HomeMy WebLinkAbout2001-11-27-0900AM-Regular•
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2001 NOV 21 All: 4 2
BRAZOS COUNTY BRA' {5 COUHTY BRYAN. TEXAS
BRYAN. TEXAS 9 .
NOTICE OF MEETING
AND AGENDA
BRAZOS COUNTY COMMISSIONER COURT
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THE COMMISSIONERS COURT WILL MEET IN REGULAR SESSION ON TUESDAY,
NOVEMBER 27, 2001 AT 9:00 A.M- IN THE COMMISSIONERS COURTROOM OF THE
BRAZOS COUNTY COURTHOUSE, 300 EAST 26- STREET, SUITE 115, BRYAN,
TEXAS.
1. Invocation and Pledge of Allegiance - Commissioner Sims.
2. Call for citizen input and/or concerns.
Consider and take action on agenda items 3 - 13:
3. Personnel Changes of Status.
4. Payment of Claims.
5 Implementation of Magistrate position.
6. Flat Rate Subscriber Agreement with ChoicePoint Public Records for AutoTrack services
for the County Attorney's Office.
7. Approval of exception of policy to allow merit pay for departments failing to meet
deadline.
8. License Agreement with Post Oak Mall Associates Limited Partnership for space for the
Sheriffs Office.
9. Recurring Payment Request for Quality Janitorial.
10. Software License Agreement with Tiburon, Inc. for software utilized by the Sheriff s
Office.
11. Requisition from Non-departmental Professional Fees for John M Hamilton, Inc. to
perform appraisals.
12. Blanket Purchase Order to AES Staffing Solutions for $3,000.00 for the District Clerk's
Office.
13. Contract and Amendment to the contract with Star Armored, Inc.
14. Acknowledge receipt of monthly reports from department heads and elected officials.
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Commissioners Court Meeting Agenda
November 27, 2001
Page Two
15. Announcement of interest items and possible future agenda topics.
16 Call for citizen input and/or concerns
17 Convene into Executive Session pursuant to §551.074 of the Texas Government Code
to discuss personnel matters.
18. Consider and take action on Executive Session.
19. Adjourn
The Courthouse is wheelchair accessible. Handicap parking spaces are available. Any request for
sign interpretive services must be made two business days before the meeting. To make
arrangements, call (979) 361-4102.
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COMMISSIONERS' COURT
REGULAR MEETING
NOVEMBER 27, 2001
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, November 27, 2001, with the following members
of the Court present:
Alvin W. Jones, County Judge, Presiding;
Tony Jones, Commissioner of Precinct 1;
Wm.S. Thornton, Commissioner of Precinct 2;
Randy Sims, Commissioner of Precinct 3;
Carey Cauley, Jr., Commissioner of Precinct 4;
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Karen McQueen, County Clerk.
The attached sheet contains the names of the citizens and
officials that were in attendance.
Commissioner Sims gave the invocation and led the pledge
of allegiance.
Under citizen input and/or concerns, Karen Hall addressed
a letter she questioned at the last Commissioners Court
meeting. Ms. Hall found that the letter written to the
Bienski family in July was not written by the Court, and
therefore not subject to an open Records Request.
The Court next considered the change of status of
employees as submitted on the attached Personnel Action
• Requests. On motion by Commissioner Sims, 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:
20025245 through 20025325
Vol X l Page 93
Commissioners' Court meeting November 27, 2001
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On motion by Commissioner Jones, seconded by Commissioner
Thornton, the Court voted unanimously to approve the Claims as
submitted.
The Court next considered approval of the implementation
of a magistrate position. On motion by Judge Jones, seconded
by Commissioner Cauley, the Court voted unanimously to remove
the item from the agenda until January of 2002.
The next matter for consideration by the Court was
approval of a flat rate subscriber agreement with ChoicePoint
Public Records for Auto Track services for the County
Attorney's Office. On motion by Commissioner Cauley, seconded
by Commissioner Sims, the Court voted unanimously to approve
the agreement with ChoicePoint Public Records. A copy is
attached.
The Court next considered approval of an exception policy
to allow merit pay for departments failing to meet the
deadline. On motion by Commissioner Sims, seconded by
Commissioner Jones, the Court voted unanimously to approve the
exception policy for the 272nd District Court, Justice of the
Peace, Precinct 5, Justice of the Peace, Precinct 6, and Risk
Management, with a new deadline of November 30, 2001.
The Court next considered approval of a license agreement
with Post Oak Mall Associates limited partnership for space
for the Sheriff's Office. On motion by Commissioner Jones,
seconded by Commissioner Thornton, the Court voted unanimously
to approve the agreement with Post Oak Mall. A copy is
attached.
Vol 93 page 9 4/
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Commissioners' Court meeting November 27, 2001
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The Court next considered authorizing the Auditor's
office to process a recurring payment request for the
following:
a) Quality Janitorial. One payment of
$325.00, and ten equal payments of
$162.50 for a total of $2,762.50.
On motion by Commissioner Sims, seconded by Commissioner
Cauley, the Court voted unanimously to authorize the Auditor's
office to process the previously noted recurring payment.
The next matter for consideration was approval of a
software license agreement with Tiburon, Inc. for software
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utilized by the Sheriff's Office. On motion by Commissioner
Jones, seconded by Commissioner Cauley, the Court voted
unanimously to approve the agreement with Tiburon, Inc. A
copy is attached.
The Court next considered approval of a requisition from
non-departmental professional fees for John M. Hamilton, Inc.
to perform appraisals, on motion by Commissioner Sims,
seconded by commissioner Jones, the Court voted unanimously to
approve the requisition.
The Court proceeded to consider the following blanket
Purchase Order:
AES Staffing Solut District Clerk $3,000
On motion by Commissioner Cauley, seconded by Commissioner
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Sims, the Court voted unanimously to approve the Blanket
Purchase order as submitted.
The next matter for consideration was approval of a
contract and amendment to the contract with Star Armored, Inc.
Vol 13,3 Page 96.
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Commissioners' Court meeting November 27, 2001
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A motion for approval of the contract and amendment was made
by Commissioner Cauley, seconded by Commissioner Sims.
Commissioner Thornton questioned the termination clause and
asked if the option to renew was the County's option or Star
Armored, Inc.'s option. Commissioner Cauley and Commissioner
Sims withdrew their motion and second respectively.
Commissioner Cauley then made the motion to table the item
until the purchasing agent could answer Commissioner
Thornton's questions. Commissioner Sims seconded, and the
Court voted unanimously to table the item.
The Court acknowledged receipt of the Extension Service
Reports for October 2000 and acknowledged receipt of reports
from the following County and Precinct Offices showing
revenues collected and remitted to the County Treasurer:
Brazos County Events Facilities
County Clerk
District Clerk
Justice of the Peace Precinct 2
Justice of the Peace Precinct 4
Constable Precinct 2
Constable Precinct 4
Sheriff
A copy of the officials, reports can be viewed in the County
Auditor's office.
