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HomeMy WebLinkAboutCC 2020-02-24 Agendas k4Ft, D HILLS CITY OF NORTH RICHLAND HILLS CITY COUNCIL AGENDA 4301 CITY POINT DRIVE NORTH RICHLAND HILLS, TX 76180 MONDAY, FEBRUARY 24, 2020 WORK SESSION: 6:00 PM Held in the Council Workroom CALL TO ORDER 1. Discuss items from regular City Council meeting. 2. Quarterly financial report for the period ending December 31 , 2019. 3. Iron Horse Golf Course clubhouse and grounds improvements update. 4. Discuss and review major and residential street priorities and recommendations related to the voter information guide for upcoming bond election. EXECUTIVE SESSION The City Council may enter into closed Executive Session as authorized by Chapter 551, Texas Government Code. Executive Session may be held at the end of the Regular Session or at any time during the meeting that a need arises for the City Council to seek advice from the city attorney (551.071) as to the posted subject matter of this City Council meeting. The City Council may confer privately with its attorney to seek legal advice on any matter listed on the agenda or on any matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551, Texas Government Code. Monday, February 24, 2020 City Council Agenda Page 1 of 4 1. Section 551.072: Deliberate the purchase, exchange, lease or value of real property - 6700 & 6720 NE Loop 820. 2. Section 551.087: Deliberation regarding economic development negotiations - 6700 & 6720 NE Loop 820. REGULAR MEETING: Immediately following executive session (but no earlier than 7:00 p.m.) Held in the City Hall Council Chambers A. CALL TO ORDER A.1 INVOCATION - COUNCIL MEMBER ORR A.2 PLEDGE - COUNCIL MEMBER ORR A.3 SPECIAL PRESENTATION(S) AND RECOGNITION(S) A.4 CITIZENS PRESENTATION An opportunity for citizens to address the City Council on matters which are not scheduled for consideration by the City Council or another City Board or Commission at a later date. In order to address the City Council during citizens presentation, a Public Meeting Appearance Card must be completed and presented to the City Secretary prior to the start of the City Council meeting. A.5 PUBLIC COMMENTS An opportunity for citizens to address the City Council on matters which are scheduled on this agenda for consideration by the City Council, but not scheduled as a public hearing. In order to address the City Council during public comments, a Public Meeting Appearance Card must be completed and presented to the City Secretary prior to the start of the City Council meeting. A.6 REMOVAL OF ITEM(S) FROM CONSENT AGENDA B. CONSIDER APPROVAL OF CONSENT AGENDA ITEMS B.1 Approve minutes of the February 10, 2020 City Council meeting. B.2 Authorize purchase of books and other library materials from Baker and Taylor, LLC, using the interlocal governmental contract for purchasing with the City of Fort Worth, Contract No. 24153, in the amount not to exceed the amount of$155,430. Monday, February 24, 2020 City Council Agenda Page 2 of 4 B.3 Consider Resolution No. 2020-008, authorizing submission of the application and acceptance of allocated funds if awarded for the Texas Governor's Office Criminal Justice Division FY2021 Edward Byrne Memorial Justice Assistance Program Grant #4020501. C. PUBLIC HEARINGS C.1 Public hearing and consideration of Ordinance No. 3640 approving an amendment to the FY 2019-2020 Adopted Budget. C.2 Public hearing and consideration of Resolution No. 2020-007, adopting the 46th Year Community Development Block Grant Program. D. PLANNING AND DEVELOPMENT E. PUBLIC WORKS F. GENERAL ITEMS F.1 Approve purchase of a Frazer ambulance from Mac Haik Dodge Chrysler Jeep in the amount of $338,937.00 through a BuyBoard contract. F.2 Authorize the City Manager to execute an agreement with Catapult Systems, LLC to provide cybersecurity services through the DIR-TSO-3843 purchasing contract. F.3 Approve