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HomeMy WebLinkAbout11/12/2020 - Workshop Agenda Packet - City CouncilCollege Station, TX Meeting Agenda City Council Workshop https://zoom.us/j/97220774495 Phone 888 475 4499 with Webinar ID 972 2077 4495 November 12, 2020 4:00 PM 1101 Texas Ave, College Station,  TX 77840 College Station, TX Page 1 *The City uses a third­party vendor to help host the meeting and if the call­in number is not  functioning access will be through the internet link only.       1.Call to Order.     1.1.Presentation, discussion, and possible action of an ordinance of the City Council of the City of  College Station, Texas, canvassing returns and declaring results of the general and special  runoff election, held on November 3, 2020 for the purpose of electing City Councilmembers,  Place 1, 3, and 5; and for the purpose of electing a City Councilmember, Place 4.   Presentación,  discusión acerca, y posible acción de una ordenanza del consejo de la ciudad  de College Station, Texas, para escrutinar los resultados de los votos y declarando los  resultados de la eleccion general y las elecciones especiales de segunda vuelta, celebrada el 3  de noviembre de 2020 con el propósito de elegir a un Miembro del Concejo Municipal, Lugar 1,  3, y 5; y con el propósito del elegir un Miembro del Concejo Municipal, Lugar 4.  Sponsors:Tanya Smith  Attachments:1.Canvassing Ordinance Final 2.Ordenanza de escrutinio final 1.2.Issuance of Certificates of Election to elected City Council Member Places 1, 3, 4 and 5; and  administer Oaths of Office. (Entrega de los Certificados de las Elecciones a los Miembros del  Consejo elegidos para los puestos número 1, 3, 4 y 5; y administrar los Juramentos al Cargo.)  Sponsors:Tanya Smith  Attachments:None 2.Reception.     3.Executive Session is closed to the public and will be held in the Council Chambers. The  open meeting will resume no earlier than 5:00 pm.     Consultation with Attorney {Gov’t Code Section 551.071};  Possible action. The City Council may seek advice from its attorney regarding a pending or  contemplated litigation subject or settlement offer or attorney­client privileged information. Litigation  is an ongoing process and questions may arise as to a litigation tactic or settlement offer, which  needs to be discussed with the City Council. Upon occasion the City Council may need information  from its attorney as to the status of a pending or contemplated litigation subject or settlement offer or  attorney­client privileged information. After executive session discussion, any final action or vote  taken will be in public. The following subject(s) may be discussed.  Page 1 of 134  City Council Workshop Page 2 November 12, 2020 Litigation  a. Kathryn A. Stever­Harper as Executrix for the Estate of John Wesley Harper v. City of College  Station and Judy Meeks; No. 15,977­PC in the County Court No. 1, Brazos County, Texas b. McCrory Investments II, LLC d/b/a Southwest Stor Mor v. City of College Station; Cause No. 17­ 000914­CV­361; In the 361st District Court, Brazos County, Texas c. City of College Station v. Gerry Saum, Individually, and as Independent Executrix of the Estate of  Susan M. Wood, Deceased; Cause No. 17­002742­CV­361; In the 361st District Court, Brazos  County, Texas d. Carrie McIver v. City of College Station; Cause No. 18­003271­CV­85; In the 85th District Court,  Brazos County, Texas  Personnel {Gov’t Code Section 551.074};  Possible action. The City Council may deliberate the appointment, employment, evaluation,  reassignment, duties, discipline, or dismissal of a public officer. After executive session discussion,  any final action or vote taken will be in public. The following public officer(s) may be discussed:   a.  City Secretary  b.  City Manager  c.  Council Self Evaluation    4.Reconvene from Executive Session and take action, if any.        5.Presentation, discussion, and possible action on items listed on the consent agenda.        6.Council Calendar ­ Council may discuss upcoming events.        7.Discussion, review, and possible action regarding the following meetings:     Animal Shelter Board, Arts Council of Brazos Valley, Architectural Advisory Committee, Audit  Committee, Bicycle, Pedestrian, and Greenways Advisory Board, Bio­Corridor Board of Adjustments,  Brazos County Health Dept., Brazos Valley Council of Governments, Brazos Valley Economic  Development Corporation, Bryan/College Station Chamber of Commerce, Budget and Finance  Committee, BVSWMA, BVWACS, Census Committee Group, Compensation and Benefits  Committee, Comprehensive Plan Evaluation Committee, Experience Bryan­College Station, Design  Review Board, Economic Development Committee, Gulf Coast Strategic Highway Coalition, Historic  Preservation Committee, Interfaith Dialogue Association, Intergovernmental Committee, Joint Relief  Funding Review Committee, Landmark Commission, Library Board, Metropolitan Planning  Organization, Operation Restart, Parks and Recreation Board, Planning and Zoning Commission,  Research Valley Technology Council, Regional Transportation Committee for Council of  Governments, Sister Cities Association, Spring Creek Local Government Corporation, Transportation  and Mobility Committee, TAMU Student Senate, Texas Municipal League, Walk with the Mayor,  YMCA, Zoning Board of Adjustments, (Notice of Agendas posted on City Hall bulletin board.)  8.Adjourn.  Page 2 of 134 City Council Workshop Page 3 November 12, 2020 The City council may adjourn into Executive Session to consider any item listed on the agenda if a  matter is raised that is appropriate for Executive Session discussion.  I certify that the above Notice of Meeting was posted on the website of the City of College Station, on  November 6, 2020 at 5:00 p.m. This  building  is  wheelchair  accessible.  Persons  with  disabilities  who  plan  to  attend  this meeting    and    who    may    need    accommodations,    auxiliary    aids,    or    services    such    as interpreters,   readers,  or  large  print  are  asked  to  contact  the  City  Secretary’s  Office  at  (979) 764­3541,  TDD   at  1­800­735­2989,  or  email  adaassistance@cstx.gov  at  least  two  business days  prior  to  the   meeting   so   that   appropriate   arrangements   can   be   made.   If   the   City   does  not   receive   notification  at  least  two  business  days  prior  to  the  meeting,  the  City  will  make  a reasonable  attempt to provide the necessary accommodations. Penal Code § 30.07. Trespass by License Holder with an Openly Carried Handgun. "Pursuant  to  Section  30.07,  Penal  Code  (Trespass  by  License  Holder  with  an  Openly  Carried     Handgun)     A     Person     Licensed     under     Subchapter     H,     Chapter     411,  Government   Code   (Handgun   Licensing   Law),   may   not   enter   this   Property   with   a  Handgun that is Carried Openly."  Codigo Penal § 30.07. Traspasar Portando Armas de Mano al Aire Libre con Licencia. “Conforme  a  la  Seccion  30.07 del  codigo  penal  (traspasar  portando  armas  de  mano al    aire   libre   con   licencia),   personas   con   licencia   bajo   del   Sub­Capitulo   H,   Capitulo  411,  Codigo  de  Gobierno  (Ley  de  licencias  de  arma  de  mano),  no  deben  entrar  a  esta  propiedad portando arma de mano al aire libre.”  City Secretary Page 3 of 134 November 12, 2020 Item No. 4.1. Council Minutes Sponsor:Tanya Smith, City Secretary Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action of minutes for: • October 22, 2020 Workshop Meeting • October 22, 2020 Regular Meeting Relationship to Strategic Goals: Good Governance Recommendation(s): Approval Summary: N/A Budget & Financial Summary: None Reviewed & Approved by Legal: No Attachments: 1.WKSHP102220 DRAFT Minutes 2.RM102220 DRAFT Minutes Page 4 of 134 WKSHP102220 Minutes Page 1 MINUTES OF THE CITY COUNCIL WORKSHOP VIA TELECONFERENCE CITY OF COLLEGE STATION OCTOBER 22, 2020 STATE OF TEXAS § § COUNTY OF BRAZOS § Present: Karl Mooney, Mayor Council: Bob Brick John Crompton Linda Harvell John Nichols Dennis Maloney City Staff: Jeff Capps, Interim City Manager Jeff Kersten, Assistant City Manager Carla Robinson, City Attorney Tanya Smith, City Secretary Lisa McCracken, Records Management Administrator 1. Call to Order and Announce a Quorum is Present With a quorum present, the Workshop of the College Station City Council was called to order by Mayor Mooney via Teleconference at 3:01 p.m. on Thursday, October 22, 2020, in the Council Chambers of the City of College Station City Hall, 1101 Texas Avenue, College Station, Texas 77840. 2. Executive Session In accordance with the Texas Government Code §551.071-Consultation with Attorney, and §551.074-Personnel the College Station City Council convened into Executive Session at 3:01 p.m. on Thursday, October 22, 2020, in order to continue discussing matters pertaining to: A. Consultation with Attorney to seek advice regarding pending or contemplated litigation; to wit: Kathryn A. Stever-Harper as Executrix for the Estate of John Wesley Harper v. City of College Station and Judy Meeks; No. 15,977-PC in the County Court No. 1, Brazos County, Texas; and McCrory Investments II, LLC d/b/a Southwest Stor Mor v. City of College Station; Cause No. 17-000914-CV-361; In the 361st District Court, Brazos County, Texas City of College Station v. Gerry Saum, Individually, and as Independent Executrix of the Estate of Susan M. Wood, Deceased; Cause No. 17-002742-CV-361; In the 361st District Court, Brazos County, Texas Carrie McIver v. City of College Station; Cause No. 18-003271-CV-85; In the 85th District Court, Brazos County, Texas Page 5 of 134 WKSHP102220 Minutes Page 2 B.Consultation with attorney to receive legal advice; to wit: Legal advice concerning issues related to the dissolution of Experience BCS. C. Deliberation on the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of a public officer; to wit: Council Self-Evaluation City Manager Executive Session recessed at 5:11 p.m. 3. Reconvene from Executive Session and take action, if any. No vote or action was taken in Executive Session. 4. Presentation, possible action and discussion on items listed on the consent agenda. Items (4.6) and (4.12) were pulled from Consent for clarification. (4.6): Gus Roman, Assistant Director of Community Services, explained that the purpose of this ordinance is to add “No Parking Here to Corner” signage at entrances and exits to public garage/parking areas with more than 10 parking spaces and also addresses 4 specific intersections where no existing ordinance addresses vehicle, pedestrian and cyclists sight clearance concerns in the Northgate District. These are locations are without an adjoining sidewalk, crosswalk, or traffic control device. College Station Northgate Staff received numerous complaints and requests from Northgate property managers, owners & residents regarding sight clearance issues at specific driveways & intersections in the Northgate District. To improve safety, mobility, and emergency vehicle access along these streets, the City of College Station Traffic Management Team recommends approving this ordinance. (4.12): Gary Mechler, Director of Water Services, explained that from 2014-2016, the City of College Station worked with Freese and Nichols to complete the 2014 Water Master Plan and the 2016 Wastewater Master Plan. The results of these studies were then used to analyze potential city-wide water and wastewater impact fees to help cover the costs of improvements needed to support growth. The Water and Wastewater Impact Fee study was approved by City Council in December 2016, and the Texas Administrative Code requires that the capital plan and land use assumptions be updated every 5 years. This contract will include the calibration of the existing water and wastewater extended period models, updates to water and wastewater capital improvement plans, and updates to land use assumptions to determine the potential maximum city- wide impact fees in accordance with the Texas Administrative Code. 2020 Impact Fee Update Study Proposed costs are included in FY21 budget Approximately 60% of the fee covers field investigation/model calibration (e.g. installing temporary meters to measure wastewater flows) The 2020 Impact Fee Update Study will: Calibrate the existing water and wastewater extended period models Update water and wastewater growth related capital improvement projects Update land use assumptions that impact water/wastewater infrastructure Determine maximum allowable Impact Fees for future Council consideration Page 6 of 134 WKSHP102220 Minutes Page 3 5. Workshop 5.1 Presentation, discussion, and possible action regarding the Neighborhood Sign Topper Program policy. Barbara Moore, Assistant to the City Manager, presented an overview of the policy, processes and operation of the Neighborhood Sign Topper Program policy. The program is a matching grant one under the City’s Strong and Sustainable Neighborhood 2018 Grant Program Policy and requires a neighborhood to apply with the City to participation. Upon City approval of the sign topper application, the neighborhood pays and sees to the proper fabrication of the sign toppers. The neighborhood then donates the sign toppers to the City along with payment for installation. The neighborhood is reimbursed by the City for 50% of its actual reasonable costs of making the sign toppers up to a maximum amount of $7,500. The reimbursement amount may be used to offset the neighborhood’s responsibility for cost of installation. Upon provision of the sign toppers to the City, they become the exclusive property of the City, and will be installed and maintained in accordance with the City’s policies and protocols. Prior to submittal of a formal application, the City will make itself available to representatives of a neighborhood to go over the criteria of the program, including recommendations as to number, size, style, technical requirements, and other helpful information. MOTION: Upon a motion made by Councilmember Nichols and a second by Councilmember Brick, the City Council voted six (6) for and none (0) opposed, to approve Neighborhood Sign Topper Program policy. The motion carried unanimously. 5.2 Presentation, discussion, and possible action regarding a destination marketing strategy for College Station. Natalie Ruiz, Director of Economic Development, stated that the City Council requested a future agenda item to discuss a city-wide marketing strategy specific to College Station. City staff provided information on destination marketing efforts for tourism and economic development. Changes Locally Impacts of COVID Pandemic Separated from Experience Bryan College Station Brought tourism functions in-house Prompted a mini-branding effort Branding Scope Naming Structure o Economic Development Department o Experience Bryan College Station o Bryan College Station Sports and Events Cohesive Branding Across all industries Foundation for a larger marketing effort Experience Home of Texas A&M University Small town values with big city amenities Very educated community Friendly and Welcoming Provide a radical level of hospitality Page 7 of 134 WKSHP102220 Minutes Page 4 Mrs. Ruiz provided additional information on the “Grow, Visit, Compete” College Station marketing efforts under development with a consultant. “Grow” College Station Marketing Traditional economic development Targeted to business considering establishing, site selectors “Visit” College Station Marketing Targeted advertisement o Corporate o Leisure traveler o Holiday and Event based tourism “Compete” College Station Marketing Highlight our facilities Hotel and hospitality amenities Video snips being developed 5.3 Presentation, discussion, and possible action to explore a College Station Small Business Advisory Board. Aubrey Nettles, Assistant Director of Economic Development, stated that at a past City Council meeting, Council requested that staff explore the creation of a small business advisory group. Staff has reviewed the City’s history of similar corporations, committees, and associations, evaluated what other comparable cities maintain in this regard, and assessed the current approaches for economic development outreach in College Station. Finally, staff will consider potential ways in which staff and City Council can engage with the small business community in College Station. Options Moving Forward “Builders Breakfast” for small businesses Formal advisory committee setup Considerations Target Audience What type of business? Size? Franchises? Topics to address Christmas in College Station Involving businesses in sports tournaments and conventions Other topics of interest to Council Council directed staff to work with the small business owners, franchise owners, Invest Brazos Valley (BVEC), and the Chambers to obtain feedback and identify concerns to be brought before Council. 6. Council Calendar Council reviewed the calendar. 7. Discussion, review, and possible action regarding the following meetings: Animal Shelter Board, Arts Council of Brazos Valley, Architectural Advisory Committee, Audit Committee, Bicycle, Pedestrian, and Greenways Advisory Board, Bio-Corridor Board of Adjustments, Page 8 of 134 WKSHP102220 Minutes Page 5 Brazos County Health Dept., Brazos Valley Council of Governments, Brazos Valley Economic Development Corporation, Bryan/College Station Chamber of Commerce, Budget and Finance Committee, BVSWMA, BVWACS, Census Committee Group, Compensation and Benefits Committee, Comprehensive Plan Evaluation Committee, Experience Bryan- College Station, Design Review Board, Economic Development Committee, Gulf Coast Strategic Highway Coalition, Historic Preservation Committee, Interfaith Dialogue Association, Intergovernmental Committee, Joint Relief Funding Review Committee, Landmark Commission, Library Board, Metropolitan Planning Organization, Operation Restart, Parks and Recreation Board, Planning and Zoning Commission, Research Valley Technology Council, Regional Transportation Committee for Council of Governments, Sister Cities Association, Spring Creek Local Government Corporation, Transportation and Mobility Committee, TAMU Student Senate, Texas Municipal League, Walk with the Mayor, YMCA, Zoning Board of Adjustments, (Notice of Agendas posted on City Hall bulletin board.) Councilmember Harvell reported on the Transportation and Mobility Committee meeting. 8. Adjournment There being no further business, Mayor Mooney adjourned the Workshop of the College Station City Council at 6:37 p.m. on Thursday, October 22, 2020. ________________________ Karl Mooney, Mayor ATTEST: _______________________ Tanya Smith, City Secretary Page 9 of 134 RM102220 Minutes Page 1 MINUTES OF THE REGULAR CITY COUNCIL MEETING VIA TELECONFERENCE CITY OF COLLEGE STATION OCTOBER 22, 2020 STATE OF TEXAS § § COUNTY OF BRAZOS § Present: Karl Mooney, Mayor Council: Bob Brick John Crompton Linda Harvell John Nichols Dennis Maloney City Staff: Jeff Capps, Interim City Manager Jeff Kersten, Assistant City Manager Carla Robinson, City Attorney Tanya Smith, City Secretary Lisa McCracken, Records Management Administrator 1.Call to Order and Announce a Quorum is Present and Pledge of Allegiance, Invocation, consider absence request. With a quorum present, the Regular Meeting of the College Station City Council was called to order by Mayor Mooney via Teleconference at 6:55 p.m. on Thursday, October 22, 2020, in the Council Chambers of the City of College Station City Hall, 1101 Texas Avenue, College Station, Texas 77840. 2.Presentation Proclamation honoring Dr. Bill Harris for his dedicated service representing the City of College Station on the Board of Directors of the Brazos Valley Groundwater Conservation District (BVGCD) from 2013 to 2020. Mayor Mooney presented a proclamation to Dr. Bill Harris, honoring him for his dedicated service representing the City of College Station on the Board of Directors of the Brazos Valley Groundwater Conservation District (BVGCD) from 2013 to 2020. 3.Hear Visitors Comments No comments at this time. Page 10 of 134 RM102220 Minutes Page 2 4.CONSENT AGENDA 4.1. Presentation, possible action, and discussion of minutes for: October 8, 2020 Workshop Meeting October 8, 2020 Regular Meeting 4.2. Presentation, discussion, and possible action regarding the renewal of six Master Agreements for Real Estate Appraisal Services: Duff & Phelps, LLC; JLL Valuation & Advisory Services, LLC; Lowery Property Advisors, LLC; Paul Hornsby & Company; S.T. Lovett & Associates; Valbridge Property Advisors with each agreement not to exceed $30,000. 4.3. Presentation, discussion, and possible action regarding approval of the of the City’s annual price agreements for Electric Three Phase Pad-Mounted Transformers with estimated annual expenditures for KBS Electrical Distributors in the amount not to exceed $900,204. The total recommended award is for an amount not to exceed $900,204 for FY 20-21 and possibly two one-year renewals. 4.4. Presentation, discussion, and possible action regarding the renewal of the Inter-Local Agreement with Brazos County for housing College Station Class C Misdemeanor prisoners in the Brazos County Jail. 4.5. Presentation, discussion, and possible action regarding approval of the City’s Annual Price Agreements for Electric Warehouse Inventory Materials with estimated annual expenditures of Anixter Inc. for $32,803, KBS Electrical Distributors for $288,083, Techline for $999,886, and Wesco Distribution for $30,530. The total recommended award is for an amount not to exceed $1,351,302. 4.6. Presentation, discussion, and possible action on Ordinance No. 2020-4217 amending Chapter 38, “Traffic and Vehicles,” Article VI “Traffic Schedules,” Section 38-1014 “Traffic Schedule XIV, No Parking Here to Corner and No Parking at Any Time,” by removing street parking at entrances and exits to public garages and parking areas and at certain intersections in the Northgate District. 4.7. Presentation, discussion, and possible action regarding the approval of a funding agreement with Catholic Charities in the amount of $140,000 to provide case management and assistance to College Station residents affected by COVID-19. 4.8. Presentation, discussion, and possible action regarding a ratification of the assignment, assumption and amendment of a lease agreement in the amount of $257,234.59 for the property at 614 Holleman Drive East by and among Brazos Valley Convention and Visitors Bureau, the City of College Station and TRDWind Wolf Pen, LLC. 4.9. Presentation, discussion, and possible action regarding Renewal one (1) of the Master Agreement between the City of College Station and The Reynolds Company (TRC) for the purchase of Rockwell Automation products and services for maintenance of Water Services Department SCADA infrastructure for a not to exceed amount of $150,000. Page 11 of 134 RM102220 Minutes Page 3 4.10. Presentation, discussion, and possible action regarding the award of a contract to Brazos Paving, Inc. for base failure repairs and pavement treatments in an amount not to exceed $4,613,250. This item is for contracted equipment, labor, and materials for standard maintenance activities associated with asphalt streets. 4.11. Presentation, discussion, and possible action on consideration of Ordinance No. 2020-4218 amending Chapter 38, “Traffic and Vehicles,” Article VIII “Traffic Schedules,” Section 38- 1008 “No right turn or no left turn” prohibiting left turns on school days from Gilchrist Avenue to Williams Street. 4.12. Presentation, discussion, and possible action regarding a contract with Freese & Nichols, Inc. to update the city-wide water and wastewater impact study with a total cost of $300,000. 4.13. Presentation, discussion, and possible action on approval of the 2020 Property Tax Roll in the amount of $52,501,620.03. 4.14. Presentation, discussion, and possible action regarding the approval of a Real Estate Contract that will convey 1.000 acre of City-owned land generally located at 1820 Harvey Mitchell Parkway, Bryan, Texas. MOTION: Upon a motion made by Councilmember Harvell and a second by Councilmember Brick, the City Council voted six (6) for and none (0) opposed, to approve the Consent Agenda. The motion carried unanimously. 5.REGULAR AGENDA 5.1. Presentation, discussion, and possible action on Ordinance No. 2020-4219 authorizing the issuance of “City of College Station, Texas General Obligation Refunding Bonds, Series 2020- A”; approving a purchase contract and other procedures relating to said bonds; and enacting other provisions relating to the subject. Mary Ellen Leonard, Director of Finance, introduced Marti Shew with Hilltop Securities and the Jeff Gulbas with McCall, Parkhurst, and Horton. Marti Shew, Hilltop Securities, stated that the aggregate original principal amount of the Bonds shall not exceed $17,085,000. The City could refund no more than $17,085,000 of its Certificates of Obligation, Series 2012 and General Obligation Refunding and Improvement Bonds, Series 2012 in order to achieve savings due to lower interest rates that are currently available. Refunding is issuing new debt to replace and pay off existing debt. Refunding can be done for several reasons; however, most often are used to accrue a savings against the current debt. Because of the short amortization of the Bonds, we are selling these refunding bonds in a privately placed transaction with a bank after solicitation of bids from interested banks; this method of sale is faster and avoids costs that are typically required to prepare an offering document for sale in the public markets. The City Council's Finance and Budgetary Policies allow for the City to "refund" debt when there is a net present value savings of at least 5%. The opportunity that is currently before the City Council will save the City approximately 7.46% over the remaining life of the issues. The net present value savings includes the debt issuance costs. Page 12 of 134 RM102220 Minutes Page 4 MOTION: Upon a motion made by Councilmember Nichols and a second by Councilmember Crompton, the City Council voted six (6) for and none (0) opposed, to adopt Ordinance No. 2020- 4219, authorizing the issuance of “City of College Station, Texas General Obligation Refunding Bonds, Series 2020-A”; approving a purchase contract and other procedures relating to said bonds; and enacting other provisions relating to the subject. The motion unanimously carried. 