Under announcement of interest items and possible future
agenda topics the County Judge made the following comments:
a) He asked Patricia Meronoff the status of the rodeo
arena. Commissioner Thornton suggested the court
study this further and place on a later agenda.
b) He received a letter from Patricia Meronoff on new
legislature in reference to wild animal regulation.
The Court is looking at updating the current order
regulating wild animals in Brazos County.
c) It has been recommended to the court that the
meeting on December 18, 2001 be cancelled and
rescheduled for December 21, 2001. Also, that the
meetings on December 25, 2001 and January 1, 2002
be cancelled, with the next Commissioners Court
meeting held on January 8, 2002.
Vol L- 8 Page
Commissioners' Court meeting November 27, 2001
5
d) A question has been raised in reference to the
$4.00 technology fee by a group in Fort Worth.
The fee may be ruled unconstitutional, which would
require reimbursement. An Attorney General opinion
has been requested. Judge Jones feels it may be
necessary to cancel the fee until after a ruling
from the Attorney General's Office. Commissioner
Sims asked that it be placed on the agenda for next
week.
e) He received a request from Tommy Ramirez for the
computers being replaced in Juvenile for use in a
training room for the JJAEP program.
f) He announced that the meeting on the Exposition
Center held last night went well. There is a
partner willing to fund an ice rink for the
Exposition Center.
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Commissioner Cauley made the following comment:
a) He announced that the first phase of the judicial
software project was completed. The interim
director of information Technology also added that
the training room was almost complete, and that
training conducted by Blinn College would begin
soon.
Candy Gallego made the following comment:
a) A public hearing on herbicide regulations is
scheduled for next Tuesday, December 4, 2001 at
10:30 a.m. in the Commissioners Courtroom.
Commissioner Sims made the following comment:
a) The county engineer is in the process of putting a
list together of roads and bridges for the Court to
prioritize for the next year.
There was no citizen input and/or concerns.
At 9:44 a.m. the County Judge closed the Commissioners
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Court meeting to the public so that the Court could meet in
Executive Session pursuant to Section 551.074 of the Texas
Government Code to discuss personnel matters. He asked Ray
Truelove, Justice of the Peace, Precinct 3, Loraine Nichols,
Personnel Director, Ruth McLeod and Candy Gallego, Executive
Assistants to Commissioners Court, and Susan Gandy,
Administrative Assistant to the County Judge to attend the
meeting.
Vol 92r Page 97
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Commissioners' Court meeting November 27, 2001
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At 10:24 a.m., the County Judge opened the meeting to the
public and announced that no action would be taken on the
Executive Session.
There being no further business to come before the Court,
the meeting was adjourned.
1)
Vol Page
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held November 27, 2001 have been examined and are approved in
, day of 2002 in Bryan,
open Court this the 22W
Commissioners' Court meeting November 27, 2001 7
The foregoing minutes of the Commissioners Court meeting
Brazos County, Texas.
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Alvi IW.Jones
County Judge
-Wm. S Thornton
Commissioner, Precinct 2
X~e -
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Commissioner, Precinct 1
Charles Jones
Commissi er, Precinct 3
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Carey Ca ey, Jr.
Commlssl ner, Precin t
Vol d,_8'
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Karen McQueen
County Clerk
Page T7
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BRAZOS COUNTY COMMISSIONERS COURT
MEETING ON- _ iyd v -41 200 ! AT Pa lm
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BRAZOS COUNTY COMMISSIONERS COURT
MEETING ON1j~rU 4-7 200 % AT
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NAME
ORGANIZATION/DEPARTMENT
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BRAZOS COUNTY COMMISSIONERS COURT
MEETING ON A6y 7 200 AT 9: oo
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PERSONNEL CHANGE OF STATUS
page 1 of 1
COURT DATE: November 27, 2001
DEPARTMENT: Personnel
PURPOSE: Approve Personnel Change of Status
DEPARTMENT NAME EMPLOYEE NAME ACTION REQUESTED
L T. WILKEY, KAREN TRANSFER FROM 361 ar DISTR CRT
TAX OFFICE SCHUEUE, KATHY NEW HIRE-FULL TIME
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Approved in Commissioners' Court November 27. 2001
County Judge's or Commissioner's Signature:
(This copy to be attached to minutes)
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FLAT RATE SUBSCRIBER AGREEMENT
TERMS AND CONDITIONS
Amendment to Exhibit "A"
ChoicePoint Business and Government Services Price List
Amended: November 11, 2001 Effective: December 1, 2001
PRICE:
CPBG agrees to provide BRAZOS COUNTY ATTORNEY'S OFFICE with unlimited
access to AutoTrack at the rate of $250 per month, for the period of December 1, 2001
through November 30, 2002.
SPECIAL CONDITIONS:
The flat rate would not apply to copies of "Premium Reports" which now consist of
(1) National and Florida criminal records and motor vehicle accident reports
(MVRS).
(2) Experian Business Reports
(3) InfoUSA Reports
(4) Link It Analytical Reports ,,R
The "Premium Report" option will be turned off to prevent access from the menu. If you
require "Premium Reports" please notify us and we can arrange to have them billed in
addition to the flat rate price.
BRAZOS COUNTY
DATE: November 27, 2001
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BRAZOS COUNTY
Auditor's Office
300 E. 26th St., Suite 314
Bryan, TX 77803
R E Q U I S I T I 0 N
BUYER THERESA DIAZ
REQUESTED 11/19/01
REQUIRED
REQE#17105
DIV/FUND 180001
AWARDED
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VENDOR
VEND PROD NO
ITEM COMMODITY NO
1 9633
QUANTITY
UNIT MEASURE
UNIT PRICE EXTEND PRICE
CHOICEPOINT 10.00 2,500.00
EA
TAX
FREIGHT TOTAL PRICE
.00 2,500.00
.00
612-10- - 250.00
AUTOTRACK SERVICE FOR 10 MONTH PERIOD (DECEMBER,
2001 THROUGH SEPTEMBER 2002). CONTRACT ON AGENDA
FOR 11/27 01 FOR RE-APPROVAL OF CONTRACT. RATE OF
SERVICE I~ $250 PER MONTH.