Resolution No. 2020-009, authorizing continued participation in Tarrant County's HOME Investment Partnership Program. F.4 Consider Resolution No. 2020-010, authorizing submission of the application and acceptance of allocated funds if awarded for the Texas Governor's Office Criminal Justice Division FY2021 Violence Against Women Justice and Training Program Grant#4025701 . G. EXECUTIVE SESSION ITEMS - CITY COUNCIL MAY TAKE ACTION ON ANY ITEM DISCUSSED IN EXECUTIVE SESSION LISTED ON WORK SESSION AGENDA H. INFORMATION AND REPORTS - COUNCIL MEMBER BENTON H.1 Announcements I. ADJOURNMENT Monday, February 24, 2020 City Council Agenda Page 3 of 4 Certification I do hereby certify that the above notice of meeting of the North Richland Hills City Council was posted at City Hall, City of North Richland Hills, Texas in compliance with Chapter 551 , Texas Government Code on Friday, February 21, 2020 by 3:00 PM. City Secretary This facility is wheelchair accessible and accessible parking spaces are available. Requests for accommodations or interpretive services must be made 48 hours prior to this meeting. Please contact the City Secretary's office at 817-427-6060 for further information. Monday, February 24, 2020 City Council Agenda Page 4 of 4 "I r*4W NOLa`C`H KIC"HLAND HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Discuss items from regular City Council meeting. PRESENTER: Mark Hindman, City Manager SUMMARY: The purpose of this item is to allow City Council the opportunity to discuss any item on the regular agenda. GENERAL DESCRIPTION: The purpose of this standing item is to allow City Council the opportunity to inquire about items that are posted for discussion and deliberation on the regular City Council agenda. City Council is encouraged to ask staff questions to clarify and/or provide additional information on items posted on the regular or consent agenda. City Council may also elect to move items from the regular agenda to the consent agenda upon receiving clarification from staff on posted regular agenda items. IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Quarterly financial report for the period ending December 31, 2019 PRESENTER: Robert Myers, Budget Director SUMMARY: During the February 24, 2020 City Council Work Session, staff will present the Quarterly Financial Status Report for the period ending December 31, 2019. GENERAL DESCRIPTION: Staff will present a quarterly financial status report to the City Council. This report will include a brief presentation that highlights the major operating funds of the city. The presentation will focus on revenue and expenditures to date in relation to expectations, followed by an opportunity for staff to address any questions. �J u /J t ,r R E R L �. 1, l FINANCIAL,,, y I R"' o. �.m�m�,�� � ��� 1"'" /ff'flllP //� I .���f//f11�G� ��/ V�//�� lJ���////�/�/��Il /7G %�� I� QQ//(• � G'� d/ r�l� / UJ/ ilia%i01 �i%I� % u> �� �i�o/r �NOON Table of Contents Contents Executive Summary 1 General Fund 5 Park& Recreation Facilities Dev. Fund 10 Crime Control District 13 Utility Fund 15 Self Insurance Fund 18 Aquatic Park Fund 20 Fleet Services Fund 22 Information Technology Fund 24 Facilities Fund 26 Golf Course Fund 28 Drainage Utility Fund 30 Traffic Safety Fund 32 Donations Fund 34 Gas Development Fund 36 Promotional Fund 38 Special Investigations Fund 40 CI P Project Status Update 42 Quarterly Financial Peport Pg. 01 Executive Summary This report contains an unaudited snapshot of the financial performance for all budgeted operating funds in the City during October 1, 2019 through December 31, 2019. The following report includes both financial schedules and explanatory narrative for each budgeted operating fund. Staff believes this report offers a conservative picture of the City's financial performance in the first quarter (Q1) for FY1 9-20. A brief summary of this report highlighting the City's major operating