5.2. Public Hearing, presentation, discussion, and possible action regarding a summary of assistance provided to residents and businesses affected by the COVID-19 pandemic, discussion of current needs identified in the community caused by COVID-19, and discussion regarding the use of additional CARES Act Community Development Block Grant funding in the amount of $822,034. Debbie Eller, Director of Community Services, presented a summary of funds distributed to residents and businesses affected by the COVID-19 pandemic. The City will receive additional CARES Act Community Development funds in the amount of $822,034. Due to the changing conditions in the community due to the pandemic, staff has worked to collect information regarding current needs from service providers, residents, and businesses. A specific plan for the allocation of funding will be developed based on direction and specific U. S. Department of Housing and Urban Development requirements and provided to Council at a future date. This information presented along with possible funding areas for the additional funding. Assistance Provided – Business CDBG Economic Assistance Grant Program: The goal of this program is to assist businesses in retaining jobs for low-to-moderate income employees. In total $793,911was awarded to 46 small businesses. CDBG Economic Assistance Grant Program: The goal of this program is to provide reimbursement for expenses incurred related to public health in response to COVID. In total $1,668,708.98 was awarded, $250,976.18 to 32 small businesses and $1,417,732.80 to health care systems. Brazos Feed It Forward: The goal of this program is to support local restaurants and feed essential employees. In total $107,000 provided 9,741 meals. Economic Development Bridge Loans: The goal of this program is to support local small business with cash until business picks up again. Loans totaled $68,000 provided to 3 business which are to repay a total of $25,000. In addition, $117,689.72 in HOT Tax has been deferred for local hotels. Assistance Provided – Business/Residents Utility Assistance: Residents were allowed to make payment arrangements and the City forgave approximately $400,000 in late fees in addition to approximately $353,000 in reconnection fees. Assistance Provided – Residents Court Fines and Fees Waived: A total of $91,740 was forgiven on 242 cases. HOME Tenant Based Rental Assistance – Rent: The goal of this program is to work to alleviate evictions, support landlords, and reduce stress on families affected by COVID. In total $207,757 was distributed to 90 households who received up to 3 months’ rent with a $3,000 (maximum). Throughout the city 60 different landlords participated. Page 13 of 134 RM102220 Minutes Page 5 Rent & Utility Assistance Through Partners: Catholic Charities received $15,000 in CDBG funding and assisted 67 unduplicated clients with 24 unique households to provide rental and utility assistance. St. Vincent de Paul received $15,000 in CDBG Funds funding and assisted 31 families with rental or utility assistance. College Station ISD COVID-19 Family Empowerment Program received CARES Act grant totaling $250,000. This program serves low income students and employees of College Station ISD and to date has distributed $163,828.62 to 56 unduplicated clients in the form of rental assistance. Project Unity received $124,250 in CARES Act funding assisting 67 unduplicated clients with car payments, cell phone payments, health insurance payments, rent assistance payments, utility assistance, and transportation with a total disbursement to date of $31,563.94. Unlimited Potential: $42,490 – CDBG-CV New – Catholic Charities: $140,000 – CDBG/CDBG-CV Pending: Waiver Request to the U. S. Department of Housing and Urban Development – requesting ability to pay City-owned utility bills. Raney Whitwell, Community Development Analyst, presented an overview on the CARES Act survey results. Demographics of Respondents: 802 participated in the English Survey 8 participated in the Spanish Survey 18.00% – Small Business Owners 3.37% – College Students 40.00% - Families with School Age Children 19.70% - Older Adults (Over 55) 14.09% - Adult Household no Children 6.00%- Other, option not listed CARES Act Funds Ranking 1.Food Assistance 2. Small Business Assistance 3. Rental Assistance 4. Medical Services Related to COVID -19* 5. Job Retraining Assistance* At approximately 7:45 p.m., Mayor Mooney opened the Public Hearing. There being no comments, the Public Hearing was closed at 7:55 p.m. MOTION: Upon a motion made by Councilmember Brick and a second by Mayor Mooney, the City Council voted six (6) for and none (0) opposed, to approve a summary of assistance provided to residents and businesses affected by the COVID-19 pandemic, discussion of current needs identified in the community caused by COVID-19, and discussion regarding the use of additional CARES Act Community Development Block Grant funding in the amount of $822,034. The motion unanimously carried. Page 14 of 134 RM102220 Minutes Page 6 5.3. Presentation, discussion, and possible action regarding approval of a Public Health Reimbursement for Baylor Scott & White in the amount of $748,000.22 for public health labor expenses and supplies to respond to COVID-19. Debbie Eller, Director of Community Services, stated that Baylor Scott & White submitted a Public Health Reimbursement Program application for consideration of a reimbursement of expenses related to COVID-19 in the amount of $748,000.22. Staff has reviewed documentation submitted and confirmed all expenses were reasonable and necessary. MOTION: Upon a motion made by Councilmember Maloney and a second by Councilmember Nichols, the City Council voted six (6) for and none (0) opposed, to approve a Public Health Reimbursement for Baylor Scott & White in the amount of $748,000.22 for public health labor expenses and supplies to respond to COVID-19. The motion unanimously carried. 5.4. Presentation, discussion, and possible action regarding approval of a Public Health Reimbursement for CHI St. Joseph Regional Health Center in the amount of $641,168.61 for public health labor expenses and supplies to respond to COVID-19. Debbie Eller, Director of Community Services, stated that CHI St. Joseph Regional Health Center submitted a Public Health Reimbursement Program application for consideration of a reimbursement of expenses related to COVID-19 in the amount of $641,168.61. Staff has reviewed documentation submitted and confirmed all expenses were reasonable and necessary. MOTION: Upon a motion made by Councilmember Maloney and a second by Councilmember Brick, the City Council voted six (6) for and none (0) opposed, to approve a Public Health Reimbursement for CHI St. Joseph Regional Health Center in the amount of $641,168.61 for public health labor expenses and supplies to respond to COVID-19. The motion unanimously carried. 5.5. Presentation, discussion, and possible action regarding the conversion of existing greenways property to park land in the Lick Creek Area. Venessa Garza, Planning and Development, stated that the bordered by the Midtown Business Park, Rock Prairie Road and Highway 6 are numerous greenway properties throughout the Lick Creek corridor. These greenways were acquired through dedicated platting and purchased with 98 bond monies. MOTION: Upon a motion made by Councilmember Maloney and a second by Councilmember Crompton, the City Council voted six (6) for and none (0) opposed, to approve the conversion of existing greenways property to park land in the Lick Creek Area. The motion unanimously carried. 5.6. Presentation, discussion, and possible action regarding Ordinance No. 2020-4220 consenting to and extending the Mayor's renewal of a disaster declaration due to public health emergency. Jeff Capps, Interim City Manager, stated that on October 20, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, and September 21, 2020. The conditions necessitating the declaration Page 15 of 134 RM102220 Minutes Page 7 of a state of disaster and mayoral orders continue to exist. The Council needs to consent to and approve the Mayor's Disaster Declaration renewal. MOTION: Upon a motion made by Councilmember Maloney and a second by Councilmember Nichols, the City Council voted six (6) for and none (0) opposed, to adopt Ordinance No. 2020-4220, consenting to and extending the Mayor's renewal of a disaster declaration due to public health emergency. The motion unanimously carried. 6.Presentation, discussion, and possible action on future agenda items and review of standing list of Council generated agenda items: A Council Member may inquire about a subject for which notice has not been given. A statement of specific factual information or the recitation of existing policy may be given. Any deliberation shall be limited to a proposal to place the subject on an agenda for a subsequent meeting. Councilmember Crompton requested a future agenda for a discussion on adding polling locations for College Station Elections during Early Voting. 7.Adjournment. There being no further business, Mayor Mooney adjourned the Regular Meeting of the City Council at 8:29 p.m. on Thursday, October 22, 2020. ________________________ Karl Mooney, Mayor ATTEST: ___________________________ Tanya Smith, City Secretary Page 16 of 134 November 12, 2020 Item No. 4.2. Ordinance & ILA Calling Runoff Election Sponsor:Tanya Smith, City Secretary Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action on an ordinance ordering a Runoff Election to be held on December 15, 2020 for the purpose of electing a City Council Member, Place 5, and an interlocal government agreement with Brazos County for the conduct and management of the City of College Station Runoff Election. (Presentación, discusión, y posible acción sobre una ordenanza que ordena una elección de la segunda vuelta que se celebrará el 15 de Diciembre de 2020 con el propósito de elegir a un miembro del Concejo Municipal, Lugar 5, y un acuerdo de gobierno Interlocal con el Condado de Brazos para la conducta y el manejo de la Elección de la Segunda Vuelta de la Cuidad de College Station.) Relationship to Strategic Goals: Good Governance Recommendation(s): Approve as presented to the City Council. (Recomendación): (Aprobar tal como se presenta al Concejo Municipal.) Summary: This is an ordinance calling for a runoff election between the top two candidates receiving the most votes for City Council Member Place 5. Along with this ordinance is also an interlocal agreement providing for the Brazos County Elections Administrator to assist the City in holding this election. The election is proposed to occur on December 15, 2020. “Esta es una ordenanza que pide las Elecciones de Segunda Vuelta entre los dos principales candidatos que reciben la mayor cantidad de votos para un Miembro del Concejo Municipal, Lugar 5. Junto con esta ordenanza también hay un acuerdo interlocal que prevé que el Oficial de Elecciones del Condado de Brazos ayude a la Ciudad a celebrar estas elecciones . Se propone que las elecciones se celebraran el 15 de diciembre de 2020 ". Budget & Financial Summary: The Election Administrator provided a conservative estimate of $40,000 for this runoff election. This does not include the cost to publish the Notice of Runoff Election. The Notice must be published in English and Spanish and must appear in The Eagle and La Voz. (Presupuesto y Resumen Financiero): (El administrador de elecciones proporcionó una estimación conservadora de $40.000 para esta elección de segunda vuelta. Esto no incluye el costo de publicar el aviso de escorrentía elección. El aviso debe ser publicado en inglés y español y debe aparecer en el Eagle y La Voz.) Reviewed & Approved by Legal: No Attachments: 1.ORDINANCE 2.ORDINANZA (Spanish) 3.ILA Runoff Election Agr 2020 4.ILA Runoff Election Agr 2020 (Acuerdo de elección de Segunda Vuelt (Spanish) Page 17 of 134 Page 18 of 134 ORDINANCE NO. ________________ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS, ORDERING A MUNICIPAL RUNOFF ELECTION TO BE HELD ON DECEMBER 15, 2020, FOR THE PURPOSE OF ELECTING CITY COUNCILMEMBER PLACE 5 BY THE QUALIFIED VOTERS OF THE CITY OF COLLEGE STATION, TEXAS; ESTABLISHING EARLY VOTING LOCATIONS AND POLLING PLACES FOR THIS ELECTION; AND MAKING OTHER PROVISIONS FOR CONDUCTING THE ELECTION. RECITALS: 1. On November 3, 2020, the City of College Station held a general election for the purpose of electing City Councilmember Place 5, for a four year term. 2. On November 12, 2020, the City Council canvassed the results of the November 3, 2020, election and found that no candidate received a majority of the votes. 3. The City Council is authorized to order a runoff election to be held on the 15th day of December, 2020, for the purpose of electing City Councilmember Place 5 by the qualified voters of the City of College Station among the two candidates receiving the two highest number of votes cast. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS: SECTION 1. A runoff election is ordered to be held by the City of College Station, Texas (the “City”) at the various polling places and election precincts within the corporate limits of the City, as hereinafter designated, on December 15, 2020, from the hours of 7:00 a.m. to 7:00 p.m. This runoff election will be conducted by College Station and will be administered for the City by the Brazos County Elections Administrator, but this runoff election is not a county-wide election. At this election the qualified voters of the City will elect City Councilmember for Place 5, with such position having a four year term ending in November 2024. SECTION 2. The Vote Centers (polling locations) for College Station for this election shall be as follows: Vote Centers College Station Utilities Meeting & Training Facility 1603 Graham Road College Station, Texas SECTION 3. Early voting by personal appearance for the runoff election shall commence on November 30, 2020, and end on December 11, 2020. Optical scan ballots shall be used for early voting by mail and direct recording electronic voting machines shall be used for early voting by Page 19 of 134 personal appearance. The Early Voting Clerk for said election shall be the Brazos County Elections Administrator. She shall determine the number of election workers to be hired and arrange for training of all election workers. Early voting by personal appearance for the runoff shall be conducted at the locations and on the following dates and times specified by the Brazos County Elections Administrator: Early Voting Center Location: College Station Utilities Meeting & Training Facility – 1603 Graham Road, College Station, Texas. Early Voting Center Times: November 30 – December 4 8:00 am – 5:00 pm (Monday - Friday) December 7 – 8 7:00 am – 7:00 pm (Monday - Tuesday) December 9 – 11 8:00 am – 5:00 pm (Wednesday - Friday) SECTION 4. Early voting by mail ballot shall be conducted in accordance with applicable provisions of the Texas Election Code. The address of 300 E. William J Bryan, Suite 100, Bryan, Texas, shall be the early voting clerk's mailing address to which ballot applications and ballots voted by mail may be sent for this runoff election. SECTION 5. All early votes and other votes to be processed in accordance with early voting procedures pursuant to the Texas Election Code shall be delivered to the Early Voting Ballot Board at the Brazos County Election Administrator’s office. Early votes shall be counted at the central counting station. The Early Voting Ballot Board shall perform in accordance with applicable provisions of the Texas Election Code. SECTION 6. A Direct Record Electronic (“DRE”) System, as the term is defined in the Texas Election Code, shall be utilized in connection with the election. This system shall be utilized for all early voting as well as for all precinct voting conducted on Election Day. The Brazos County Elections Administrator will appoint a programmer, who shall prepare a program for the automatic tabulating equipment. Ample voting equipment shall be provided for early voting and in each of the various precincts on Election Day as may be applicable. The central counting station is established as the Brazos County Election Administrator’s Office, 300 E. William J Bryan, Suite 100, Bryan, Texas. SECTION 7.All resident, qualified voters of the City of College Station shall be permitted to vote for City Councilmember Place 5, to fill a four (4) year term of such position. SECTION 8.In accordance with Section 123.001 of the Texas Election Code, the Hart Intercivic Direct Recording Electronic Voting System, Optical Scan Voting System and Electronic Page 20 of 134 Management System for Brazos County, Texas and certified by the Secretary of State on January 3, 2002, and subsequent certifications each year, and identified as eSlate is hereby adopted for the runoff election. SECTION 9.The runoff election shall be held in accordance with the requirements for bilingual elections as set forth in the Voting Rights Act amendments for 1975 (42USC 1973aa-1a) and in Section 272.001 et al of the Election Code. All election forms and materials shall be printed in both English and Spanish, and bilingual oral assistance shall be made available within the requirements of the law. SECTION 10.The City Secretary is hereby authorized to post an official NOTICE OF RUNOFF ELECTION listing the precincts and polling place locations for this election. A copy of the NOTICE OF RUNOFF ELECTION, when published in a newspaper of general circulation in English and Spanish, shall serve as proper notice of the City’s election. SECTION 11. The Mayor is hereby authorized to certify to the City Secretary the names of the candidates to be placed on the ballot for the runoff election to be held on the 15th day of December 2020. SECTION 12.That this Ordinance shall take effect immediately from and after its passage. APPROVED AND ADOPTED by the City Council of the City of College Station this 12th day of November, 2020. CITY OF COLLEGE STATION: __________________________________ Karl Mooney, Mayor ATTEST: _____________________________________ Tanya Smith, City Secretary APPROVED AS TO FORM: _____________________________________ Mary Ann Powell, Deputy City Attorney Page 21 of 134 ORDENANZA NO. ________________ UNA ORDENANZA DEL CONSEJO DE LA CIUDAD DE COLLEGE STATION AUTORIZANDO ELECCIONES MUNICIPALES DE SEGUNDA VUELTA PARA CELEBRARSE EL 15 DE DICIEMBRE DE 2020, CON EL PROPÓSITO DE ELEGIR A UN MIEMBRO DEL CONSEJO DE LA CIUDAD PARA EL PUESTO NÚMERO 5 POR LOS VOTANTES CALIFICADOS DE LA CIUDAD DE COLLEGE STATION; ESTABLECIENDO SITIOS DE VOTACIONES TEMPRANAS Y CENTROS DE VOTACIONES PARA ESTAS ELECCIONES; Y LOS ARREGLOS NECESARIOS PARA DIRIGIR DICHAS ELECCIONES. ANTECEDENTES: 1. El 3 de noviembre de 2020, la Ciudad de College Station celebró elecciones generales con el propósito de elegir a un Miembro del Consejo Puesto Número 5, por un término de cuatro a ños. 2. El 12 de noviembre de 2020, El Consejo de la Ciudad sondeó los resultados de las elecciones del 3 de noviembre de 2020 y encontró que ningún candidato recibió una mayoría de votos. 3. El Consejo de la Ciudad está autorizado para ordenar elecciones de segunda vuelta para celebrarse el 15 de diciembre de 2020, con el propósito de elegir a un Miembro del Consejo Puesto Número 5, por los votantes calificados de la Ciudad de College Station, entre los dos candidatos que recibieron el mayor número de votos emitidos. EL CONSEJO DE LA CIUDAD DE COLLEGE STATION ORDENA QUE SE CUMPLA LO SIGUIENTE: SECCIÓN 1. Se ordenan elecciones de segunda vuelta llevadas a cabo por la Ciudad de College Station (la “Ciudad”) en los distintos centros de votaciones y precintos electorales dentro de los límites corporativos de la Ciudad, como se designa en adelante, para el 15 de diciembre de 2020, de las 7:00 a.m. a las 7:00 p.m. Estas elecciones de segunda vuelta serán dirigidas por College Station y serán administradas para la Ciudad por el Oficial de Elecciones del Condado de Brazos; pero estas elecciones de segunda vuelta no serán elecciones para todo el condado. En estas elecciones, los votantes calificados de la Ciudad elegirán a un candidato para ocupar el puesto de Miembro del Consejo Puesto Número 5, y dicho cargo tendrá un período de cuatro años que finalizará en noviembre de 2024. SECCIÓN 2. El Centro de Votaciones (sitio de votaciones) para College Station para estas elecciones será el siguiente: Centro de Votaciones Page 22 of 134 College Station Utilities Meeting & Training Facility [Edificio de Conferencias y Capacitación de la Empresa Eléctrica de College Station] 1603 Graham Road College Station, Texas SECCIÓN 3. Las votaciones tempranas en persona para las elecciones de segunda vuelta comenzarán el 30 de noviembre de 2020, y terminarán el 11 de diciembre de 2020. Las boletas electorales de escaneo óptico serán utilizadas para las votaciones tempranas por correo y las máquinas electrónicas de registro directo serán utilizadas para las votaciones tempranas en persona. El Oficial de las Votaciones Tempranas para dichas elecciones será el Oficial de Elecciones del Condado de Brazos. Ella determinará el número de personas a contratar y hará los arreglos necesarios para la capacitación de todas las personas contratadas para trabajar en las elecciones. Las votaciones tempranas realizadas en persona para las elecciones de segunda vuelta serán conducidas en los centros de votaciones y en las fechas y horarios señalados por el Oficial de Elecciones del Condado de Brazos. Centro principal de votaciones para las Votaciones Tempranas: College Station Utilities Meeting & Training Facility [Edificio de Servicios Públicos, de Conferencias y de Capacitación de College Station] – 1603 Graham Road, College Station, Texas. Horario del Centro de Votaciones Tempranas: del 30 de noviembre al 4 de diciembre 8:00 am – 5:00 pm (de lunes a viernes) del 7 de diciembre al 8 de diciembre 7:00 am – 7:00 pm (de lunes a martes) del 9 de diciembre al 11 de diciembre 8:00 am – 5:00 pm (de miércoles a viernes) SECCIÓN 4. Las Elecciones Tempranas por correo se llevará a cabo de conformidad con las disposiciones aplicables del Código de Elecciones de Texas. La dirección 300 E. William J Bryan, Suite 100, Bryan, Texas, será la dirección de correo del oficial de elecciones tempranas a donde Page 23 of 134 se podrán enviar las solicitudes y las boletas con votos emitidos por correo para estas elecciones de segunda vuelta. SECCIÓN 5. Todos los votos anticipados y otros votos a ser procesados de acuerdo con los procedimientos de las votaciones tempranas conforme el Código de Elecciones de Texas, serán entregados a la Junta de Boleta de Votaciones Tempranas en la oficina del Oficial de Elecciones del Condado de Brazos. Los votos anticipados serán contados en la estación central de conteo. La Junta de Boleta de Votaciones Tempranas desempeñará su cargo de acuerdo con las provisiones aplicables del Código de Elecciones de Texas. SECCIÓN 6. Un Sistema Directo de Registro Electrónico (“DRE, por sus siglas en el idioma inglés”), como se define el término en el Código de Elecciones de Texas, será utilizado en conexión con las elecciones. Este sistema será utilizado para todas las votaciones tempranas, así como también para todas las votaciones realizadas en los precintos electorales el Día de las Elecciones. El Oficial de Elecciones del Condado de Brazos nombrará a un programador para preparar un programa para el equipo de tabulación automático. Se proporcionará suficiente equipo para votar en las votaciones tempranas y en cada uno de los precintos electorales para el Día de las Elecciones, si es aplicable. La estación central de conteo se establecerá en la Oficina del Oficial de Elecciones del Condado de Brazos, 300 E. William J Bryan, Suite 100, Bryan, Texas. SECCIÓN 7.Todos los residentes calificados de la Ciudad de College Station serán permitidos votar para el Miembro del Consejo de la Ciudad, Puesto Número 5, para ocupar dicho puesto por un término de cuatro (4) años. SECCIÓN 8.De acuerdo con la Sección 123.001 del Código de Elecciones de Texas, El Sistema Hart Intercivic de Registro Electrónico Directo de Votaciones [Hart Intercivic Direct Recording Electronic Voting System], el Sistema de Votaciones de Escaneo Óptico y el Sistema de Manejo Electrónico para el Condado de Brazos, Texas, y certificado por el Secretario de Estado el 3 de enero de 2002, y las certificaciones subsiguientes cada año, e identificados como eSlate, se adopta por este acuerdo para las elecciones de segunda vuelta. SECCIÓN 9.Las elecciones de segunda vuelta se realizarán de acuerdo con los requisitos de elecciones bilingües, como se expresa en las enmiendas al Acta de Derechos de Votaciones del año 1975 (42USC 1973aa-1a) y en la Sección 272.001 del Código de Elecciones. Todos los formularios y materiales se imprimirán en ambos idiomas, inglés y español, y se proporcionará asistencia bilingüe oral dentro de los requisitos de la ley. SECCIÓN 10.Se le autoriza a la Secretaria de la Ciudad, por este medio, a publicar una NOTIFICACIÓN DE ELECCIONES DE SEGUNDA VUELTA donde se detalla la lista de los precintos electorales y los sitios de votaciones para estas elecciones. Una copia de la NOTIFICACIÓN DE ELECCIONES DE SEGUNDA VUELTA, al ser publicada en un periódico de circulación general en inglés y en español, servirá como la notificación oficial de las elecciones de la Ciudad. Page 24 of 134 SECCIÓN 11. Por este medio, el Alcalde está autorizado para certificarle a la Secretaria de la Ciudad los nombres de los candidatos que estarán en las boletas de las elecciones de segunda vuelta a celebrarse el 15º día del mes de diciembre de 2020. SECCIÓN 12.Que esta Ordenanza tomará efecto inmediatamente desde el momento de ser aprobada y después de su aprobación. APROBADA Y ADOPTADA por el Consejo de la Ciudad de College Station este 12o día de noviembre de 2020. CIUDAD DE COLLEGE STATION: __________________________________ Karl Mooney, Alcalde DOY FE: _____________________________________ Tanya Smith, Secretaria de la Ciudad APROBADA EN CUANTO A FORMA: _____________________________________ Mary Ann Powell, Abogada Adjunta de la Ciudad Page 25 of 134 INTERLOCAL GOVERNMENT AGREEMENT Joint Election This Agreement is made this _____ day of ___________________, 2020, by and between Brazos County (“the County”) and the City of College Station (“the City”). WHEREAS, the City of College Station anticipates the need to call for a runoff municipal election to be held within the city limits of College Station, Texas, on December 15, 2020; and WHEREAS, in the event of a runoff election, Brazos County will conduct the runoff municipal election for the City with the Brazos County Elections Administrator administering the election for the City; and WHEREAS, the parties to this Agreement desire to enter into this Agreement in order to set out the terms and conditions under which the County will conduct the runoff election for the City; NOW, THEREFORE, IT IS AGREED that a runoff election will be held by the City and conducted by the County under the following terms and conditions, and the parties hereto agree with said conditions: 1.That there shall be one ballot that contains all appropriate races and propositions available for qualified voters of the City. 2.That the County shall provide voting equipment to be used at the polling places. 3.That election forms used and records shall be maintained in a manner convenient and adequate to record and report the results of the election for the City. 4.That the City shall be responsible for the preparation, publication and Spanish translations of its Notice of Election and Order of Election. 5.That the implementation, conduct and management of said election shall be by the Brazos County Elections Administrator. The Brazos County Elections Administrator is hereby designated as the Chief Election Official and Early Voting Clerk for the City for the election to be held on December 15, 2020. The implementation, conduct and management of the election shall include, but not be limited to: A.The securing of qualified individuals to serve as election judges for each polling place. B.The securing of locations and facilities where the election is to be conducted. C.The securing of the election materials and supplies requisite to the proper administration of the election, and the programming and preparation of DRE voting equipment to be used in the election. D.The securing of a contract with an independent, qualified contractor for election services and supplies. E.The Brazos County Elections Administrator will be responsible for the conduct of early voting by personal appearance and by mail, with the City Secretary serving as Early Voting Clerk. Page 26 of 134 6.The amount to be paid by the City to the County for services rendered by the County in the December 15, 2020, election is: A.Brazos County will first fund all costs in full, other than the publication of each entity’s Notice of Election. B.The City of College Station will reimburse the County for certain costs as follows: 1.The cost for payment of the early voting election workers. 