REQUISITION TOTAL
is
ORGANIZATION ACCOUNT PROJECT ACCOUNT AMOUNT
180001 612100 2,500.00
TOTAL REQUISITION 2,500.00
2,500.00
G!~
Department
U BRAZOS COUNTY IS EXEMPT FROM SALES TAX
Purchasing Agent/County A ditor
COUNTERSIGNATURE REQUIRED ON PURCHASES
/ 2- gyp/ GREATERTHAN$10.000
Coun dge/ r ~ oC Oe PARIS
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Revised 14-04-01 I.rC =AGmBMJ4/Yf
NEW DFAL Tracking p 83625 Date 10110/01
RENEWAL A2563 Regional Office Approval & date 10/10/01
Corporate Office Approval & date 10/10/01
OTHER
TIUS LICEM is trade °"9&°ay ot~"_5TC by and between POST OAK Air ASSOCtA C
I IhfrrTtr, p RTNBRSHIP_ ■ Texas :mired re~sh~p , L3tT & Acariana bf mivem t Inc.- managing soeni,
('Licensor") and Brarms Congo Commissioners m,rr a Corporation, in the state of l= gip, having offices at 300
E. 26 h Street. Bryan Texas 77803 - Ate • •pu&s Karmuk. - (9791775 47110,('Lieassa');
It is understood and agreed that this Agreement is. MW la Intended to be a Lloettsc, gianing the Licensee
permission to engage In certan Acts Upon the Lieetssor's premises, subject to the tema, conditions and limitations
set forth herein. Licensor does not gram Lieeaaas any permanent hnaerest in Then, is premises, land, building
or other realty whatsoever. nor shall any other relationship between the parties. Including. but not limited to that of
landlord and taunt be Implied or crated by virta of this Agreement. The License granted by this Agreement may
not be sold, assigned, transferred, mortgaged, pledged or transferred by Licensee.
In consideration of the agreements set forth herein the patties agree:
1. License Area* Licensee's rights. dunes and obligations under this Agreement shall be limited to die
specific area connaintng approximately LU square feet of floor area, as identified on Exhibit A, attached hereto
and trade a part hereof ('L kerse Area'), In Post Oak Mall (lame), j plleae Station (City) BJ+IL89 (County),
Axes (State) Mic 'Shopping Cane'). Ikeasee dull have no right to use any other area of Licensor's premises,
other than common areas open to the general public.
2. Duration, Lfeensea's rights under this Agreement shall coautwtoe on the earlier of: (a) October 1.
2841 or (b) the day Lleetuee opens. (the 'Commencement Date") and shall end on aSel mmba~}L2002, (the
'Expiration Dam"), unless the License referenced in this Agreement is revoked earlier by Licensor, Licensor shall
not be liable to Licensee in damages or otherwise for any delay in the Commencement Date, regardless of cause.
0201112: LJoeoseeIs completed in-line store shall be ready for hmpection by I leensorIs designated
representative on jq(0. UmIs ht-line must be open for business no later than the start of regular Shopping
Center hours on WA. In the event Lken fails to be ready on the above data for inspection or opening. this
Agreement may be terminated at the sole option of the Lketsor, and the damage deposit shall be herewith forfeited.
3 IL% The Lleeme Area shall be occupied and used by the Licensee solely for the purpose of
the Boy Scout rut Pxniorer meetinAa and for teaching and distribution of various crime nrev ntion technialle
material and for no other purpose whatsoever.
Licthasee shall am and/or stock in the License Area, only such merchandise as Licensee
is permitted to offer for sale in the License Area punnaat to this L kvrse. Licensee shall not violate applicable
federal, state. and local laws prohibiting the sale or display of products which fmfringe on the trademarks or
copyrights of others. •
4. DfBjA; LJcrosee shall occupy and on the License Aura under the trade name of Brazos County
Sheriffs Office which dall not be changed without Licensor's prior written oonww.
5. Flint Licensee shall pay Lloensor, without notiec, demand or woof(, at the property office or such
other location as Licensor may specify, by certified check or money order:
One and no/100 Dollars Taal Minimum Fee') Payment Schedule:
S 1.00 due on October 1. 2001
In addition to the Total Minimum Fee see forth above. Llocin shall pay to Licensor, the following fees with each
installment of to total minimtmn fee, in accordance with the schedule see forth above :
S N/A for Common Area Operating Costa
$ NIA for Real Estate Taxes
$N/A for Utilities
$N!A for Merchants' Association Dues/Marketing Fund Contribution
6. RNMe )fit Licensee deposits herewith the sum of WA (S HIA) Dollars as a
damage deposit which shall be applied towards fen and other charges due under this Agreement and as a surety for
the performance by Licensee of the terra of this License under which License may be in default or for any sum
which Licensor may expend by reason of Lkeism's default In «apea of any of the terms of this Licata Including
any damages which may result to the License Area. Within thirty (30) days after the expiration of the term of this
License there shall be an accounting with payment to Licensor or reimbursement to Licensee. as the cat may be,
of the aforesaid sent. In the event this License is terminated, the damage deposit will be returned to Licensee after
deducting any sutras due Licensor
If Licensee shall fag to make any payment to Licensor when due. Licensee shall pay Licenser a late charge
of $00.00 per day for so long as the failure continua. Licensee acknowledges and recognizes the is failure to
a ,"PAC 1161
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continuously operate during the Souns of Operation set forth in Section 32 for the duration of the term of this
Agreement will cause a loss of goodwill to Licensor by the Shopping Cancer's customers and other uncertain
damages to Licensor which are not easily ascertainable and Licensee hereby agrees to pay Licensor $100.00 per day
as liquidated damages, and not as a penalty, for any period of noncompliance.
7.
meek throughout die teint; at beenger's basizinis office in do Slopping eeme , a vinft statcosentoF ail Sicas W
icat
additiort to and not i lieu of Licenses' oft remeditit.
• S. Books, Licensee shall prepare in accordance with generally accepted actoumtmg Practice and keep
at its principal office address, accurate books of account and records of Gross Saks and revenues. All books and
records shall be subject to examination and audit by Lcensor. If there u a deficiency in the amoum payable to
I keasor, Licensee shall immediately pry Licensor the additional Percentage Fee owed Licensor and the cost of the
examination or audit
9. Relocation: Licensor reserves the right to move, relocate, adjust or substitute the License Area, in
Licenser's sole discretion. Licensor shell make every reasonable effort to do so in Rich a way as to be last
disruptive to Licensee's business operations.
10. Revocation. The License granted by virtue of this Agreement may be revoked by Licensor, in
Liowor's sole discretion for any reason, including, but not limited to the Specific Grounds for Revocation as set
forth in Paragraph 14 hereof, upon not lea that twenty-four (24) hours notice to Lkeme. Licensee shall not be
entitled to reimbursement or compensation for any purported damages or losses ausuined as the result of any
such revocation by Licensor.
