE: ZIP: PHONE: FAX: EMAIL: ;y. PROPERTY OWNER CONSENT /,AG.ENT A4ITHORIZATIQN• _ is an organization pf �Vs"!pqst entity, that. autho By my signature, [ hereby. affirm that I.ernthe.propetty Owner.of record, or'If the Applicantftallion has been granted to represent the Owner, organization -or business hythis-Application. F'oettify that the preceding Infdn'nation iscompleteand e D6 16 ,acdurate, and It'Is tihderdtood* that I agroed'the-DMt" Pment/Subdivision of this property.; L siONATURR, " _; _ PRiNTED.NAME:-Tom Alleh DATE; -0 SIGNATURE: PRINTED NAME: .,DATE: ,By.signing this s� -form, th6y Owner of the property -authorizes Brazos: "County to begin .proceedings: In accordance with the :process for this type of beg, Application indicated on page ane,of His Application. The Ownerfurther dtknowledges that'sUbMissidn of Application dods'.hot In any way obligate the 'County to app[qVp the Application and that although :County staff may. make -cean -recommendations regarding. this Application, the Commisslotiers-CoUrtmay riot1ollowWat retbmriiehddUon.tihc_Miaymake !k.tnaI'decis!6nthat does fidtdonformId[he "staffs ibcdnhmehdatioh:, (jALCULATICiNS OF FEES, 'MASTEk'PLAN: Notharge: SIMPLIFIED IED PLATi. $100. PRELIMINARY PLAN: $160 + $16 per'lot FINAL PLAT:j VQO + $20. per. lot AMENDING PL0. $100 REPLAT- DATE APPLICATION RECEIVED: DATE APPLICATION RECEIVED/ REJECTED: SIGNATURE: SfONATURE4 Rpceipt.of this Application by Brazos County does. -not provide confirmiflon or. act6ptance.'of a complete. ApplicaUbn, nor does It -waive. 'recidiferbefits for any-ptidiflodaUnforrh6tion not contained !as paTt.of this Appllcdflon which rnay. also. be needed as.a part,of the.revjew process.. Amlloatlb-p Check - Ust: Copies of finished .plat with corrections fif any): 0 Three ($) hard.- copies. to Brazos County 9 One (1) ;Pdf copy to Brazos County 0 One (f)..dwq copy to Brazos County One (1) hard. copy to Brazos County Health District IN One. (1)'hard - -c - opy to Brazos Cou*'911* -9 •One'(I},h;Atd copy to. 1.6dal Water District ct or Company Letters of approval (to be sent by*the approving; institution directly to Brazo's -County- Engineering):- L4 Letter- from.BrazQs County, Health District - For- On4te. sewage evaluation.. 9 Letter from Brazos County 911 - For Road rfame.s. 9 Letter fr6m Wat6r'District or Company. - Stating water availability, etc. If property is -within an Extraterrito.tial.Jurisdiction (ETJ) of a.City' -W Approval notification from. apprap�late City. Applicant attests that they have 1signed this Applicatioti in the cappe'lty designated, if any, and- further -attests; that they have read. document and the statement contained herein,and any attached are- true and. factual. All Applicants. are encouraged. to review the *Couhiy Regulations- prlo*r• to any plat .submittal. 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ILp. riII ro.-In oa ao1lw �+ a w• . • mvxcc a 1.65138 Hv m ra wxr r amabm Iwr .rm )minmwc swam a ra rapuv wr:sa l.m w mpm®r cwn 4 mcm ..w� m D odu paclLx ouoioc,x WWIN„L GI YL,' ]]m' w W Sr i 1, V .r. 21M' 11Y' R awY roav' mT .Y IY Y BY m' lT [ uuY Ivvm' R v.IN t!a!' b ar m• x a sr te• • x1Ar llrb• Final Plat I Phase 2 X.13Lob 1-119 (tWrt 4L.. 14 Akd SIat. 1.4 Cb—Arn. & ROW-1,l x. OeingalohlalJYJ7Ama mlrbf GmryT W..tibfblon,egarSu�n/,AM1ruariJf Gmn ff,2m,aana.7�. Ssp[emM 31T2 r am.u[wy..m P.Owv IRW .'