2.The cost paid to an independent, qualified contractor for election services and supplies. 3.The expenses of the Election Day polling places at vote centers as approved by the Secretary of State’s Office. 4.The cost of publication for all required notices of Public Test. 5.The cost of rental of twenty-eight (28) DRE voting equipment. 6.The cost of the Early Ballot Board, Central Counting Station, the tabulation supervisor and data processing manager. 7.Administrative fee of 10% of final cost for the City’s expenses as allowed in the Texas Election Code. 7.The financial obligations of the parties under this Agreement are payable from current revenues of the respective parties. 8.That the undersigned are the duly authorized representatives of the parties’ governing bodies, and their signatures represent adoption and acceptance of the terms and conditions of this agreement. APPROVED AND AGREED this 12th day of November 2020. BRAZOS COUNTY _________________________________________ Trudy Hancock, Elections Administrator CITY OF COLLEGE STATION ____________________________________________________________________________ Mayor City Attorney Attest: ______________________________________ City Secretary Page 27 of 134 ACUERDO DE GOBIERNO INTERLOCAL Elecciones Conjuntas El presente acuerdo se realiza el _____ día del mes de ___________________de 2020, por y entre el Condado de Brazos (“el Condado”) y la Ciudad de College Station (“la Ciudad”). CONSIDERANDO que la Ciudad de College Station anticipa la necesidad de convocar elecciones municipales de segunda Vuelta a celebrarse dentro de los límites de la ciudad de College Station, Texas el 15 de diciembre de 2020; y CONSIDERANDO que en caso se celebren elecciones de segunda vuelta, el Condado de Brazos realizará las elecciones de segunda vuelta para la Ciudad bajo la dirección del Oficial de Elecciones del Condado de Brazos quien administrará una parte de las elecciones para la Ciudad; y CONSIDERANDO que las partes desean suscribir este acuerdo con el propósito de presentar los términos y condiciones bajo los cuales el Condado asistirá en dirigir las elecciones de segunda vuelta para la Ciudad; AHORA, POR LO TANTO, SE ACUERDA que se celebrarán elecciones de segunda vuelta para la Ciudad y dirigidas en parte por el Condado bajo los siguientes términos y condiciones, y que las partes aquí presentes están de acuerdo con dichas condiciones: 1.Que habrá una boleta que contenga todas las nominaciones apropiadas y las propuestas disponibles para los votantes calificados de la Ciudad. 2.Que el Condado proporcionará el equipo necesario para las votaciones a ser utilizado en los centros de votaciones. 3.Que los formularios de elecciones utilizados y los registros se mantendrán de una manera conveniente y adecuada para registrar y reportar los resultados de las elecciones para la Ciudad. 4.Que la Ciudad será responsable de la preparación, publicación y traducción al español de su Aviso de Elecciones y Orden de Elecciones. 5.Que la implementación, dirección y manejo de dichas elecciones será dirigida por el Oficial de Elecciones del Condado de Brazos. El Oficial de Elecciones del Condado de Brazos es nombrado, por el presente acuerdo, el Oficial Encargado de las Elecciones y el Funcionario de las Elecciones Tempranas para la Ciudad, para las elecciones a celebrarse el 15 de diciembre de 2020. La implementación, dirección y manejo de las elecciones dirigido por el Oficial Encargado de Elecciones incluirá, pero no se limitará a lo siguiente: A.Conseguir individuos calificados para servir como jueces de las elecciones para cada centro de votaciones. B.Conseguir los lugares y las instalaciones donde se realizarán las elecciones. Page 28 of 134 C.Conseguir los materiales de elecciones y suministros necesarios para administrar apropiadamente las elecciones, y la programación y preparación del equipo de votaciones DRE a ser utilizado en las elecciones. D.Conseguir un contrato con un contratista independiente y calificado para los servicios y materiales necesarios para las elecciones. E.El Oficial de Elecciones del Condado de Brazos será el responsable de la conducción de las votaciones tempranas en persona y por correo, con la Secretaria de la Ciudad como secretaria de votación temprana. 6.La cantidad que la Ciudad le deberá pagar al Condado por servicios ofrecidos por el Condado en las elecciones del 15 de diciembre de 2020 se detalla a continuación: A.El Condado de Brazos primero financiará todos los gastos en su totalidad, con excepción de la publicación del aviso de la elección de cada entidad. B.La Ciudad de College Station le reembolsará al Condado ciertos gastos como se detalla a continuación: 1.El costo del pago a los empleados de las elecciones tempranas. 2.El costo pagado al contratista independiente y calificado por materiales y servicios prestados para las elecciones. 3.Los gastos de los centros de votaciones el día de las Elecciones, aprobado previamente por la Oficina de la Secretaría del Estado. 4.El costo de publicación de todas las notificaciones necesarias de Prueba Pública. 5.El costo de alquiler de veintiocho (28) máquinas para votaciones DRE. 6.El costo de la Junta de Boletas de Tempranas, de la Estación Central de Conteo, del supervisor de tabulación y el gerente de procesamiento de datos. 7.La cuota administrativa del 10% del costo final por los gastos de la Ciudad como lo es permitido en el Código de Elecciones de Texas. 7.Las obligaciones financieras de las partes bajo este acuerdo se pagarán de los ingresos actuales de las partes respectivas. 8.Que los que firman a continuación son los representantes debidamente autorizados por los entes reguladores de ambas entidades, y que sus firmas representan la adopción y aceptación de los términos y condiciones de este acuerdo. APPROBADO Y ACORDADO este día 12de noviembre de 2020. Page 29 of 134 CONDADO DE BRAZOS _________________________________________ Trudy Hancock, Oficial de Elecciones CIUDAD DE COLLEGE STATION ____________________________________________________________________________ Alcalde Abogado de la Ciudad Doy fe: ______________________________________ Secretaria de la Ciudad Page 30 of 134 November 12, 2020 Item No. 4.3. Brazos County ILA for Emergency Medical Ambulance Service Sponsor:Richard Mann Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action for a 3-year Interlocal Agreement with Brazos County and the City of Bryan for College Station and Bryan to provide emergency medical ambulance services to Brazos County in an amount of $926,004.16 payable to the City. Relationship to Strategic Goals: Core Services & Infrastructure Good Governance Diverse & Growing Economy Recommendation(s): Staff recommends approval of this interlocal agreement. Summary: This interlocal agreement is a 3-year renewal of the current agreement between Brazos County and the cities of Bryan and College Station Fire Departments to provide emergency medical ambulance services to areas of Brazos County. Budget & Financial Summary: The County shall pay College Station for emergency medical ambulance services on a quarterly basis according to the schedule in the interlocal agreement. This agreement is a renewal of the previous 3-year agreement with a built in 2.5% increase each year. Reviewed & Approved by Legal: No Attachments: 1.2021-2023 Brazos County EMS ILA Page 31 of 134 2021-2023 EMS ILA Page 1 of 6 Contract No. 21300101 2021-2023 BRAZOS COUNTY INTERLOCAL AGREEMENT FOR EMERGENCY MEDICAL AMBULANCE SERVICE THIS INTERLOCAL AGREEMENT is hereby made and entered into by and among The City of Bryan, Texas, a home rule municipal corporation (“Bryan”), City of College Station, Texas, a home rule municipal corporation (“College Station”) and Brazos County, Texas (“County”), each acting by and through its duly authorized agents; WHEREAS, the respective participating governments (the “Parties”) are authorized by the Interlocal Cooperation Act, Texas Government Code, Chapter 791, to enter into a joint agreement for the performance of the governmental function of providing Emergency Medical Ambulance Services; and WHEREAS, Bryan, College Station and County are authorized under Chapter 774 of the Texas Health & Safety Code to contract with each other to provide Emergency Medical Ambulance services; and WHEREAS, Bryan and College Station currently provide Emergency Medical Ambulance services to the County according to the geographic areas as defined as “Automatic Mutual Aid Response Districts” referenced in the Automatic Mutual Aid Agreement between Bryan and College Station; NOW, THEREFORE, the parties, in consideration of the mutual covenants and conditions contained herein, agree as follows: ARTICLE I SCOPE OF SERVICES 1. Bryan and College Station shall provide Emergency Medical Ambulance Services to any requesting person within their respective Automatic Mutual Aid Response District for their assigned responsibility referenced in the Automatic Mutual Aid Agreement between Bryan and College Station. (See Exhibit “A” a map of the Automatic Mutual Aid Response Districts indicating the corporation limits of each city as updated on or after 2005). 2. All requests for services under this Agreement shall be through the 9-1-1 Emergency Communications District and the College Station Communication Center, which dispatches police, fire, and EMS units respectively for Bryan/County and College Station. 3. Bryan and College Station reserve the right to refuse to answer any call pursuant to this Agreement if their respective Fire Chief or his or her designee reasonably determines that the health, safety, or welfare of their city would be endangered by dispatching personnel or equipment outside of its corporate limits. 4. Bryan and College Station will maintain emergency medical equipment and licensed personnel in compliance with Subchapter C of Chapter 773 Health & Safety Code and will perform Page 32 of 134 2021-2023 EMS ILA Page 2 of 6 Contract No. 21300101 all activities related to this Agreement in accordance with the regulations promulgated by the Texas Department of State Health Services. Bryan and College Station will provide to the County, notwithstanding any HIPAA restrictions, an electronic copy of each run taken outside the corporation limits of each city, respectively, on a quarterly basis upon request. A “run” is defined as a single medical incident regardless of the number of EMS or other apparatus that respond(s). ARTICLE II PAYMENTS 1. The County shall pay from current revenues to Bryan and College Station the following amounts for Emergency Medical Ambulance Services on a quarterly basis according to the following schedule: 2. Fiscal Year 2021. A collective total of Six Hundred Two Thousand One Hundred Fifty-Six and 72/100 Dollars ($602,156.72) annually: Payment Due Date Quarter Amount 1. October 1, 2020 October –December, 2020 $ 75,269.59 (Bryan) $ 75,269.59 (College Station) 2. January 2, 2021 January – March, 2021 $ 75,269.59 (Bryan) $ 75,269.59 (College Station) 3. April 1, 2021 April – June, 2021 $ 75,269.59 (Bryan) $ 75,269.59 (College Station) 4. July 1, 2021 July – September, 2021 $75,269.59 (Bryan) $75,269.59 (College Station) 3. Fiscal Year 2022. a collective total of Six Hundred Seventeen Thousand Two Hundred Ten and 64/100 Dollars ($617,210.64) annually: Payment Due Date Quarter Amount 1. October 1, 2021 October –December, 2021 $ 77,151.33 (Bryan) $ 77,151.33 (College Station) 2. January 2, 2022 January – March, 2022 $ 77,151.33 (Bryan) $ 77,151.33 (College Station) 3. April 1, 2022 April – June, 2022 $ 77,151.33 (Bryan) $ 77,151.33 (College Station) Page 33 of 134 2021-2023 EMS ILA Page 3 of 6 Contract No. 21300101 4. July 1, 2022 July – September, 2022 $ 77,151.33 (Bryan) $ 77,151.33 (College Station) 4. Fiscal Year 2023. A collective total of Six Hundred Thirty-Two Thousand Six Hundred Forty and 96/100 Dollars ($632,640.96) annually: Payment Due Date Quarter Amount 1. October 1, 2022 October –December, 2022 $ 79,080.12 (Bryan) $ 79,080.12 (College Station) 2. January 2, 2023 January – March, 2023 $ 79,080.12 (Bryan) $ 79,080.12 (College Station) 3. April 1, 2023 April – June, 2023 $ 79,080.12 (Bryan) $ 79,080.12 (College Station) 4. July 1, 2023 July – September, 2023 $ 79,080.12 (Bryan) $ 79,080.12 (College Station) ARTICLE III TERM AND TERMINATION The Agreement term begins on October 1, 2020 and ends on September 30, 2023. The Agreement is effective after proper approval of all parties. The Parties may terminate this Agreement, for convenience, without cause, with thirty (30) days’ written notice. Further, should the Agreement be terminated, the rights and obligations of the Parties hereunder shall terminate, except those rights and obligations that have accrued under this Agreement before the date of termination shall survive. ARTICLE IV GENERAL TERMS AND CONDITIONS 1. Interlocal Cooperation Act. Each Party to this Agreement is a local government as defined in the Interlocal Cooperation Act. Nothing in this Agreement will be construed as a waiver or relinquishment by either Party of its right to claim such exemptions, privileges, and immunities as may be provided by the Constitution and the Laws of the State of Texas. No separate legal entity is created by this Agreement 2. Notice. All notices issued between parties to this agreement shall be in writing. All notices shall be deemed given on the date personally delivered, faxed, or deposited in the U.S. mail to the following parties: City of Bryan P.O. Box 1000 Bryan, Texas 77805 Attn: Randy McGregor, Fire Chief City of College Station P.O. Box 9960 College Station, Texas 77842 Attn: Richard Mann, Fire Chief Brazos County 200 S. Texas Ave, Suite 332 Bryan, Texas 77803 Attn: County Judge Duane Peters Page 34 of 134 2021-2023 EMS ILA Page 4 of 6 Contract No. 21300101 3. Hold Harmless. Subject to the limitations as to damages and liability under the Texas Tort Claims Act, and without waiving its governmental immunity, each party to this Agreement agrees to hold harmless each other, its governing board, officers, agents and employees for any liability, loss, damages, claims or causes of action caused, or asserted to be caused, directly or indirectly by any party to this Agreement, or any of its officers, agents or employees as a result of its performance under this agreement. If any party to this contract is sued by a third party for any acts or omissions arising from the performance of this Agreement, the parties agree that the governmental unit that would have been responsible for furnishing the services in the absence of the Agreement is responsible for any civil liability that arises from the furnishings of those services except for personal injury, personnel and/or retirement benefits of the personnel of the responding city, and/or damage to or resulting from use of any equipment of the responding city. 4. Savings Clause. If any provision of the Agreement shall be held to be invalid, illegal, or unenforceable by a court or other tribunal of competent jurisdiction, the validity and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The parties shall use their best efforts to replace the respective provisions or provisions of this Agreement with legal terms and conditions approximating the original intent of the parties. 5. Entire Agreement. This Agreement contains the entire agreement between the parties and supersedes any and all prior agreements, arrangements, or understandings between the Parties relating to the subject matter of this Agreement. No oral understandings, statements, promises, or inducements contrary to the terms of this agreement exist. This Agreement cannot be changed or terminated orally. No verbal agreement or conversation with any officer, agent, or employee of any Party before or after the execution of this Agreement shall affect or modify any of the terms or obligations hereunder. 6. No Third-Party Beneficiaries. This Agreement is for the benefit of the parties and does not confer any rights on any third parties. 7. Amendment. The terms and conditions of this Agreement may be amended upon written mutual consent of all Parties. Mutual consent will be demonstrated by written approval of each governing body. No amendment to this Agreement shall be effective and binding, unless and until it is reduced to writing, duly approved and signed by the authorized representatives of both Parties. 8. Venue. This Agreement has been made under and shall be governed by the laws of the State of Texas. This Agreement and all matters related thereto shall be performed in Brazos County, Texas. The venue of any lawsuits arising out of this Agreement shall be in Brazos County, Texas. 9. Waiver. Failure of any party to enforce a provision of this Agreement shall not constitute a waiver of that provision nor in any way affect the validity of this Agreement or the right of any party to enforce each and every provision hereof. No term of this Agreement shall be deemed waived or breach excused unless the waiver shall be in writing and signed by the parties claimed to have waived. Furthermore, any consent to or waiver of a breach will not constitute consent to or waiver of or excuse of any other different or subsequent breach. Page 35 of 134 2021-2023 EMS ILA Page 5 of 6 Contract No. 21300101 10. Multiple Originals. This Agreement may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes. City of Bryan City of College Station Brazos County Andrew Nelson, Mayor Mayor Duane Peters, County Judge Date: Date: Date: ATTEST: ATTEST: ATTEST: Mary Lynne Stratta City Secretary Karen McQueen City Secretary County Clerk Date: Date: Date: APPROVED AS TO FORM: Janis K. Hampton City Attorney Bruce L. Erratt City Attorney College Station, Texas Assistant County Attorney City of Bryan, Texas Brazos County, Texas Date: Date: Date: Page 36 of 134 2021-2023 EMS ILA Page 6 of 6 Contract No. 21300101 Page 37 of 134 November 12, 2020 Item No. 4.4. Change Order #3 for Graham Road Substation Construction Contract Sponsor:Timothy Crabb, Director of Electric Reviewed By CBC:N/A Agenda Caption:Presentation, discussion, and possible action regarding change order number 3 to a contract for the Graham Road Substation, reducing the contract amount by $95,286.43. Relationship to Strategic Goals: Financial Sustainability Core Services and Infrastructure Recommendation(s): Staff recommends the approval of change order number 3 reducing the contract price by $95,286.43 to the Graham Road Substation Construction Contract. The decrease is due to the deduction of services provided by Primoris T&D Services, LLC. Summary: Primoris T&D Services, LLC, declined to install concertina wiring and new gates at Spring Creek Substation as included in this contract, as well as existing areas of overlap of services identified in the scope of work between Primoris and other vendors. The contract modification appropriately addresses these issues as evaluated by staff and McCord Engineering. Budget & Financial Summary: Funds were budgeted and approved in the Electric Utility’s Operating Budget and in the Electric Utility Capital Improvement Projects Fund. Reviewed & Approved by Legal: No Attachments: 1.Contract is available for review in the City Secretary's Office Page 38 of 134 Contract is available for review in the City Secretary’s office. Page 39 of 134 November 12, 2020 Item No. 4.5. Renewal of an Annual Price Agreement for the purchase of Electric Distribution Poles, to Techline INC. Sponsor:Mary Ellen Leonard, Director of Fiscal Services Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action on the renewal of an Annual Price Agreement for the purchase of Electric Distribution Poles, to Techline INC. The electrical distribution poles will be maintained in electrical inventory and expended as necessary. The total recommended renewal is for an amount not to exceed $912,608. Relationship to Strategic Goals: Core Services and Infrastructure Recommendation(s): Staff recommends the renewal of the annual price agreement with Techline, Inc. for an amount not to exceed $912,608. Summary: On September 5, 2018, five (5) sealed bids were received and opened for the Invitation to Bid, 19-003, for the annual purchase of electric distribution poles. Electric staff evaluated the bids for compliance to the needed specifications and recommended awarding the contract to a single vendor, Techline Inc. Upon City Council's approval on October 25, 2018, item 2E, a one-year contract, with two possible renewals was issued to Techline, Inc. The first renewal was presented to City Council on October 24, 2019, and approved. This is the second and last of two possible one-year renewal options. Upon Council approval, a blanket order will be issued to Techline, Inc. The materials will be placed and maintained in the electrical inventory and expensed as needed. Budget & Financial Summary: Funds are budgeted and available in the Electrical Fund. Various projects may be expenses as supplies are pulled from inventory and issued. Reviewed & Approved by Legal: No Attachments: 1.19300145R2 Techline Renewal LTR Page 40 of 134 Page 41 of 134 PO Box 9960 1101 Texas Avenue College Station, TX 77842 www.cstx.gov October 6, 2020 ATTN: Mr. Gary Troxell TECHLINE, INC. 9609 Beck Circle Austin, TX 78758 RE: Renewal #2 –Contract 19300145, Bid #19-0003 Annual Purchase of Electric Distribution Poles Dear Mr. Troxell, The City of College Station appreciates the products and services provided by Techline, Inc., this past year. We would like to exercise our option to renew the above referenced agreement for the term of November 15, 2020 through November 14, 2021, for an amount not to exceed Nine Hundred Twelve Thousand, Six Hundred Eight Dollars ($912,608.00). If this meets with your company's approval, please complete the attached contract renewal agreement and return it via e-mail to rforsyth@cstx.gov. Attachment Page 42 of 134 RENEWAL ACCEPTANCE By signing herewith, I acknowledge and agree to renew Contract 19300145, Renewal Two, Annual Purchase of Electric Distribution Poles as needed, in accordance with all terms and conditions previously agreed to and accepted for an amount not to exceed Nine Hundred Twelve Thousand, Six Hundred Eight Dollars ($912,608.00). Pricing will be structured as follows: Original Bid Pricing: Thirty (30) foot tapered shaft fiberglass composite. Estimated Quantity 30 City inventory #285-065-00031 $1,762.00 each for $52,860.00 Thirty-five (35) foot tapered shaft fiberglass composite. Estimated Quantity 25 City inventory #285-065-00039 $1,815.00 each for $45,375.00 Fifty (50) foot 6 Degree Tapered shaft fiberglass composite. Estimated Quantity 50 City Inventory #285-065-00032 $2,057.00 each for $102,850.00 Forty-five (45) foot tapered shaft fiberglass composite. Estimated Quantity 50 City inventory #285-065-00033 $2,186.00 each for $109,300.00 Fifty (50) foot tapered shaft fiberglass composite. Estimated Quantity 15 City inventory #285-065-00034 $2,486.00 each for $37,290.00 Fifty-five (55) foot tapered shaft fiberglass composite. Estimated Quantity 15 City Inventory #285-065-00035 $3,701.00 each for $55,515.00 Fifty (50) foot 6 Degree, Tapered shaft fiberglass composite Estimated Quantity 2 City Inventory #285-065-00036 $ 3,261.00 each for $6,522.00 Fifty (50) foot 12 Degree Tapered shaft fiberglass composite Estimated Quantity 2 City Inventory #285-065-00026 $4,070.00 each for $8,140.00 Fifty (50) foot 18 Degree Tapered shaft fiberglass composite Estimated Quantity 2 City Inventory #285-065-00037 $4,196.00 each for $8,392.00 Thirty-five ft. (35’) Prestressed Spun Cast Concrete pole Estimated Quantity 5 City Inventory #540-070-00020 $3,832.00 each for $19,160.00 Forty ft. (40’) Prestressed Spun Cast Concrete pole Estimated Quantity 10 City Inventory #540-070-00010 $4,079.00 each for $40,790.00 Forty-five ft. (45’) Prestressed Spun Cast Concrete pole Estimated Quantity 20 City Inventory #540-070-00008 $4,270.00 each for $85,400.00 Fifty ft. (50’) Prestressed Spun Cast Concrete pole Estimated Quantity 15 City Inventory #540-070-00009 $4,486.00 each for $67,290.00 Page 43 of 134 Fifty-Five ft. (55’) Prestressed Spun Cast Concrete pole Estimated Quantity 40 City Inventory #540-070-00011 $4,692.00 each for $187,680.00 Fifty ft. (50’) 6 degree Prestressed Spun Cast Concrete self-supporting pole City Inventory #540-070-00021 Estimated Quantity 3 $4,543.00 each for $13,629.00 Fifty ft. (50’) 12 Degree Prestressed Spun Cast Concrete self-supporting pole City Inventory #540-070-00018 Estimated Quantity 3 $5,089.00 each for $15,267.00 Fifty ft. (50’) 18 Degree Prestressed Spun Cast Concrete self-supporting pole City Inventory #540-070-00019 Estimated Quantity 3 $5,470.00 each for $16,410.00 Sixty ft. (60’) 6 Degree Prestressed Spun Cast Concrete self-supporting pole City Inventory #540-070-00022 Estimated Quantity 2 $5,820.00 each for $11,700.00 Sixty ft. (60’) 12 degree Prestressed Spun Cast Concrete self-supporting pole City Inventory #540-070-00023 Estimated Quantity 2 $6,886.00 each for $13,772.00 Sixty ft. (60’) 18 degree Prestressed Spun Cast Concrete self-supporting pole City Inventory #540-070-00024 Estimated Quantity 2 $7,633.00 each for $15,266.00 GRAND TOTAL $912,608.00 I understand this renewal term will be for the period beginning November 15, 2020 through November 14, 2021. This is the second and last renewal of this Annual Price Agreement. TECHLINE, INC. CITY OF COLLEGE STATION By: By: Printed Name: City Manager Title: Date: ________________ Date: Assistant City Manager/CFO Date: _____________ Page 44 of 134 November 12, 2020 Item No. 4.6. TXDOT FM 2154 Advance Funding Agreement Sponsor:Emily Fisher, Assistant Director of Public Works Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action on an Advance Funding Agreement (AFA) between the City of College Station and the State of Texas, acting through the Texas Department of Transportation (TXDOT) for the FM 2154 Widening. Relationship to Strategic Goals: 1. Improving Mobility Recommendation(s): Staff recommends approval of the AFA. Summary: This AFA covers preliminary engineering work that the city is performing as part of the SH 40 and FM 2154 Interchange Feasibility Study project. As part of the scope of the project the city is also producing a schematic of the widening of FM 2154 (Wellborn Rd) from SH 40 to Greens Prairie Rd. A schematic is a preliminary design that will determine needed rights of ways and easements, intersection layouts, and environmental and drainage needs. TXDOT will be responsible for the final design of the widening of FM 2154. Construction of a widening project is not expected to commence until 2026 or later. This is a $0.00 payment agreement. Budget & Financial Summary: Budget in the amount of $1,834,008 is included for this project in the Streets Capital Improvement Projects Fund. This AFA has no budgetary impact. Reviewed & Approved by Legal: No Attachments: 1.FM 2154 Widening AFA - For Partial Execution 2.Resolution FM 2154 Widening Page 45 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 1 of 14 AFA LongGen Rev 07/17/2019 STATE OF TEXAS § COUNTY OF TRAVIS § ADVANCE FUNDING AGREEMENT For Surface Transportation Block Grant On-System THIS AGREEMENT (Agreement) is made by and between the State of Texas, acting by and through the Texas Department of Transportation called the “State”, and the City of College Station, acting by and through its duly authorized officials, called the “Local Government”. The State and Local Government shall be collectively referred to as “the parties” hereinafter. WITNESSETH WHEREAS, federal law establishes federally funded programs for transportation improvements to implement its public purposes, and WHEREAS, the Texas Transportation Code, Section 201.103 establishes that the State shall design, construct and operate a system of highways in cooperation with local governments, and Section 222.052 authorizes the Texas Transportation Commission to accept contributions from political subdivisions for development and construction of public roads and the state highway system within the political subdivision, and WHEREAS, federal and state laws require local governments to meet certain contract standards relating to the management and administration of State and federal funds, and WHEREAS, the Texas Transportation Commission has codified 43 TAC, Rules 15.50-15.56 that describe federal, state, and local responsibilities for cost participation in highway improvement and other transportation projects, and WHEREAS, the Texas Transportation Commission passed Minute Order Number 115005 and 115550 authorizing the State to undertake and complete a highway improvement or other transportation project generally described as FM 2154 Widening. The portion of the project work covered by this Agreement is identified in the Agreement, Article 3, Scope of Work (Project), and WHEREAS, the Governing Body of the Local Government has approved entering into this Agreement by resolution, ordinance, or commissioners court order dated _____________________, which is attached to and made a part of this Agreement as Attachment A, Resolution, Ordinance, or Commissioners Court Order (Attachment A). A map showing the Project location appears in Attachment B, Location Map Showing Project (Attachment B), which is attached to and made a part of this Agreement. Page 46 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 2 of 14 AFA LongGen Rev 07/17/2019 NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements of the parties, to be by them respectively kept and performed as set forth in this Agreement, it is agreed as follows: AGREEMENT 1. Responsible Parties: For the Project covered by this Agreement, the parties shall be responsible for the following work as stated in the article of the Agreement referenced in the table below: 1 State Utilities Article 8 2. Local Government Environmental Assessment and Mitigation Article 9 3a. Local Government Architectural and Engineering Services (Preliminary Engineering and Schematic) Article 11 3b. State Architectural and Engineering Services (Plans, Specification, and Estimate – PS&E) Article 11 4. State Construction Responsibilities Article 12 5. State Right of Way and Real Property Article 14 2. Period of the Agreement This Agreement becomes effective when signed by the last party whose signing makes the Agreement fully executed. This Agreement shall remain in effect until the Project is completed or unless terminated as provided below. 