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HomeMy WebLinkAbout1995-12-12-0900AM-Regular. _,...V•. , ee-0000• i r BRA i E AGENDA E BRAZOS COUNTY COMMISSIONERS COURT MEETING THE COMMISSIONERS COURT WILL MEET IN REGULAR SESSION ON TUESDAY, DECEMBER 12,1995 AT 9:00 A.M. IN THE COMMISSIONERS COURTROOM OF THE BRAZOS COUNTY COURTHOUSE, 300 EAST 26TH STREET, SUITE 115, BRYAN, TEXAS. I. Invocation - Commissioner Cauley. 2. Pledge of Allegiance - Commissioner Cauley. 3. Citizens input and/or concerns. At this time, the Judge will open the floor to citizens wishing to address the Court on county-related issues not scheduled on the agenda. Please limit subject matters to five minutes. The Commissioners will receive the information, conduct research into the matter, and/or place the matter on a future agenda for discussion. (A recording is made of the meeting; therefore, please give your name and address for the record.) Consider and take action on agenda items 4 - W: 4. Personnel Change of Status. 5. Payment of Claims. 6. Budget Amendment 95/96-06. 7. Designation of staff holidays for Christmas, 1996. 8. Payment for 1996 Annual Certification for Brazos County. 92. Financial Institution MastercardNISA Merchant Agreement for District Clerk's Office. lot. Appointment of a representative from the County Attorney's office to perform employment activities for personnel engaged for County Attorney Grant Administration. //10. Award of the following annual contracts for Road & Bridge Department: a. Bid No. 96-012 Cold Mix Limestone b. Bid No. 96-013 Fencing Supplies t. c. Bid No. 96-014 Fence Building ' t d. Bid No. 96-015 Motor Grader Blades e. Bid No. 96-016 Road Gravel - r • lU Requisition from Capital Expenditures for bookcases and shelving for Constable, Precinct y 7 new office location. ° J 3 ' Commissioners Court Meeting Agenda, December 12, 1995 Page Two 13 IS. Requisition from Capital Expenditures for West Law project CD-ROM server upgrade. 11 A. Sale of used culverts by Road & Bridge Department. Is iii. Request permission to enter Lawrence Nemec's property located off Pine Tree Road for the purpose of excavating a shallow waterway from Pine Tree Road into the property approximately 75 feet. Site is located in Precinct 2. /bli. The replat of Lots 15, 16 and 17, Block One Creekridge Estates Phase One, W. L. Millican Survey, Brazos County, Texas. Site is located in Precinct 1. /7 K Acceptance of Warranty Deed from Bobby Howell Mosley on the expansion and improvements to Carrabba Road located in Precinct 3. 1$. Acceptance of Warranty Deed from Evelyn Mosley Cain on the expansion and improvements to Carrabba Road located in Precinct 3. /90 Call for citizen input and/or concerns. 200. Adjourn. The building is wheelchair accessible. Handicap parking spaces are available. Any request for sign interpretive services must be made 48 hours before the meeting. To make arrangements, call (409) 361-4102. s VA PAGR.Ai . i COMMISSIONERS' COURT REGULAR MEETING DECEMBER 12, 1995 A regular meeting of the Commissioners' Court of Brazos County, Texas was held in the Commissioners' Courtroom in the Courthouse in Bryan, Brazos County, Texas, beginning at 9:00 a.m. on Tuesday, December 12, 1995, with the following members of the Court present: Alvin W. Jones, County Judge, Presiding; Gary Norton, Commissioner of Precinct 1; Sandie Walker, Commiss ioner of Precinct 2; Randy Sims, Commissioner of Precinct 3; Carey Cauley, Jr., Commissioner of Precinct 4; Mary Ann Ward, County Clerk. The following citizens and officials were in attendance: Ruth McLeod Executive Assistant Susan Gandy Secretary to County Judge John Reynolds Auditor Cheryl Turney Auditor's Office Kay Hamilton Treasurer Marc Hamlim District Clerk Richard Vance County Engineer Bobby Riggs Sheriff Clyde E. Collins County Attorney's Office J. M. Kuboviak County Attorney Sheila Walker Brazos Center Linda Muegge Road & Bridge Marijane Deen Computer & Network Services Illegible KBTX Harold Dean Brazos County Resident Commissioner Cauley gave the invocation and led the pledge of allegiance. There was no Citizen input and/or concerns The Court proceeded to consider the change of status of the following employees. NAME Walker, Sheila M. Galindo, Maria E. Williams, Ray P. Mendez, Roy Hall, James F. Fava, Pete Castillo, Moses A. Perez, John T. Perez, John T. Parker, DeRetta DEPARTMENT Brazos Center Co. Court at Law 2 Road & Bridge Road & Bridge Road & Bridge Road & Bridge Road & Bridge Road & Bridge Sheriff Office Tax Office VCS PAQE REASON New Employee Comp Training Termination Termination Termination Termination Termination Transfer to S.O Transfer from RB Resignation Z T, 1 t i i f,i. On motion by Commissioner Walker, seconded by Commissioner Cauley, the Court voted unanimously to approve the changes as submitted. The Court next considered the following Claims as submitted by the County Treasurer for payment: 96-001924 through 96-002220 On motion by Commissioner Walker, seconded by Commissioner Norton, the Court voted unanimously to approve the Claims as submitted. Commissioner Norton explained the procedure of posting the claims on the board for all to see. The Court next considered Budget Amendment $95/96-06, which would reallocate funds budgeted for the County Clerk Record Management fund and Juvenile Services and create a new budget line item for the Department of Constable Precinct 7. A question was raised about the necessity of shelving in the Constable Precinct 7 offices. Commissioner Cauley asked that if additional funds were required, then where was the money coming from? He went on to voice concern about depleting the Contingency Fund. On motion by Commissioner Norton, seconded by Commissioner Cauley, the Court voted unanimously to approve the budget amendment as submitted, a copy of which is attached hereto. The Court next considered the designation of staff holidays for Christmas, 1996. On motion by Commissioner Norton, seconded by Commissioner Sims, the Court voted unanimously to set December 24th, 25th and 26th as staff holidays. The next matter for consideration was the annual County Certification for 1996 under section 74.043, Texas Government Code. On motion by Commissioner Walker, seconded by Commissioner Sims, the Court voted unanimously to approve payment of $6.147.26 to the Second Administrative Judicial Region of Texas for the annual County Certification for 1996 as required under section 74.043, Texas Government Code. The Court next considered a Financial Institution Mastercard/VISA Merchant Agreement for the Distinct Clerk's b • . S Office. The purpose of this agreement is for the payment of fees or services rendered in the District Clerk's Office that are a necessary requirement of the fax filing system. Questions were raised on how to recoup the cost of the 2.25% of the filing fee. The District Clerk said that he had reviewed the procedure and that the 2.25% will be billed to the attorneys filing the documents. On motion by Commissioner Walker, seconded by Commissioner Norton, the Court voted unanimously to authorize the County Judge to execute the Financial Institution Mastercard/VISA Merchant Agreement on behalf of Brazos County and forward it to First American Bank. A copy of the Agreement is attached hereto. The next matter for consideration was the appointment of a representative from the County Attorney's office to perform employment activities for personnel engaged for the County Attorney Grant Administration. The personnel to be hired will be juveniles under 20 years of