.tlfr< .VbK /DmrArc �14E�gi�aeriog 07 3N r.xU Firm.b r l." /D6maepl M A+DNn L.!!I IIIrF. FpW! BRAZOS COUNTY BRYAN, TEXAS DEPARTMENT: CC 2023 - Utility Permit- Brazos Road and Bridge NUMBER: WIFI -Wilcox Lane -1 crossing and 3,200' of longitudinal line fo DATE OF COURT MEETING: 10/10/2023 ITEM: Consider and take action on the Brazos WIFI utility permit to install one crossing and 3,200 feet of longitudinal line within the right of way on Wilcox Lane from FM 2776 to Hunters Crossing. Site is located in Precinct 2. TO: Commissioners Court FROM: Darrell Kolwes DATE: 10/05/2023 FISCAL IMPACT: False BUDGETED: False DOLLAR AMOUNT: $0.00 ATTACHMENTS: File Name Description Tvae Utility_Permit - Brazos WIFI _Wilcox Lane= Utility Permit -Brazos WIFI - Wilcox Lane-1 3, of longitudinal line for Backup Material rte _1 crossing and_3 200 service.pdf r ice200' of longitudinal line for internet n e s eand c a;___�AOID-3 Duane Peters Date County Judge Failure to notify: the County Engineer's Office withiii:.24 hours of beginning construction shall constitute dPO Google Earth 1 1000 ft General Requirements -1: Adequate draina' 'slialfbe maintained in ditch' at all times.;::: 2. Permittee.-will use best management practices.(" BMP")'(EPA:and TCEQ.botti provide lists of examples of 'BMPs):to minimize eiosion and sedimentation resulting from the proposed installation. -The permittee'shall take precautions to avoid damage to property. All County. Right of:Way and property: shall be restored to 1.its original condition, as far as. practical, -in the -opinion of the County'Engmeer or':' -- appointed representative. r 4. The construction and maintenance of such utility'shall not interfere with the property or rights of a prior: occupant. ;. 5: Permittee shall not interfere with other utilities located in the right of way:.:Iri the event damages occur, perniittee will be liable to the County or other utilities running through the right'of way. „ .:' 6.: - County- Engineer shall determine whether or not permittee's plans shall inconvcnience:the public: If it is determined -that inconvenience to the public exists, then the County Engineer will decide -whether such project will be allowed or if an alternative eXisfs so as not to inconvenience the: public: B. Sa eft Renriirements I.- Proper.trafftc control measures must be put.in place prior to beginning work and remain in place during the duration of the job. All traffic' control measures must follow the Texas Manual.of'Uniform Traffic Control Devices (TIVIUTCD): See Traffic Control Requirements -below: . : 2: ,. During.construction all safety:reg'ulations of the, Texas Department :of Transportation shall be observed. 3. Perm�ttee must take.such precautions and measures, incltidi 'g placing and displaying safety devices, .:as - - may be necessary, in order to safely conduct the: ublic thr-oug 4lhe project area.- Com a:n stial( provide p P Y Y, g P J. flagmen, signs, signals :or devices.necessary to provide complete, safety to the public. 4, *',.Adequate provisions' must be made. to..cause minimum inconveniences to traffic and adjacent property owners: 5::: No cable,.conduit andlor pole Iine.shall be [aid, constructed, maintained.and/qr repaired so as`to constitute a-danger'.or hazard of any kind to persons or vehicles using such -road. Any`poles placed •in the Right of ::.Way for future. installation shall be. placed at the back of the.Right of Way:' Exceptions may be approved . :...by th, a ,County Engineer. C. Traffic Contro! Pian :.. L..A'traf ic'control plan; pursuant to the TMUTCD. or Engineered Traffic..Control Plan must be provided for the following: .a. ,-' Any constructiori'(i:e pit, excavation, hole')"left open overnight; requires specific nighttime traffic .-:control, measures..pursuant"-W the TMUTCD; : :. ROAD WORK AREA ROAD e0p f`0 .. . . ....• 1 20,10 .EOND 44' Won- Idd.. AHEAD `J r20-2.. WORK. a-D -�.J. R �E . .... . 8,0 set. 24- 6 note -IPA =41 4e- x 24.-- 115 2 WORK fi. .Set r!014. It. 4 lawfift m 1. LEGEND * _. . . Type 3 garMccoe on cipmevil2kno Dexices 1100.7 w"ar'k vent Lwa� TrUCK umonted Amtowator 4TUAI t Trot ger momfea rJaw.no Are"'Board I, toor cn�cnqaoole P% am sign IPCUSI .,.;a- 4�_ Traffic rio., 01- Flea' FIOCQw SP-d TO-10 foRal, LRHILqmtng jWr 16 11 L ='IVM I aaw s- -1 10' 't '#0- r. 