3. Scope of Work Local Government shall perform the required environmental, preliminary engineering, and prepare the schematic for the widening project on FM 2154 from SH 40 to Greens Prairie Trail in College Station, Brazos County, Texas as shown in Attachment B. Based on the schematic for the widening project, the State will perform the remainder of all engineering work responsibilities not provided for by the local government, and will construct the project. 4. Project Sources and Uses of Funds The total estimated cost of the Project is shown in Attachment C, Project Budget (Attachment C) which is attached to and made a part of this Agreement. A. If the Local Government will perform any work under this Agreement for which reimbursement will be provided by or through the State, the Local Government must complete training. If federal funds are being used, the training must be completed before federal spending authority is obligated. Training is complete when at least one individual who is working actively and directly on the Project successfully completes and receives a certificate for the course entitled “Local Government Project Procedures and Qualification for the Texas Department of Transportation” and retains qualification in accordance with applicable TxDOT procedures. Upon request, the Local Page 47 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 3 of 14 AFA LongGen Rev 07/17/2019 Government shall provide the certificate of qualification to the State. The individual who receives the training certificate may be an employee of the Local Government or an employee of a firm that has been contracted by the Local Government to perform oversight of the Project. The State in its discretion may deny reimbursement if the Local Government has not continuously designated in writing a qualified individual to work actively on or to directly oversee the Project. B. The expected cash contributions from the federal government, the State, the Local Government, or other parties are shown in Attachment C. The State will pay for only those Project costs that have been approved by the Texas Transportation Commission. For projects with federal funds, the State and the federal government will not reimburse the Local Government for any work performed before the federal spending authority is formally obligated to the Project by the Federal Highway Administration (FHWA). After federal funds have been obligated, the State will send to the Local Government a copy of the formal documentation showing the obligation of funds including federal award information. The Local Government is responsible for 100% of the cost of any work performed under its direction or control before the federal spending authority is formally obligated. C. Attachment C shows, by major cost categories, the cost estimates and the party responsible for performing the work for each category. These categories may include but are not limited to: (1) costs of real property; (2) costs of utility work; (3) costs of environmental assessment and remediation; (4) cost of preliminary engineering and design; (5) cost of construction and construction management; and (6) any other local project costs. D. The State will be responsible for securing the federal and State share of the funding required for the development and construction of the local Project. If the Local Government is due funds for expenses incurred, these funds will be reimbursed to the Local Government on a cost basis. E. The Local Government will be responsible for all non-federal or non-State participation costs associated with the Project, unless otherwise provided for in this Agreement or approved otherwise in an amendment to this Agreement. For items of work subject to specified percentage funding, the Local Government shall only in those instances be responsible for all Project costs that are greater than the maximum State and federal participation specified in Attachment C and for overruns in excess of the amount specified in Attachment C to be paid by the Local Government. F. The budget in Attachment C will clearly state all items subject to fixed price funding, specified percentage funding, and the periodic payment schedule, when periodic payments have been approved by the State. G. When the Local Government bears the responsibility for paying cost overruns, the Local Government shall make payment to the State within thirty (30) days from the receipt of the State’s written notification of additional funds being due. H. When fixed price funding is used, the Local Government is responsible for the fixed price amount specified in Attachment C. Fixed prices are not subject to adjustment unless (1) differing site conditions are encountered; (2) further definition of the Local Government’s requested scope of work identifies greatly differing costs from those estimated; (3) work requested by the Local Government is determined to be ineligible Page 48 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 4 of 14 AFA LongGen Rev 07/17/2019 for federal participation; or (4) the adjustment is mutually agreed to by the State and the Local Government. I. Prior to the performance of any engineering review work by the State, the Local Government will pay to the State the amount specified in Attachment C. At a minimum, this amount shall equal the Local Government’s funding share for the estimated cost of preliminary engineering performed or reviewed by the State for the Project. At least sixty (60) days prior to the date set for receipt of the construction bids, the Local Government shall remit its remaining financial share for the State’s estimated construction oversight and construction cost. J. The State will not execute the contract for the construction of the Project until the required funding has been made available by the Local Government in accordance with this Agreement. K. Whenever funds are paid by the Local Government to the State under this Agreement, the Local Government shall remit a check or warrant made payable to the “Texas Department of Transportation” or may use the State’s Automated Clearing House (ACH) system for electronic transfer of funds in accordance with instructions provided by TxDOT’s Finance Division. The funds shall be deposited and managed by the State and may only be applied by the State to the Project. L. The State will not pay interest on any funds provided by the Local Government. M. If a waiver for the collection of indirect costs for a service project has been granted under 43 TAC §15.56, the State will not charge the Local Government for the indirect costs the State incurs on the Project, unless this Agreement is terminated at the request of the Local Government prior to completion of the Project. N. If the Local Government is an Economically Disadvantaged County (EDC) and if the State has approved adjustments to the standard financing arrangement, this Agreement reflects those adjustments. O. Where the Local Government is authorized to perform services under this Agreement and be reimbursed by the State, the Local Government is authorized to submit requests for reimbursement by submitting the original of an itemized invoice, in a form and containing all items required by the State, no more frequently than monthly and no later than ninety (90) days after costs are incurred. If the Local Government submits invoices more than ninety (90) days after the costs are incurred and if federal funding is reduced as a result, the State shall have no responsibility to reimburse the Local Government for those costs. P. Upon completion of the Project, the State will perform a final accounting of the Project costs for all items of work with specified percentage funding. Any funds due by the Local Government, the State, or the federal government for these work items will be promptly paid by the owing party. Q. The state auditor may conduct an audit or investigation of any entity receiving funds from the State directly under this Agreement or indirectly through a subcontract under this Agreement. Acceptance of funds directly under this Agreement or indirectly through a subcontract under this Agreement acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. An entity that is the subject of an audit or investigation must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. Page 49 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 5 of 14 AFA LongGen Rev 07/17/2019 R. Payment under this Agreement beyond the end of the current fiscal biennium is subject to availability of appropriated funds. If funds are not appropriated, this Agreement shall be terminated immediately with no liability to either party. 5. Termination of This Agreement This Agreement shall remain in effect until the Project is completed and accepted by all parties, unless: A. The Agreement is terminated in writing with the mutual consent of the parties; B. The Agreement is terminated by one party because of a breach, in which case any costs incurred because of the breach shall be paid by the breaching party; C. The Local Government elects not to provide funding after the completion of preliminary engineering, specifications, and estimates (PS&E) and the Project does not proceed because of insufficient funds, in which case the Local Government agrees to reimburse the State for its reasonable actual costs incurred during the Project; or D. The Agreement is terminated by the State because the parties are not able to execute a mutually agreeable amendment when the costs for Local Government requested items increase significantly due to differing site conditions, determination that Local government requested work is ineligible for federal or state cost participation, or a more thorough definition of the Local Government’s proposed work scope identifies greatly differing costs from those estimated. The State will reimburse Local Government remaining funds to the Local Government within ninety (90) days of termination; or E. The Project is inactive for thirty-six (36) consecutive months or longer and no expenditures have been charged against federal funds, in which case the State may in its discretion terminate this Agreement. 6. Amendments Amendments to this Agreement due to changes in the character of the work, terms of the Agreement, or responsibilities of the parties relating to the Project may be enacted through a mutually agreed upon, written amendment. 7. Remedies This Agreement shall not be considered as specifying the exclusive remedy for any agreement default, but all remedies existing at law and in equity may be availed of by either party to this Agreement and shall be cumulative. 8. Utilities The party named in Article 1, Responsible Parties, under AGREEMENT shall be responsible for the adjustment, removal, or relocation of utility facilities in accordance with applicable state laws, regulations, rules, policies, and procedures, including any cost to the State of a delay resulting from the Local Government’s failure to ensure that utility facilities are adjusted, removed, or relocated before the scheduled beginning of construction. The Local Government will not be reimbursed with federal or State funds for the cost of required utility work. The Local Government must obtain advance approval for any variance from established procedures. Before a construction contract is let, the Local Government shall provide, at the State’s request, a certification stating that the Local Government has completed the adjustment of all utilities that must be adjusted before construction is commenced. Page 50 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 6 of 14 AFA LongGen Rev 07/17/2019 9. Environmental Assessment and Mitigation Development of a transportation project must comply with the National Environmental Policy Act and the National Historic Preservation Act of 1966, which require environmental clearance of federal-aid projects. The party named in Article 1, Responsible Parties, under AGREEMENT is responsible for the following: A. The identification and assessment of any environmental problems associated with the development of a local project governed by this Agreement. B. The cost of any environmental problem’s mitigation and remediation. C. Providing any public meetings or public hearings required for the environmental assessment process. Public hearings will not be held prior to the approval of the Project schematic. D. The preparation of the NEPA documents required for the environmental clearance of this Project. If the Local Government is responsible for the environmental assessment and mitigation, before the advertisement for bids, the Local Government shall provide to the State written documentation from the appropriate regulatory agency or agencies that all environmental clearances have been obtained. 10. Compliance with Accessibility Standards All parties to this Agreement shall ensure that the plans for and the construction of all projects subject to this Agreement are in compliance with standards issued or approved by the Texas Department of Licensing and Regulation (TDLR) as meeting or consistent with minimum accessibility requirements of the Americans with Disabilities Act (P.L. 101-336) (ADA). 11. Architectural and Engineering Services The parties named in Article 1, Responsible Parties, under AGREEMENT have responsibility for the performance of architectural and engineering services. The engineering plans shall be developed in accordance with the applicable State’s Standard Specifications for Construction and Maintenance of Highways, Streets and Bridges and the special specifications and special provisions related to it. For projects on the State highway system, the design shall, at a minimum conform to applicable State manuals. For projects not on the State highway system, the design shall, at a minimum, conform to applicable American Association of State Highway and Transportation Officials (AASHTO) design standards. In procuring professional services, the parties to this Agreement must comply with federal requirements cited in 23 CFR Part 172 if the Project is federally funded and with Texas Government Code 2254, Subchapter A, in all cases. Professional contracts for federally funded projects must conform to federal requirements, specifically including the provision for participation by Disadvantaged Business Enterprises (DBEs), ADA, and environmental matters. If the Local Government is the responsible party, the Local Government shall submit its procurement selection process for prior approval by the State. All professional services contracts must be reviewed and approved by the State prior to execution by the Local Government. Page 51 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 7 of 14 AFA LongGen Rev 07/17/2019 12. Construction Responsibilities The party named in Article 1, Responsible Parties, under AGREEMENT is responsible for the following: A. Advertise for construction bids, issue bid proposals, receive and tabulate the bids, and award and administer the contract for construction of the Project. Administration of the contract includes the responsibility for construction engineering and for issuance of any change orders, supplemental agreements, amendments, or additional work orders that may become necessary subsequent to the award of the construction contract. In order to ensure federal funding eligibility, projects must be authorized by the State prior to advertising for construction. B. If the State is the responsible party, the State will use its approved contract letting and award procedures to let and award the construction contract. C. If the Local Government is the responsible party, the Local Government shall submit its contract letting and award procedures to the State for review and approval prior to letting. D. If the Local Government is the responsible party, the State must concur with the low bidder selection before the Local Government can enter into a contract with the vendor. E. If the Local Government is the responsible party, the State must review and approve change orders. F. Upon completion of the Project, the party responsible for constructing the Project will issue and sign a “Notification of Completion” acknowledging the Project’s construction completion and submit certification(s) sealed by a professional engineer(s) licensed in the State of Texas. G. For federally funded contracts, the parties to this Agreement will comply with federal construction requirements cited in 23 CFR Part 635 and with requirements cited in 23 CFR Part 633, and shall include the latest version of Form “FHWA-1273” in the contract bidding documents. If force account work will be performed, a finding of cost effectiveness shall be made in compliance with 23 CFR 635, Subpart B. 13. Project Maintenance The Local Government shall be responsible for maintenance of locally owned roads and locally owned facilities after completion of the work. The State shall be responsible for maintenance of the State highway system after completion of the work if the work was on the State highway system, unless otherwise provided for in existing maintenance agreements with the Local Government. 14. Right of Way and Real Property The party named in Article 1, Responsible Parties, under AGREEMENT is responsible for the provision and acquisition of any needed right of way or real property. 15. Insurance If this Agreement authorizes the Local Government or its contractor to perform any work on State right of way, before beginning work, the entity performing the work shall provide the State with a fully executed copy of the State's Form 1560 Certificate of Insurance verifying the existence of coverage in the amounts and types specified on the Certificate of Insurance for all persons and entities working on State right of way. This coverage shall be maintained until all Page 52 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 8 of 14 AFA LongGen Rev 07/17/2019 work on the State right of way is complete. If coverage is not maintained, all work on State right of way shall cease immediately, and the State may recover damages and all costs of completing the work. 16. Notices All notices to either party shall be delivered personally or sent by certified or U.S. mail, postage prepaid, addressed to that party at the following address: Local Government: City of College Station ATTN: Director of Public Works PO Box 9960 College Station, TX 77842 State: Texas Department of Transportation ATTN: Director of Contract Services 125 E. 11th Street Austin, TX 78701 All notices shall be deemed given on the date delivered in person or deposited in the mail, unless otherwise provided by this Agreement. Either party may change the above address by sending written notice of the change to the other party. Either party may request in writing that notices shall be delivered personally or by certified U.S. mail, and that request shall be carried out by the other party. 17. Legal Construction If one or more of the provisions contained in this Agreement shall for any reason be held invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provisions and this Agreement shall be construed as if it did not contain the invalid, illegal, or unenforceable provision. 18. Responsibilities of the Parties The State and the Local Government agree that neither party is an agent, servant, or employee of the other party, and each party agrees it is responsible for its individual acts and deeds as well as the acts and deeds of its contractors, employees, representatives, and agents. 19. Ownership of Documents Upon completion or termination of this Agreement, all documents prepared by the State shall remain the property of the State. All data and information prepared under this Agreement shall be made available to the State without restriction or limitation on their further use. All documents produced or approved or otherwise created by the Local Government shall be transmitted to the State, in the format directed by the State, on a monthly basis or as required by the State. The originals shall remain the property of the Local Government. . 20. Compliance with Laws The parties to this Agreement shall comply with all federal, state, and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any manner affecting the performance of this Agreement. When Page 53 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 9 of 14 AFA LongGen Rev 07/17/2019 required, the Local Government shall furnish the State with satisfactory proof of this compliance. 21. Sole Agreement This Agreement constitutes the sole and only agreement between the parties and supersedes any prior understandings or written or oral agreements respecting the Agreement’s subject matter. 22. Cost Principles In order to be reimbursed with federal funds, the parties shall comply with the cost principles established in 2 CFR 200 that specify that all reimbursed costs are allowable, reasonable, and allocable to the Project. 23. Procurement and Property Management Standards The parties to this Agreement shall adhere to the procurement and property management standards established in 2 CFR 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, and to the Texas Uniform Grant Management Standards. The State must pre-approve the Local Government’s procurement procedures for purchases to be eligible for state or federal funds. 24. Inspection of Books and Records The parties to this Agreement shall maintain all books, documents, papers, accounting records, and other documentation relating to costs incurred under this Agreement and shall make such materials available to the State, the Local Government, and, if federally funded, the FHWA and the U.S. Office of the Inspector General or their duly authorized representatives for review and inspection at its office during the Agreement period and for seven (7) years from the date of final reimbursement by FHWA under this Agreement or until any impending litigation or claims are resolved. Additionally, the State, the Local Government, and the FHWA and their duly authorized representatives shall have access to all the governmental records that are directly applicable to this Agreement for the purpose of making audits, examinations, excerpts, and transcriptions. 25. Civil Rights Compliance The parties to this Agreement are responsible for the following: A. Compliance with Regulations: Both parties will comply with the Acts and the Regulations relative to Nondiscrimination in Federally-assisted programs of the U.S. Department of Transportation (USDOT), the Federal Highway Administration (FHWA), as they may be amended from time to time, which are herein incorporated by reference and made part of this Agreement. B. Nondiscrimination: The Local Government, with regard to the work performed by it during the Agreement, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The Local Government will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the Agreement covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. Page 54 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 10 of 14 AFA LongGen Rev 07/17/2019 C. Solicitations for Subcontracts, Including Procurement of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the Local Government for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier will be notified by the Local Government of the Local Government’s obligations under this Agreement and the Acts and Regulations relative to Nondiscrimination on the grounds of race, color, or national origin. D. Information and Reports: The Local Government will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto, and will permit access to its books, records, accounts, other sources of information, and facilities as may be determined by the State or the FHWA to be pertinent to ascertain compliance with such Acts, Regulations or directives. Where any information required of the Local Government is in the exclusive possession of another who fails or refuses to furnish this information, the Local Government will so certify to the State or the FHWA, as appropriate, and will set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance: In the event of the Local Government's noncompliance with the Nondiscrimination provisions of this Agreement, the State will impose such contract sanctions as it or the FHWA may determine to be appropriate, including, but not limited to: 1. withholding of payments to the Local Government under the Agreement until the Local Government complies and/or 2. cancelling, terminating, or suspending of the Agreement, in whole or in part. F. Incorporation of Provisions: The Local Government will include the provisions of paragraphs (A) through (F) in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The Local Government will take such action with respect to any subcontract or procurement as the State or the FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Local Government becomes involved in, or is threatened with, litigation with a subcontractor or supplier because of such direction, the Local Government may request the State to enter into such litigation to protect the interests of the State. In addition, the Local Government may request the United States to enter into such litigation to protect the interests of the United States. 