11. Insurance: Licensee shall, at its full cost and expense, procure and continue in force, during the
term of this Agreement, commercial general liability insurance including comracml liability and property
damage relating to the Llemse Area covering any and all claims for injuries to persons or upon the Ltoense
Area. Such insurance shall be single limit coverage in an amount of not less than One Million ($1,000,000.00)
Dollars Licensee shall also any Workers Compensation Insurance in the statutory amount. Any insurance
policies required hereunder shall tame Licensor, and any designees of Licensor, as an additional Insured, and
Licensee shall furnish evidence of such insurance coverage prior to occupancy of the License Area.
12. Indemnity- Starting on the date Licensee first uses or occupies the License Area, Licensee shall
indemnify and hold Licensor, its parents, subsidiaries and affiliates harmless from and against all claims,
actions. Bern, demands, expenses, and Judgments for loss, damage, or injury to property or persons resulting or
occurring by reason of the construction, use, or occupancy of the License Area by Licensee, including all costs,
expenses. and attorney fees.
13. Liability of Licensor: Licensor shall not be responsible or liable for, and Licensee hereby expressly
waives, all claims agamet Licensor for injury to persons or damage to LfeemseeIs property an the License Area,
• regardlessof the cause. UmIn property in the License Am or the Shopping Cater shall be that at Licensee's
sole risk. 11-- r, its agents. and employees dull not be liable for, and Licensee waives, all claims for loss or
damage to Llcto 'a business or damage to person or property sustained by I Icen or any person claiming by,
through or under Licensee resulting from any axidem or occurrence in, on, or about the Lkerse Area or any other
part of the Shopping Center, including, without limitation, claims for loss, theft- or damage resulting from (1)
egwpment or appurtenances becoming out of repair; (i) injury done or occasioned by wind or weather, (iii) any
defect in or failure to operate, for whatever reason, any sprinkler, heating, or air-condidwigg equipment, electric
wiring or the installation thereof, gas, water, or steam pipes, stairs, porches, railings, or walks; (iv) broken glass;
(v) the backing up of any sewer pipe or downspout; (vi) the bursting, baking, or running of any unit, tub, waahaand,
water closet, waste pipe, drain, or other pipe; (vU) the escape of scam or water; (viii) water, snow, or to being upon
or coming through the roof, skylight, trap door, stairs, doorwayR windows, walls, or any other place upon or near
the Shopping Center: (fx) the filling of any fixture, plaster, tile. stucco, or other material; (x) any art, omission. or
negligence of other lice sees or any other persons or occupants of the Shopping Cents or of adjoining or contiguous
buildings, of owners of adjacent or contiguous property, or the public, or by operations in the construction of any
private, public, or quasi-public work; or (x) any other cause of any nature. To the maximum extent permitted by
Law, Licensee agree to use and occupy, the License Area, and to use such other portions of the Shopping Center as
Lkenw is herein given the right to use, at Licensee's own risk.
14. Sneeice Grounds for Revocation: If, (a) Licensee fulls to perform any of the terms, conditions, or
covenants of this Lieeatt, or (b) in the event there shall be filed by, or against, Licensee in any court pursuant to
any statute, either of the United States or arty Static, a petition (1) in bankruptcy, (u) alleging insolvency, (il)
reorganization, (iv) appointment of a receiver, (v) any arrangement of the bankruptcy ace, or a similar type of
proceeding: or e 1 falls to pay, when rite. any payment required hereunder; or (d) Lken abandons or
vacates the License Area; or (e) in the event of any other default by Licensee; then in any such event Licensee's
2
rights hereunder shall cease and, Licensor may u its option (1) have the right to Immediately revoke and terminate
this L.lcerue. and upon demand Licemmea agrees to immediately surrender possession of the Linens Area to the
Ucrnwr, (2) make demand for immediate payment of all current and future rat and any other monetary obligations
due hereunder, (3) reenter the License Area and remove all persons and/or any property therefrom, by any mutable
action or proceeding at law. All rights and remedies of Ucemor haem or at law and in equity are cumulative. If
LEmmor, at its sole discretion, determines it is necessary to engage attorneys to enforce LiormorIs rights hereunder,
Ucess a will reimburse Licenser for reasonable attorney's fees and court osts. With respect to any litigation
arising out of this License Agreement, Liamee hereby expressly waives the right to a trial by jury and the right to
file nonomriputsory countersuh or taonclaim. against licensor.
15. Oblirstions Upon Revocation: Upon service of the notice required by above Paragraph 10, Licensee shall:
(a) remove all of Licensee's property, Including, but not limited to Inventory and trade fixtures from Licensor's
premises within rite time period at forth In the notice; (b) upon demand of Loensor, pay all current and future
charges due under this Agreement; o reimburse Lkmsor for in reasonable attorney few and court coats Incurred
as the result of Licensor enforeirig in rights under this Agreement. Llorawr's rights and remedles under this
Agreement are cumulative and Licemor's f'ai'lure to assert any claim allowed under this Agreement at any time shall
not be construed as a waiver of the same.
16. D m = Ibis License stall be revoked automatically if any portion of the License Am is damaged
by fire or other peril, regardless of the cause. Lkemee shall have no reuourse against Licensor as a result of damage
due to fire or any other peril.
17. Liability: There shall be ro personal liability of Licensor with respect to this License. If a breach by
Licensor omits, Lhasa shall look solely to the equity of Licensor in the Shopping Center for the sedsfaaeion of
Lloedses's remedies.
18. $ovistoris; Licensor is or may be a party to certain documents, as amended from time to time, with
a mortgagee or beneficiary of Loi tsar, department stores, mail omants, and others. Ibis License Is subject and
subordinate to all the provisions in those documents, as amended from time to time.
19. Terms of Agreement, Ibis License coanlrts 21I the covenants. Promises, agreanerm. corditima, and
understudinp between Licensor and Lioemee There are no other. either oral or written, between them other than
those set forth in this License.
20. Obllaation upon E iratlon: Upon the Expiration Date of this Agreement, Licensee shall immediately
remove all of Licensee's property, including, but not limited to inventory and trade fixtures from License Is
premises sad otherwise return the 'ken ati Area to the come condition as it existed at the Commencement Date
hereof. If Loessee shall fail to do so, Licensor shaft be tsnided to addetioml few equivalent to one hundred twenty.
five percent (123%) of the total Minimum Fee specified in Paragraph 3 heroor, assessed in daily increments as one-
thirtieth (1/30) of the total monthly amount. Licensee shall also reimburse Lteenwr for any court costs and
reasonable attorney fen Incurred as the result of Licensee's failure to vacate the License Area upon the Expiration
Date as sec forth in paragraph 2 hereof.
21. Liability of Leensor. The term "Licensor" meats only the owns or mortgagee in possession for the
time being of the building in which the Lleeose Area is located or the owner of a leasehold interest in said building
and/or the land thereunder so that in the event of ask of said building and/or an assignment of this License by
Uce sor, and/or a demise of said building and/or the land, Licensor shall be and hereby is entirely freed and
relieved of all obligations of Licensor hereunder and it shall be deemed without further agreement between the parties
and such purduxser(s), assignee(s), or lessee(s) that the purchaser, assignee, or lessee has assumed and agreed to
observe and perform all obligations of Lieemor hereunder.