'anew 30 L ISO, 465, too, _NS' - 30' _35- 40! 120': 2OS' 2 5 225- 7F9-5- 2 -12-0' _40- --80' '70 - 1-@ 240- --32W- 120' 45 60 65 fS L-115 450- WS' ITO 4 V ' '9— '195" SM FTS-W62S'l KSY: :i§f —50r 100, 400? 1 24 : * 550, 5 0 605" M& 10, 29S, 720' 60' 120' 600 350' 650, Its, Too" .0 65* 1 - ?a- 1 412- ? 00 T 0 70 T? 10. 0. 1? i0O._ S. 900' is, I .0 ,pork venlejes I .. I r` S a hoe Other eQiml . cbn-entionok Paces On" v tacer tchrtn3 havetimn: rancen off. .rmOI isL-LeMM Of TOOtri'IL 1146;4In OfOff•"t IF I I S-ft' fee SoettiMml �amfa 3 ietc.. In m 5t •TYPICAL USAGE- runs INIMN"14TE I a areas LOPIC. Talks 6KKOOCnent,1321mawic.. low, o"fO=0l"f:1 J. 9"' f Ine UMItE IQ" VAI'loully zing am cat lum STATIOkkeh, SIAIIONAAV AA M, times. =C&O.0 I a a m I n I MA 011,01 1 30' if the of at real* ld,;Veleo wav _ • it tk GENERAL .140YES ....Z F. At Lti 1. few. attached to &;=,Vhere Implo,:w. REWIKO. paw nPlan A.17:Carl, ik JECUIRED.. a 2. Ast, traffic Control lusleo!tba oreell -Xolfthose 'In the IN a A:tr4 4.-td W. -*It Artal Me an; ad ~ slow" Is X ¢ I OTC.$, or far rowim adlnttm e I 14 Vhffl.*WQVtd OY "M Ealign4r. UUU 1. S tockw '104 matorlol-Inowd" Placed 0.1.1mmP010 (", fron notes A 5 sl� San, elevated pWcw Venleft v1pil im Of high weasity rotating, flaming. 0�1� , = WgI.J. .4 0 Isee notes 4 S Si- ascilmun Or Bt'-be 11 In a fus, wwuk w g wwd mynts, it ccn Do post,, -ad 30 to Igo fast In wmw or, .. .. ............ Inuor-ateras .0owe. IMP ouniesoly affect log, it* wrfO1.0 w GAIlly -1 Ift mw%. it ~. all Me kOnw Present out reagarrvi, the Ir,!r;,aM,�Ot 'O'enoi. in I Pi r -Icdoss W.-b-ne, amonnap Imp orlcw�PF CAn;hjjjd'fcr fie: SnCom �Vehicfe and TVA.::'; Clow, Two 3 Darr L ABOMOnOl-IJUXIM 110119121, with IVAB he I Ce past etched off, Inc Cows wrome. nt.f -toermse ~. In order to protect a ..,car wk co�. G., See KPIS91 war. sr4ulw %W?. on 01 video hi~, , aid rml�py, ano 1. Inwl I" vwk volcm or other equioncht -0--d be OW&M hear It* right.of-may line am me owked an-tho po"d anculfte. L. a.. Ewll�S *SNDLLVER CORK' IlVd MY be U140 In 014CR OVMI.10 wcan,enuohol r4bats. ldftA,#M1AO".4!Q-& foe'shmide, ROA0 WORK, ROAD AHEAD D K 7 Ro 0 WORK .... ... -2: AHEAD C40 .'Cff2 -10 48'.X- 24' -A FICA 48.0i 48' WORK IS*@ note 21A ,alto -AC IFIO%a-48,e" *jI G20.2 AHEAD c Sass 'a. x 24' I. nalt21A . . TRAFFIC -CONTROL FICA—- CONVENTIOkAL,ROAI)' w-w .. ....... - .. ...... M. ...SHOULDER WORK --TCP '(2- 10).: TCP. .(2-1 b) TCP Q? 1 q):.: ... ..... WORK*SPACE:NEAR SHOULDER WORK SPACE -ON SHOULDER WORK VEHICLES ON SHOULDER he T_ Conventionol Rows Conventionoi R00d:S* Convention) ROWS BRAZOS COUNTY, TEXAS BUDGET AMENDMENT(S) FOR THE 2022-2023 BUDGET YEAR NO.22/23 51.01— 51.07 On this the 101' day of October 2023 at a regular meeting of the Commissioners' Court, the following members were present: A. Duane Peters, County Judge, Presiding B. Steve Aldrich, Commissioner, Precinct 1 C. Chuck Konderla, Commissioner, Precinct 2 D. Nancy Berry, Commissioner, Precinct 3 E. Wanda Watson, Commissioner, Precinct 4 F. Karen McQueen, County Clerk The following proceedings were held: THAT WHEREAS, on 10th day of October 2023 the Court heard and approved a budget amendment(s) for the 2022-2023 budget year for Brazos County, Texas; and WHEREAS, expenditure is necessary due to the necessity to meet unusual andunforeseen conditions which could not be reasonably included in the original budget adopted 6 September, 2022, the following amendment(s) to the original budget are hereby authorized, as described on the attached page(s). ADOPTED AND APPROVED this the 101 day of October 2023. THE COMMISSIONERS COURT OF BRAZOS COUNTY, TEXAS. By: Duane Peters, County Judge Original: County Clerk's Office and Attached to the original budget BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 22/23 - 51.01 4nwnigngs FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE General Fund County Attorney - Administration Capital Outlay Expenditure 225.92 General Fund County Attorney - Administration Contractual Services Expenditure 225.92 General Fund 85th District Court - Administration Capital Outlay Expenditure 28.24 General Fund 85th District Court - Administration Contractual Services Expenditure 28.24 General Fund 272nd District Court - Administration Capital Outlay Expenditure 28.24 General Fund 272nd District Court - Administration Contractual Services Expenditure 28.24 General Fund 361 st District Court - Staff Support Capital Outlay Expenditure 28.24 General Fund 361st District Court - Staff Support Contractual Services Expenditure 28.24 General Fund Associate Judge #1 - Administration Capital Outlay Expenditure 28.24 General Fund Associate Judge #1 - Administration Contractual Services Expenditure 28.24 General Fund Associate Judge #2 - Administration Capital Outlay Expenditure 28.24 General Fund Associate Judge #2 - Administration Contractual Services Expenditure 28.24 General Fund County Court at Law # 1 - Administration Capital Outlay Expenditure 28.24 General Fund County Court at Law #1 - Administration Contractual Services Expenditure 28.24 General Fund County Court at Law #2 - Administration Capital Outlay Expenditure 28.24 General Fund County Court at Law #2 - Administration Contractual Services Expenditure 28.24 County Attorney and Courts Reallocation of funds to the correct accounts to adjust for AXON SBITA subscription for the taser software. 1. NNP, BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 22123.51.01 10/10/2023 (% 8,11[Cs •J� 4R£ .�+3 �.. 6,s7'�.'�.r.. ;i 4Y., i,^Yk e.. dK\ a�T�,t.�S�y� i,, r. '2 'N a8nt1 az'4.1s+*�,`.:. xy. FUND DIV ACCT Change in Budget ACCOUNT NAME 01000 18000100 80211000 (225.92) 01000 18000100 71020010 225.92 01000 22000100 80211000 (28.24) 01000 22000100 71020010 28.24 01000 22100100 80211000 (28.24) 01000 22100100 71020010 28.24 01000 22200300 80211000 (28.24) 01000 22200300 71020010 28.24 01000 22600100 80211000 (28.24) 01000 22600100 71020010 28.24 01000 22800100 80211000 (28.24) 01000 22800100 71020010 28.24 01000 23000100 80211000 28.24) 01000 23000100 71020010 28.24 01000 23100100 80211000 (28.24 01000 23100100 71020010 28.24 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 22/23 - 51.02 10/10/2023 FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE General Fund Contingency Supplies and Other Charges Expenditure 45,508.00 General Fund Elections Administration Supplies and Other Charges Expenditure 5,464.00 General Fund Fleet Shop - Light Equipment Administration Repair and Maintenance Expenditure 596.00 General Fund Fleet Shop - Light Equipment Administration Supplies and Other Charges Expenditure 596.00 General Fund Associate Judge #1 - Administration Supplies and Other Charges Expenditure 5,930.00 General Fund County Clerk - Administration Contractual Services Expenditure 2,328.00 General Fund County Clerk - Administration Supplies and Other Charges Expenditure 2,328.00 1 General Fund 85th District Court - Administration Supplies and Other Charges Expenditure 5,093.00 General Fund Juvenile Court Referee - Administration _ Supplies and Other Charges Expenditure 3,049.00 General Fund County Court at Law #1 - Administration Supplies and Other Charges Ex enditure 2,146.00 General Fund Sheriffs Office - Administration Supplies and Other Charges Expenditure 23,121.00 General Fund County Records Management Administration Supplies and Other Charges Expenditure 705.00 County Departments Reallocation of funds to the correct accounts to cover the FY 2023 computers that needed to replaced due to age. k . Approval Date Courity3Judge �fi�, .....tom .d- K'i'*a e'S h M' rav-`� W Z � ..+M (r k $ .1"- '4-. �dfe. .f a n�_ it �. _' k #.