funds is provided later in this section. The Q1 financial report includes adjustments to the Revised Budget for prior year encumbrances, which reflect purchases approved in the FY18-19 Adopted Budget but due to timing of receipt will be paid for in the current fiscal year. Like in the prior fiscal year, capital transfers have been reflected as completed in Q1 and appropriations of fund balance and reserves are reflected on a 1/12 basis with the intent of making any necessary final adjustments in the 12 th period. General Fund The General Fund is overall performing within expectations for the first quarter with year to date revenue receipts at 46.6% and total expenditures at 25.2% of the FY1 9-20 Revised Budget. A brief summary of Q1 highlights contained within this report are provided below: • Current property tax collections are trending ahead of the FY1 9 collection rate due to the timing of payments and the increase in property values. Staff currently anticipates collections to meet budget for the FY20. • Sales tax collections are trending 10.5% higher through Q1 of FY20 as compared to collections for the same period in FY19 and are trending 7.6% ahead of original budget estimates for Q1. A portion of the increase seen through Q1 is related to the inclusion of sales tax from remote sellers that did not already have a nexus within the State of Texas due to the ruling in South Dakota v. yfair and subsequent Comptroller rule changes that took effect in October. Receipts from this change total to at least $21,265 (GF/Parks) through Q1. Staff has also seen an increase in collections from the top sales tax remitters within NRH of 3.2% from the prior year that is helping to drive the increase in Q1. In addition, there Quarterly Financial Peport Pg. 02 have been no significant negative audit adjustments in Q1 as had been seen in the prior fiscal year. • Total Fines and Forfeitures are running approximately 20.1% ahead of the same period last fiscal year. The increase was in Municipal Court Fines, which are driven by the number of citations issued by the Police Department and processed by the Municipal Court. To date there has been an increase in the number of citations of 34% primarily due to Q1 of the current year reflecting full staffing in the traffic division. • Total Licenses & Permits are trending 13.7% ahead the Q1 FY19 collection rate driven in large part by an increase seen in the number of permits issued through Q1 (+9.4%). Items of note in Q1 included permitting for 55 new single family dwellings, new commercial permitting for a new office building at 8701 North Tarrant, new commercial permitting for a Medical Professional Office at 8509 Mid Cities, and plan review and inspection fees for Phase 6 of the Hometown Canal District and Watermere at the Preserve. • Charges for Services are trending ahead of FY1 9 collections by 7.1% with the majority of the impact resulting from Ambulance and Mowing Fees. Ambulance Fees are 2.7% ahead of prior year due in part to a higher number of ambulance runs (+6.3%). Mowing Fees were up by $14,478 due to receipt of payment for various liens on a property. • Intergovernmental and Miscellaneous are both trending behind FY19 collections by (4.7%) and (39.8%) respectively, due to the elimination of the Aquatic Park overhead charge, the timing of the receipt of Q1 payments for consolidated radio maintenance services and the planned JIM decrease in the drawdown of designated reserves for City Hall. • Expenditures overall tracked within budget expectations. Park & Recreation Facilities Development Fund The Park & Recreation Facilities Development Fund is overall performing within expectations for the first quarter with year to date revenue receipts at 24.7% and j total expenditures at 29.5% of the FY1 9-20 Revised Budget. A brief summary of Q1 highlights contained within this report are provided below- Quarterly