age, full time students and will be from outside of Brazos County. The representative from the County Attorney's office will be responsible for interviewing the employee and their parents, filling out documents, orienting the new employees and returning all documents to the personnel department. On motion by Commissioner Cauley, seconded by Commissioner Walker, the Court voted unanimously to authorize the appointment of a representative from the County Attorney's office to perform employment activities for personnel engaged for the County , Attorney Grant Administration. The Court next considered awarding the following bids: a) Bid No. 96-012 Cold Mix Limestone TDH 330 CLASS A, TYPE D Bidders LOADED LOADED/ Address/Plant Location ONLY HAULED Colorado Materials NIB NIB San Marcos, Texas Paveway Contractors, Inc. NIB NIB Bryan, Texas Vulcan Materials Company 12.85 35.11 San Antonio, Texas - - - -1 Vol. r } t f Y fi i i ~.1 1- i1 L. l . Young Contractors, Inc. NIB NIB Bryan, Texas TDH 350 CLASS A, TYPE D Bidders LOADED LOADED/ Address/Plant Location ONLY HAULED Colorado Materials 21.00 32.06 San Marcos, Texas Paveway Contractor s, Inc. 28.50 31.50 Bryan, Texas Vulcan Materials C ompany 12.85 35.11 San Antonio, Texas Young Contractors, Inc. 36.00 38.88 Bryan, Texas Cheryl Turney, Purchasing Agent, recommended acceptance of the bid submitted by Vulcan Materials for Loaded Only and Paveway Contractors for Loaded and Hauled for both THD 330 CLASS A, TYPE D AND THD 350 CLASS A, TYPE D. Bid No. 96-013 - Fencing Supplies Brazos Bottom Bryan, Texas Description Est. Unit Total Barbed Wire 100 34.90 3,490.00 Feet Per Roll 1320 Barbless Wire 100 27.90 2,790.00 Feet Per Roll 1320 Metal "T" Posts 6j" 1000 2.49 2,490.00 7 1,000 2.72 2,720.00 Wooden Posts 4" x 6J' 1,000 NIB 6" x 8' 11000 NIB 7" x 8' 11000 NIB 8" x 8' 1,000 NIB Landscape Timbers 1 3/4" x 3V x 8' 500 NIB 3J" x 5J" x 8' 500 NIB Cedar Posts 4' x 6J' 11000 2.50 2,500.00 5" x 6J' 1,000 2.75 2,750.00 6" x 8' 1,000 8.50 8,500.00 7" x 8' 1,000 10.50 10,500.00 8" x 8' 1,000 11.50 11,500.00 Hicks Post Co. Alto, Texas Description " Est. Unit Total Barbed Wire 100 32.00 3,200.00 Feet Per Roll 1320 Barbless Wire 100 29.00 2,900.00 Feet Per Roll 1320 vo PAGE i 1-~ s Metal "T" Posts 6J" 1,000 NIB 7 1,000 NIB Wooden Posts 4" x 6J' 1,000 3.47 3,470.00 6" x 8' 1,000 8.31 8,310.00 7" x 8' 1,000 10.21 10,210.00 8" x 8' 1,000 12.82 12,820.00 Landscape Timbers 1 3/4" x 3V x 8' 500 NIB 3]" x 5V x 8' 500 NIB Cedar Posts 4' x 6J' 5" x 6J' 6" x 8' 7" x 8' 8" x 8' 1,000 NIB 1,000 NIB 1,000 NIB 1,000 NIB 1,000 NIB Cheryl Turney, Purchasing Agent, recommended acceptance of the bid submitted by Brazos Bottom Corporation for Metal and Cedar Posts and Hicks Post Company for Wire and Wooden Posts. Bid No. 96-014 - Fencing Building Description Diagram A-6" Diagram B-6" Diagram C-6" Diagram A-7" Diagram B-7" Diagram C-7" Diagram A-8" Diagram B-8" Diagram C-8" Special Applicatio; # of days to start Additions: Glenn E. Maass Materials/ Labor Labor Only 1.08 0.35 1.08 0.35 1.08 0.35 1.13 0.36 1.13 0.36 1.13 0.36 1.13 0.37 1.13 0.37 1.13 0.37 ns: 28.00/ph 15 There will be a $6.00 charge to set any size post other than the 8 required on a 625 ft stretch Mike Earp Company Materials/ Labor Description Labor Only Diagram A-6" 1.15 0.38 Diagram B-6" 1.15 0.38 Diagram C-6" 1.15 0.38 Diagram A-7" 1.20 0.39 Diagram B-7" 1.20 0.39 Diagram C-7" 1.20 0.39 Diagram A-8" 1.20 0.40 Diagram B-8" 1.20 0.40 Diagram C-8" 1.20 0.40 Special Applications: 27.50/ph # of days to start 10 Additions: Any fence with more than 8 posts per } mile additional charge for labor + material- labor" 6" x 8 7.00 7" x 8 8.00 8" x 8 9.00 voL .7-.-...PAaEL Alt T i i . a ~i f. U Cheryl Turney, Purchasing Agent, recommended acceptance of the bid submitted by Mike Earp and to name Glenn E. Maass as alternate fence builder. Bid No. 96-015 - Motor Grader Blades Conley, Lott R. B. Everett Description Nichols, Inc. & Company 200 6'x 3/4 x 6" 31.50 NIB 61x 3/4 x 8" 44.18 NIB 61x 5/8 x 6" 24.08 24.00 61x 5/8 x 8" 35.10 NIB 500 7'x 3/4 x 6" 36.75 NIB 71x 3/4 x 8" 51.54 NIB 71x 5/8 x 6" 28.09 28.00 71x 5/8 x 8" 40.50 NIB 200 91x 3/4 x 6" 47.25 NIB 91x 3/4 x 8" 66.26 NIB 91x 5/8 x 6" 36.12 NIB 91x 5/8 x 8" 52.65 NIB Make & Model Bucyrus Pacal Blade Materia. C-1084 High Not Given Carbon Steel Delivery Days 21 7-10 Store Location Houston, Tx Houston, Tx Mustang Valk Description Tractor Manufacturing 200 6'x 3/4 x 6" 85.00 31.34 6'x 3/4 x 8" 114.00 43.76 61x 5/8 x 6" 71.00 24.94 6'x 5/8 x 811- 96.00 35.83 500 7'x 3/4 x 6" 100.00 36.56 7'x 3/4 x 8" 134.00 51.05 71x 5/8 x 6" 82.00 29.14 7'x 5/8 x 8" 112.00 42.95 200 91x 3/4 x 6" NIB 47.00 9'x 3/4 x 8" NIB 65.64 91x 5/8 x 6" NIB 37.47 9'x 5/8 x 8" NIB 42.95 Make & Model Caterpillar Valk Viper Blade Material DH 2 Steel 15830 Boron Through Hardened Delivery Days 5 30 Store Location Bryan, Tx Carlisle, Penn Cheryl Turney, Purchasing Agent, recommended acceptance c: the bid submitted by Valk Manufacturing. Bid No. 96-016 - Road Gravel Bidder Cost/Cubic Yard George R. Smith Loaded & Hauled by County 0.78 Hauled by County NIB Loaded & Hauled by Bidder NIB Pit Location - One mile north of Branchville, Tx Pit Acreage - 16 acres Special Provisions - None Cheryl Turney, Purchasing Agent, recommended rejecting the only bid received. On motion by Commissioner Cauley, seconded by Commissioner Norton, the Court voted unan imously to accept the .a ra.i.r... ~ ~ .r.....r YY ..o .L i14..f ~~..~41. 61 recommendations of the Purchasing Agent and award the bids as follows: a) Bid No. 96-012 Cold Mix Limestone Vulcan Materials for Loaded Only and Paveway Contractors for Loaded and Hauled for both THD 330 CLASS A, TYPE D AND THD 350 CLASS A, TYPE D. b) Bid No. 96-013 - Fencing Supplies Brazos Bottom Corporation for Metal and Cedar Posts and Hicks Post Company for Wire and Wooden Posts. c) Bid No. 96-014 - Fencing Building Mike Earp and to name Glenn E. Maass as alternate fence builder. d) Bid No. 96-015 - Motor Grade Blades Valk Manufacturing. e) Bid No. 96-016 - Road Gravel Reject the only bid received. The next matter before the Court was approval of a requisition from Capital Expenditures for bookcases and shelving for the new office location of Constable, Precinct 7. On motion by Commissioner Norton, seconded by Commissioner Walker, the Court voted unanimously to approve the requisition from Capital Expenditures for the bookcases and shelving and to authorize a budget amendment in the amount of $1,186.75 for the expense. The Court next considered approval of another requisition from Capital Expenditures for a West Law project CD-ROM server upgrade. On motion by Commissioner Sims, seconded by Commissioner Cauley, the Court voted unanimously to approve the requisition in the amount of $561.42 for a West Law project CD-ROM server upgrade. On motion by Commissioner Cauley, seconded by Commissioner Walker, the Court voted unanimously to table consideration of the sale of used culverts by the Road and Bridge Department. The Court next considered authorizing work outside of county rights-of-way for the health, safety and welfare of the general public. The Road and Bridge Department requested permission to enter the private property of Lawrence Nemec on r VA PAGE,.. k.: Pine Tree Road to excavate a shallow waterway from Pine Tree Road into the property approximately 75 feet in length to allow water to drain from culverts under the roadway. On motion by Commissioner Walker, seconded by Commissioner Norton, the Court voted unanimously to authorize the work. The