It is specifically understood and agreed that there shall be no personal liability of Licensor (nor Lieeawr's
agent, if arty) in respect to arty of the covenants, conditions, or provisions of this Agreement; In the evert of a breach
or default by Lioemor of any of its obligations hereunder, Licensee shall look solely to the equity of the Licensor
in the Shopping Center for the satisfaction of Licensee's remedies.
In addition hereto, it is specifically understood and agreed that Licemor's rights. privileges, duties, and
obligations may be administered by LkensorIs designee, including, but rot limited to, Licemor's agent, and that
such designee shall have the full authority of Licensor hereunder to perform all of Llcensor's functions hereunder
Including, but not limited to, the execution of this License and any other related documentation.
22. iron-Waiver Provision: The failure of Licensor to insist upon performance of any of the terms,
conditions, and covenants hereof shall not be deemed to be a waiver of any rights or remedies that Licensor may have
andshall not be deemed & waiver of any subsequent breach or default India rums, eendidons, and covenants herein
contained
23. Ri,diny ¢reementr This Agreement may not be modified in any manner other than by a written
agreement signed by Licensee and I I en r, or any snooessor, designee, or assignee of Ldaetisor. the terms,
conditions and coven suits set forth herein shall inure to the benefit of and be binding upon Llansee std Licensor,
or any successor, designee or assignee of Licensor.
24. ))Pqlm $gauiremepia: All costs and expanses (including permits or licenses) attributable to die
constrUaion of die Lkeme Areaby L cemee shallbe born by Uceasee. Lkeosee shall not cohnmence construction
of the License Area without first obtaining Lioeawr's approval of the location and design, nor prior to the execution
of this License. Design criteria for the construction of the License Area arr.
The kmsk/pushatt stntcmre shall be limited to eomaer units with no overhead obstructions
that mh ibit the visibility of tenants, lice mecs or other occupants in the Shopping Center.
Counter units shall nee exceed 48' In height.
0""
•
b. The klosk/pushosm structure, if located In an open floor area, shall not be anchored into the
floor or other part of the Shopping Caner structure. An area width of no less than twelve
feet (12'0') minimum shall be maintained on all aides of the kiosk/pushcart subject to traffic
now,
C. Water service and special HVAC Systems are not available. Heating, venting, and Fire
Protection Syn= shall be that which is provided to o minion areas in the Shopping Center
d. Design criteria for all signs to be utilized at the License Area, kiosk/pushcart size,
construction, finish materials, and special equipment shall be evaluated specifically for each
individual I Jew sta. I4ceaua shall submit plans for Lleeasor's review and approval prior
to construction and shall include pictures of any existing units of Licensee's.
e. Licensee shall prepare is plant and perform all wont to comply with all applicable
governing statutes, ordinances, regulations, codes, and Inwrance rating boards, and shall
apply for all uecsssary permits. Mensor's approval of Licensee's plans shall not relieve
Licensee of Is obligation to complete the development in accordance with this License, nor
does it relieve Licensee from complying with laws. rules. regulations, and requireoens of
local govemlog atthaitim Certificates of occupancy and waivers of Iten from Licence's
contractor, all subcontractors and material then shall be filed with Licensor upon
completion of work.
L Set up and tear down of kiosks/pushcarts shall take place when the Shopping Center is not
• open for business, unless, Licensor has agreed otherwise in writing. For in-line space, set
up may take place during mail hours, as long as it does no interfere in any manner,
including noise or dust, with mull business and the comfort of the patrons. A black drape
or equivalent, provided by Leersee, must be covering the entire store from, as to keep the
interior design concealed until ready for business.
23. $>mits1 If there are any licenses, authorizations, or permits required by arty governmental agency
or authority for the type of activity to be carried on at or for the use of the Lice a Area. Lkxmsee shall be
responsible for obtaining such. No unlawful activities shall be permitted In the use of the License Area. The
consumption or sale of alcoholic beverages on or from the License Area shall not be permitted.
26. Viseat Mem~a±+dt;S g, Licensee shall comply with the visual merchandising standards of Licensor.
Licensee understands and agrees to Implement visual merchandising reeommendatian of Licensor and change visual
merdwdising presentation as requested by Licensor,
27. Qnez j ine Refit rem nts' Licensee shall observe all Operating Rules for the Shopping Center and Lwua's
oc atpartcy therein which Licensor may promdgate from time to time, Including but not limited to.
Licensee shall use and occupy the Llcerm Area in a careful, safe, and proper manner and
shall keep the Lease Area in a clam and safe condition in accordance with this License,
local ordinances, and the directions of public officers.
•
All signage located in and upon the Licen se Area shall be approved by Licensor prior to
installation or placement. All signs, placards, banners, patnans, or other advertising
natter shall be prepared in a professional manner and in oo eves shall be handwritten.
Licensee shall display an approved sign depicting its approved trade name.
Sign Criteria- Signs are to be furnished and installed by Licensee and approved by an
agent for I 'am . Licensee's sign contractor or architect must submit
a black and white rendering (specifying PMS colors) of I [censeeIs sign
prior to approval. Licensee's sign shall be located within the limits of
LleensaIs storefront and shall not project more than 8' beyond the
uoetia If cite Shopping Caner Is an enclosed mall, and not morn than
12' beyond the storefront if the Shopping Center u a strip center
Sign Sire
Malls:
Up to 30' uorefrom:
Capitals 18'
Lower Cue 12,
30'-1' and greater:
Capitals 24'
Lower Case 18'
Strip Centers-
Up to 30' storefront:
Capitals 24'
Lower Casa I8'
30.1' and greater:
Capitals 30'
Lower (Sae 24'
The length of Licensee's sign shall be limited to 70% of Licensee's storefrou.
License doll not display merchandise on or outside the boundaries of the klosk/pushart
Wuctim The outside areas immediately 4oWq the License Area shall be kept clear at
all times by Licensee, and Licensee shall not place nor permit any obstructions, garbage,
refuse, merdandise, or displays, or racks, in such arms.
All loading and unloading of goods dull be dome only at such times, in the area, and
through the entrances designated for that purpose by Licensor.