Financial Peport Pg. 03 • Sales tax collections are trending 10.5% ahead of the prior fiscal year and 7.6% ahead of original budget projections for Q1. Like in the General Fund there have been no significant negative audit adjustments seen this fiscal year. Staff will continue to monitor the sales tax collection trend closely over the coming months • NRH Centre revenues are trending up 7.7% over prior year due to increases in memberships, recreation sports, and aquatics. Increases were overall driven by increases seen in attendance in Q1 as compared to the prior fiscal year, which had experienced the closure of the pool. • Expenditures overall tracked within budget expectations. Crime Control District Fund The Crime Control District Fund is overall performing within expectations for Q1 with year to date revenue receipts at 26.2% and total expenditures at 23.5% of the FY1 9-20 Revised Budget. A brief summary of Q1 highlights contained within this report are provided below- • Sales tax collections are trending 10.3% ahead of the prior fiscal year if and 7.5% ahead of original budget projections for Q1. Like in the General and there have been no significant negative audit adjustments seen this fiscal year. Staff will continue to monitor the sales tax collection trend closely over the coming months. • Reimbursements for School Resource Officers from BISD reflected at 0% for Q1 due to the anticipated timing of billing this fiscal year. • Expenditures overall tracked within budget expectations. Utility Fund The Utility Fund is overall performing within expectations for Q1 with year to date revenue receipts at 23.9% and total expenditures at 23.6% of the FY19-20 Revised Budget. A brief overview of highlights of activity for Q1 contained within this report are below- 0 Water sales are trending 41.2% ahead of prior year. The increase was due to a rate increase that took effect in November and an overall increase Quarterly Financial Peport Pg. 04 seen in billable gallons sold (+36.6%) based on more favorable weather in Q1 than in the prior fiscal year. • Sewer charges are trending (1.4%) behind prior year collections due to Q1 billing reflecting a lower winter average than experienced in the prior fiscal year. • Expenditures overall tracked within expectations. Staff hopes the Council finds this report helpful and informative and will be happy to address any questions or concerns you may have. Respectfully Submitted, Robert Myers Budget & Research Director Quarterly General Fund Ip 1 [�Ih : ir��ar�ull I��u�ir� ' is ��r�ar�ullll �ar��inrnniiir� within :xl� : ��u�ii�ir� ���ir �: � with y :�uir �� date 1pts at 46.6% and Revised revenuel a dget. ::� ...Phe i allFund�i includes llu� '�:expendituresa revision of $173,005 -for the � :� reflects ileirnrn included,. ii e .... . analysis::: t irn irnu��ull �.irnu�irrr�nl�ir�uirn �: ir�llll �Ih � ir�:�lllirn �Ih I�� °� � I�u��' �:� �Ih� includes T ' : Ihighlightsivy: irn Ip paid fair 'u�iriin the u�inrent �ii all year. IFIhe lbelIo l IIII I��. ir�: �:i and leirns of note -fair C.)1. Revenues L 11221 , I"a x, Phe city receives ive the maJo irity ofproperty ��x r :� :r � : � :� : :r ��I� :ir r� i ::�...... ::� ,. xcollections l ,. e irnrn lb it I���:I�iru��uiry. u�inr�ar�� �.ir��ar�ull Il��u�ir��' Il�ir�l� ar� � through IC::� � .� 1 , 0 , �' or 7. /� of lbu dget, Ih ch its slightly (head of the Ipirbir .year collection fire nd. IFIh irei Ilnfi � y:::�� we ire rnn�uiiirn '�:ir �� �Illl �ii�irn �uir�: irn�iiiil� t�:d to Ih : ir�:fll�: t�:d in a 2,i as property tux payments air due lby January 1 t. t thi fiirne staff i ipa ecollections to meet the oft lbu dget estimate. j IIIe s ....T.].a. x, r Banes tux collections :� � � � :� � �/� Ihiilhar �Ihir�u� lh �: � ��� I�� oirn pair d to collections n for th � ailrnrn Ip iio in IFY1 9 andits tir :irn 'iiirn ..7. % alhead i of oirii iiirnall lbu dget estimates -for Q1. A oirfiio n of