Court next considered approval of the Replat of Lots 15, 16, and 17, Block One Creekridge Estates Phase One, W. L. Millican Survey, in Precinct 1. Richard Vance, County Engineer, stated that the purpose was to change the alignment of the 60 foot wide easement. On motion by Commissioner Norton, seconded by Commissioner Cauley, the Court unanimously approved the replat of Lots 15, 16, and 17, Block One Creekridge Estates Phase One, W. L. Millican Survey, in Precinct 1 subject to the correction of the lost size of lot 15 from 1.725 acres to 2.725 acres. The Court next considered acceptance of a Warranty Deed for right-of-way on Carrabba Road in Precinct 3. On motion by Commissioner Sims, seconded by Commissioner Cauley, the Court voted unanimously to authorize the County Judge to accept on behalf of Brazos County a Warranty Deed from Bobby Howell Mosley for the expansion and improvements to Carrabba Road in Precinct 3. The Court next considered acceptance of a Warranty Deed for right-of-way on Carrabba Road in Precinct 3. On motion by Commissioner Sims, seconded by Commissioner Cauley, the Court voted unanimously to authorize the County Judge to accept on behalf of Brazos County a Warranty Deed from Evelyn Mosley Cain for the expansion and improvements to Carrabba Road in Precinct 3. There was no citizen input and/or concerns but the County Judge made the fol~owing comment: Acquisit..)n of right-of-way along FM 1688, Leonard Road, is not on the 90/10% participation program. The County will be acquiring 1.93 acres and the utilities will have to be relocated. There being no further business to come before the Court, the meeting was adjourned. VOL. Z _PAGE. ~.3..?., lam. i 1 The foregoing minutes of the Commissioners Court meeting held December 12, 1995 have been examined and are approved in open Court this the _eIjZWdaY of 19j4, in Bryan, Brazos County, Texas. Alvin W. Jone County Judge Gary N t Commis n Precinct 1 Randy Si Commiss over, Precinct 3 Sandie a k r Commissi r, Precinct 2 MEW M- N-4 C ey Ca ey, Jr. Commiss oner, Precinct 4 I 1 f x F L~ Mary n Ward County Clerk r i 't t. i R i 4 k , s BRAZOS COUNTY, TEXAS BUDGET AMENDMENT(S) FOR THE 1995-1996 BUDGET YEAR NO. 95/96-06 On this the 11th day of December 1995 at a special meeting of the Commissioners' Court, the following members were present: Alvin W. Jones, County Judge, Presiding Gary Norton, Commissioner, Precinct 1; Sandie Walker, Commissioner, Precinct 2; Randy Sims, Commissioner, Precinct 3; Carey Cauley, Commissioner, Precinct 4; Mary Ann Ward, County Clerk. The following proceedings were held: THAT WHEREAS, on December 11, 1995, the Court heard and approved a budget amendment for the 1995-1996 budget year for Brazos County, Texad. WHEREAS, an expenditure is necessary due to the necessity to meet unusual and unforeseen conditions which could not be reasonably included in the original budget adopted September 26; 1995 the following amendment(s) to the original are hereby authorized, as described on the attached 1 page(s). ADOPTED AND APPROVED this the 11th day of December 1995 THE COMMISSIO??ERS' COURT OF BRAZOS COUNTY, TEXAS. By: ap~,6,~ - Alvin W. Jones, County Judge Original: County Clerk's Office and attached to the original budget Copies: County Auditor County Treasurer Commissioners' Court Minutes Budget Amendment-File Vn PAGE._. , . r,j . - - •tL.L:c.~_..«a_=..~...,_~..^~,r.,t".:r,....n _ ..r_i.. ..~:.e i.: S.~: fY s, i.is ~..'..w..._. ~ . » ~~i« a ' . i r• 1 • BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS NO. 95/96 - 06 FD DIV ACCT PROJ DESCRIPTION DR CR 20 530001 516400 Hourly - Temporary 3,000.00 20 530001 531000 Social Security 230.00 20 530001 532000 Retirement 210.00 20 530001 538000 Workers Compensation 7.00 20 - 410140 Fees - County Clerk 3,447.00 County Clerk Record Management Fund - To set up personnel position as approved in Commissioners Court on December 5, 1995. BALANCING TOTAL 3,447.00 3,447.00 4 Z- PAGE.Or" v~ i f BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS NO. 95/96 - 06 FD DIV ACCT PROJ ACCOUNT NAME Dr Cr 01 307001 613250 Furniture Minor 1,200.00 01 110015 611300 Contingency 1,200.00 Constable Pct 7 -To create new budget line items for bookshelves for the relocated office. BALANCING TOTAL 1,200.00 1.2(0.00 .j , +i BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No_ 95196 - 06 FD DIV ACCT PROJ ACCOUNT NAME Dr Cr 01 310001 513000 Salary-Staff 16,000.00 01 310001 531000 Social Security 1,224.00 01 310001 532000 Retirement 1,120.00 01 310001 533000 Employee Health Insurance 3,000.00 01 310001 538000 Worker's Compensation 580.00 01 310001 539000 Unemployment Insurance 80.00 01 310001 516350 Hourly-Three Qtr Time - 10,111.00 01 310001 531000 Social Security 775.00 01 310001 532000 Retirement 708.00 01 310001 533000 Employee Health Insurance 3,000.00 01 310001 538000 Workers Compensation 50.00 01 310001 539000 Unemployment Insurance 40.00 01 310001 724900 Nursing Services 7,320.00 BALANCING TOTAL 22,004.00 22,004.00 FkwwW lnstltullm Mas%rCardNlsa Merchant Agreement TMs MasterCardNisa Merchant Agreement (this Agreement') is entered into by and between First Afnerican Bank Financial Institution'), and Brazos County aAQC a Non-Profit Organization ("Merchant"). Under the terms of this Agreement. (i) Merchant will honor valid Visa USA. Inc. ('Visa") and MasterCard International Inc. ("MasterCard) cards (collectively, "Cards') when presented as payment for goods or services, and (ii) Financial Institution will extend financial aecomodations to Merchant and arrange for payments to Merchant for the amounts of such Card related sale and lease transactions, provided that such sale and lease transactions shall comply with the terms of this Agreement and shall represent bona fide sales or leases directly by Merchant of goods or services 1. Merchant Sales and Leases A. Honoring Cards. Merchant will honor any valid Cards properly tendered for use B. Advertising; Fors; Equipment. Merchant shall adequately display the Visa and MasterCard service marks and promotional materials suppled by Financial Institution. Merchant shall use the MasterCard and Visa service marks only to indicate that Merchant accepts such Cards for payment, and shall not indicate or imply, directly or indirectly, that ether MasterCard or Visa endorses Merchant's goods or services, nor shall Merchant refer to such Cards in stating eligibility for Merchant's goods or services Merchant shall also adequately display applications for Visa and MasterCard accounts with Financial Institution (or, if Financial Institution does not issue Cards, with MBank USA) Merchant's right to use or display the Visa and MasterCard service marks shall continue only until the earlier of the date this Agreement is terminated, or the date Merchant is notified by Financial Institution to cease such use and display , Financial Institution will provide adequate supplies of panted forms for sales drafts, customer adjustments or credits, sales draft deposits, and other transactions between Merchant and authorized holders of Cards ("Cardholders') and between Merchant and Financial Institution, which forms shall be used by Merchant Financial Institution will provide Merchant with imprinters on such terms as Financial Institution and Merchant shall mutually agree upon from time to time No advertising material, impnnters, equipment, unused forms or Merchant deposit plastic cards provided by Financial Institution (collectively, "Equipment'shall become Merchant's property Merchant will protect all Equipment from