26. Pertinent Non-Discrimination Authorities During the performance of this Agreement, each party, for itself, its assignees, and successors in interest agree to comply with the following nondiscrimination statutes and authorities; including but not limited to: A. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (pro- hibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. B. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of federal or federal-aid programs and projects). C. Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), as amended, (prohibits discrimination on the basis of sex). Page 55 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 11 of 14 AFA LongGen Rev 07/17/2019 D. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.) as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27. E. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age). F. Airport and Airway Improvement Act of 1982, (49 U.S.C. Chapter 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex). G. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the federal-aid recipients, subrecipients and contractors, whether such programs or activities are federally funded or not). H. Titles II and III of the Americans with Disabilities Act, which prohibits discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38. I. The Federal Aviation Administration’s Nondiscrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex). J. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations. K. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, the parties must take reasonable steps to ensure that LEP persons have meaningful access to the programs (70 Fed. Reg. at 74087 to 74100). L. Title IX of the Education Amendments of 1972, as amended, which prohibits the parties from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq.). 27. Disadvantaged Business Enterprise (DBE) Program Requirements If federal funds are used: A. The parties shall comply with the Disadvantaged Business Enterprise Program requirements established in 49 CFR Part 26. B. The Local Government shall adopt, in its totality, the State’s federally approved DBE program. C. The Local Government shall incorporate into its contracts with subproviders an appropriate DBE goal consistent with the State’s DBE guidelines and in consideration of the local market, project size, and nature of the goods or services to be acquired. The Local Government shall submit its proposed scope of services and quantity estimates to the State to allow the State to establish a DBE goal for each Local Page 56 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 12 of 14 AFA LongGen Rev 07/17/2019 Government contract with a subprovider. The Local Government shall be responsible for documenting its actions. D. The Local Government shall follow all other parts of the State’s DBE program referenced in TxDOT Form 2395, Memorandum of Understanding Regarding the Adoption of the Texas Department of Transportation’s Federally-Approved Disadvantaged Business Enterprise by Entity, and attachments found at web address http://ftp.dot.state.tx.us/pub/txdot-info/bop/dbe/mou/mou_attachments.pdf . E. The Local Government shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any U.S. Department of Transportation (DOT)- assisted contract or in the administration of its DBE program or the requirements of 49 CFR Part 26. The Local Government shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure non-discrimination in award and administration of DOT-assisted contracts. The State’s DBE program, as required by 49 CFR Part 26 and as approved by DOT, is incorporated by reference in this Agreement. Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this Agreement. Upon notification to the Local Government of its failure to carry out its approved program, the State may impose sanctions as provided for under 49 CFR Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.). F. Each contract the Local Government signs with a contractor (and each subcontract the prime contractor signs with a sub-contractor) must include the following assurance: The contractor, sub-recipient, or sub-contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as the recipient deems appropriate. 28. Debarment Certifications If federal funds are used, the parties are prohibited from making any award at any tier to any party that is debarred or suspended or otherwise excluded from or ineligible for participation in Federal Assistance Programs under Executive Order 12549, “Debarment and Suspension.” By executing this Agreement, the Local Government certifies that it and its principals are not currently debarred, suspended, or otherwise excluded from or ineligible for participation in Federal Assistance Programs under Executive Order 12549 and further certifies that it will not do business with any party, to include principals, that is currently debarred, suspended, or otherwise excluded from or ineligible for participation in Federal Assistance Programs under Executive Order 12549. The parties to this Agreement shall require any party to a subcontract or purchase order awarded under this Agreement to certify its eligibility to receive federal funds and, when requested by the State, to furnish a copy of the certification. If state funds are used, the parties are prohibited from making any award to any party that is debarred under the Texas Administrative Code, Title 34, Part 1, Chapter 20, Subchapter G, Rule §20.585 and the Texas Administrative Code, Title 43, Part 1, Chapter 9, Subchapter G. Page 57 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 13 of 14 AFA LongGen Rev 07/17/2019 29. Lobbying Certification If federal funds are used, in executing this Agreement, each signatory certifies to the best of that signatory’s knowledge and belief, that: A. No federal appropriated funds have been paid or will be paid by or on behalf of the parties to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. B. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with federal contracts, grants, loans, or cooperative agreements, the signatory for the Local Government shall complete and submit the Federal Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. C. The parties shall require that the language of this certification shall be included in the award documents for all sub-awards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and all sub-recipients shall certify and disclose accordingly. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Title 31 U.S.C. §1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 30. Federal Funding Accountability and Transparency Act Requirements If federal funds are used, the following requirements apply: A. Any recipient of funds under this Agreement agrees to comply with the Federal Funding Accountability and Transparency Act (FFATA) and implementing regulations at 2 CFR Part 170, including Appendix A. This Agreement is subject to the following award terms: http://www.gpo.gov/fdsys/pkg/FR-2010-09-14/pdf/2010-22705.pdf and http://www.gpo.gov/fdsys/pkg/FR-2010-09-14/pdf/2010-22706.pdf . B. The Local Government agrees that it shall: 1. Obtain and provide to the State a System for Award Management (SAM) number (Federal Acquisition Regulation, Part 4, Sub-part 4.11) if this award provides more than $25,000 in federal funding. The SAM number may be obtained by visiting the SAM website whose address is: https://www.sam.gov/portal/public/SAM/ 2. Obtain and provide to the State a Data Universal Numbering System (DUNS) number, a unique nine-character number that allows federal government to track the distribution of federal money. The DUNS may be requested free of charge for all businesses and entities required to do so by visiting the Dun & Bradstreet (D&B) on-line registration website http://fedgov.dnb.com/webform; and 3. Report the total compensation and names of its top five executives to the State if: Page 58 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 14 of 14 AFA LongGen Rev 07/17/2019 i. More than 80% of annual gross revenues are from the federal government, and those revenues are greater than $25,000,000; and ii. The compensation information is not already available through reporting to the U.S. Securities and Exchange Commission. 31. Single Audit Report If federal funds are used: A. The parties shall comply with the single audit report requirements stipulated in 2 CFR 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. B. If threshold expenditures of $750,000 or more are met during the fiscal year, the Local Government must submit a Single Audit Report and Management Letter (if applicable) to TxDOT's Compliance Division, 125 East 11th Street, Austin, TX 78701 or contact TxDOT’s Compliance Division by email at singleaudits@txdot.gov. C. If expenditures are less than the threshold during the Local Government's fiscal year, the Local Government must submit a statement to TxDOT's Compliance Division as follows: "We did not meet the $______ expenditure threshold and therefore, are not required to have a single audit performed for FY ______." D. For each year the Project remains open for federal funding expenditures, the Local Government will be responsible for filing a report or statement as described above. The required annual filing shall extend throughout the life of the Agreement, unless otherwise amended or the Project has been formally closed out and no charges have been incurred within the current fiscal year. 32. Signatory Warranty Each signatory warrants that the signatory has necessary authority to execute this Agreement on behalf of the entity represented. Each party is signing this Agreement on the date stated under that party’s signature. THE STATE OF TEXAS THE LOCAL GOVERNMENT Signature Signature Kenneth Stewart Typed or Printed Name Typed or Printed Name Director of Contract Services Typed or Printed Title Typed or Printed Title Date Date Page 59 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 1 of 1 AFA LongGen Attachment A ATTACHMENT A RESOLUTION, ORDINACE, OR COMMISSIONERS COURT ORDER Page 60 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 1 of 1 AFA LongGen Attachment B ATTACHMENT B LOCATION MAP SHOWING PROJECT Page 61 of 134 TxDOT:: Federal Highway Administration: CSJ # 0540-04-074 CFDA No. 20.205 District # 17 – Bryan CFDA Title Highway Planning and Construction Code Chart 64 # 09050 – City of College Station Project Name FM 2154 Widening AFA Not Used For Research & Development Page 1 of 1 AFA LongGen Attachment C ATTACHMENT C PROJECT BUDGET The Local Government is responsible for 100% of costs and cost overruns for Environmental and Engineering (By LG). All other costs will be allocated based on applicable Federal/State funding, with the State being responsible for overruns. Description Total Estimated Cost Federal Participation State Participation Local Participation % Cost % Cost % Cost Environmental (By LG) $186,000 0% $0 0% $0 100% $186,000 Engineering (By LG) $604,000 0% $0 0% $0 100% $604,000 Engineering (By State) $1,800,000 0% $0 100% $1,800,000 0% $0 Construction (By State) $29,000,000 80% $23,200,000 20% $5,800,000 0% $0 Subtotal $31,590,000 $23,200,000 $7,600,000 $790,000 Right of Way (Direct State Cost) $203,000 0% $0 100% $203,000 0% $0 Environmental (Direct State Cost) $142,100 0% $0 100% $142,100 0% $0 Utilities (Direct State Cost) $162,400 0% $0 100% $162,400 0% $0 Engineering (Direct State Cost) $304,500 0% $0 100% $304,500 0% $0 Construction (Direct State Cost) $1,218,000 0% $0 100% $1,218,000 0% $0 Indirect State Costs (4.52%) $91,756 0% $0 100% $91,756 0% $0 TOTAL $33,711,756 $23,200,000 $9,721,756 $790,000 Initial payment by the Local Government to the State: $0 Payment by the Local Government to the State before construction: $0 Total payment by the Local Government to the State: $0 This is an estimate. The final amount of participation will be based on actual costs. Page 62 of 134 Resolution FM 2154 Widening RESOLUTION NO. ____________ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS, APPROVING AN ADVANCE FUNDING AGREEMENT WITH THE STATE OF TEXAS ACTING THROUGH THE TEXAS DEPARTMENT OF TRANSPORTATION (“TXDOT”) FOR THE WIDENING OF FM 2154 FROM STATE HIGHWAY 40 TO GREENS PRAIRIE TRAIL WHEREAS, FM 2154 is owned and maintained by the Texas Department of Transportation; and WHEREAS, any construction or improvements on Texas Department of Transportation right of way must be approved through the Texas Department of Transportation permitting process; and WHEREAS, the City of College Station supports the design and construction of certain improvements in the right of way of FM 2154; and WHEREAS, the City of College Station agrees to the provisions stated in the Advanced Funding Agreement. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS: PART 1: That the City Council hereby approves the Advanced Funding Agreement with the Texas Department of Transportation for the construction of the FM 2154 widening from State Highway 40 to Greens Prairie Trail PART 2: That the City Council herby authorizes the City Manager to execute the Advanced Funding Agreement. PART 3: That this resolution shall take effect immediately from and after its passage. ADOPTED this day of , A.D. 2020. ATTEST: APPROVED: ______________________________ _________________________________ City Secretary MAYOR APPROVED: _______________________________ City Attorney Page 63 of 134 November 12, 2020 Item No. 4.7. Water Well No. 9 Change Order Sponsor:Emily Fisher, Assistant Director of Public Works Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding Change Order No. 4 deducting $116,980 from the contract with Garney Construction for the Water Well No. 9 project. Relationship to Strategic Goals: 1. Core Services and Infrastructure Recommendation(s): Staff recommends approval. Summary: This change order will close out the Water Well No. 9 project. This is a deduction change order in the amount of $116,980. This change order deducts unused and partially used quantities as well as accounts for two overruns in the project. Budget & Financial Summary: A combined budget in the amount of $6,830,000 is included in the Water Capital Improvement Projects Fund for both projects. A combined total of $6,622,900 has been expended or committed to date, leaving a combined balance of $207,100 for this change order and related expenditures. The proposed deductive change order will reduce the encumbered amount by $116,980. Reviewed & Approved by Legal: No Attachments: 1.17300447CO1 -- BW 2.Well 9 Map Page 64 of 134 CHANGE ORDER NO. 4 DATE: 10-15-2020 Contract No. 17300447 P.O. # 17205964 PROJECT: Well #9/Collection Line Funded in Whole/Part w CO's Y/N OWNER:CONTRACTOR:Garney Construction City of College Station 1333 NW Vivion Road P.O. Box 9960 Kansas City, MO 64118 College Station, Texas 77842 PH:816-741-4600 FAX: PURPOSE OF THIS CHANGE ORDER: 9 LS Perform Spectra Gamma Ray Log, If directed by Engineer, complete as specified.500.00$ 1 - (500.00)$ 10 LS Mobilize and demobilize necessary equipment to construct a temporary well and take water samples from specific water bearing sands, if directed by the Engineer or City, complete as specified. 5,000.00$ 1 - (5,000.00)$ 11 LS Construct a temporary well, if directed by the Engineer or City, complete as specified.10,000.00$ 1 - (10,000.00)$ 12 EA Take water samples from specific water bearing sands and provide laboratory results, if directed by the Engineer or City, complete as specified.5,000.00$ 3 - (15,000.00)$ 13 LS Abandon and seal the pilot hole, complete as specified.1,000.00$ 1 - (1,000.00)$ 14 LS Move-in and set up necessary equipment to cement plug bottom of the pilot hole, if directed by the Engineer or City, complete as specified.1,125.00$ 1 - (1,125.00)$ 15 VF Cement plug bottom of the pilot hole, if directed by the Engineer or City, complete as specified.25.00$ 155 - (3,875.00)$ 17 VF Ream the pilot hole 30 inches (30") in diameter and install 24-inch (24") O.D. casing with necessary fittings cemented in place, complete as specified.125.00$ 1,200 1,202.00 250.00$ 19 VF Ream the pilot hole 26 inches (26") in diameter and install 20-inch (20") O.D. intermediate casing with necessary fittings cemented in place, complete as specified.100.00$ 800 878.00 7,800.00$ 22 VF Underream the pilot hole to a 26-inch (26") diameter, complete as specified. $ 100.00 650 552.0 (9,800.00)$ 25 VF Install 14-inch (14") diameter screen attached to perforated pipe core sectioned and located at the best water bearing strata, complete as specified.150.00$ 540 498 (6,300.00)$ 26 VF Install 14-inch (14") diameter blank liner including 155-feet (155') of lap into casing and between screen sections as necessary to tie the column together, complete as specified.80.00$ 260 204 (4,480.00)$ 28 CY Provide and place gravel in the annulus between the underream and liner, and between the liner and the lap, complete as specified.200.00$ 86 75 (2,200.00)$ 30 HR Additional development of water well, if directed by Engineer or City, complete as specified.100.00$ 20 - (2,000.00)$ 36 VF Provide and install 12" x 3-1/2" x 2-7/16" column assembly for water well pump, complete as specified.150.00$ 510 420 (13,500.00)$ 44 LS Provide trench safety system for piping,drainage facilities,and water well foundation construction, complete as specified.35,000.00$ 1 0.10 (31,500.00)$ 57 TON Extra Crushed Rock for Trench Dewatering, as directed by Engineer.50.00$ 350 75 (13,750.00)$ 59 LF Well Point System, as necessary to complete installation of waterline and related appurtenances, as directed by Engineer, complete in place as directed by Engineer.10.00$ 500 - (5,000.00)$ Total (116,980.00)$ Line-OBJ: WSWOC- 6580 Well #9 (98,230.00)$ Line-OBJ: WSWOC- 6580 Well Collection Line (18,750.00)$ TOTAL CHANGE ORDER (116,980.00)$ ORIGINAL CONTRACT AMOUNT 5,600,278.89$ CHANGE ORDER NO.1 12,148.76$ 0.22%Change CHANGE ORDER NO.2 22,437.48$ 0.40%Change CHANGE ORDER No. 3 112,225.40$ 2.00%Change CHANGE ORDER NO. 4 (116,980.00)$ -2.09%Change REVISED CONTRACT AMOUNT 5,630,110.53$ 0.53%Total Change ORIGINAL CONTRACT TIME 575 Days TIME EXTENSION NO. 1 19 Days TIME EXTENSION NO. 2 79 Days REVISED CONTRACT TIME 673 Days SUBSTANTIAL COMPLETION DATE 14-May-19 REVISED SUBSTANTIAL COMPLETION DATE 1-Aug-19 APPROVED _____________________________________________________________________________________ A/E CONTRACTOR Date CHIEF FINANCIAL OFFICER Date _____________________________________________________________________________________ CONSTRUCTION CONTRACTOR Date CITY ATTORNEY Date _____________________________________________________________________________________ PROJECT MANAGER Date CITY MANAGER Date ___________________________________________ DEPARTMENT DIRECTOR Date THE NET AFFECT OF THIS CHANGE ORDER IS 0.53% INCREASE. DESCRIPTIONUNITITEM NO.UNIT PRICE ORIGINAL QUANTITY REVISED QUANTITY ADDED COST This change order zeros out quantities not used and adds more vertical feet of reaming used on the pilot hole for the well. This will close out the project. 10/19/2020 10/21/2020 10/23/2020 10/26/2020 10/26/2020 10/26/2020 Page 65 of 134 !! ! ! ! ! ! ! ! ! ! ! ! !! !(!(!(!(!(!(!(&É &É &É "¥ "¥ "¥ "¥ "¥ "¥ "¥ "¥ "¥"¥HOMERRICEWell Field #9 Com bined Project Project Map Plot Date: 7/2/2015 s01,000 2,000500Feet Proposed Location of Well #9 Proposed Collection Lin eand Acce ss Driveway Well #8 Page 66 of 134 November 12, 2020 Item No. 4.8. Brazos Valley Trash Valet and Recycling Franchise Agreement Ordinance Sponsor:Donald Harmon, Director of Public Works Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action on the first reading of a franchise agreement with Brazos Valley Trash Valet and Recycling for the collection of recyclables from commercial businesses and multi-family locations. Relationship to Strategic Goals: Core Services & Infrastructure Recommendation(s): Staff recommends approval of this franchise agreement ordinance. Summary: The proposed agreement would allow Brazos Valley Trash Valet and Recycling to collect recyclables from commercial businesses and multi-family locations within the City of College Station. The company will be responsible for developing on-site collection of recyclables so as not to interfere with the collection of municipal solid waste (MSW). Budget & Financial Summary: N/A Reviewed & Approved by Legal: No Attachments: 1.Brazos Valley Trash Valet and Recycling Franchise Agreement Ordinance Page 67 of 134 CONTRACT & AGREEMENT ROUTING FORM __Original(s) sent to CSO on _____ Scanned into Laserfiche on _________ ____Original(s) sent to Fiscal on ________ CONTRACT#: _______ PROJECT#: _________ BID/RFP/RFQ#: _______ Project Name / Contract Description: _____________________________________________________ ____________________________________________________________ Name of Contractor: ____________________________________________________________ CONTRACT TOTAL VALUE: $ _________________ Grant Funded Yes No If yes, what is the grant number: Debarment Check Yes No N/A Davis Bacon Wages Used Yes No N/A Section 3 Plan Incl. Yes No N/A Buy America Required Yes No N/A Transparency Report Yes No N/A NEW CONTRACT RENEWAL # _____ CHANGE ORDER # _____ OTHER ______________ BUDGETARY AND FINANCIAL INFORMATION (Include number of bids solicited, number of bids received, funding source, budget vs. actual cost, summary tabulation) ___________________________________________________________________________________________ ___________________________________________________________________________________________ (If required)* CRC Approval Date*: __________ Council Approval Date*: ____________ Agenda Item No*: ______ --Section to be completed by Risk, Purchasing or City Secretary’s Office Only— Insurance Certificates: ______ Performance Bond: ________ Payment Bond: ________ Info Tech: _______ SIGNATURES RECOMMENDING APPROVAL __________________________________________ _________________________________ DEPARTMENT DIRECTOR/ADMINISTERING CONTRACT DATE __________________________________________ _________________________________ LEGAL DEPARTMENT DATE __________________________________________ _________________________________ ASST CITY MGR – CFO DATE APPROVED & EXECUTED __________________________________________ _________________________________ CITY MANAGER DATE __________________________________________ _________________________________ MAYOR (if applicable) DATE __________________________________________ _________________________________ CITY SECRETARY (if applicable) DATE Page 68 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 1 of 16 ORDINANCE NO. RECYCLABLES COLLECTION FRANCHISE AGREEMENT AN ORDINANCE GRANTING CONTRACTOR, PROFESSIONAL TRASH VALET, LLC DBA BRAZOS VALLEY TRASH VALET & RECYCLING, ITS SUCCESSORS AND ASSIGNS, A NON-EXCLUSIVE FRANCHISE FOR THE PRIVILEGE AND USE OF PUBLIC STREETS, ALLEYS, AND PUBLIC RIGHTS OF WAY WITHIN THE CORPORATE LIMITS OF THE CITY OF COLLEGE STATION (“CITY”) FOR THE PURPOSE OF PROVIDING COLLECTION OF RECYCLABLES FROM COMMERCIAL BUSINESSES AND MULTIFAMILY RESIDENCES; PRESCRIBING THE TERMS, CONDITIONS, OBLIGATIONS, AND LIMITATIONS UNDER WHICH SAID FRANCHISE SHALL BE EXERCISED; PROVIDING FOR THE CONSIDERATION; FOR THE PERIOD OF THE GRANT; FOR ASSIGNMENT; FOR THE METHOD OF ACCEPTANCE; FOR REPEAL OF CONFLICTING ORDINANCES; FOR PARTIAL INVALIDITY. WHEREAS, the City, by ordinance, exclusively provides all solid waste collection and disposal services for solid waste aggregated from within the City limits including, but not limited to Recyclables; and WHEREAS, the City pursuant to City Charter Article XI, may grant franchises to entities for use of public streets, alleys, and highways for collection of Recyclables generated within the City limits; and WHEREAS, the City of College Station desires to exercise the Charter’s authority and grant a non-exclusive franchise to Contractor for collection of certain Recyclables generated from Commercial Businesses and Multifamily Residences residing in City limits. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS, Page 69 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 2 of 16 Table of Contents Article I. Definitions ...................................................................................................................... 3 Article II. Grant of Authority and Acceptance .............................................................................. 4 Article III. Payment and Term ....................................................................................................... 4 Article IV. Access to Records & Reporting ................................................................................... 6 Article V. Rates to be Charged by Contractor ............................................................................... 6 Article VI. Appearance of Personnel and Equipment .................................................................... 6 Article VII. Collection and Transport of Recyclables ................................................................... 7 Article VIII. Placement of Receptacles ......................................................................................... 7 Article IX. Service Complaints ...................................................................................................... 7 Article X. Disposal and Processing ............................................................................................... 8 Article XI. Violation and Penalty .................................................................................................. 8 Article XII. Insurance .................................................................................................................... 8 Article XIII. Indemnification and Release ..................................................................................... 9 Article XIV. Disputes and Mediation ............................................................................................ 9 Article XV. General Terms .......................................................................................................... 10 Exhibit A. Schedule of Rates ....................................................................................................... 13 Exhibit B. Insurance Requirements ............................................................................................. 14 I) Standard Insurance Policies Required: .............................................................................. 14 II) General Requirements Applicable to All Policies: ............................................................ 14 III) Commercial General Liability ........................................................................................ 14 IV) Business Automobile Liability ....................................................................................... 15 V) Workers’ Compensation Insurance ................................................................................ 15 Exhibit C. Certificates of Insurance ............................................................................................. 16 Page 70 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 3 of 16 ARTICLE I. DEFINITIONS 1.1 Agreement means this Franchise Agreement adopted by City Ordinance between City and Contractor for the collection of Recyclables within the City limits. 1.2 Approved Customers means those designated premises located within the City that generate Recyclables. 1.3 Brazos Valley Solid Waste Management Agency, Inc. (BVSWMA, Inc.) means the permitted municipal solid waste landfill and compost facility owned and operated by a Texas local government corporation. 