the iiirn it ase seen through C: l l is e. to the inclusion of salles tax firom ir :irnnot : sellers that did irnot already �f Ih ve a inexus within the Stag: of II`bxas due to the ruhing in South II...)aIkota v. l ayfaiiir and subsequent Comptroller irulle changesthat took effect in October Receipts firom Ihair� e total) to at lleast 1 ...... � � ).. ..... Staff �f I: ::� �Ihii � I ,� � I���Il��uirlk through �: �. �. . Ih seen an iin irease a iro t� ally. tux ireirnrniitteir within II I II I of . % that its Ihellping to diriive the iiirn irease seen i :� � � :� :� � , tIh�ar�: we ire nosignificant :� � :: irn �: �. Ilia ii�ii�irnirn �Ih ini�ir��iill �:�uiri negative audit adjustments in C: l Ih been seen i iii f x :::. :::. :::. IFirairn Ilnii e IFee currently ntl reflect ireceiilpt of$46,775 or 1. % of lbu ' t. ....Phirou gh 11)eceirnlbeir, firairn Ih se fee for cable, telephone, gnus, and electiricity Ihad irnot to in received. Il.....fiitoiriialllly, cable and telephone receilpts Muir : ireceived Ib :t : :in . t �uir�: ire: irnfli iil tears tIh� ne C.)2 iii i bllnirelp � Iiillll irefll ct olle tiio n fair all ileirnrn . Although the vast imaJoiriity of collections Ih ve irnot yet lbeeirn received this year, staff its currently ainficipating a s1hoirtfall ib the Cable IFirainchiis : -fee and a surplus If ib the 11"blelphoine IFirairn Ihiis : fee due to the IB1 152 rno ii : ireceived firom KIM IF in I 01. SIB°1152 allows providers of both telecomirruri afiior and bIIe to only Iy Quarterly theh ii (heir of tIh : two firanch se -fee owe �: n Ib o t t : ii : �unalii . ��ly t wa I forim ed lby KIM....IF that lbased on their t t : ii e anal f� ireirnitfing the fira n lh se fee I payment nt this year fair telephone :irvii j toirii �ull oIIII irn�i ii �:� �� Ih � i � d that KI[� IF woul�d The required quie rrniit the cable fira n lh se fee and not the telephone fira n lh se fee. lBecau se of l ths change staff estimates an oveirall Iotenfiiall negative net impact of ( 12 , ) collectionsin these III,,,,,iii irrm e s & III,,,,, irrR iii t u rr2 i IRines & Foirfe:iituire. total) $528,537 or 25% of Ibu d et and quire: alhead of Ipirbir year collectionslby 2 .1 . Phe Ibulllk of the iin ire a e: is due ou�irt IRirn Ihii lh quire: 'iriive n iriiir airiill Ib the i u��rrr be:r of iita iio n i it IIW�u�irnii iil�e I� y y rii��e:irn Icy the IPolice 11)e1pairtime:irnt and processed Iby the: Il uirnii iil gull Court. ....Phirou gh Il...)e: e:irnrnlbe:ir, f citafions reflected up 34% firom the pirbir year. e iiirnire:ae: is iiirn Muir e 1pairt due , to 01 ireflecting full staffing b the firaffic division. Staff will confinue to ire oniitoir collections llo lly over the: coming quarters. . c e ins e s & Ill;!e.Jrm iii I IRevenue fir ran licenses and Ipeirimits totaled $642,414 or 2 . % of the Ibu dget and r quire: firending 1 .7% alhead o irslirl year collections. Building ermifl fl�fl�ll�� $252,795 or 1 . / of Ib d eted collections and qire outpacing thelpirbir year lby 14%. ....IFbtall peirimits issued to date weire p through C l Iby 9.4%. Iteirns of rote fr r in e:irir�niflfl iirn included��ir �irne:i iiirn ��ir irne: ii...... :: y .. � :� gull l I ::: single fair�rrniill dwellliin new oirnrnirnrn it i Ip.... office building t 01 North) ....IFairrant and new oir�nir�n it bll Ipe:irimiit iiirn fair a l e: ii ll Pirofessionall Office: at 8509 l Mid Cifies. IFe:e: fair I1:::)iraiiirna e: and Street inspection and plan ireview all so saw incireases over thepi iiit Miscall year (...P$4 ,42 combined iiirn irea e) 'use: to the: I plan review and inspection �: ��ir Phase �� the Il.....��i� �� i� irnll IC::�ii �irii � and �u�e:irir�ne:ire: � the >/ Preserve. r Charges fair Service totaled $611,443 or 21.5% of Ibu et. ....Phe Ibulllk of the iiirn ire a e: in charges -for seirvice quire firom Ambulance IFees andMowing fe:e: . Ambulance -fees totaled $460,551 or 2 .7% of Ibu d et and quire currently 2.7% alhead of I irbir i �r Quarterly year collections. Ambulance fee it :venue in hair : 1pairt is :::� � :::� mbeir of � /r yin �� � ..