}i? y' i. X .zc`.adt- Jw.xwv..iE.iW- w° -P -&%... 5.,• 5,✓E- ��aZl FUND DIV ACCT Change in Budget ACCOUNT NAME 01000 11001500 61130000 45,508.00) -01000 11210020 60500000 5,464.00 01000 11100000 65150000 596.00 01000 11100000 60500000 596.00 01000 22600100 60500000 5,930.00 01000 21000100 71500000 (2,328.00) 01000 21000100 60500000 2,328.00 01000 22000100 60500000 5,093.00 01000 22500100 60500000 3,049.00 01000 23000100 60500000 2,146.00 01000 28000100 60500000 23,121.00 01000 50000100 60500000 1 705.00 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 22/23.51.03 10/10/2023 FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE Hotel Occupancy Tax Fund Revenue 15,000.00 Hotel Occupancv Tax Fund Venue Tax - Kyle Field Community Contracts Expenditure 15,000.00 Hotel Recognize FY 23 revenue to cover the quarterly venue tax to TAMU. �yi' by��kpz<.; , � S 6 1'�zs . f � �.. t •. a �' ti � • "� �' wv�*` -� 't X ti-^e .- t r` - a i � 3 1 ' ^a ati z � � s� �, �" �, . gas ,� FUND DIV ACCT Change in Budget ACCOUNT NAME 11000 11002800 40510000 15,000.00 11000 11002800 73470000 15,000.00 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 22/23 - 51.04 1 n/1 n/2023 FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE General Permanent Improvement Fund County Auditor - Capital Revenue 320,032.59 General Permanent Improvement Fund County Auditor - Capital Capital Outlay Expenditure 320,032.59 General Permanent Improvement Fund Information Technology - Capital Revenue 2,977.16 General Permanent Improvement Fund Information Technology - Capital Capital Outlay Expenditure 2,977.16 General Permanent Improvement Fund Sheriffs Office - Capital Revenue 211,357.58 General Permanent Improvement Fund Sheriffs Office - Capital Capital Outlay Expenditure 211,357.58 General Permanent Improvement Fund Juvenile - Capital Revenue 111,965.00 General Permanent Improvement Fund Juvenile - Capital Capital Outlay Expenditure 111,965.00 General Permanent Improvement Fund Recognize Subscription -Based Information Technology Arrangements (SB1TA) for FY 2023. Subscriptions consist of the following: Oracle - $320,032.59, Timeclock Plus - $2,977.16, Anon for the Sheriffs Office - $111,713.18, Guardian RFID for Juvenile Administration - $111,965, and Lexipol for Sheriff s Office - $99,644.40. This is revenue recognition required by GASB 96 and is not actual cash. For,Oracle`�nf Onl � rY: y-^'n �"`§:'r., .'x��.��.•"t sa � ° J 1T � � � ��'�, ,.��� -�..3-�t a�� x... .�r�'a�� s x�r..� ,.�� x.} <'t.f ';��k"�.:z* _ .x-„�.��•�� FUND DIV ACCT Change in Budget ACCOUNT NAME 45000 63160001 49081000 320,032.59 45000 63160001 80212000 320,032.59 45000 63140001 49081000 2,977.16 45000 63140001 80212000 2,977.16 45000 63280001 49081000 211,357.58 45000 63280001 90212000 211,357.58 45000 63310001 49081000 111,965.00 45000 63310001 80212000 111,965.00 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 22/23 - 51.05 1 n/1 n/2n23 FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE Hotel Occupancy Tax Fund Revenue 300,363.00 Hotel Occupancy Tax Fund Hotel Occupancy Tax Capital Outlay Expenditure 300,363.00 Hotel Occupancy Tax Fund Recognize Subscription -Based Information Technology Arrangements (SBITA) for FY 2023. Subscriptions consi o t e wing: Ungerboeck for Exposition Center - $300,363. This is revenue recognition required by GASB 96 and is not actual cash. NNP _=.1.0%5/2023 �;� ,��.�.�;County JudgeA�proval �;yyh Date ' � Forty(r ;tlo Entry Unty .. -� .m..,.,2 'wk. -Y , p� _�. ,�. _. 1 { �a�k F' 'iS'St .. .�, �u . x_ $.G A' § 3h°{+ si'' ,.