NASW&
All garbage and refire dull be kept in the kind of container specified by Llomsor, and shall
be plaoed and prepared for collection In the manner and at the times and places specified by
Licensor. If Licensor dull provide or designate a service for picking up refuse and
garbage, Lkenses shall use same at Lkaaee's coat. Licensee shall pay the cost of removal
of any of L&msee'a reflue and garbage, and malaaln all common loading areas In a clean
manner satisfactory to the Licensor. Uceaaee shall use any trash compactor Uceasor
provides for the general use of I.ken or Lleensees in a designated area of the Shopping
Center. Notwithstanding the foregoing provision, if License qualiflea as a generator of
medial waste, then Ueensee dull be solely responsible for causing compliance with all
federal, state and local laws, whether existing now or established in the future, relating in
any way to the storage. containment, treatment, transfer. transportation and disposal of
medical waste (Including the use of licensed medial waste mamtgemem companies), and
shall hold Ucensor harmless for Licensee's noncompliance or violations thereof. For
purposes hereof, 'medical waste' meant any solid, semisolid or liquid waste which Is
generated in the diagnosis, trestom (e.g., provisions of medical services) or immunization
of human beings or anitrals, in research pertaining thereto, or In the production or testing
of biologiab. 'Gerrrator' mans any perwn or entity whose act or process produces
medical waste as hetehhbefore defined.
f. No loudspeakers, televisions, phonographs, ed players, DVD players, cassette players,
adlos, flashing lights, or other devices shall be used in a manner so as to be heard or seen
outside of the like Area. No electronic or oonummiation devices shall be used In the
Down Area or in connection therewith which interrupt or interfere with the use turd
enjoyment of electronic or communication devices of other occupants of the Shopping
Center or of the neighborhood in which the Shopping Caner is located.
g. Ueetuee shall not conduct or permit any foam bankruptcy, relocation, liquidation,
retirement, moving, suction or 'going out of business' sale (whether real or fictitious) In
the Llamse Area, or utilize any unethical mahod of business operagon. Ueensee shall not
use the Ueense Area as a clearance, outlet or wholesale center.
h. Ucensee shall not carry on any trade or occupation or operate any instrument or
equip mau which emits an odor or arses a noise discernible onside of the Unease Area.
1. Ucensa shall act distribute arty handbills or other advertising saner In the Shopping
Center or on automobiles parked in the puking areas of the Shopping Center.
Licensee and LicaaseeIs enployees shall not park their cars In those portions of the parking
area designated for customer parking by Licensor. If Manses or Ucensee's employees
park in portions of the puking area designated for customer parking, Licensor may, to
addition to its otter remedies, have such cars removed at Lkensee's expense.
k. Ucensee and Lleersee's employees shall maintain a neat and appropriate appearance and
dress, and are expected to operate in a dignified, ethical, manner.
1 Lloehssee shall display its customer sales return policy.
M. Licensee shall not permit loitering at the Ucesse Area.
a Ucensee shall furnish Uceawr with emergency telephone numbers and a forwarding
address
o. Due to the Ink of o>rsite storage facilities, acquisition of outs storage Ball be Ucemee's
responsibility.
p Licensee shall be solely responsible for policing its location against theft, loss, or damage
to its kiosk/pusbart and/or merchandise. Under no circumstance shall Ueensor be held
liable for such theft, loss, or damage.
28. Condygsl Licensee shall at all times during Its oompa cy of the License Area provide sufficient
supervision and maintain adequate control of is employees, guests, and m vitees.
29. Removal, Uaensee shall at the Expiration Date or culler revocation of this License remove its goods
and effects, repair any damage anted by such removal, and peaceably yield up the License Area clean and in good
order, repair. and condition. personal property of Licensee not removed within two (2) days of arch Expiration Data
or earlier revocation shall become the property of Uaasor, at Uoensor's option without liability to Llcenm
therefor.
30. Conduct and Alterations: Ucemee shall not harm the Uaense Area, commit waste, create nuisance.
make any use of the Uc c= Area which is offensive in Ueensces sole opinion, not do any set tending to injure the
reputation of the Shopping Center. Uoersee shun not make alterations or additions to the Uet ion Arta, nor peanut
the making or holes in the walla, partitions, ceilings, or floors, nor permit the painting or placing of exterior signs,
placards, or other advertising media, banners, pennants, awnings, aerials, antennas, or the like in or on the Chase
Area, without the prior written consent of Lke sor which maybe withheld in Ucensor's sole disereuon. Licensee
shall comply with all laws, ordinances, orders, and regulations affecting" use or occupancy of the Llow Area.
Lkccsee shall not violate applicable federal and orate laws prohibiting the sale or display of products which infringe
on the trademarks or oopyrighs of others.
31. Conditionof L.leense Ares: Ueensee has Inspected the Unease Area, and accepts it 'as h' with no
representation or warranty by Llcersor regarding fie oahdition of the Unease Area or Is suitability for Ucerssee's
11O g , &M~_
use or occupation thereof. Licensor has no obligation to repair the license Arta unless the obligation is set forth
in this License.
32. Home of Operation: The License Area shall remain open for business at all times designated by
IJnemor. Licensee alall operate in the entire Lleem Area continuously and onioWruptedly while this License is
in effect, and in a first class manner.
33. $gygrdouZ Material: Licensee shall not cause or permit any huardous material to be brought upon,
stored, kept, used, or discharged on or about the Uceme Area.
34. Access to License Area: Licensor may enter the Liceaae Area at any time.
35. Condition of License Arm' Lkeasee shall maintain, At its sole cost and expense, the License Area in good
condition and make all necessary replacements and repairs to the License Area except for structural repairs In
addition to all other remedies of Licensor, if Licensee does not complete its obligations to repair and maintain the
Liciam Area, of if l km r, in the exercise of its sole discretion, detcrmines that emergency repairs are necessary,
or repairs or replacernraa of stry portion of the Lbersse Area or the Stropping Center arc trade necessary by any act,
omission, or negligence of Licence or its agents, employees, contractors, or assignees, then in any such event.
L4eaaor may make such repairs, mamteaanhx, or reptaeemeaa without liability to Lkauee for any loss or damage
that may accrue to Licensee, its merchandise. femmes, or other property, or to Licensee's business by reason of such
repair, maintenance, or rep' M. Upon completion of any such repair, maintenance, or replacement Licensee
dull pay upon demand, as additional fees, Litt, or's costs for making such repairs, mainten•nc, or replacements
together with Ilcetsor'e administrative con related thereto which amount shall equal 15 times the total cost of the
repair, mminteanoe, or replacement. Furthermore, Licensee shall immediately notify Licensor of any defects or
unsafe condition in the common areas immediately acUacent to the License Area.
36. nnil ritialfty: Licensee and its agents and employees shall keep and hold in stria confidence all of
the terms of this license Agreement including but not limited to: the amount and/or manner of payment of fees and
all items of additional charges including the formulations thereof, the use of the License Area; the duration of the
hcense: and all other terms and conditions herein.
IN WrLNESS WHEREOF, the parries have executod this Agreement on the day and year first above written,
each acknowledging receipt of an executed copy hereof.