loss, theft, damage or any legal encumbrance, and will allow Financial Institution and its agents reasonable access to Merchant's premises for installation, repair, modification, removal and relocation of Equipment C. Certain Practices Prohibited. Merchant shall charge no service, finance, or carrying charge of any kind to Cardholders over and above Merchant's stated pace for goods or services sold or leased Merchant shall nether make cash advances on Cards nor honor Cards for anything other than bona fide sales or leases of goods or services or both made directly by Merchant in the ordinary course of Merchant's business Merchant shall not establish minimum or maximum transaction amounts as a condition for transactions with Cards D. Cardholder Identification; Card Retrieval. Merchant shall examine each Card presented to determine that the Card presented is valid and has riot expired by the terms on its lace Merchant shall exercise reasonable diligence to determine that the authorized signature on any Card presented corresponds to the Cardholder's signature on the transaction sales draft Merchant shall examine all notices received from Financial Institution (or from its supplier), or from Visa or MasterCard ("Restricted Card Lists") to determine whether a card presented is counterfeit or has been revoked Merchant shall neither honor expired, counterfeit, or revoked Cards nor honor any Card presented by any person other than the proper Cardholder as evidenced by the authorized signature on the Card If so directed by a Card issuer or other entity from whom authorization is requested. Merchant shall retain the Card by reasonable and peaceful means, notify Financial Institution of the recovery of the Card, and ask for further instructions t• t E. Floor Limits; Authorizations. From time to time, Financial Institution shall notify Merchant of the maximum amount for which Cards may I be honored (the "Floor Lima") The Floor Limas in effect as of the date of this Agreement are set forth in Schedule "A' attached hereto When r a Card is tendered for payment of an amount exceeding the Floor Limit then in effect, Merchant shall contact Financial Institution or its designee by telephone or on-line terminal for authorization to honor the Card for the requested transaction. Except for telephone or mail orders that are in full compliance with Section 2 B hereof, Merchant shall also obtain authorization for any transaction that involves (i) a handwritten Sales Draft t (as defined below) that does riot contain the imprint of both the Merchant plate and the Card; (n) a Sales Draft that is not signed by the Cardholder, (u) a Card that does not contain the Cardholder's authorized signature on Its reverse side, (iv) suspicious or unusual circumstances; (v) an expired Card, or (w) a Card whose account number is listed in a Restricted Card List When requesting authorization in any such circumstance, Merchant ` shall give the specific reason(s) that authorization is requested In any transaction for which authorization is required. Merchant shall write on the Sates Draft the authorization number or approval code given and shall complete the transaction only after receiving the necessary authorization. Merchant hereby acknowledges that an authorization received from Financial Institution or its designee indicates the availability of credit for the 1 Card at the time the authorization is given, but does not constitute a warranty that the person presenting the Card is the rightful Cardholder, nor an unconditional promise or guarantee that Financial Institution will arrange for payment for the debt that underlies the requested transaction (or will not charge back to Merchant a debit against arty payment thus arranged for). 'r t F. Multiple Sales Drafts; Partial Payment. Merchant shall include on a single Sales Draft the total amount of all goods and services purchased ! or leased in a single transaction, except (Q when the balance of the amount due is paid by the Cardholder at the time of the transaction In cash or by check, or (4) when the Cardholder executes two separate Sales Drafts in a delayed delivery sale. In a delayed delivery sale a deposit is made i by completion of one Sales Draft and payment of the balance is tendered by completion of a second Sales Draft. The latter Sales Draft shall be conditioned upon delivery of goods or performance of services Authorization is required if the total amount of the two Sales Drafts exceeds the Floor Lima in effect at the time of the initial transaction, and separate authorization numbers shall be assigned for each such Sales Draft Merchant ' shall note on the Sales Drafts the words "deposit" and 'balance' as appropriate. The Sales Draft labeled "balance" shall not be presented to Financial Institution until the goods are delivered or services performed. Merchant shall not use two or more Sates Drafts originated by the use of a single Card, whether or not in a single transaction, to avoid obtaining required authorization USA-169 (REV 9/91) i voL.....pZ,_Pe4Ae.,.-?-~._ y rj i ._.r...__...r...,...r.-..-..:.,e.,...~-..... ,~.....i......e..~~...u..5w"~' ____',.3~°~- at.rud:sa!i',:.a iv].'LII~L',,.. _c:;~..~.... u._.~ ..f_ 0. Exclusivity. Merchant agrees that throughout the term of this Agreement It will not use ttie services of any bank, corporation, entity or person other than Financial Institution (or its designee) (i) for presentation of Sales Drafts or other Card items into the interbank clearing systems operated by MasterCard and Visa, or (i) for obtaining of Card transaction authorizations 2 Sales Drafts A. Execution of Sales Drafts; Signatures Required. Merchant shall evidence all sales and leases made through the honoring of Cards (r) by drafts drawn by Merchant on forms provided by Financial Institution, or (ii) through the use of magnetic stripe reading terminals (all such resulting sales drafts or electronic records being collectively referred to as "Sales Drafts") Merchant shall legibly imprint on each Sales Draft the embossed portion of each Card honored by Merchant and the embossed merchant Identification plate provided to Merchant by Financial Institution (or its designee), unless Merchant is equipped with magnetic stripe reading terminals, in which case Merchant shall comply with the applicable Visa and MasterCard rules and regulations for the use of such terminals Merchant shall legibly complete each Sales Draft, showing the date of purchase or lease. total cash price including sales or other applicable taxes, and a description of each service or item of merchandise provided as a part of the transaction Merchant hereby agrees that financial Institution In its sole discretion may decline at any time or from time to time to process any sales drafts that do not Include the actual signature of a cardholder, even If the cardholder's consent or Instructions have been obtained by telephone or by mall. Except in the case of mail, pre-authorized or telephone transactions that Financial Institution has agreed to process, no sale or lease may be completed if the customer fails to present his Card to Merchant Merchant shall delver a true and completed copy of the Sales Draft to the Cardholder at the close of each transaction Merchant shall immediately notify Financial Institution in the event any information on the merchant identification plate Is changed B. Telephone Orders; Mail Orders; Pre-Authorized Sales. For telephone and mail order transactions that Financial Institution has agreed to process, Merchant shall obtain