� . _ f..v, �z+ �} ti'^ S >. FUND DIV ACCT Change in Budget ACCOUNT NAME 11000 00000000 49081000 300,363.00 11000 11002500 80212000 300,363.00 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 22/23 - 51.06 10/10/2023 FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE Law Library Fund Revenue 1 Law Library Fund - Law Library Fund I Administri I Supplies and Other Charges Expenditure 10,600.00 Fund FY 23 revenue to cover the annual for the Law For Oracie Entr'; Only .y RAktlAr.Yr2:�, r x r; FUND DIV ACCT Change In Budget ACCOUNT NAME 15000 00000000 41040000 10,600.00 15000 52000100 61620000 10,600.00 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 22/23 - 51.07 10/10/2023 FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE General Fund Constable Precinct #3 - Administration Supplies and Other Charges Expenditure 240.00 General Fund Constable Precinct #3 - Administration Contractual Services Expenditure 240.00 Constable Pet. #3 Reallocation of funds to the correct accounts to cover janitorial services for the remainder opj 23. TR^ � � t P. ,,.: ,xgis�. E4, OraclerEntry Only .. �.a..r ��'�+°`� ' �- r� .5'z: a 2C z'.' rs f s - r o y, s e ;- '.'s; FUND DIV ACCT Change in Budget ACCOUNT NAME 01000 30101100 60600000 (240.00) 01000 30101100 71119000 240.00 BRAZOS COUNTY, TEXAS BUDGET AMENDM[ENT(S) FOR THE 2023-2024 BUDGET YEAR NO.23/24 2.01— 2.04 On this the l Oth day of October 2023 at a regular meeting of the Commissioners' Court, the following members were present: A. Duane Peters, County Judge, Presiding B. Steve Aldrich, Commissioner, Precinct 1 C. Chuck Konderla, Commissioner, Precinct 2 D. Nancy Berry, Commissioner, Precinct 3 E. Wanda Watson, Commissioner, Precinct 4 F. Karen McQueen, County Clerk The following proceedings were held: THAT WHEREAS, on 101h day of October 2023 the Court heard and approved a budget amendment(s) for the 2023-2024 budget year for Brazos County, Texas; and WHEREAS, expenditure is necessary due to the necessity to meetunusual and unforeseen conditions which could not be reasonably included in the original budget adopted 19 September 2023, the following amendment(s) to the original budget are hereby authorized, as described on the attached page(s). ADOPTED AND APPROVED this the lOtb day of October 2023. THE COMMISSIONERS COURT OF BRAZOS COUNTY, TEXAS. By: Duane Peters, County Judge Original: County Clerk's Office and Attached to the original budget BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 23/24.2.01 10/10/2023 FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE General Fund Information Technology - Non Capital Contractual Services Expenditure 21,000.00 General Fund Information Technology - Non Capital Supplies and Other Charges Expenditure 21,000.00 Information Technology Reallocation of funds to the correct accounts for monthly internet services from Frontier Com unications, Concor and Fiber )Kor`Oracic En Onl8291W FUND DIV ACCT Change in Budget ACCOUNT NAME 01000 14000006 71020000 (21,000.00) 01000 14000006 61880000 21,000.00 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 23/24 - 2.02 10/10/2023 FUND. NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE Road and Bridge - General Fund Administration Contractual Services Expenditure 1,000,000.00 Road and Bridge - General Fund Administration Repairs and Maintenance Expenditure 1,000,000.00 Road and Bridge Reallocation of funds to the correct accounts for road and bridge maintenance. a NNF� xr c • •. a 2023 1~:or��racle ...1a #w✓ . it%t- .d2.i �,� �+e �Y�r,. FUND DIV ACCT Change In Budget ACCOUNT NAME 01000 • 56001000 71025000 (1,000,000.00) 01000 56001000 65670000 1,000,000.00 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 23/24 - 2.03 10/10/2023 FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE General Fund Contingency Supplies and Other Charges Expenditure 17,640.33 General Fund Community Support Community Contracts Expenditure 17,640.33 General Fund Contingency Reallocation of funds to the correct accounts to cover the contract increase with Easterwood Airport from $107,124 to $124,764.33 for FY 2024. Contract was still under negotiations at the time FY 2024 budget was adopted. Judge�Approyal For,Ut'a"eleEnty OnI �y*s '��'�.r�-,. FUND DIV ACCT Change in Budget ACCOUNT NAME 01000 11001500 61130000 (17,640.33) 01000 11002000 73410000 17,640.33 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 23/24 - 2.04 10/10/2023 FUND NAME DEPARTMENT NAME CLASS DESCRIPTION ACCOUNT CATEGORY INCREASE DECREASE General Fund Contingency Supplies and Other Charges Expenditure 39,480.00 General Fund 472nd District Court - Administration Supplies and Other Charges Expenditure 39,480.00 General Fund Contingency Reallocation of funds to the correct accounts to purchase computers, laptops, monitors, phones, scanners, computer iiware an miture for the 472nd District Court. —15 CouniyJudgeApproval z Dated"" Foi Oracle,En "OnC 4 ` apt3tiy FUND DIV ACCT Change in Budget ACCOUNT NAME 01000 11001500 61130000 (39,480.00) 01000 22300100 60211000 3,576.00 01000 22300100 60360000 20,808.00 01000 22300100 60500000 15,096.00 Personnel Change of Status ( Oct 3, 2023 ) Commissioners' Court Date: Department Submitting Information: Purpose of Submissions: 10/10/2023 Human Resources Consider and Take Action on Change Employment ' Department'Name" � Employee Name Road & Bridge - Administration Bailey, Brandon Sheriff Office - Jail Administration Robinson, Robert* f; 1, 71 Separations Department Name _...arc: ,•. _.. :,.5�:. .` . Employee Name r-,a.-. �::...:_ ... Sheriff Office - Jail Administration Bates, Madalyn Constable Precinct 3 - Administration Drake, Andrew Juvenile Services - Detention Gonzales, Melanie Juvenile Services - Detention Hawkins, Rayla Exposition Center - Administration Heiniluoma, Rachael Juvenile Services - Detention Stringfellow, Savannah 7. Approved in Commissioners' Court:10-10-2023 County Judge's or Commissioner's Signature: (This Copy to be attached to minutes) PERSONNEL CHANGE OF STATUS REQUESTS Commissioner Court Date: 1 0-10-2023 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 272"d District Court James Jr., Robert Change of Status Rios, Ana Change of Status Ybarra, Jacaline Change of Status 361st District Court Carroll, Helen, Change of Status Chambers, Tiffany Change of Status Smith, Michael Change of Status Associate Judge #1 Van -Nest, Wayland Change of Status Brazos Center Birk, Courtney Change of Status Bruce, Robert Change of Status Franze, Kirby Change of Status Pistler, Jodi Change of Status Walker, Jerry Change of Status Collections Becker, Macy Change of Status Garcia, Angelina Change of Status Rodriguez Bustamante, Erika Change ofZtatus Salinas, Crystal Change of Status Constable Precinct #4 Harris, Kimberly Change of Status Pineda, John Change of Status County Agriculture Extension Anderson, Janice Change of Status Sugg, Ashleigh Change of Status 1 County Court at Law #1 Faust, Krista Change of Status Hammond, Terry Change of Status Patterson, Kyle Change of Status Pineda, Crystal Change of Status District Attorney Allen, Kelly Change of Status Carrizalez, Leticia Change of Status Carter, Melissa Change of Status Cooks, Melva Change of Status Davenport, Tiffany Change of Status Evans, Ellen Change of Status Graves, Tiffany Change of Status James, Amanda Change of Status Johse, Michael Change of Status Lapp; Carrie Change of Status McClure, Cynthia Change of Status Norsworthy, Jessica Change of Status Sikes, Kenneth Change of Status Swearingen, Windy Change of Status Thane, Dennis Change of Status Woodward, James Change of Status Wright, Darcie Change of Status District Clerk Brooks, Lauren Change of Status Emert, Kristin Change of Status Limon -McCoy, Victoria Change of Status Facilities Bakkila, Sean Change of Status Bennatt, Courtney Change of Status Darnell, Darius Change of Status Flores Jr., Rosendo Change of Status Hayes, Kenneth