1.4 City Council or Council means the governing body of the City of College Station, Texas. 1.5 City means the City of College Station, a Texas Home Rule Municipal Corporation. 1.6 City's Representative means the Recycling & Environmental Compliance Manager or the Manager’s designated appointee. 1.7 Collection means the scheduled aggregation of Recyclables by Contractor. 1.8 Construction and Demolition Debris means buildings material waste resulting from demolition, remodeling, repairs, or construction, as well as materials discarded during periodic temporary facility clean-up generated within the City. 1.9 Contaminated means Recyclables mixed with solid waste or altered in a way that results in materials being unrecyclable or un-compostable. 1.10 Contractor means the Contractor franchised for the collection of Recyclables. 1.11 Customers means the locations designated by the City as a Commercial Business or Multifamily Residence. 1.12 Organic Waste means waste of biological origin recovered from the solid waste stream for the purposes of reuse, reclamation, or compost. Organic Waste is not solid waste, unless it is abandoned or disposed of, rather than reprocessed into another product. 1.13 Receptacle means a weatherproof container easily identifiable and designated for recycling or organic waste collection and shall not be made of any temporary materials. 1.14 Recyclables or Recyclable Materials mean materials, including construction and demolition debris recovered from the solid waste stream for the purpose of reuse or reclamation, a substantial portion of which are consistently used in the manufacture of products that may otherwise be produced using raw or virgin materials. Recyclable Page 71 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 4 of 16 materials are not solid waste unless they are abandoned or disposed of as garbage rather than reprocessed into another product. 1.15 Residue means the materials regularly associated with and attached to Recyclables, as a part of the original packaging or usage of that material that is not recyclable or compostable. 1.16 Roll-Off / Compactor means a container of varying capacity used for Recyclables collection. 1.17 TAC means the Texas Administrative Code now and as amended. 1.18 TCEQ means the Texas Commission on Environmental Quality. ARTICLE II. GRANT OF AUTHORITY AND ACCEPTANCE 2.1 Non-Exclusive. City grants Contractor a non-exclusive franchise to operate and establish Recyclables collection from designated Customers. Nothing in this Agreement shall be construed as granting an exclusive franchise or right. City grants Contractor passage and rights-of-way on, along, and across City streets, highways, alleys, public places and all other real property for Recyclables collection. All collection, work, activity, and undertakings by Contractor are subject to this Agreement and City’s governmental and police powers. 2.2 Acceptance. By accepting this Agreement, Contractor represents it has, by careful examination, satisfied itself as to the nature and location of the services, character, quality, and quantity of services to be performed, the character of the equipment and facilities necessary to fulfill obligations under this Agreement, as well as the general and local conditions and all other matters affecting services performed under this Agreement. 2.3 Option to Market Materials. If City develops services or programs resulting in materials that may be recycled or composted, including but not limited to residential, multifamily, or commercial recycling or composting, the City shall have the option to market those to any contractor. 2.4 Contract with City. If City and Contractor contract for the collection and recycling or composting of materials, those terms will be incorporated into this Agreement by amendment. ARTICLE III. PAYMENT AND TERM 3.1 Franchise Fee. For and in consideration of the grant of the franchise herein, Contractor agrees and will pay a Franchise Fee during the term of this Agreement, a sum based on the following graduated fee schedule depending on the percentage of aggregate recycling or composting accomplished: Page 72 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 5 of 16 a. A fee is required, equivalent to five percent (5%) of Contractor's monthly gross revenues, delivery revenues, and hauling revenues; including rates as described in Exhibit A, generated from Contractor's provision of Recyclables collection services within the City if Contractor reports aggregate recycling or composting of at least sixty percent (60%) of Recyclables collected. b. A fee is required, equivalent to six and one half percent (6.5%) of Contractor's monthly gross revenues, delivery revenues, and hauling revenues; including rates as described in Exhibit A, generated from Contractor’s provision of Recyclables collection services within the City if Contractor reports aggregate recycling or composting of at least fifty-five percent (55%) but less than sixty percent (60%) of Recyclables collected. c. A fee is required, equivalent to eight percent (8%) of Contractor's monthly gross revenues, delivery revenues, and hauling revenues; including rates as described in Exhibit A, generated from Contractor’s provision of Recyclables collection services within the City if Contractor reports aggregate recycling or composting less than fifty-five percent (55%) of Recyclables collected. 3.2 Payments. Revenue received by Contractor from this Agreement is subject to the Franchise Fee and shall be computed into Contractor's monthly gross revenues, delivery revenues, hauling revenues, and rates, as described in Exhibit A. Payment will be paid quarterly to the City, and shall be due by the twentieth (20th) day of the month following the end of the previous calendar quarter. Payment after that date shall incur a ten percent (10%) late fee on the outstanding account balance under Article V. 3.3 Failure to Pay. Failure by Contractor to pay any amount due under this franchise constitutes a Failure to Perform under this contract and is subject to the provisions of Article XV. General Terms of this Agreement (Termination for Cause). 3.4 Franchise Fee Requirements. Payments must state on a form approved by the City: a. The number and type of Customers collected from, for the previous quarter, for Customers included in this Agreement. b. The total tons landfilled, recycled or composted, within the jurisdictional limits of the City, for the previous quarter. c. The total gross revenues for the previous calendar quarter, for revenues generated under this agreement. d. The total payment amount. 3.5 Term. The term of this Agreement shall be for a period of five (5) years, beginning on the date of acceptance and approval by City Council. Page 73 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 6 of 16 ARTICLE IV. ACCESS TO RECORDS & REPORTING 4.1 Facilities. The City shall have the right to inspect the Contractor’s facilities, equipment, personnel, and operations to ensure compliance with this Agreement. 4.2 Records. The City shall have the right to inspect Contractor’s records, receipts, and all documentation relating to the performance of this Agreement. Those records include, but are not limited to, information concerning the quality and quantity of Recyclables collected, processed, and sold; number of Customers served, gross amounts paid to and paid by Contractor from the sale/processing of Recyclables. The City agrees to notify the Contractor at least twenty-four (24) hours prior to such inspection of operations and/or records. 4.3 Records Retention. Contractor shall retain all records associated with this Agreement for a period of four (4) years. City shall have access to information regarding Contractor’s markets and prices paid for each type of material’s return/cost; all information obtained by City marked confidential or proprietary shall remain confidential or proprietary pursuant to the Texas Open Records Act. 4.4 Activity Report. Contractor shall provide a Monthly Recycling Activity Report, on a form approved by the City, summarizing the previous month’s collection. This report is due to the City’s Representative no later than the twentieth (20th) calendar day of each month. Contractor’s report shall include the following information: a. The Customer collection count, itemized by customer type. b. Total tonnage of materials collected, recycled, composted and/or landfilled, itemized by type of material, within the jurisdictional limits of the City. c. Any other information concerning the collections as required by the City’s Representative. ARTICLE V. RATES TO BE CHARGED BY CONTRACTOR 5.1 The Contractor shall follow the Schedule of Rates attached hereto as Exhibit A for the services described herein. The rates provided shall be kept current and made available to the City’s Representative within thirty (30) days of an adopted rate change. The Contractor agrees to use due diligence to keep costs from increasing. ARTICLE VI. APPEARANCE OF PERSONNEL AND EQUIPMENT 6.1 Equipment. Contractor shall ensure all collection equipment and vehicles are attractively painted, well maintained and are in good working condition. Equipment must be washed at least one time per week. Equipment and vehicles must have sufficient carrying capacity for safe and efficient collection. The City shall have the right to inspect and approve the appearance of collection equipment. A standby vehicle shall be available at all times for collection. Page 74 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 7 of 16 6.2 Signage. Contractor’s vehicles shall at all times be clearly labeled with Contractor’s name and phone number in visible letters and numbers not less than three (3) inches in height. Signage must be on both sides of the vehicle and placed in a conspicuous place. Only labeled vehicles shall perform collection activities under this Agreement. Contractor’s roll-offs, compactors, and receptacles must be clearly marked as used for collection in letters at least twelve inches (12”) in height on each side of the container. 6.3 Personnel. All collection personnel shall wear a City-approved uniform to include, at minimum, matching labeled shirts with denim jeans or other standard work attire. ARTICLE VII. COLLECTION AND TRANSPORT 7.1 Transport. The Contractor shall only transport collected materials for storage, processing, disposal, or other necessary handling to locations in a manner permitted by the terms of this Agreement as well as federal, state, and local law. This Agreement does not authorize Contractor to utilize the streets, alleys, and public ways to dispose of municipal solid waste or any other type of waste intended for disposal from any other project. 7.2 Cover. During transport of materials all vehicles shall be covered to prevent release of litter. ARTICLE VIII. PLACEMENT OF RECEPTACLES 8.1 Placement. All roll-offs, compactors, and receptacles placed in service shall be located in such a manner so as not to be a safety or traffic hazard. Under no circumstances shall Contractor place roll-offs, compactors, or receptacles on public streets, alleys, or thoroughfares without prior approval of the City’s Representative. City reserves the right to designate the exact location of any or all roll-offs, compactors, or containers placed in service in the City. 8.2 City Collection. Collections shall not interfere with the City’s collection of municipal solid waste. Under no circumstances shall contractor place roll-offs, compactors, or receptacles in existing enclosures designated for City roll-offs, compactors, and receptacles. ARTICLE IX. SERVICE COMPLAINTS 9.1 Nature of Complaint. Contractor shall handle directly any complaints pertaining to customer service, property damage, or personal injury from their commercial business and multifamily Recyclables collection service. 9.2 Intake. Contractor shall develop written practices and procedures for receiving and resolving Customer complaints and collection issues. Any complaint received by the City shall be forwarded to the Contractor within one (1) business day of receipt. Page 75 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 8 of 16 9.3 Response. Contractor shall respond to all complaints within one (1) business day of receiving a complaint from a Customer or notice of complaint from the City. Regardless of the nature of the complaint, Contractor shall report the action taken to the City in accordance with Article IV. Access to Records & Reporting. 9.4 Complaint Charges. Upon receipt of ten (10) Customer complaints within a forty-five (45) day period, Contractor shall be assessed a charge of Three Hundred Dollars ($300.00). Complaints are to be verified by the Contractor and the City’s Representative. The City shall invoice the Contractor such charges. ARTICLE X. DISPOSAL AND PROCESSING 10.1 Disposal Site. Unless approved otherwise in writing by the City, Contractor shall utilize BVSWMA, Inc. Landfill for the disposal of all non-recyclable waste material collected by Contractor within the corporate limits of the City. 10.2 Processing Facility. Contractor shall only use a City-approved recycling or composting facility for processing of all Recyclables collected by Contractor within the corporate limits of the City under this Agreement. ARTICLE XI. VIOLATION AND PENALTY 11.1 Fine. It shall be unlawful for any person, firm or corporation to violate any provision or term of this Agreement and they shall receive a citation and fine not to exceed $2,000.00 per offense per day. Each and every day a violation continues constitutes a separate offense. 11.2 Remedies. In addition to any rights set out elsewhere in this Agreement, or other rights the City may possess at law or equity, the City reserves the right to apply any remedies, alone or in combination, in the event Contractor violates any provision of this Agreement. The remedies provided for in this Agreement are cumulative and not exclusive; the exercise of one remedy shall not prevent the exercise of another, or any rights of the City at law or equity. ARTICLE XII. INSURANCE 12.1 The Contractor shall procure and maintain, at its sole cost and expense for the term of this Agreement, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the services performed by the Contractor, its agents, representatives, volunteers, employees, or subcontractors. 12.2 The Contractor's insurance shall list the City of College Station, its employees, agents, volunteers, and officials as additional insureds. Insurance requirements are attached in Exhibit B. Certificates of insurance evidencing the required insurance coverages are attached in Exhibit C. Page 76 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 9 of 16 ARTICLE XIII. INDEMNIFICATION AND RELEASE 13.1 Indemnification. Contractor shall indemnify, hold harmless, and defend the City, its officers, agents, volunteers, and employees from and against any and all claims, losses, damages, causes of action, suits, and liability of every kind, including all expenses of litigation, court costs, and attorney's fees, for injury to or death of any person or for damage to any property arising out of or in connection with the work and services done by the Contractor under this Agreement. Such indemnity shall apply regardless of whether the claims, losses, damages, causes of action, suits, or liability arise in whole or in part from the negligence of the City, any other party indemnified hereunder, the Contractor, or any third party. 13.2 Release. The Contractor assumes full responsibility for the work to be performed hereunder and hereby releases, relinquishes, and discharges the City, its officers, agents, volunteers, and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to or death of any person and any loss of or damage to any property caused by, alleged to be caused by, arising out of, or in connection with the Contractor's work and services to be performed hereunder. This release shall apply regardless of whether said claims, demands, and causes of action are covered in whole or in part by insurance and regardless of whether such injury, death, loss, or damage was caused in whole or in part by the negligence of the City, any other party released hereunder, the Contractor, or any third party. ARTICLE XIV. DISPUTES AND MEDIATION 14.1 Disputes. If a dispute arises between City and Contractor during this Agreement, the dispute shall first be referred to the operational officers or representatives designated by the parties having oversight of the Agreement’s administration. The officers or representatives shall meet within thirty (30) days of either party’s request for a meeting, whichever request is first, and the parties shall make a good faith effort to achieve a resolution of the dispute. 14.2 Mediation. If the parties are not able to resolve the dispute under the procedure in this article, then the parties agree the matter shall be referred to non-binding mediation. The parties shall mutually agree upon a mediator to assist in resolving their differences. If the parties cannot agree upon a mediator, the parties shall jointly obtain a list of three (3) mediators from a reputable dispute resolution organization and alternate striking mediators on that list until one remains. A coin toss shall determine who may strike the first name. If a party fails to notify the other party of which mediator it has stricken within two (2) business days, the other party shall select the mediator from those mediators remaining on the list. The parties shall pay their own expenses of any mediation and will share the cost of the mediator’s services. 14.3 Other Remedies. If the parties fail to achieve a resolution of the dispute through mediation, either party may then pursue any available judicial remedies. Page 77 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 10 of 16 ARTICLE XV. GENERAL TERMS 15.1 Performance. Contractor, its employees, associates, or subcontractors shall perform all the services in a professional manner and be fully qualified and competent to perform those services. 15.2 Termination. a. For Convenience. At any time, the City or Contractor may terminate this Agreement for convenience, in writing with thirty (30) days’ written notice. City shall be compensated for outstanding Franchise Fees. b. For Cause. City may terminate this Agreement if Contractor materially breaches or otherwise fails to perform, comply with or otherwise observe any of the terms and conditions of this Agreement, or fails to maintain all required licenses and approvals from federal, state, and local jurisdictions, and fails to cure such breach or default within thirty (30) days of City providing Contractor written notice, or, if not reasonably capable of being cured within thirty (30) calendar days, within such other reasonable period of time upon which the parties may agree. c. Hearing. This Agreement shall not be terminated except upon a majority vote of the City Council, after giving reasonable notice to Contractor. The Contractor will have an opportunity to be heard, provided if exigent circumstances necessitate immediate termination, the hearing may be held as soon as possible after the termination. 15.3 Venue. This Contract has been made under and shall be governed by the laws of the State of Texas. The parties agree that performance and all matters related thereto shall be in Brazos County, Texas. 15.4 Amendment. This Agreement may only be amended by written instrument approved and executed by the parties. 15.5 Taxes. The City is tax exempt and is not responsible for the payment of any taxes. 15.6 Compliance with Laws. The Contractor will comply with all applicable federal, state, and local statutes, regulations, ordinances, and other laws, including but not limited to the Immigration Reform and Control (IRCA). The Contractor may not knowingly obtain the labor or services of an undocumented worker. The Contractor, not the City, must verify eligibility for employment as required by IRCA. 15.7 Waiver of Terms. No waiver or deferral by either party of any term or condition of this Contract shall be deemed or construed to be a waiver of deferral of any other term or condition or subsequent waiver or deferral of the same term or condition. Page 78 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 11 of 16 15.8 Assignment. This Agreement and the rights and obligations contained herein may not be assigned by the Contractor without the prior written approval of City. 15.9 Invalid Provisions. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court of competent jurisdiction finds that any provision of this Agreement is invalid or unenforceable, and if by limiting that provision, the Agreement may become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. 15.10 Entire Agreement. This Agreement represents the entire agreement between the City and Contractor and supersedes all prior negotiations, representations, or agreements, either written or oral. 15.11 Agree to Terms. The parties’ state they have read the terms and conditions of this Agreement and agree to the terms and conditions. Contractor shall evidence its unconditional written acceptance of all the terms and conditions of this Agreement by the execution of this Agreement. 15.12 Effective Date. According to City Charter, Section 105, after passage, approval and legal publication of this Agreement as provided by law, and provided it has been duly accepted by Contractor as herein above provided, this Agreement shall not take effect until sixty (60) days after its adoption on its second and final reading. 15.13 Notice. Any official notice under this Agreement will be sent to the following addresses: City of College Station Brazos Valley Trash & Recycling Attn: Michael Lucas, Fiscal Services Attn: David Sparks PO BOX 9960 3515-B Longmire Drive, #205 College Station, TX 77842 College Station, TX 77845 mlucas@cstx.gov dsparks@bvtrashvalet.com 15.14 List of Exhibits. All exhibits to this Agreement are incorporated and made part of this Agreement for all purposes. A. Schedule of Rates B. Insurance Requirements C. Certificates of Insurance 15.15 Public Meetings and Readings. This Agreement was passed, adopted and approved according to Texas Government Code Chapter 551. a. First Consideration & Approval on the day of , 2020. b. Second Consideration & Approval on the day of , 2020. Page 79 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 12 of 16 PROFESSIONAL TRASH VALET LLC CITY OF COLLEGE STATION DBA BRAZOS VALLEY TRASH VALET & RECYCLING By: By: Mayor Printed Name: Title: Owner/Member Date: ________________ Date: ATTEST: City Secretary Date: _____________ APPROVED: City Manager Date: _____________ City Attorney Date: _____________ Assistant City Manager/CFO Date: _____________ Page 80 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 13 of 16 EXHIBIT A. SCHEDULE OF RATES I. Contractor’s base rate is $21.95 per month, and may increase, depending on a variety of conditions, including but not limited to: a. Location of Customer b. Impact on Existing Routes c. Ingress and Egress Capabilities d. Special Requests by Customers e. Frequency of Collections f. Volume of Materials g. Type of Materials h. External Contributing Conditions of Market Costs Page 81 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 14 of 16 EXHIBIT B. INSURANCE REQUIREMENTS Throughout the term of this Agreement the Contractor must comply with the following: I. Standard Insurance Policies Required: a. Commercial General Liability b. Business Automobile Liability c. Workers' Compensation II. General Requirements Applicable to All Policies: a. Certificates of Insurance shall be prepared and executed by the insurance company or its authorized agent. b. Certificates of Insurance and endorsements shall be furnished on the most current State of Texas Department of Insurance-approved forms to the City's Representative at the time of execution of this Agreement; shall be attached to this Agreement as Exhibit C; and shall be approved by the City before work begins. c. Contractor shall be responsible for all deductibles on any policies obtained in compliance with this Agreement. Deductibles shall be listed on the Certificate of Insurance and are acceptable on a per-occurrence basis only. d. The City will accept only licensed Insurance Carriers authorized to do business in the State of Texas. e. The City will not accept "claims made" policies. f. Coverage shall not be suspended, canceled, non-renewed or reduced in limits of liability before thirty (30) days written notice has been given to the City. III. Commercial General Liability a. General Liability insurance shall be written by a carrier rated "A: VIII" or better under the current A. M. Best Key Rating Guide. b. Policies shall contain an endorsement listing the City as Additional Insured and further providing "primary and non-contributory" language with regard to self- insurance or any insurance the City may have or obtain. c. Limits of liability must be equal to or greater than $500,000 per occurrence for bodily injury and property damage, with an annual aggregate limit of $1,000,000. Limits shall be endorsed to be per project. d. No coverage shall be excluded from the standard policy without notification of individual exclusions being submitted for the City's review and acceptance e. The coverage shall include, but not be limited to the following: premises/operations with separate aggregate; independent contracts; products/completed operations; contractual liability (insuring the indemnity provided herein) Host Liquor Liability, and Personal & Advertising Liability. Page 82 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 15 of 16 IV. Business Automobile Liability a. Business Automobile Liability insurance shall be written by a carrier rated "A: VIII" or better under the current A. M. Best Key Rating Guide. b. Policies shall contain an endorsement listing the City as Additional Insured and further providing "primary and non-contributory" language with regard to self- insurance or any insurance the City may have or obtain c. Combined Single Limit of Liability not less than $1,000,000 per occurrence for bodily injury and property damage. d. The Business Auto Policy must show Symbol 1 in the Covered Autos Portion of the liability section in Item 2 of the declarations page e. The coverage shall include any autos, owned autos, leased or rented autos, non-owned autos, and hired autos. V. Workers’ Compensation Insurance a. Workers compensation insurance shall include the following terms: i. Employer's Liability minimum limits of liability not less than $500,000 for each accident/each disease/each employee are required ii. "Texas Waiver of Our Right to Recover From Others Endorsement, WC 42 03 04" shall be included in this policy iii. TEXAS must appear in Item 3A of the Workers' Compensation coverage or Item 3C must contain the following: "All States except those listed in Item 3A and the States of NV, ND, OH, WA, WV, and WY" Page 83 of 134 Contract No. 21300023 Recyclable Collection Franchise Ordinance Page 16 of 16 EXHIBIT C. CERTIFICATES OF INSURANCE Page 84 of 134 10/09/2020 Home Insurance Solutions of Texas 1324 Avenue D Katy, TX 77493 Stacey Stastny (281)293-7744 (281)293-0003 stacey@hisot.com 95954672-267428 8 Professional Trash Valet LLC DBA BV Trash Valet & Recycling 3515b Longmire Dr.