the exact name of the Cardholder, the account number of the Cardholder and the expiration date of the card Merchant shall forward all such information to Financial Institution as part of the authorization inquiry when authorization is required If Merchant agrees to accept a pre-authorized order, Merchant shall require Cardholder to execute and deliver to Merchant a written request for such pre-authorization, which request shall be retained by Merchant and made available upon request to Financial Institution Merchant shall not deliver goods or perform services covered by a pre-authorization after receiving specific notification that the pre-authorization is cancelled or that the Card used to effect the pre-authorization order is not to be honored For the transactions specified below, Merchant shall type or pant legibly on the signature line of the Sales Draft the following information (1) For telephone order transactions, the letters '10" (2) For mail order transactions, the letters "MO" (3) For pre-authorized order transactions, the letters "PO" (4) For guaranteed reservation-no show and express checkout transactions (as described in the rules and regulations of Visa and MasterCard), the information required by Visa or MasterCard C. Credits to Merchant. Merchant shall maintain an account in good standing (the "Account") at Financial Institution or (d requested by Financial Institution) at a bank designated by Financial Institution from time to time ("Bank") Financial Institution shall arrange for credits to be made to the Account for all Sales Drafts processed hereunder, as described below Within three (3) business days of the transaction date shown on each Sales Draft, Merchant shall deliver such Sales Drafts (with approval or authorization codes marked thereon if required by this Agreement) to Financial Institution (or to Bank), so that such Sales Drafts are actually received by Financial Institution or Bank within such period, at the address designated by Financial Institution or Bank Upon delivery of Sales Drafts to Financial Institution or Bank, accompanied by a form provided by Financial Institution on which Merchant has legibly listed all Sales Drafts tendered at such time, and subject to the terms, conditions, warranties and Merchant's obligations set out in this Agreement and in the Visa and MasterCard rules and regulations, Financial Insluion or Bank (or a processing subcontractor designated by Financial Institution from time to time) will process the Sales Drafts in the MasterCard and Visa interbank clearing systems Upon receipt by Financial Institution or Bank of credit for such Sales Drafts from the banks and other financial institutions issuing the Cards employed to draw the Sales Drafts, Financial Institution or Bank will cause the Account to be credited with an amount equal to the credits received by Financial Institution or Bank in respect of the Sales Drafts processed, subject to the fees, charges and discounts referenced in Section 3 hereof D. Debits to Merchant. Financial Institution and Bank are hereby authorized to debit Merchant's Account from time to time in payment for Financial Institutiors services to Merchant pursuant to this Agreement Such debits shall include the applicable fees, charges and discounts set forth in Schedule "A' attached hereto, as well as adjustments and chargebacks, equipment charges (installation, rental and/or purchase), Cardholder credits, and any fees, charges, tines, assessments, penalties, chargebacks or other liabilities that may be imposed from time to time by MasterCard or Visa Monthly fees shall be due and payable on the first day of the calendar month to which they are applicable, and Financial Institution shall debit the Account for such fees on such date, All other fees shall be due and payable at the time the related services are rendered to Merchant, and Financial Institution shall debit the Account for such tees at such time Financial Institution is authorized to make such debits without respect to the source of any funds in the Account Merchant shall be responsible to Financial Institution and Bank for any overdrafts that may result from the debiting of the Account by Financial Institution or Bank including but not limited to debiting in payment for Financial Institution's services to Merchant under this Agreement, and debting for Sales Drafts charged back to Merchant In accordance with MasterCard and Visa rules and regulations Merchant agrees to keep funds in the Account sufficient to cover any and all such debits and, notwithstanding anything stated above, to cover any overdraft that may occur within one (1) business day of its occurrence. To the extent the Account does not have a sufficient balance to pay amounts due, then upon notice from Financial Institution, Merchant shall Immediately pay Financial Institution all such amounts due, with Interest on such amounts from the date the overdraft occurred until the date paid, such interest to be calculated at the lower of (I) 1.5% per month or (ii) the highest rate permitted by applicable law. Financial Institution Shall have the right to receive all amounts paid by Card Issuing banks In respect of Sales Drafts for which Financial Institution has credited the Account. At any time and from time to time, Financial Institution may notify Merchant of the aggregate amount of debits that Financial Institution reasonably { anticipates pursuant to this Section 2.D, and upon Financial Institution's demand (which, may be oral or written), Merchant shall deposit into-th6-" Account available funds equal to such amount, or shall pledge to Financial Institution collateral acceptable to Financial Institution in order to cover , • such anticipated amounts Merchant acknowledges that Financial Institution and/or Bank will monitor the volume and frequency of chargebadcs' USA-169 (REV 9/91) VO PAGE vq ! r • r against the Sales Drafts originated by Merchant. Merchant agrees that at any time and from time to time either Financial Institution or Bank may designate a minimum balance of collected funds that Merchant must maintaln In the Account In order to protect Financial Institution and Bank against the risk of chargebacks Merchant s failure to maintain such minimum balance shall cause this Agreement to terminate without notice to r~ Merchant. E All Sales Drafts To Be Originated By Merchant. ALL SALES DRAFTS DELIVERED TO FINANCIAL INSTITUTION OR BANK BY MERCHANT FOR PROCESSING AND CREDIT SHALL HAVE BEEN ORIGINATED BY MERCHANT IN A BONA FIDE TRANSACTION IN WHICH MERCHANT HAS SOLD OR LEASED GOODS OR SERVICES DIRECTLY TO CUSTOMERS PRESENTING THEIR CARDS FOR USE IN PAYMENT THEREFOR. MERCHANT SHALL NOT DELIVER OR SEEN TO OBTAIN CREDIT FOR ANY SALES DRAFTS THAT WERE ORIGINATED, DRAWN OR CREATED BY ANY PERSON OR ENTITY OTHER THAN MERCHANT F. Customer Credit and Refunds. Merchant shall make no cash refunds to purchasers or lessees on Card sales or leases. If any price adjustment is allowed or any goods are returned or the purchaser or lessee is not the person whose name appears as Cardholder, Merchant will legibly complete, date and sign a credit memorandum in the form provided by Financial Institution for Merchant's use, including the date and a description of the goods or services and the transaction, and within three (3) business days thereafter Merchant shall delver such credit memorandum to Bank for the account of Financial Institution together with a cash remittance In the amount of the credit memorandum. Merchant shall give a true completed copy