LICENSOR:
POST OAK Ar.. SSOCIA s .p
PAR SRIV a Texan Limited P rrn .shin by
CBL & Aa~igies Management- Inc . mary¢in¢
acid
•
By:
Prlar Nome:
Its: Autho ed Si tory
Date: 138!4 -l!C
LICENSEE:
BRAZOS COUNTY COMMISSIONERS COURT
DJRJA: BRAZOS COUNTY TIFF'S OFFICE
Federal Identification Number 7y bo00•~33
BY: IC&L :7 -
PrDn N _,Q t tyiwl AA(
Its: Autorixed Signatory
Dam:_ Maacpj eA 37, 2001
0
OG
ENTRY •2
6y
O
INIOTES
,
BUILDING
FUTURE
BUILDING 1.
THIS EXHIBIT IS DIAGRAMATIC AND INTENDED
E
•F•
ONLY FOR THE PURPOSE OF INDICATING THE
LOCATION OF THE LEASED PREMISES IN THE
PROJECT. 11 DOES NOT PURPORT TO SHOW THE
BUILDING
EXACT OR FINAL LOCATION OF COLUMNS,
v
DIVISION WALLS OR OTHER REQUIRED
G.
ARCHITECTURAL, STRUCTURAL, MECHANICAL, OR
Po 0K Ko P
c3l:ep
KO
ELECTRICAL ELEMENTS. THE LESSOR RESERVES
DD AND TD MAKE
P. op
THE RIGHT TO ELIMINATE OR A
pa o
~
CHANCES IN THE SIZE OR LOCATION OF SUCH
ELEMENTS AS MAY BE REQUIRED FROM TIME
Q
UpJ
TO TIME.
O
KK 40 10
BUILDING 2
DIMENSIONS INDICATED FOR THE LEASED
K
.D. ENTRY •S
PREMISES ARE MEASURED TO THE CENTERLINE
H
+~+~M~SSICiJ>flLSCr
OF INTERIOR PARTY WALLS, AND TO THE
P
D/ _
~ c~
p
EXTERIOR FACE OF EXTERIOR WADS OR
TM ~
MALL LEASE LINES
$ # ?polo
K MALL
AN N 3
WHERE CODES REQUIRE ALCOVES FOR EXIT
U
DOORS INTO SERVICE OR FIRE CORRIDORS.
PUB
TOILETS
SUCH ALCOVES SHALL BE CONSIDERED AS
"
"
PART OF THE LEASED PREMISES
ENTRY •1
A
EXHIBIT
OK
K
0
po = PUSH CART
POST OAK MALL
ulw KO - KIOSK
COLLEGE STATION.TEXAB
doted 3-5-98
CBL & ASSOCIATES, INC.
CHATTANOOGA, TENNESSEE
TIBURON, INC.
SOFTWARE LICENSE AGREEMENT
Name and Address of CLIENT:
Brazos County Sheriff Department
300 East 261" Street
Suite 105
Bryan, Texas 77803-5359
Tiburon, Inc., a Virginia corporation having its office at 39350 Civic Center Drive, Suite 100, Fremont,
California 94538, doing business as and hereinafter called "TIBURON", and CLIENT whose name and
address are written above agree that the following terms and conditions will apply to the Licensed Program(s)
identified herein, including the source code and operating versions of the Licensed Program(s) and all
program documentation.
1. Definitions.
The following definitions apply to terms used within this Software License Agreement:
1.1 Licensed Programs shall mean the computer programs and associated documentation
fumished to the CLIENT by TIBURON as defined and set forth in Exhibit A to this Software
License Agreement, attached hereto and incorporated by reference.
1.2 Derivative Works shall mean any translation, abridgement, revision, modification, or other
form In which the Licensed Programs may be recast, transformed, modified, adapted or
approved.
1.3 Enhancement shall mean any added functionality or changes to functionality of Licensed
Programs not included in the Licensed Programs at the time of the execution of the original
Software License Agreement.
1.4 Error shall mean a defect in the code or a mistake in the documentation that prevents the
code from functioning In material conformity with the technical specification.
2. License.
2.1 Grant of License. TIBURON grants to CLIENT, pursuant to the terms and conditions of the
Software License Agreement, a non-exclusive, non-transferable, perpetual license to use the
• Licensed Programs on the Authorized Equipment and Authorized Site(s) set forth in Exhibit
A.
2.2 Restrictions on Use. CLIENT agrees to use the Licensed Programs only for CLIENTs own
use. CLIENT shall not allow use of the Licensed Programs by any parent, subsidiaries,
affiliated entities, or other third parties, or allow use on any equipment or at any site other
than those set forth in Exhibit A. CLIENT shall not process or permit to be processed the
data of any other entity. CLIENT shall not distribute or allow distribution of the Licensed
Programs or any materials relating to the Licensed Programs without TIBURON's consent.
2.3 Copies. CLIENT, solely for its own use, may make two (2) archival copies of the Licensed
Programs, provided that each copy shall include TIBURON's copyright and other proprietary
notices. CLIENT shall have no other right, in whole or in part, to copy the Licensed
Programs. Any copy made by CLIENT is the exclusive property of TIBURON.
Brazos County SLA Page 1 of 4
2.4 Modifications. CLIENT agrees that only TIBURON will have the right to after, maintain,
enhance, or otherwise modify the Licensed Programs. CLIENT will not disassemble,
decompile, or reverse engineer the Licensed Programs, or allow any third party to do so.
2.5 Source Code. TIBURON will provide to CLIENT Licensed Programs in both operating
version and in the form of machine-readable source code for all Licensed Programs. CLIENT
accepts TIBURON source code under the terms and conditions of this Software License
Agreement.
3. Ownership.
3.1 Except as licensed to CLIENT, TIBURON retains all right, title, and interest in the Licensed
Programs. TIBURON shall further own all right, title and Interest to any Enhancements or
Derivative Works, regardless of which party created them.
3.2 Assignment of Rights by CLIENT. By this Agreement, CLIENT hereby assigns to
TIBURON any and all rights it may have or later acquire to any and all Derivative Works.
4. Term and Termination
4.1 Effective Date. This Agreement shall take effect upon the latest date that appears on the
signature page of this Agreement and the license hereunder shall be fully granted only after
all fees for License Program(s) have been paid to TIBURON by CLIENT.
4.2 Term. This Agreement shall continue in effect unless terminated as set forth under
subparagraph 4.3 of this Agreement.
4.3 Termination. CLIENT may terminate this Agreement by providing thirty (30) days written
notice to the other of its intent to do so. TIBURON may terminate this Agreement
immediately if CLIENT breaches any material provision of this Agreement.