#205 College Station, TX 77845 Hallmark Specialty Ins Co A Y Y P42402008-2 02/18/2020 02/18/2021X X X 1,000,000 5,000 1,000,000 2,000,000 included Progressive Insurance 29203 B Y Y 01338021-0 02/18/2020 02/18/2021 X 1,000,000 MCCLELLAND AND HINE, INC. C Y Y HFF0011930 02/18/2020 02/18/2021XX 1,000,000 1,000,000 CITY OF COLLEGE STATION IS NAMED AS ADblTIONAL'INSURED FORM CG2010 0704 ON THE GENERAL LIABILITY POLICY. WAIVER OF SUBROGATION IN FAVOR OF CITY OF COLLEGE STATION ON THE GENERAL LIABILITY AND WORKERS COMPENSATION POLICIES. THIRTY (30) DAY NOTICE OF CANCELLATION IN FAVOR OF CITY OF COLLEGE STATION EXCEPT TEN (10) DAYS FOR NONPAYMENT OF PREMIUM. (continued on ACORD 101 Additional Remarks Schedule) City Of College Station, Attn. Risk Management P.O. Box 9960 College Station, TX 77482 (SDS) Printed by SDS on October 09, 2020 at 03:13PM ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGG $JECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE Page 85 of 134 Printed by SDS on October 09, 2020 at 03:13PM 95954672 2 2 Home Insurance Solutions of Texas N/A Multiple Carriers Professional Trash Valet LLC DBA BV Trash Valet & Recycling 25 Certificate of Liability Insurance (continued from Description of Operations) SUBJECT TO POLICY CONDITIONS, LIMITATIONS, AND EXCLUSIONS. AGENCY NAMED INSURED POLICY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: AGENCY CUSTOMER ID: LOC #: THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Page ofADDITIONAL REMARKS SCHEDULE Page 86 of 134 Page 87 of 134 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 10/8/2020 (832) 494-1963 26808 Professional Trash Valet LLC 3515 B Longmire Dr Ste 205 College Station, TX 77845-5271 22945 A 1,000,000 P42402008-2 2/18/2020 2/18/2021 100,000 5,000 1,000,000 2,000,000 2,000,000 B 0001314492 10/19/2020 10/19/2021 1,000,000 1,000,000 1,000,000 CITY OF COLLEGE STATION IS NAMED AS ADDITIONAL INSURED FORM CG2010 0704 ON THE GENERAL LIABILITY POLICY. WAIVER OF SUBROGATION IN FAVOR OF CITY OF COLLEGE STATION ON THE GENERAL LIABILITY AND WORKERS COMPENSATION POLICIES. THIRTY (30) DAY NOTICE OF CANCELLATION IN FAVOR OF CITY OF COLLEGE STATION EXCEPT TEN (10) DAYS FOR NONPAYMENT OF PREMIUM. SUBJECT TO POLICY CONDITIONS, LIMITATIONS, AND EXCLUSIONS. CITY OF COLLEGE STATION ATTN; RISK MANAGEMENT P O BOX 9960 COLLEGE STATION, TX 77842 PROFTRA-01 KAY Spring Insurance Agency 6605 Cypresswood Dr., Suite 400 Spring, TX 77379 Kay DOCKINS Kay@springinsurance.com Hallmark Specialty Insurance Company TEXAS MUTUAL INSURANCE COMPANY X X X X Page 88 of 134 November 12, 2020 Item No. 5.1. Town Lake Drive Property Exchange Sponsor:Emily Fisher, Assistant Director of Public Works Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding an ordinance exchanging an approximately one acre tract of land originally acquired for streets and other public purposes with the abutting property owner for an approximately one acre tract of land for streets and other public purposes; both tracts which are located along State Highway 6 northbound frontage road within approximately 1,000 feet north of Barron Road; and directing the City Manager to execute the agreement and conveyance necessitated by such exchange. Relationship to Strategic Goals: 1. Core Services and Infrastructure 2. Improving Mobility Recommendation(s): Staff recommends approval of the ordinance. Summary: In 2003, the city purchased a one-acre tract adjacent to State Highway 6 northbound frontage road near Barron Road for a possible future street extension. The future extension was meant to be an offset intersection of Barron Road since extending Barron Road at its current alignment conflicts with an abandoned landfill on the east side of SH 6. As development in the Midtown area continues, city staff has evaluated the overall mobility of the area and determined a street connection further north of the city-owned property, aligned with Town Lake Drive (formerly Bird Pond Road), provides the safest and most efficient offset to Barron Road. Furthermore, TXDOT was also in agreement that the alignment should be shifted north. The city has completed a preliminary design of the future Town Lake Drive and determined the needed right of way for this alignment. This ordinance approves the exchange of the previously purchased city property for an approximately one-acre tract located about 375 feet to the north for the future alignment of Bird Pond Road. There is a specific provision in the law for this type of land exchange. The two tracts were appraised and are of equal value so the tracts can be exchanged without any passage of money. Budget & Financial Summary: N/A Reviewed & Approved by Legal: No Page 89 of 134 Attachments: 1.Ordinance 2.1878-ROW-Exhibit OL (1) Page 90 of 134 ORDINANCE NO._____ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS, EXCHANGING AN APPROXIMATELY ONE ACRE TRACT OF LAND ORIGINALLY ACQUIRED FOR STREETS AND OTHER PUBLIC PURPOSES WITH THE ABUTTING PROPERTY OWNER FOR AN APPROXIMATELY ONE ACRE TRACT OF LAND FOR STREETS AND OTHER PUBLIC PURPOSES BOTH TRACTS WHICH ARE LOCATED ON THE NORTHEAST SIDE OF STATE HIGHWAY 6 AND WITHIN 1000 FEET NORTH OF THE INTERSECTION OF STATE HIGHWAY 6 AND BARRON ROAD; DIRECTING THE CITY MANAGER TO EXECUTE THE CONVEYANCE NECESSITATED BY SUCH EXCHANGE; PROVIDING FOR SEVERALBILITY; AND CONTAINING OTHER PROVISIONS RELATED TO THE SUBJECT MATTER. WHEREAS, the City of College Station (“City”) owns property approximately 650 feet north of the intersection of Barron Road and State Highway 6 on the northeast side of State Highway 6 which property is further described in Exhibit “A” attached hereto and made a part hereof (sometimes hereinafter referred to as “City’s Property”); and WHEREAS, RCSZ Properties, LLC (“RCSZ”) is under contract to purchase the property which abuts the City’s immediately to the north which property is further described in Exhibit “B” attached hereto and made a part hereof (sometimes hereinafter referred to as “RCSZ’s Property”); and WHEREAS, the extension of Town Lake Drive from Midtown Drive to State Highway 6 is proposed to run through a portion of RCSZ’s Property; and WHEREAS, both the City and RCSZ Properties, LLC desire to exchange their respective approximately 1 acre parcels of property they own so that Town Lake Drive may be extended in the future within RCSZ’s Property, and so that RCSZ Properties, LLC may develop City’s Property in the future; and WHEREAS, pursuant to the requirements set forth in Section 272.001 Texas Local Government Code, the City has conducted appraisals of both parcels in order to establish fair market value and determined the appraised value of each parcel is the same; and WHEREAS, in accordance with Sections 272.001 and 253.001 Texas Local Government Code and other applicable law both the City and RCSZ desire to conduct an exchange of the parcels upon RCSZ purchasing the property containing one of the parcels to be exchanged; now therefore BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS: Page 91 of 134 PART 1:That the facts and recitations set forth in the preamble of this Ordinance are hereby declared true and correct. PART 2:That the City of College Station herein exchanges City’s Property which is an approximately 1 acre parcel of land that it owns in exchange for RCSZ’s Property which is also an approximately 1 acre parcel of land located on the tract which abuts City’s Property; both parcels which are further described in Exhibits “A” and “B” attached hereto and made a part hereof. PART 3:That both City and RCSZ Properties, LLC agree to conduct such exchange by entering into a Real Property Exchange Agreement as attached hereto as Exhibit “C” and which is made a part hereof. PART 4:That the City Manager is hereby directed to execute the Real Property Exchange Agreement attached hereto on behalf of the City, and to take any and all other reasonable action to give effect to this Ordinance including executing a special warranty deed conveying the City’s Property in accordance with the Real Property Exchange Agreement. PART 5:That this Ordinance shall not go into effect until the purchase by RCSZ Properties, LLC of the land abutting City’s which contains RCSZ’s Property to be exchanged as described and authorized in this Ordinance. PART 6:That conveyance by Special Warranty Deed of City’s Property to RCSZ Properties, LLC is expressly conditioned upon the conveyance by RCSZ Properties, LLC of RCSZ’s Property to City. PASSED, ADOPTED and APPROVED this 12th day of November, 2020. ATTEST:APPROVED: __________________________________________________________ City Secretary Mayor APPROVED: _______________________________ City Attorney Page 92 of 134 Exhibit “A” Page 93 of 134 Page 94 of 134 Exhibit “B” Page 95 of 134 Page 96 of 134 Page 97 of 134 Exhibit “C” REAL PROPERTY EXCHANGE AGREEMENT THIS REAL PROPERTY EXCHANGE AGREEMENT (“Agreement”) dated ______________________ [date], is between the CITY OF COLLEGE STATION, TEXAS, a Texas Home Rule Municipality (referred to as “City”) and RCSZ PROPERTIES, LLC, an Illinois limited liability corporation (referred to as “RCSZ”) regarding an exchange of properties among the two parties. In consideration of the premises, mutual covenants, and agreements contained in this Agreement, CITY and RCSZ covenant and agree as follows: ARTICLE 1 EXCHANGE Agreement to Exchange 1.01. Subject to the terms, provisions, and conditions set forth in this Agreement, CITY agrees to convey to RCSZ an approximately one acre tract of land situated on the northeast side of State Highway 6 approximately 650 feet north of its intersection with Barron Road as further described by metes and bounds in Exhibit “A” attached to and made a part of this Agreement, together with all and singular the rights and appurtenances pertaining to the property to be conveyed to RCSZ, including any right, title, and interest of CITY in and to adjacent streets, alleys, or rights- of-way, and any improvements, fixtures, and personal property situated on and attached to the property to be conveyed to RCSZ (all of the property, rights, and appurtenances that CITY agrees to convey referred to as “Property A”). Subject to the terms, provisions, and conditions set forth in this Agreement, RCSZ agrees to convey to CITY an approximately one acre tract of land situated on the northeast side of State Highway 6 approximately 1000 feet north of its intersection with Barron Road as further described by metes and bounds in Exhibit “B” attached to and made a part of this Agreement, together with all and singular the rights and appurtenances pertaining to the property to be conveyed to CITY, any right, title, and interest of RCSZ in and to adjacent streets, alleys, or rights-of-way, and any improvements, fixtures, and personal property situated on and attached to the property to be conveyed to CITY (all of the property, rights, and appurtenances that RCSZ agrees to convey referred to as “Property B”). Value of Property A and Property B 1.02. Pursuant to appraisals conducted by a certified appraiser on or about July 1, 2020, for the CITY for both properties, the parties agree that the value of Property A is equal to the value of Property B for purposes of this Agreement so that there shall be no exchange of money in addition to the exchange of property pursuant to the terms and conditions herein. Page 98 of 134 ARTICLE 2 REPRESENTATIONS AND WARRANTIES OF CITY CITY represents and warrants to RCSZ the following: Organization 2.01. CITY is a home rule municipality duly organized, validly existing, and in good standing under the laws of the state of Texas duly qualified to carry on its business in the state of Texas. Power and Authority 2.02. CITY has all requisite power and authority to carry on its business as presently conducted, to enter into this Agreement, and to perform its obligations under this Agreement, including the conveyance described in Paragraph 1.01. The execution, delivery, and performance of this Agreement and the transactions described in this Agreement have been duly and validly authorized by all requisite action on the part of CITY. The execution, delivery, and performance of this Agreement and the transactions described in this Agreement will not violate or be in conflict with any provision of the CITY’s charter or any provision of any agreement or instrument to which CITY is a party or by which CITY is bound, or any statute, law, rule, regulation, judgment, decree, order, writ, or injunction applicable to CITY. Binding Obligation 2.03. This Agreement has been duly executed and delivered on behalf of CITY. This Agreement constitutes a legal, valid, and binding obligation of CITY. Parties in Possession 2.04. Except for CITY, there are no parties in possession of any portion of Property A, whether as lessees, tenants at sufferance, trespassers, or otherwise. Legal Actions 2.05. No suit, action, or other proceeding, including, without limitation, a condemnation or similar proceeding or assessment, is pending or threatened in any court or governmental agency against all or any part of Property A. Contracts and Agreements 2.06. There are no contracts or agreements to which CITY is a party that affect the value or marketability of Property A other than as filed for record. Compliance With Law 2.07. CITY has complied with all applicable laws, ordinances, regulations, statutes, rules, and restrictions relating to all or any part of Property A. Utilities 2.08. There are utilities available or nearby to Property A that are available for use by RCSZ. Page 99 of 134 Access 2.09. Property A currently abuts and/or is adjacent to a public highway, street, or road, specifically State Highway 6. Zoning 2.10. Property A is zoned for GC General Commercial. Real Estate Commissions 2.11. CITY has not incurred any liability for brokerage fees or agents’ commissions in connection with this Agreement; and CITY agrees RCSZ is not responsible for the payment thereof at closing. Validity at Closing 2.12. The representations and warranties of CITY shall be true on the date of the Closing. ARTICLE 3 REPRESENTATIONS AND WARRANTIES OF RCSZ RCSZ represents and warrants to the CITY the following: Organization 3.01. RCSZ is a ______________________ limited liability corporation duly organized, validly existing, and in good standing under the laws of the state of ______________________ duly qualified to carry on its business in the state of Texas. Power and Authority 3.02. RCSZ has all requisite power and authority to carry on its business as presently conducted, to enter into this Agreement, and to perform its obligations under this Agreement, including the conveyance described in Paragraph 1.01. The execution, delivery, and performance of this Agreement and the transactions described in this Agreement have been duly and validly authorized by all requisite action on the part of RCSZ. The execution, delivery, and performance of this Agreement and the transactions described in this Agreement will not violate or be in conflict with any provision of any of its articles of incorporation, bylaws, or governing documents of RCSZ or any provision of any agreement or instrument to which RCSZ is a party or by which RCSZ is bound, or any statute, law, rule, regulation, judgment, decree, order, writ, or injunction applicable to RCSZ. Binding Obligation 3.03. This Agreement has been duly executed and delivered on behalf of RCSZ. This Agreement constitutes a legal, valid, and binding obligation of RCSZ. Parties in Possession Page 100 of 134 3.04. Except for RCSZ, there are no parties in possession of any portion of Property B, whether as lessees, tenants at sufferance, trespassers, or otherwise. Legal Actions 3.05. No suit, action, or other proceeding, including, without limitation, a condemnation or similar proceeding or assessment, is pending or threatened in any court or governmental agency against all or any part of Property B. Contracts and Agreements 3.06. There are no contracts or agreements to which RCSZ is a party that affect the value or marketability of Property B other than as filed for record. Compliance With Law 3.07. RCSZ has complied with all applicable laws, ordinances, regulations, statutes, rules, and restrictions relating to all or any part of Property B. Utilities 3.08. There are utilities available or nearby to Property B that are available for use by CITY. Access 3.09. Property B currently abuts and/or is adjacent to a public highway, street, or road, specifically State Highway 6. Zoning 3.10. Property B is zoned C-3 Light Commercial and R Rural. Real Estate Commissions 3.11. RCSZ assumes all liability and costs associated with its use of a broker and such shall be the responsibility of RCSZ at closing. Validity at Closing 3.12. The representations and warranties of RCSZ shall be true on the date of the Closing. ARTICLE 4 SURVEY, INSPECTION, AND TITLE TO PROPERTY A Survey 4.01. Within thirty (30) days of the date of this Agreement, CITY shall deliver to RCSZ at CITY’s sole cost and expense a current survey of Property A prepared and stamped by a licensed surveyor or registered engineer mutually agreeable to CITY and RCSZ. The survey shall be staked on the ground. Page 101 of 134 Inspection 4.02. Within thirty (30) days of the date of this Agreement, RCSZ shall have the right to: (a) enter and inspect all or any part of Property A; (b) conduct soil analysis, core drilling, or other tests of the surface or subsurface of Property A, provided that the tests do not unreasonably interfere with CITY’s use of Property A; and (c) conduct an inventory of all personal property and fixtures on Property A. CITY shall make all reasonable efforts to cooperate with RCSZ’s inspection of Property A. Title Examination 4.03. Within thirty (30) days of the date of this Agreement, CITY shall deliver to RCSZ copies of all title data in the possession of CITY, including, without limitation, title reports, title opinions, abstracts of title, ownership maps, and surveys pertaining to Property A. Within thirty (30) days of the date of this Agreement, CITY shall cause to be delivered to RCSZ a preliminary title report covering Property A prepared by University Title, 1021 University Drive East, College Station, Texas (the “Title Company”). Property Defects 4.04. Within thirty (30) days of the date of this Agreement, RCSZ shall notify CITY in writing of all defects pertaining to Property A. CITY shall use all reasonable efforts to cure or eliminate all defects identified by RCSZ. In the event that the notice of defects does not include any significant defects, as defined below, the parties may proceed with the Closing provided in Article 8. In the event that the notice of defects includes significant defects, CITY shall notify RCSZ within ten (10) days of receipt of the notice of defects specifying the acts taken to cure the significant defects and shall provide RCSZ with copies of all instruments pertaining to the cure of the significant defects. If no significant defect remains after the notice from CITY to RCSZ, the parties may proceed with the Closing provided in Article 8. If any significant defect remains after the notice from CITY to RCSZ, within ten (10) days after RCSZ’s receipt of notice from CITY, RCSZ shall notify CITY of RCSZ’s election to terminate this Agreement or to waive the remaining significant defects and proceed with the Closing provided in Article 8. In the event that a party fails to comply with a provision in this paragraph, the other party may elect to terminate this Agreement or to waive the failure and proceed with the Closing provided in Article 8. The term “significant defect” means an adverse and material lien, mortgage, claim, obligation, encumbrance, title defect, or condition, that, either alone or in combination with other defects, results in the unmarketability of title or that would unreasonably interfere with the intended use of the property. ARTICLE 5 SURVEY, INSPECTION, AND TITLE TO PROPERTY B Survey Page 102 of 134 5.01. Within thirty (30) days of the date of this Agreement, RCSZ shall deliver to CITY at RCSZ’s sole cost and expense a current plat of survey of Property B prepared by a licensed surveyor or registered engineer mutually agreeable to CITY and RCSZ. The survey shall be staked on the ground. Inspection 5.02. Within thirty (30) days of the date of this Agreement, CITY shall have the right to: (a) enter and inspect all or any part of Property B; (b) conduct soil analysis, core drilling, or other tests of the surface or subsurface of Property B, provided that the tests do not unreasonably interfere with RCSZ’s use of Property B; and (c) conduct an inventory of all personal property and fixtures on Property B. RCSZ shall make all reasonable efforts to cooperate with CITY’s inspection of Property B. Title Examination 5.03. Within thirty (30) days of the date of this Agreement, RCSZ shall deliver to CITY copies of all title data in the possession of RCSZ, including, without limitation, title reports, title opinions, abstracts of title, ownership maps, and surveys pertaining to Property B. Within thirty (30) days of the date of this Agreement, RCSZ shall cause to be delivered to CITY a preliminary title report covering Property B prepared by the Title Company. Property Defects 5.04. Within thirty (30) days of the date of this Agreement, CITY shall notify RCSZ in writing of all defects pertaining to Property B. RCSZ shall use all reasonable efforts to cure or eliminate all defects identified by CITY. In the event that the notice of defects does not include any significant defects, as defined below, the parties may proceed with the Closing provided in Article 8. In the event that the notice of defects includes significant defects, RCSZ shall notify CITY within ten (10) days of receipt of the notice of defects specifying the acts taken to cure the significant defects and shall provide CITY with copies of all instruments pertaining to the cure of the significant defects. If no significant defect remains after the notice from RCSZ to CITY, the parties may proceed with the Closing provided in Article 8. If any significant defect remains after the notice from RCSZ to CITY, within ten (10) days after CITY’s receipt of notice from RCSZ, CITY shall notify RCSZ of CITY’s election to terminate this Agreement or to waive the remaining significant defects and proceed with the Closing provided in Article 8. In the event that a party fails to comply with a provision in this paragraph, the other party may elect to terminate this Agreement or to waive the failure and proceed with the Closing provided in Article 8. The term “significant defect” means an adverse and material lien, mortgage, claim, obligation, encumbrance, title defect, or condition that, either alone or in combination with other defects, results in the unmarketability of title or unreasonably interferes with the intended use of the property. Page 103 of 134 ARTICLE 6 USE OF PROPERTY Use of Property A 6.01. During the period from the date of this Agreement to the date of the Closing, CITY shall: (a) use all reasonable efforts to cause Property A to be used, maintained, and operated in a manner consistent with the use of Property A on the date of this Agreement; (b) not commence any activity on Property A except for emergencies, activities required by law, and activities required under contracts in existence on the date of this Agreement; (c) promptly notify RCSZ of any suit, action, or any legal proceeding involving all or any part of Property A that arises prior to the date of the Closing with respect to which CITY receives actual notice; and (d) promptly notify RCSZ of any matter that arises prior to the date of the Closing that materially affects the value of Property A with respect to which CITY becomes aware. Use of Property B 6.02. During the period from the date of this Agreement to the date of the Closing, RCSZ shall: (a) use all reasonable efforts to cause Property B to be used, maintained, and operated in a manner consistent with the use of Property B on the date of this Agreement; (b) not commence any activity except for emergencies, activities required by law, and activities required under contracts in existence on the date of this Agreement; (c) promptly notify CITY of any action, suit, or any legal proceeding involving all or any part of Property B that arises prior to the date of the Closing with respect to which RCSZ receives actual notice; and (d) promptly notify CITY of any matter that arises prior to the date of the Closing that materially affects the value of Property B with respect to which RCSZ becomes aware. ARTICLE 7 PROPERTY LOSS Loss of Property A 7.01. If all or any part of Property A is destroyed by fire or other casualty or is taken in condemnation or eminent domain proceedings prior to the Closing, RCSZ may elect to terminate this Agreement under Article 12 or, subject to the other provisions of this Agreement, to receive credit for the value of the loss and proceed with the Closing under Article 8. Loss of Property B Page 104 of 134 7.02. If all or any part of Property B is destroyed by fire or other casualty or is taken in condemnation or eminent domain proceedings prior to the Closing, CITY may elect to terminate this Agreement under Article 12 or, subject to the other provisions of this Agreement, to receive credit for the value of the loss and proceed with the Closing under Article 8. ARTICLE 8 CLOSING Conditions to CITY’s Obligations at Closing 8.01. The obligations of CITY at the Closing are subject to the satisfaction of the following conditions: (a) all representations and warranties of RCSZ in this Agreement shall be true in all material respects; (b) RCSZ shall have performed and satisfied all covenants and agreements required by this Agreement in all material respects; and (c) CITY shall have received from RCSZ an “estoppel letter” or other indicia of approval signed by the holders of any existing indebtedness secured by Property B authorizing the exchange of property as set forth in this Agreement. Conditions to RCSZ’s Obligations at Closing 8.02. The obligations of RCSZ at the Closing are subject to the satisfaction of the following conditions: (a) all representations and warranties of CITY in this Agreement shall be true in all material respects; and (b) CITY shall have performed and satisfied all covenants and agreements required by this Agreement in all material respects. Date of Closing 8.03. Subject to the conditions of Paragraphs 8.01 and 8.02 and the termination provisions of Article 12, the closing (“Closing”) shall occur thirty (30) days after the later of the dates that Paragraphs 4.04 and 5.04 authorize the parties to proceed with the Closing. In the event that the conditions of Paragraph 8.01 have not been satisfied on the scheduled date of the Closing, CITY may elect to extend the date of the Closing for a period of thirty (30) days. In the event that the conditions of Paragraph 8.02 have not been satisfied on the scheduled date of the Closing, RCSZ may elect to extend the date of the Closing for a period of thirty (30) days. Place of Closing 8.04. The Closing shall be held at the offices of the Title Company. Page 105 of 134 Obligations at Closing 8.05. At the Closing, the following events shall occur, each being a condition precedent to the other events and each being deemed to have occurred simultaneously with the other events: (a) CITY shall deliver to RCSZ a duly executed and acknowledged special warranty deed in substantially the form as set forth in Exhibit “C” attached hereto and made a part hereof. (b) CITY shall deliver to RCSZ a Texas Owner’s Title Policy at CITY’s sole expense, issued by the Title Company in RCSZ’s favor in the full amount of the value of Property A determined under Paragraph 1.02, insuring RCSZ’s fee simple title to Property A subject only to those title exceptions listed in the special warranty deed referenced in subparagraph (a) above, and the standard printed exceptions contained in the usual form of Texas Owner’s Title Policy. , provided, however: (c) CITY shall deliver to RCSZ exclusive possession of Property A. (d) RCSZ shall deliver to CITY a duly executed and acknowledged