Change of Status Joseph, Kyle Change of Status Lucio Reyna, Maria Change of Status Manthei, Allan Change of Status Justice of Peace - Precinct 2 Justice of Peace — Precinct 4 Juvenile Services Martinez, Carlos Mayo, Matthew Monsivais, Francisco Reeves, Rodney Turek, Shelley Woerz, Eric Bonifazi, Shelly Chavarria, Andria Valdez, Vidimara Garcia, Loretta Ray, Denise Adams, Alecia Aiboje, Alegun Autrey, Margaret Banas, Kaid Barnes, Trenise F Barryer, Selwyn Bass, Bryston Bazy, Leroy Bell, Tiffany Bisor, Timolin Blanco, Elizabeth Boff, Erin Burns, Nicholas Coffey, Christopher Cole, Shaquilla Correa, Itzel Criddle, Steven Crist, Stephanie Croucher, Rebecca Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status 3 Curtis Jr., Claude Change of Status Daily, Apollos Change of Status DeLeon Jr., Maximo Change of Status Dennis, Jamaycia Change of Status Desir Jr., Raymond. Change of Status Estep, Kendra Change of Status Farris, Kari Change of Status Figueroa, Jose Change of Status Flores, Heather Change of Status Foley, Trenica Change of Status Foster, Lawyer Change of Status Galls, Gregory Change of Status Gooden, Shatner Change of Status Gray, Cornelius Change of Status Grimaldo, Raymond Change of Status Guevara, Gabrielle Change of Status Gutierrez, Larry Change of Status Heard, Shenita Change of Status Hein, Joel ~V Change of Status Ibarra, Sinai Change of Status Jackson, Carol Change of Status Johnson II, Reginald Change of Status Kelley, Candis Change of Status Khademi Kalantari, Priscilla Change of Status Kosloski, Courtney Change of Status Lewis, Renee Change of Status Mable-Bazy, Kami Change of Status Mattison -Graham, Tevin Change of Status McCloud, Travis Change of Status McDaniel, Demetris Change of Status McKey, Todd Change of Status Medina, Jose Change of Status Miles, Trevion Change of Status Morales, Nicalas Change of Status 4 Landscape Norrid, Jeanie Change of Status Olvera, Phillip Change of Status Ortega, Daisy Change of Status Pennington, Shawn Change of Status Piccolo, Barbara Change of Status Purvis, Ki'vycia Change of Status Ragston, Denisha Change of Status Reyes, Christina Change of Status Rice, Tahj Change of Status Ricketson, Linda Change of Status Rogers, Lloyd Change of Status Scroggins, Joseph Change of Status Smith, Timmy Change of Status Storemski, Jonathan Change of Status Storm, Jenna Change of Status Stroup, Evan Change of Status Taylor, Ashley Change of Status Taylor, Jannifer Change of Status Thomas, Shantrice Change of Status Truelove, Sharla Change of Status Tunsel, Marsha Change of Status Turner, Arieus Change of Status Vega, Perla Change of Status Vento, Teresa Change of Status Walker, Beatrice Change of Status Walker, Jeremy Change of Status Wallace, Lawrencia Change of Status Whetstone, Artis Change of Status White, Melissa Change of Status Williams, Kimberlyn Change of Status Zimmerman, Lori Change of Status Fickey, Larita McComb, Patricia Change of Status Change of Status E Road & Bridge Bailey, Brandon Change of Status Sheriffs Office — Admin Donaldson, Dillon Change of Status Donaldson, Dillon Correction James, Jonathan Change of Status James, Jonathan Correction Mitchell Jr., James Change of Status Sheriffs Office — Jail Mitchell Jr., James Correction Price -Holmes, Dallas Change of Status Price -Holmes, Dallas Correction Romine, Tatum Change of Status Romine, Tatum Correction Smith, Emilee Change of Status Smith, Emilee Correction Stumpf, Michael Change of Status Stumpf,Michael Correction Chaput, Michael Cross, Jack Davis, Jason Hemphill, Erma Proctor, LaQuitta Robinson Jr., Robert Simmons, Roger Ziebell, Nathan Approved in Commissioners' Court: 10-10-2023: County Judge's or Commissioner's Signature: (This Copy to be attached to minutes) : I Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status Change of Status 2