of such credit memorandum to cardholder if Cardholder is present at Merchant's business premises when the credit is given, otherwise, Merchant shall immediately mail such copy to Cardholder Credit memoranda not accompanied by cash remittances shall be debited against the account. Merchant shall not receive money from a Cardholder and subsequently deposit a credit memorandum to effect a deposit thereof to the Cardholder's account G. Chargebacks. If any Sales Draft for which Financial Institution or bank has arranged for credit to Merchant's Account (i) fails in any manner to comply with the applicable terms and conditions of this Agreement or with the applicable rules and regulations of Visa or MasterCard, or 0 (ii) any such Sales Draft is the subject of a chargeback to Financial Institution or Bank by the bank or other financial institution issuing the Card on which the Sales Draft is drawn, or if (iii) there is any dispute, claim, counterclaim, defense, or setoff asserted by a Cardholder against Merchant respecting any goods or services purchased or leased by use of a Card, whether or not said assertion is valid, then Financial Institution or Bank may debit the Account In an amount equal to 100% of the amount previously credited for the subject Sales Draft, and may credit such amount to Financial Institution, all without nonce to or consent by Merchant As an alternative, Financial Institution or Bank may demand (either orally or in writing) that Merchant pay to Bank 100% of the amount that was previously credited for the subject Sales Draft, and Merchant shall make such payment within one (1) business day After Merchant has received nonce from Financial Institution or Bank of a chargeback, and has deposited funds into the Account in the amount previously credited for the subject Sales Draft, then Merchant may resubmit such Sales Draft to Financial InstdUlron or Bank for a second presentation Into the appropriate interbank clearing system, provdeti that (i) such resubmission is in compliance with the applicable MasterCard or Visa rules, and (u) no credit shall be provided to Merchant for such Sales Draft until the time for a second chargeback has expired H. Endorsement of Sales Drafts. Merchant's delivery of any Sales Draft to Financial Institution or Bank shall be deemed an endorsement thereof by Merchant to Financial Institution and Bank, and Financial Institution and Bank are hereby authorized to place Merchant's endorsement thereon at any time, in order to obtain credit therefor 1. Representations and Warranties. As to each Sates Draft delivered to Bank or to Financial Institution, and as to the transaction evidenced thereby. Merchant represents and warrants to Financial Institution and to Bank that (r) the Sales Draft represents a bona fide sale or lease of goods or services or both, originated by Merchant in compliance with Section 21 hereof, (ii) the transaction and the execution of the Sales Draft comply with all applicable terms and conditions set out in this Agreement, and with all applicable MasterCard or Visa rules, including without limitation provisions as to customer identification, (iii) there has been proper application of Floor Limas as referenced in Section 1 E hereof, (N) the transaction is in compliance with all applicable laws, ordinances, and regulations, (v) the Indebtedness represented by the Sales Draft has not been pledged as collateral for payment of any indebtedness or obligation of Merchant or of any other person, and (vi) Merchant has no knowledge or notice of information that would lead it to believe that the enforceability or collectrbdity of the subject Sales Draft is in any manner Impaired In addition to the preceding, Merchant expressly represents and warrants to Financial Institution and to Bank that the signature on each Sales Draft for any transaction without a Card, such as in a mail, telephone or pre-authorized transaction, is that of the proper Cardholder or that of an authorized signer for the proper Cardholder, and that the information on the Sales Draft, Including without limitation the Cardholder's account number and Card expiration date, is accurate and correct. J. Waller. Except as specifically set forth In this Agreement, Merchant hereby waives demand for payment, and any other demand or notice in connection with any Sales Draft, Card sale or lease, or credit memorandum K. Indemnity. Merchant agrees to and hereby does Indemnity and hold Financial Institution, Bank, MasterCard and Visa harmless from and against any and all losses, liabilities, claims by Cardholders or other third parties, and damages of any and every kind Oncluding without limitation reasonable attorneys' fees) to which Financial Institution, Bank, MasterCard or Visa may be subjected arising out of or attributed, directly or Indirectly, to' (i) any noncompliance by Merchant with this Agreement or with applicable MasterCard or Visa rules, (ii) any return of goods, price adjustment or other dispute with or claim by a Cardholder (whether or not such Cardholder's claim or demand Is valid), or any credit memorandum, or any Sales Draft submitted to Financial Institution or Bank and differing from the original, or (iii) any chargeback that arises from the transactions that are the subject of this Agreement. L Due Cars; Limited Uablllty. Financial Institution will use due care In its performance under its Agreement and it will, at its awn expense, correct any data in which (and to the extent that) errors have been caused by Financial Institution's personnel, or by malfunctions of software or machines controlled by Financial Institution. However, the expense to Financial Institution of correcting such data shall constitute Financial Ins'itutbrfs only responsibility In connection with such errors or In connection with any other performance or nonperformance by Financial Inst1wilon under this Agreement. Under no circumstances shall the financial responsibility of Financial Institution for any failure of performance by Financial Institution under this Agreement exceed the fees or charges paid to Financial Institution for the transaction or activity that Is or was the subject of the alleged - 1 failure of performance. USA-169 (RF.V 9/91) t+ 'AT, q • 3. Fees, Charges and Discounts A. Pricing. Merchant shall pay Financial institution for the services set forth in Schedule 'A' attached hereto in accordance with the pricing schedule set forth therein Merchant agrees that in determining the amount of credit to be provided to Merchant for Sales Drafts presented to Financial Institution or Bank, the face amount of each such Sales Draft will be discounted by the percentage set forth in Schedule A' attached hereto B. Price Changes. Financial Institution may change its fees, charges and discounts from time to time for any reason (including without limitation increases in the fees and charges imposed by MasterCard or by Visa, and Increases in Financial Institutions telecommunication costs), by giving nonce of the change to Merchant Any price change imposed by Financial Institution that is caused by changes in the published fees of MasterCard or Visa shall be applicable to Merchant as of the effective date established by MasterCard or Visa. As to any price change not thus caused by MasterCard or Visa increases, (i) Financial institution shall provide Merchant with at least fifteen (15) days notice of the effective date of the price change, (n) no such price change shall affect any transaction consummated prior to the effective date of such