special warranty deed in substantially the form as set forth in Exhibit “D” attached hereto and made a part hereof. (e) RCSZ shall deliver to CITY a Texas Owner’s Title Policy at CITY’s sole expense, issued by the Title Company in CITY’s favor in the full amount of the value of Property B determined under Paragraph 1.03, insuring CITY’s fee simple title to Property B subject only to those title exceptions listed in the special warranty deed referenced in subparagraph (d) above, and the standard printed exceptions contained in the usual form of Texas Owner’s Title Policy. (f) RCSZ shall deliver to CITY exclusive possession of Property B. (h) In the event of a property loss described in Paragraph 7.01, CITY shall assign to RCSZ all of CITY’s right, title, and interest in any unpaid awards or payments from third parties as a result of the loss. In the event of a property loss described in Paragraph 7.02, RCSZ shall assign to CITY all of RCSZ’s right, title, and interest in any unpaid awards or payments from third parties as a result of the loss. ARTICLE 9 REAL ESTATE COMMISSIONS 9.01. Neither party shall pay the broker fees of the other. ARTICLE 10 ESCROW Escrow Deposit of CITY 10.01. There shall be no escrow required of either party unless otherwise mutually agreed upon in writing. Page 106 of 134 ARTICLE 11 REMEDIES Breach by Either Party 11.01. In the event either party fails to fully and timely perform any of their respective obligations under this Agreement or fails to consummate the exchange of property for any reason except due to the respective party’s own default, the other party may: (a)Enforce specific performance of this Agreement; or (b)Bring suit for damages against the other but only for expectancy and incidental damages, if any; and/or (c)Terminate this Agreement in writing. ARTICLE 12 TERMINATION OF AGREEMENT Termination by CITY 12.01. In addition to Article 11 herein, CITY may terminate this Agreement in the event of the following: (a) the existence of a right to terminate under the circumstances stated in Paragraphs 5.04 or 7.02; or (b) the conditions stated in Paragraph 8.01 have not been satisfied in all material respects or waived on the date of the Closing. Termination by RCSZ 12.02. RCSZ may terminate this Agreement in the event of the following: (a) the existence of a right to terminate under the circumstances stated in Paragraphs 4.04 or 7.01; or (b) the conditions stated in Paragraph 8.02 have not been satisfied in all material respects or waived on the date of the Closing. ARTICLE 13 MISCELLANEOUS Assignment of Contract 13.01. This Agreement may not be assigned without the prior written consent of the other party. Survival of Provisions Page 107 of 134 13.02. The representations, warranties, and agreements of Articles 2, 3, and 11 shall survive and shall not be merged in the Closing. Notices 13.03. Any notice required or permitted under this Agreement shall be in writing and shall be deemed to have been made when personally delivered, or if mailed, when received by the following person at the indicated address: (a) to CITY: City of College Station Legal Department P.O. Box 9960 College Station, Texas 77842 Telephone: 979/764-3507 Email: ___________ And (b) to RCSZ: Applicable Law 13.04. This Agreement shall be governed by and construed in accordance with the laws of the state of Texas. Parties Bound 13.05. This Agreement shall be binding on and inure to the benefit of the parties to this Agreement and their respective representatives, successors and assigns. Severability of Provisions 13.06. To the extent permitted by law, a holding by any court that any provision in this Agreement is invalid, illegal, or unenforceable in any respect shall not affect any other provision, and this Agreement shall be construed as if the invalid, illegal, or unenforceable provision had never been a part of this Agreement. No Limitation of Remedies 13.07. Nothing in this Agreement shall be construed to limit any legal or equitable remedies of the parties. Page 108 of 134 Prior Agreements Superseded 13.08. This Agreement constitutes the entire understanding between the parties and supersedes any prior negotiations, discussions, agreements, and understandings between the parties with respect to the subject matter of this Agreement. Time of Essence 13.09. Time is of the essence in this Agreement. Expenses 13.10. Except as otherwise provided in this Agreement, all fees, costs, and expenses incurred in negotiating this Agreement or completing the transactions described in this Agreement shall be paid by the party incurring the fee, cost, or expense. Amendments and Waivers 13.11. This Agreement may not be amended except in a writing specifically referring to this Agreement and signed by CITY and RCSZ. A right created under this Agreement may not be waived except in a writing specifically referring to this Agreement and signed by the party waiving the right. Counterparts 13.12. This Agreement may be executed in counterparts. Each of the counterparts shall be deemed an original instrument, but all of the counterparts shall constitute one and the same instrument. EFFECTIVE upon the approval of both parties hereto. Attached Exhibits: EXHIBIT “A’:field note description and survey diagram of Property A EXHIBIT “B”:field note description and survey diagram of Property B EXHIBIT “C”:special warranty deed form with CITY as Grantor and RCSZ as Grantee EXHIBIT “D”:special warranty deed form with RCSZ as Grantor and CITY as Grantee CITY:RCSZ : CITY OF COLLEGE STATION, TEXAS a Texas Home Rule Municipal Corporation BY:__________________________________By:___________________________________ KARL MOONEY, Mayor Date:_________________Date:_____________________ Page 109 of 134 ATTEST: _____________________________________ City Secretary Date:________________ APPROVED: _____________________________________ City Manager Date:________________ _____________________________________ Assistant City Manager/CFO Date:________________ _____________________________________ City Attorney Date:________________ Page 110 of 134 THE STATE OF TEXAS § §ACKNOWLEDGMENT COUNTY OF BRAZOS § This instrument was acknowledged before me on the _____ day of ______________, 2020, by ___________________________________________, _______________________________ of RCSZ Properties LLC, a ____________________ limited liability corporation, on behalf of said entity. _________________________________________ NOTARY PUBLIC in and for the State of Texas THE STATE OF TEXAS § §ACKNOWLEDGMENT COUNTY OF BRAZOS § This instrument was acknowledge before me on the _____ day of ____________, 2020, by KARL MOONEY, as Mayor of the CITY OF COLLEGE STATION, TEXAS, a Texas Home Rule Municipal Corporation, on behalf of said municipality. _________________________________________ NOTARY PUBLIC in and for the State of Texas Page 111 of 134 Exhibit “A” to the Exchange Agreement Page 112 of 134 Page 113 of 134 Exhibit “B” to the Exchange Agreement Page 114 of 134 Page 115 of 134 Page 116 of 134 Exhibit “C” to the Exchange Agreement NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. SPECIAL WARRANTY EXCHANGE DEED DATE:_________________, 2020 GRANTOR:THE CITY OF COLLEGE STATION, TEXAS, a Texas Home Rule Municipal Corporation GRANTOR’s MAILING ADDRESS:1101 Texas Avenue (including county)Brazos County College Station, Texas 77840 GRANTEE:RCSZ PROPERTIES, LLC An Illinois limited liability company GRANTEE'S MAILING ADDRESS:______________________________ (including county)____________ County ______________________________ CONSIDERATION:Ten Dollars ($10.00) and other good and valuable consideration, provided, however, the conveyance set forth herein is conditioned so that no title or interest whatsoever will pass to or vest in the GRANTEE by this deed unless and until in exchange for this conveyance of Property herein GRANTEE conveys unto GRANTOR that certain property referred to as City’s Property in City of College Station Ordinance No. _______________ adopted on or about ________________, 2020. Page 117 of 134 PROPERTY: All that certain tract or parcel of land containing 1.0 acre of land, more or less, lying and being situated in the Robert Stevenson league, Abstract No. 54, College Station, Brazos County, Texas, said 1.0 acre tract of land being more particularly described by metes and bounds and shown on a survey diagram marked EXHIBIT “A” attached hereto and made a part hereof for all intents and purposes. RESERVATIONS FROM AND EXCEPTIONS TO CONVEYANCE AND WARRANTY: This conveyance is made subject to all easements, exceptions, covenants, conditions, restrictions, reservations, and rights appearing of record but not otherwise. GRANTOR hereby reserves for itself, its successors and assigns, all of the Reserved Groundwater Rights. As used in this Special Warranty Exchange Deed, the following terms shall have the following meanings: Groundwater – All of the underground water, percolating water, artesian water, and any other water from any and all reservoirs, formations, depths and horizons beneath the surface of the earth, excluding underflow or flow in a defined subterranean channel; Reserved Groundwater – All of the Groundwater now or in the future located in, on or under the Property; Reserved Groundwater Rights – All of the Reserved Groundwater, together with the right to explore for, drill for, pump, develop, withdraw, produce and transport the Reserved Groundwater and Groundwater produced from other properties, on, under and over the Property, and all personal property rights and entitlements relating to or applicable to the Reserved Groundwater, including, without limitation, permits, licenses, historical use entitlements, wells, pumps, and infrastructure. However, GRANTOR waives, releases all of GRANTOR’s right to use the surface of the Property to explore for, drill for, pump, develop, withdraw, produce, and transport the Reserved Groundwater, and to store the Reserved Groundwater in, on or under the surface of the Property. Nothing herein, however, restricts or prohibits the GRANTOR from exercising its Reserved Groundwater Rights, including withdrawal and production of the Reserved Groundwater from other property, or form the pooling or unitization of the Reserved Groundwater with other groundwater owned or leased by GRANTOR. GRANTOR hereby reserves for itself, its successors and assigns, any and all coal, lignite, oil, gas, and other minerals, in, on or under the Property, provided that GRANTOR waives and releases any rights to use the surface of the Property for the exploration, development, production or transportation of such coal, lignite, oil, gas or other minerals, it being expressly contemplated by the parties to this instrument that any production of such minerals shall be from other adjacent property and that there shall be no development of any minerals that would require mining, shaft mining, pit mining or any other kind of mining or production that would require utilization of the surface of the Property. GRANTOR, however, reserves the right to enter into pooling or unitization agreements with regard to the mineral estate reserved in this deed. GRANTEE AGREES AND ACKNOWLEDGES THAT GRANTOR IS CONVEYING THE PROPERTY STRICTLY ON AN "AS IS, WHERE IS" BASIS, WITHOUT WARRANTY, Page 118 of 134 EXPRESS OR IMPLIED, WITH ANY AND ALL LATENT AND PATENT DEFECTS. GRANTEE HAS INSPECTED THE PHYSICAL CONDITION OF THE PROPERTY, INCUDING ALL IMPROVEMENTS THEREON, AND ACCEPTS TITLE TO THE SAME "AS IS"IN ITS EXISTING PHYSICAL CONDITION, AND ACCEPTS ANY LIABILITIES OR COSTS ARISING IN CONNECTION WITH THE CONDITION OF THE PROPERTY, INCLUDING, BUT NOT LIMITED TO, ANY COSTS OR LIABILITIES PERTAINING TO ANY ENVIRONMENTAL CONDITION ON THE PROPERTY. GRANTEE ACKNOWLEDGES THAT IT IS NOT RELYING UPON ANY REPRESENTATION, WARRANTY, STATEMENT, OR OTHER ASSERTION OF GRANTOR, NOR ANY OF ITS OFFICIALS, AGENTS, REPRESENTATIVES OR EMPLOYEES, WITH RESPECT TO THE PROPERTY’S CONDITION. GRANTEE IS RELYING SOLELY AND WHOLLY ON GRANTEE’S OWN EXAMINATION OF THE PROPERTY. THE GRANTOR DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES AND SPECIFICALLY MAKES NO WARRANTIES OF HABITABILITY, MERCHANTABILITY, SUITABILITY, FITNESS FOR ANY PURPOSE, OR ANY OTHER WARRANTY WHATSOEVER. GRANTOR warrants that there are no liens covering the PROPERTY and all taxes due as of the date of conveyance on the PROPERTY have been paid. Taxes for the year to the date hereof are the obligation of GRANTOR. GRANTOR, for the consideration and subject to the reservations from and exceptions to conveyance and warranty, GRANTS, BARGAINS, SELLS and CONVEYS unto Grantee the PROPERTY, together with all and singular the rights and appurtenances thereto in any wise belonging, to have and hold it to GRANTEE and GRANTEE’S successors and assigns forever. GRANTOR binds GRANTOR and GRANTOR’S successors and assigns to warrant and forever defend all and singular the PROPERTY to GRANTEE and GRANTEE’S successors and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof, by, through and under GRANTOR but not otherwise. EXECUTED effective as of the date set forth above. CITY OF COLLEGE STATION, TEXAS a Texas Home Rule Municipal Corporation ____________________________________ JEFF CAPPS, Interim City Manager Page 119 of 134 THE STATE OF TEXAS § §ACKNOWLEDGMENT COUNTY OF BRAZOS § This instrument was acknowledged before me on this the ____ day of ______________, 2020, by JEFF CAPPS, Interim City Manager of the City of College Station, a Texas Home Rule Municipal Corporation, on behalf of said municipality. __________________________________________ NOTARY PUBLIC in and for the State of Texas PREPARED IN THE OFFICE OF:RETURN ORIGINAL DOCUMENT TO: City of College Station City of College Station Legal Department Legal Department P. O. Box 9960 P. O. Box 9960 College Station, Texas 77842-9960 College Station, Texas 77842-9960 Page 120 of 134 EXHIBIT “A” Page 121 of 134 Page 122 of 134 Exhibit “D” to the Exchange Agreement NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. SPECIAL WARRANTY EXCHANGE DEED DATE:_________________, 2020 GRANTOR:RCSZ PROPERTIES, LLC, an Illinois limited liability company GRANTOR’S MAILING ADDRESS: _________________________ (including County)___________ County _________________________ GRANTEE:CITY OF COLLEGE STATION, a Texas Home Rule Municipal Corporation GRANTEE’S MAILING ADDRESS: 1101 Texas Avenue (including County)Brazos County College Station, Texas 77842 CONSIDERATION:Ten Dollars ($10.00) and other good and valuable consideration, provided, however, the conveyance set forth herein is conditioned so that no title or interest whatsoever will pass to or vest in the GRANTEE by this deed unless and until in exchange for this conveyance of Property herein GRANTEE conveys unto GRANTOR that certain property referred to as RCSZ’s Property in City of College Station Ordinance No. _______________ adopted on or about ________________, 2020. Page 123 of 134 PROPERTY: All that certain tract or parcel of land containing 0.9964 acres of land, more or less, lying and being situated in the Robert Stevenson league, Abstract No. 54, College Station, Brazos County, Texas, said 0.9964 acres of land being more particularly described by metes and bounds and shown on a survey diagram marked EXHIBIT “A” attached hereto and made a part hereof for all intents and purposes. RESERVATIONS FROM AND EXCEPTIONS TO CONVEYANCE AND WARRANTY: This conveyance is made subject to all easements, exceptions, covenants, conditions, restrictions, reservations, and rights appearing of record but not otherwise. GRANTOR hereby reserves for itself, its successors and assigns, all of the Reserved Groundwater Rights. As used in this Special Warranty Exchange Deed, the following terms shall have the following meanings: Groundwater – All of the underground water, percolating water, artesian water, and any other water from any and all reservoirs, formations, depths and horizons beneath the surface of the earth, excluding underflow or flow in a defined subterranean channel; Reserved Groundwater – All of the Groundwater now or in the future located in, on or under the Property; Reserved Groundwater Rights – All of the Reserved Groundwater, together with the right to explore for, drill for, pump, develop, withdraw, produce and transport the Reserved Groundwater and Groundwater produced from other properties, on, under and over the Property, and all personal property rights and entitlements relating to or applicable to the Reserved Groundwater, including, without limitation, permits, licenses, historical use entitlements, wells, pumps, and infrastructure. However, GRANTOR waives, releases all of GRANTOR’s right to use the surface of the Property to explore for, drill for, pump, develop, withdraw, produce, and transport the Reserved Groundwater, and to store the Reserved Groundwater in, on or under the surface of the Property. Nothing herein, however, restricts or prohibits the GRANTOR from exercising its Reserved Groundwater Rights, including withdrawal and production of the Reserved Groundwater from other property, or form the pooling or unitization of the Reserved Groundwater with other groundwater owned or leased by GRANTOR. GRANTOR hereby reserves for itself, its successors and assigns, any and all coal, lignite, oil, gas, and other minerals, in, on or under the Property, provided that GRANTOR waives and releases any rights to use the surface of the Property for the exploration, development, production or transportation of such coal, lignite, oil, gas or other minerals, it being expressly contemplated by the parties to this instrument that any production of such minerals shall be from other adjacent property and that there shall be no development of any minerals that would require mining, shaft mining, pit mining or any other kind of mining or production that would require utilization of the surface of the Property. GRANTOR, however, reserves the right to enter into pooling or unitization agreements with regard to the mineral estate reserved in this deed. GRANTEE AGREES AND ACKNOWLEDGES THAT GRANTOR IS CONVEYING THE PROPERTY STRICTLY ON AN "AS IS, WHERE IS" BASIS, WITHOUT WARRANTY, EXPRESS OR IMPLIED, WITH ANY AND ALL LATENT AND PATENT DEFECTS. Page 124 of 134 GRANTEE HAS INSPECTED THE PHYSICAL CONDITION OF THE PROPERTY, INCUDING ALL IMPROVEMENTS THEREON, AND ACCEPTS TITLE TO THE SAME "AS IS"IN ITS EXISTING PHYSICAL CONDITION, AND ACCEPTS ANY LIABILITIES OR COSTS ARISING IN CONNECTION WITH THE CONDITION OF THE PROPERTY, INCLUDING, BUT NOT LIMITED TO, ANY COSTS OR LIABILITIES PERTAINING TO ANY ENVIRONMENTAL CONDITION ON THE PROPERTY. GRANTEE ACKNOWLEDGES THAT IT IS NOT RELYING UPON ANY REPRESENTATION, WARRANTY, STATEMENT, OR OTHER ASSERTION OF GRANTOR, NOR ANY OF ITS OFFICIALS, AGENTS, REPRESENTATIVES OR EMPLOYEES, WITH RESPECT TO THE PROPERTY’S CONDITION. GRANTEE IS RELYING SOLELY AND WHOLLY ON GRANTEE’S OWN EXAMINATION OF THE PROPERTY. THE GRANTOR DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES AND SPECIFICALLY MAKES NO WARRANTIES OF HABITABILITY, MERCHANTABILITY, SUITABILITY, FITNESS FOR ANY PURPOSE, OR ANY OTHER WARRANTY WHATSOEVER. GRANTOR warrants that there are no liens covering the PROPERTY and all taxes due as of the date of conveyance on the PROPERTY have been paid. Taxes for the year to the date hereof are the obligation of GRANTOR. GRANTOR, for the consideration and subject to the reservations from and exceptions to conveyance and warranty, GRANTS, BARGAINS, SELLS and CONVEYS unto Grantee the PROPERTY, together with all and singular the rights and appurtenances thereto in any wise belonging, to have and hold it to GRANTEE and GRANTEE’S successors and assigns forever. GRANTOR binds GRANTOR and GRANTOR’S successors and assigns to warrant and forever defend all and singular the PROPERTY to GRANTEE and GRANTEE’S successors and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof, by, through and under GRANTOR but not otherwise. EXECUTED effective as of the date set forth above. RCSZ PROPERTIES, LLC, a _____________ limited liability company BY:____________________________________ Printed Name:________________________ Title:_______________________________ THE STATE OF TEXAS § §ACKNOWLEDGMENT COUNTY OF __________§ This instrument was acknowledged before me on the _____ day of ____________, 2020, by ______________________, _______________________, of RCSZ PROPERTIES, LLC, a Page 125 of 134 _____________ limited liability company, on behalf of said RCSZ PROPERTIES, LLC, a _____________ limited liability company. ________________________________________ NOTARY PUBLIC in and for the State of _______ PREPARED IN THE OFFICE OF:RETURN ORIGINAL DOCUMENT TO: City of College Station City of College Station Legal Department Legal Department P. O. Box 9960 P. O. Box 9960 College Station, Texas 77842-9960 College Station, Texas 77842-9960 Page 126 of 134 EXHIBIT “A” Page 127 of 134 Page 128 of 134 Page 129 of 134 Exhibit “D” NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. SPECIAL WARRANTY EXCHANGE DEED DATE:_________________, 2020 GRANTOR:RCSZ PROPERTIES, LLC, a _____________ limited liability company GRANTOR’S MAILING ADDRESS: _________________________ (including County)___________ County _________________________ GRANTEE:CITY OF COLLEGE STATION, a Texas Home Rule Municipal Corporation GRANTEE’S MAILING ADDRESS: 1101 Texas Avenue (including County)Brazos County College Station, Texas 77842 CONSIDERATION:Ten Dollars ($10.00) and other good and valuable consideration, provided, however, the conveyance set forth herein is conditioned so that no title or interest whatsoever will pass to or vest in the GRANTEE by this deed unless and until in exchange for this conveyance of Property herein GRANTEE conveys unto GRANTOR that certain property referred to as RCSZ’s Property in City of College Station Ordinance No. _______________ adopted on or about ________________, 2020. PROPERTY: All that certain tract or parcel of land containing _____ acres of land, more or less, lying and being situated in the __________________ Survey, Page 130 of 134 Abstract No. ___, College Station, Brazos County, Texas, said ____ acre tract of land being more particularly described by metes and bounds and shown on survey diagram marked EXHIBIT A attached hereto and made a part hereof for all intents and purposes. RESERVATIONS FROM AND EXCEPTIONS TO CONVEYANCE AND WARRANTY: LIST ALL ITEMS SHOWN ON SCHEDULE B OF TITLE COMMITMENT GRANTOR hereby reserves for itself, its successors and assigns, all of the Reserved Groundwater Rights. As used in this Special Warranty Exchange Deed, the following terms shall have the following meanings: Groundwater – All of the underground water, percolating water, artesian water, and any other water from any and all reservoirs, formations, depths and horizons beneath the surface of the earth, excluding underflow or flow in a defined subterranean channel; Reserved Groundwater – All of the Groundwater now or in the future located in, on or under the Property; Reserved Groundwater Rights – All of the Reserved Groundwater, together with the right to explore for, drill for, pump, develop, withdraw, produce and transport the Reserved Groundwater and Groundwater produced from other properties, on, under and over the Property, and all personal property rights and entitlements relating to or applicable to the Reserved Groundwater, including, without limitation, permits, licenses, historical use entitlements, wells, pumps, and infrastructure. However, GRANTOR waives, releases all of GRANTOR’s right to use the surface of the Property to explore for, drill for, pump, develop, withdraw, produce, and transport the Reserved Groundwater, and to store the Reserved Groundwater in, on or under the surface of the Property. Nothing herein, however, restricts or prohibits the GRANTOR from exercising its Reserved Groundwater Rights, including withdrawal and production of the Reserved Groundwater from other property, or form the pooling or unitization of the Reserved Groundwater with other groundwater owned or leased by GRANTOR. GRANTOR hereby reserves for itself, its successors and assigns, any and all coal, lignite, oil, gas, and other minerals, in, on or under the Property, provided that GRANTOR waives and releases any rights to use the surface of the Property for the exploration, development, production or transportation of such coal, lignite, oil, gas or other minerals, it being expressly contemplated by the parties to this instrument that any production of such minerals shall be from other adjacent property and that there shall be no development of any minerals that would require mining, shaft mining, pit mining or any other kind of mining or production that would require utilization of the surface of the Property. GRANTOR, however, reserves the right to enter into pooling or unitization agreements with regard to the mineral estate reserved in this deed. GRANTEE AGREES AND ACKNOWLEDGES THAT GRANTOR IS CONVEYING THE PROPERTY STRICTLY ON AN "AS IS, WHERE IS" BASIS, WITHOUT WARRANTY, EXPRESS OR IMPLIED, WITH ANY AND ALL LATENT AND PATENT DEFECTS. GRANTEE HAS INSPECTED THE PHYSICAL CONDITION OF THE PROPERTY, INCUDING ALL IMPROVEMENTS THEREON, AND ACCEPTS TITLE TO THE SAME "AS IS"IN ITS EXISTING PHYSICAL CONDITION, AND ACCEPTS ANY LIABILITIES Page 131 of 134 OR COSTS ARISING IN CONNECTION WITH THE CONDITION OF THE PROPERTY, INCLUDING, BUT NOT LIMITED TO, ANY COSTS OR LIABILITIES PERTAINING TO ANY ENVIRONMENTAL CONDITION ON THE PROPERTY. GRANTEE ACKNOWLEDGES THAT IT IS NOT RELYING UPON ANY REPRESENTATION, WARRANTY, STATEMENT, OR OTHER ASSERTION OF GRANTOR, NOR ANY OF ITS OFFICIALS, AGENTS, REPRESENTATIVES OR EMPLOYEES, WITH RESPECT TO THE PROPERTY’S CONDITION. GRANTEE IS RELYING SOLELY AND WHOLLY ON GRANTEE’S OWN EXAMINATION OF THE PROPERTY. THE GRANTOR DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES AND SPECIFICALLY MAKES NO WARRANTIES OF HABITABILITY, MERCHANTABILITY, SUITABILITY, FITNESS FOR ANY PURPOSE, OR ANY OTHER WARRANTY WHATSOEVER. GRANTOR warrants that there are no liens covering the PROPERTY and all taxes due as of the date of conveyance on the PROPERTY have been paid. Taxes for the year to the date hereof are the obligation of GRANTOR. GRANTOR, for the consideration and subject to the reservations from and exceptions to conveyance and warranty, GRANTS, BARGAINS, SELLS and CONVEYS unto Grantee the PROPERTY, together with all and singular the rights and appurtenances thereto in any wise belonging, to have and hold it to GRANTEE and GRANTEE’S successors and assigns forever. GRANTOR binds GRANTOR and GRANTOR’S successors and assigns to warrant and forever defend all and singular the PROPERTY to GRANTEE and GRANTEE’S successors and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof, by, through and under GRANTOR but not otherwise. EXECUTED effective as of the date set forth above. RCSZ PROPERTIES, LLC, a _____________ limited liability company BY:____________________________________ Printed Name:________________________ Title:_______________________________ THE STATE OF TEXAS § §ACKNOWLEDGMENT COUNTY OF __________§ This instrument was acknowledged before me on the _____ day of ____________, 2020, by ______________________, _______________________, of RCSZ PROPERTIES, LLC, a _____________ limited liability company, on behalf of said RCSZ PROPERTIES, LLC, a _____________ limited liability company. Page 132 of 134 ________________________________________ NOTARY PUBLIC in and for the State of _______ PREPARED IN THE OFFICE OF:RETURN ORIGINAL DOCUMENT TO: City of College Station City of College Station Legal Department Legal Department P. O. Box 9960 P. O. Box 9960 College Station, Texas 77842-9960 College Station, Texas 77842-9960 Page 133 of 134 Page 134 of 134