4.4 Effect of Termination. In the event of termination the license grant contained in this
Agreement is revoked. CLIENT agrees to destroy, within ten (10) days of termination of this
Agreement, the Licensed Programs, all copies of the Licensed Programs, all other materials
related to the Licensed Programs, and any derivative materials related to the Licensed
Programs, in CLIENT's possession.
4.5 Survival. Regardless of the method of or reason for termination of this Agreement the
provisions of subparagraph 7.1 Confidential Information will remain in effect.
5. Dispute Resolution.
5.1 Good Faith. The parties agree to act in good faith to resolve all disputes arising under this .""Q.
Agreement.
5.2 Equitable Relief. Each party understands and agrees that the Confidential Information of
the disclosing party constitutes valuable business assets of the disclosing party, the
unauthorized use or disclosure of which may irreparably damage the disclosing party. In the
event of breach of confidence or threatened violation of its obligations under subparagraph
7.1, the disclosing party shall be entitled to an injunction obtained from any court having
appropriate jurisdiction restraining the recipient from disclosing Confidential Information.
Brazos County SI.A Page 2 of 4
0 ra -
•
6. Limited Warranties and Liability
6.1 Warranty. The Licensed Programs are licensed "AS IS". NO EXPRESS OR IMPLIED
WARRANTIES FOR THE LICENSED PROGRAMS, INCLUDING THE WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE CREATED BY
THIS SOFTWARE LICENSE AGREEMENT. ANY SUCH WARRANTIES ARE LIMITED TO
THOSE, WHICH MAY BE EXPRESSLY STATED IN SEPARATE AGREEMENTS BETWEEN
CLIENT AND TIBURON.
6.2 Limitation of Liability. NEITHER TIBURON NOR ANY PERSON ASSOCIATED WITH
TIBURON SHALL BE LIABLE FOR ANY DIRECT, SPECIAL, INCIDENTAL OR
CONSEQUENTIAL DAMAGES FOR BREACH OR FAILURE TO PERFORM UNDER THIS
AGREEMENT, EVEN IF TIBURON HAS BEEN INFORMED OF THE POSSIBILITY OF
SUCH DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF ANTICIPATED
BENEFITS OR PROFITS RESULTING FROM THE OPERATION OR FAILURE TO
OPERATE OF THE LICENSED PROGRAMS. THIS CLAUSE SHALL SURVIVE THE
FAILURE OF ANY EXCLUSIVE REMEDY FOR BREACH OF WARRANTY OR ANY OTHER
PROVISION OF THIS AGREEMENT.
7. Miscellaneous
7.1 Confidential Information. CLIENT agrees that the Licensed Programs and related
materials contain proprietary Information including trade secrets, know-how and confidential
information that is the exclusive property of TIBURON. As used in this Agreement,
"Confidential Information' shall mean TIBURON software and documentation, as well as any
information or data of a confidential nature clearly labeled as confidential. During the period
this Agreement is in effect and at all times after its termination, CLIENT and its employees
and agents shall maintain the confidentiality of the Confidential Information and not sell,
license, publish, display, distribute, disclose, or otherwise make available the Confidential
Information to any third party nor use such information except as authorized by this
Agreement. CLIENT shall not disclose any such Confidential Information to persons not an
employee of CLIENT without the prior written consent of TIBURON.
7.2 Relationship. The relationship created hereby is that of Licensor and Licensee, and nothing
herein shall be deemed to constitute either party as an agent, employee or franchisee of the
other party.
7.3 Successors. Subject to, and unless otherwise provided in this Agreement, each and all of
the covenants, terms, provisions, and agreements contained in this Agreement shall be
binding on, and inure to the benefit of, the permitted successors, executors, heirs,
representatives, administrators, and assigns of the parties hereto; provided, however, that
this Agreement and the rights granted CLIENT shall not be assignable by CLIENT without the
prior written consent of TIBURON. TIBURON shall have the right to assign this Agreement to
Its Affiliates without notice to CLIENT.
7.4 No Waiver. Any waiver of any provision of this Agreement, or a delay by either party in the
enforcement of any right hereunder, shall neither be construed as a continuing waiver, nor
create an expectation of non-enforcement of that or any other provision or right.
7.5 Governing Laws. The validity, interpretation, performance, and enforcement of this
Agreement shall be governed by the laws of the State of Califomia.
Brazos County sLA /~y)I Page 3 of 4 ~sss mac,
I V
0
7.6 Notices. Notices shall be in writing and deemed given when personally delivered or when
deposited in the United States mail, first class postage prepaid, return receipt requested,
addressed to the person to whom notice is given at the addresses set forth below or at any
other address designated by notice by a party:
If to the CLIENT:
Emie Laney
Brazos County Department of Information Technology
202 East 27°i Street
Suite 102
Bryan, Texas 77803
Voice: 979-361-4310
FAX 979-361-4408
If to TIBURON:
Contract Administrator
Tiburon, Inc.
39350 Civic Center Drive, Suite 100
Fremont, California 94538
Voice: 510-792-2108
FAX: 510-742-1057
7.7 Complete Agreement This Software License Agreement, together with the attachments
hereto which are incorporated by reference herein, is the entire agreement between the
parties. It supersedes all prior or contemporaneous communications, representations or
agreements, whether written or oral, with respect to the subject matter hereof.
7.8 No Rights in Third Parties. This Software License Agreement is made for the benefit of
TIBURON and the CLIENT and not for the benefit of any third parties.
7.9 Amendment. No modification to this Software License Agreement will be binding, unless in
writing and signed by a duty authorized representative of each party.
IN WITNESS WHEREOF, the parties have hereunto set their hands on the dates set forth below.
CLIENT:
Signat of A orized resents ve
Tiburon, Inc.:
C-P-~41
Signature of Authorized a esen tive
Alvin W. Jones
Name
County Judge
Title
Charles H. Bridges, Jr.
Name
Vice President & CFO
Title
November 27, 2001 November 6. 2001
Date Date
Brazos County SlA Page 4 of 4
g ,
•
EXHIBIT A TO
SOFTWARE LICENSE AGREEMENT
BETWEEN TIBURON, INC.
AND
BRAZOS COUNTY SHERIFF'S DEPARTMENT
LICENSED PROGRAMS AND AUTHORIZED OPERATING ENVIRONMENT
•
Licensed Program(s)
The following software program(s) is licensed for use by the CLIENT under this Software License Agreement:
12 MAKO MOBILE LICENSES
Authorized Operating Environment *
Use of the software programs licensed hereunder shall be limited to the following CLIENT-controlled operating
site(s):
BRAZOS COUNTY SHERIFF'S DEPARTMENT
300 East 261' Street
Bryan, Texas 77803
*CLIENT must ensure the Licensed Program source code that currently resides in
this environment is not removed or in any way altered by any system user to whom
the CLIENT has granted system access.
•
Brazos County Exhibit A - SLA Page 1 of 1