change, and (i) Merchant shall have the right, upon written notice received by Financial Institution prior to the effective date of the price change, to terminate this Agreement. Merchant's presentation of any Sales Draft to Financial Institution or Bank after effective date shall constitute Merchant's acceptance of the new prices 4. Optional Services (Included within this Agreement if Initialed where Indicated) A. Authorisations. If the blank at the end of this Section 4.A has been initialed by Merchant. Merchant agrees as follows (i) Merchant shall obtain authorization for all Card transactions, by contacting the approval center designated by Financial Institution, no Sales Draft deposited with Financial Institution or Bank shall be effective unless a proper approval code or authorization number is clearly marked thereon, and (ii) each Sales Draft shall be deposited with Financial Institution or Bank on or before the business day Immediately following the day that such Sales Draft is originated, unless Financial Institutions or Bank's depository facilities are closed on such day, in which event such Sales Draft shall be deposited with Financial Institution or Bank by 1000 a.m. on Financial Institution's or Bank's next business day. Agreed by Merchant: 8. Electronic Draft Capture. If the blank at the end of this Section 43 has been Initialed by Merchant, Merchant requests that Electronic Draft Capture ("EDC") services be provided to Merchant, and the following provisions shall be applicable, Merchant's electronic transmission of Sales Drafts shall be made pursuant to formats, rules and procedures established by Financial Institution for EDC services Merchant shall store each a original Sales Draft for at least ninety (90) days from date of the transaction, and shall retain a microfilm or microfiche copy of each such Sales Draft for at least seven (7) years from the date of the transaction. Merchant shall not charge any fee for the creation or storage of such copies. If Financial Institution or Bank receives any request for retrieval of a Sales Draft, Financial Institution shall promptly transmit such request to Merchant, and Merchant shall promptly provide to Financial Institution (or to the Card issuing financial institution if Financial Institution so directs) a copy of the requested Sales Draft, all in compliance with applicable MasterCard and Visa rules In addition to the Indemnity set forth In Section 2.K hereof, Merchant agrees to and hereby does Indemnify and hold Financial Institution and Bank harmless from and against arry and all losses, liabilities and chargebacks arising out of Merchant's failure to comply with a request for retrieval of Sales Draft. Agreed by Merchant XX 6. Miscellaneous Provisions A. Rules and Procedures. Merchant agrees to observe and comply with applicable Visa and MasterCard rules, as amended and in effect from time to time, and with such other procedures as Financial Institution may from lime to time prescribe for sales, leases, Sales Drafts, credit memoranda or deposits, or for the services to be performed under this Agreement. B. Records. Merchant agrees to preserve all records pertaining to Card sales, Sales Drafts, and credit memoranda for one (1) year from the date thereof (unless a longer period is required by Section 43 hereoQ, and to allow Financial Institution to examine and verity the same. to execute and file any and all statements and notices requested by Financial Institution in order to preserve or protect Financial Institutlon's Interests under this Agreement, and (III) to comply promptly with any document production requests received by Financial Institution or Bank and forwarded to Merchant. Merchant further agrees that it shall not charge any fee for such preservation of records, execution of statements and notices, or compliance with document production requests. C. No Disclosure of Cardholder Information. Merchant shall not sell, provide, exchange, or otherwise disclose to third parties (other than to Merchant's agents and contractors for the purpose of assisting Merchant In completing the transaction, or to MasterCard or Visa, or as specifically required by law) any Cardholder's account number Information nor any other information about the Cardholder or about Cardholder's account, without obtaining the prior written consent of the Cardholder on a douument other than the Sales Draft. The prohibilions of this Section 5C shoo be applicable to any and all forms, documents and media In which such account numbers or other Information may be set forth or stored Including as examples but without limitation Sales Drafts, carbon copies and photocopies), and Merchant shall utilize storage and disposal procedures that will prevent any improper disclosure of such account numbers or other Information. D. Information About fMerrhwft Budrass. Merchant agrees to furnish to Financial Institution upon five (5) days notice such financial statements and Information concerning Merchant or he parent, subsidiary or affiliated entities as Financial Institution may from lime to time request. Without prior notice given to Merchant (but during Merchant's normal business hours), Financial Institution or its duly authorized representatives may visit Merchant's business premises, and may examine that part of the books and records of Merchant that pertain to Merchant's sales andlor leases made by honoring Cards or to Merchant's practices regarding Card related sales and bases, IwA ding without Ilmltatbn Merchant's boob and records oonceming all Sales Drafts pmvbusy presented to Financial Institution or-Bank for credit. - Merchant and Membantt's prlnotpals, dibers, partners or proprietors, as the case may be. agree to provide Financial Institution at Well thlrty . (3pg days prior written nW e d h or their hog to charge In any way the basic rature d Momharlt's buslnesd + Mamheint agrees to provide F4tandW Institution with prompt written notice If Merchant or any d Its parent. subsidiary or off HMd entities is ~o rvn. o,o„~ .PAGE r Rie subject of any voluntary or Involuntary bankruptcy or insolvency petition or proceeding. Merchant requests that In order to protect the value of Merchant's customer list. Financial Institution eontirxwe to horror chargebacks d Sales Drafts even after such a petition or proceeding has commenced or been filed. E Entire Agreement All schedules attached to this Agreement are hereby made a part hereof for all purposes This Agreement represents the entire understanding between Merchant and Financial Institution with respect to the matters contained herein. Financial Institution may amend the prices applicable hereto pursuant to Section 3 B hereof, and Financial Institution may amend the non-price provisions of this Agreement by written notice to Merchant Any such non-price amendment shall be effective as of the effective date therein specified (or, if no such effective date is thus specified, the amendment shall be effective as of the date it is received by Merchant), provided that no such non-price amendment shall be applicable to obligations or liabilities of Merchant that arose prior to Merchant's receipt of notice of such amendment) F. Term; Termination. The original term of this Agreement shall commence with Financial Institution's acceptance hereof (as evidenced by an authorized signature hereon), and it shalt continue for a period of two (2) years after the date on which Merchant's first Sales Draft is presented to Bank or Financial Institution. Such term shall automatically renew for