� 'irii � �Ih��: ir�u���:in I Iloiiin �.transports,n Ihiil���' �/� I�� � � h��n�lcompared�lii��. iiiri�ir i�ir y�.�uir. �. in the iri r due to it ceiilpt of outstanding'iiin hens on a property. � Illint irr lair! irr�� 111 IInteir oveirnirnrn :intall revenues totaled $1,233,883or 2 .2% of Ibu dget. IInteir oveirnirnrn :intall revenues include de iii 61r t costs Ipaid to the Geneirall Fund Iby :: 1 :: :: :: :: :: :: :: :: IL :::M �Ih�: ii�y� ��Ih�ar ��u�in�' and iriiinnl�u�irinnin� ��ir�inn �Ih�: Ih�uir�: ' �ar�rii �: ii �I� -for 911 dispatch and detention services. Firansfeirs to the Geneirall Fund quire made on imonthly basis lbase on a 1/12 in ir �inne IPal irlk n r II vairy firon thi fir :n ' d quarterly processing of econoirri development iiin endive . Consolidation or Reimbursements m i �� �/� ��I�u��' ��flinfl l[�Ihiii ir :�r�:inu� : �u �u�in� ��ir .�uir�in�:ir ��:category, totaled: 'l within the IInteir oveirni mall.. " pay e nt , -for the communications and detention consolidation, whch its Ipaid on a quarterly j basis. A poirfion of shared seirvice revenue is associatedwith shared costs fair the f; CAII S. system. Revenue collections f or CAII:::)II II air : ireceived ib two payments typically, one in February and one b August. st. M. iii llllll i.n e o m s., 11%scellaineous t venue totaled $471,248 or 22% of Ibu dget and air : firaiilliiin l` ( . %) Ibehind Ipirbir year f One of the largest source s of nu e within ths category its the iradio consoirfluirn r r61rnIbuirseirnent. Pairtii ii suing enfifies quire billed Iby II I II I annually to it 1rnrnIbuir the City for the radio maintenance contract i�� l ���ir�ll�. 11.) e to the firning of biIIl iin this fiscall year collections -fair ths r61rnrnIbuir irnrnent will The reflected ib C.)2. ds ty bt te reflects $183,514 in the transfers to the :in i all Fund, Ih ch iris I �planned reduction firom the amount transferred ib the l Ipirbir fiscall year. ....Phi transfer its recognized on a 1/12 monthly basis. f. i I ,III ,iIr ,Il ,lirltiii i� � lf,,,, l� llfl lll l� ,,,,,,,,,,,,,,,,,,,,,,„,,,,,,,,,,,,,,,,,,, , � ,lr, ,,,,,,, , ,, lr, , AppireI iriatiyn of fund balance to tIIed ii1 ,2 � .... e D icy of thi ate o ry reflectse � � . �nn�� enunbrane ire i h i or leirns that weire approved Iby the City Council n the pirbir year, Ibufl due to firning, will The received and Ipaid fair in the current ant fiscall year y i Quarterly Financial Peport Pg. 08 Expenditures General Government ....................................................................................................................................................................I Fbtall expenditures for C)l came in at $12,713,502 or 25.2% of lbudget and tracked 4.3% alhead of pirbir ear. ....Phe following aire ileirns of note. City Council xpen iteflected down (41.3%) or ($14,016) firom the Ipirbir year pirimairfly due to the firning of expenses -for the boards and comirnission meefing. City Secretary tracked 17.6% or$18,097 alhead of pirbir year due to C)l reflecting payments -for the 2020 election expenses. 11 all iteflected 13.6% or $12,186 alhead of pirbir year due to lifigafion expenses expeirienced duiring Q1. lBudget & Research tracked alhead of Ipirbir year lby 53.3% or $44,536 due to the firning of payment -for property tax collection seirvices firom Fairrant County. G. Economic I'Development xpen iteflected up 28.3% or$18,224 due to the Ipirbir fiscal� year reflecting a vacant full rne oifion b Q1. Public Works refletedon % ($53,547) firom plfilil rir year due to the firning of Ipuirchases -for %. stireet, dirainage and fira ii it ateirials and supplies. Police reflected up 9.7% or $344,111 with the lbulllk of the barease irellated to planned iinciirrease ib the Adopted