a three (3) year period at the end of the original term of this Agreement and at the end of each renewal term, until either (i) terminated by Merchant by giving written nonce of non-renewal to Financial Institution at least thirty (30) days and not more than sixty (60) days before the expiration of the then current term, or (ii) terminated by Financial Institution by giving written nonce to Merchant (such termination by Financial Institution to be effective as of a date set forth in such notice or, if no such date is set forth, to be effective as of the date such nonce is received by Merchant) Upon any termination of this Agreement, the obligations, warranties, and liabilities of Merchant pertaining to Sales Drafts or credit memoranda presented prior to such termination (including without limitation Merchant's obligations as subsequent chargebacks of such Sales Drafts, whether or not the amount of such subsequent chargebacks Is liquidated as of the date of termination) shall survive such termination and shall continue in full force and effect as if such termination had not occurred Upon any termination of this Agreement, Financial Institution shall notify Merchant of the aggregate dollar amount of Merchant's chargebacks and other obligations and liabilities that Financial Institution reasonably anticipates subsequent to termination, and Merchant shall immediately deposit such amount into the Account Financial Institution and Bank are authorized to hold such funds in the Account for ten (10) months after termination of this Agreement, or for such longer time period as is deemed by Financial Institution to be reasonable in view of applicable law and MasterCard and Visa rules G. Parties. This Agreement shall be binding on and inure to the benefit of the parties hereto In providing services to Merchant, neither Financial Institution tar Bank shall be acting in the capacity of Merchant's agent, partner, or joint venturer, and each shall act as an independent contractor. Merchant shall not assign this Agreement without Financial Institution's prior written consent. H. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state in which Financial Institution's chief executive office is located. This Agreement has been accepted in and shall be performable for all purposes in the county in which Financial Institution's chief executive office is located Any action, proceeding or litigation relating to or arising from this agreement shall be brought in such county 1. Notices. Unless otherwise expressly stated in this Agreement, all notices, reports, and other documents provided for in this Agreement shall be deemed to have been given or made when delivered in hand and a receipt granted or two (2) days after being sent by United States mail, and addressed to such party at the address appearing hereinbelow, or as changed through written notice to the other party J. Force Majeure. Neither Financial Institution tar Bank shall be liable for delays in processing or other nonperformance caused by such events as fires, telecommunications failures, equipment failures, strikes, riots, war, nonperformance of Financial institution vendors or suppliers, acts of God, or other causes over which Financial Institution has no control EXECUTED this day of , 19 MERCHANT Brazos County AW gef*veaw Py* 0V Authoriz Officer or Al Jones (Print Name of Officer or Agent) Brazos County Judge Tale of Party Executing Address. Brazos Countv Courthouse 300 East 26th tree uite Bryan, TX 77 03-5327TX 77 03-5327 ACCEPTED this day of 19 FINANCIAL INSTITUTION First American Bank By: Authorized Officer or Agent Dana Schulz (Print Name of Officer or Agent) Bank Officer Title of Party Executing Address: Post Office Box 1033 Bryan, TX 77805 USA-169 (REV 9/91) ' VOL. PAQE„~~ rf i+ i -.J.. fthkk e W to Mrwt:hant Agnsmsnt Fees, Changes and Discounts 1. Fees and Charges: Entrance Fee Monthly Service Fee Monthly Imprinter Rental Fee (per Imprinter) Deposit Correction Notices Fee (per Transaction) Authorization Fee (per Transaction) Advertising Materials Business Forms 2. Merchant Discounts: MasterCard Sales Drafts Visa Sales Drafts 9. Floor Omits: MasterCard Transactions Yrea Transactions S S S DCN $6.00 S Chargeback $11.00 S S S 2.25 % 2.25 % i S r 4 A f E~~ t1SA-1 fig f RFV 9 /41 1 vo PAO i r t d 1 i i i i i t t Schedule "B" to Merchant Agreement Additional Provisions Regulatory Change. Effective immediately, merchants may not-request cardholders to record a card account number or other card account information on an exterior (front or back) portion of any order form or similar device designed to be mailed without an envelope by the cardholder. Violation of this rule may result in a penalty to the Acquirer. Regulation. MasterCard Rule 9.04(b)(4) reads In part, 'ln those cases where the magnetic stripe of the card is read, the merchant shall compare the embossed account number to the number displayed and/or printed from the authenticating point of sate device." MasterCard Rule 9.04(b)(13)(i) of the MasterCard Bylaws and Rules states the following: "The merchant shall not present transactions that it knows or should have known to be fraudulent or not authorized by the cardholder. Within the scope of these rules, the merchant shall be responsible for the action of his employees white acting in his employ." Mall Telephone Order. The Merchant is aware that it Is against the policy of the Financial Institution to support the processing of telephone or mail order transactions. If the Financial Institution is made aware that Merchant is accepting telephone or mail order transactions, the Financial Institution has the option to terminate the Merchant's Account. Visa/MasterCard Regulations. Any violation of the Merchant Agreement and/ or the Visa MasterCard Regulations could result in First American Bank exercising any and all remedies which may be available, at law or in equity, including, but not limited to, immediate termination of the merchant card account. Delay In Enforcement. We may delay or waive the enforcement of any of our rights under this Agreement without losing that right or any other right. If we delay or waive any of our rights, we may enforce that right at any time in the future without advance notice. 01 ACCEPTED this day of , 19 FINANCIAL INSTITUTION: Hirai American Bank BY: Authorized Officer or Agent Dana Schutz (Print Name of Officer of Agent) Bank Officer Title of Party Executing Address: Post Office Box 1033 13ryan, TX 77805 vO PAO1/ J EXECUTED this day of tti MERCHANT: Brazos County BY: 6 !:g AAuthortted Officer o Agent AI Jones (Print Name of Officer or Agent' Brazos County Judos Title of Party Executing Address: Brazos County Courthouse 300 East 26th Street Sufte 116 Bryan, TX 77803-5327 /ice! a 1 1 V' i i 4 O 1 ~0 4 OR[ DGIL °E R.J. Horngreen count Judge Gary Nonon Preuna I , Wdooi Date / / - 3 0 - 9-S Walter F I' i Randy Suns BRAZOS COUNTY . Pmcma3 PRIVATE PROPERTY ACCESS Won Turrw PERMISSION FORM r P►edna 4 1. LANDOWNER AND ADDRESS LA,,, rc,s a Ne)n t~. 4 II. LOCATION OF WORK So w f e p1 x a_ Tr . M; lcs &e fl,eaSf of Fm 474_ III. DESCRIPTION OF WORK TO BE DONE Exciv&•-- sA., l/e... wa4ew-... -trOrn 10lAL r =j 20 J iA1O Al ,..e. n.x ;~J~v Arqrux2.tia4 4. 7 -j. IV. MAINTENANCE YESPf'- _ NO IF YES, ESTIMATED FREQUENCY OF•MAINTENANCE 0,, Ix 4-o a fe LfJ L- ad re.~ A.~ G d fZ4#L a.si- a..L d Go,s i•ro l e-e-ntiort. { . (Owner will be notified prior to maintenance) fff s Richard F. Vance, P.E. C.E. (Ed) Iverson County Engineer Engineering Aide OWNER'S SIGNATURE C' DATE 4S vo .