lBudget -for compensafion and beine-fits and -fewer vacancies expeiri since d in C)l of the cunrent fi year Reserves & Other Exl endiitu re ib C)l weire $1,204,271 or '72.1% of lbudget reflecting the complefion of the planned cajpitall IpiroUect transfers -for the Muir nuall Street Il intenance Program and the Muir nuall Sidewalk IRelhalbilitafion Program. Quarterly Financial Peport Pg. 09 MONTHLY FINANCIAL REPORT FOR DECEMBER 20,19 Revenues Taxes $ 35,342,093 $ 35,342,09;3 $ 19,817,304 56.07% $ 16,175,640 2151% Fines&Forfeitures 2,11q,367 2,110,367 528,537 25-04% 440,077 20-10% Licenses&Permits 2,4401,521 2,440,521 642,414 2632% 565,076 13,69% Charges for Services 2,842,585 2,842,585 611,443 21-51% 571,055 7-0,7% Intergovernmental 5,325,176 5,325,176 1,233,883 23-17% 1,294,753 -4-70% Miscellaneous 2,141,661 2,141,661 471,248 22-00% 783,323 -39-84% Total Revenues $ 50,202,4013 S 50,2012,403 $ 23,304,829 46-42% $ 19;829,924 17-52% Appropriation of Fund Balance $ 104,8001 277,805 $ 199,205 71-71% $ 186,143 7-02% Total Resources $ 501,3017,2013 50,480,208 $ 23,504,034 46.56% $ 20,016,067 17.43% Expenditures City Council $ 133,893 133,893 $ 19,888 14.85% $ 33,904 -41,34% City Manager 734,957 734,9'57 179,150 2438% 167,719 16,82% Communications 394,874 394,874 90,755 22;98% 87,889 3,26% City Secretary 475,819 475,819 120,493 2532% 102,396 17,67% Legal 429,510 429,510 101,297 23-58% 89,111 13-68% Human Resources 141,545 141,545 2'8,867 20.39% 28,727 049% Finance 771,524 771,524 179,949 23-32% 174,509 312% Budget&Research 427,236 427,236 128,064 29A8% 83,528 5132% Municipal Court 1,394,917 1,394,917 300,329 21.53% 284,150 5-69% Planning&Developmient 1,318,419 1,323,490 313,279 2167% 322,966 -3,011% Economic Development 35q,,958 350,9,58 82,59O 23-53% 64,3616 28-31% Library 2,282,980, 2,282,980 529,237 2 118% 520,622 1,65% Neighborhood Services, 2,105,253 2,1015,253 467,061 22-19% 444,831 5-010% Public Works 3,411,978 3,411,978 729,402 2138% 782,949 -6.84% Parks and Recreation 2,158,075 2,158,075 561,111 2U0% 537,4163 4A0% Police 15,879,537 16,0116,651 3,886,366 24-26% 3,542,255 9-71% Fire 14,317,885 14,348,705 3,263,142 22,74% 3,146,896 3,69% Facilities/Construction Management 812,1011 812,101 203,025 25-00% 203,025 0-010% Non-Depart mentall 1,095,643 1,0195,643 325,226 29-68% 342,729 -5-11% Reserves&Other Expenditures, 1,670,1099 1,6,70,099 1,204,271 72-11% 1,233,527 -2-37% Total Expenditures 501,3017,2013 $ 50,480,208 12,713,502 25.19% 12,193,562 4,26% .................... Quarterly Financial Peport Pg. 10 Park & Recreation Facilities Dev. Fund The Parks & Recreation Facilities Development Fund is overall performing within expectations for the Q1 with year to date revenue receipts at 24.7% and total expenditures at 29.5% of the FY19-20 Revised Budget. The below analysis includes highlights and items of note for Q1 activity. Revenues Sales tax collections are trending 10.5% ahead of the prior fiscal year and 7.6% ahead of original budget projections for 01. Like in the General Fund there have been no significant negative audit adjustments seen this fiscal year. Staff will continue to monitor the sales tax collection trend closely over the coming months. NRH Centre revenues totaled $706,354 or 20.6% of budget and were ahead of prior year collections by 7.7%. Increases were seen in several revenue categories such as memberships, recreation sports, and aquatics. The increases overall were due to increased attendance at the NRH Centre (up 10.2%) from the prior fiscal year in large part due to the prior fiscal year being impacted by thelr temporary closure of the pool in December 2018. Grand Hall revenues also reflected up 13.5% from prior year collections due in part to an increase in the number of bookings (78 vs. 74) and an increase in food and beverage sales. Expenditures Operating expenditures not associated with the NRH Centre totaled $700,949 or 18.9% of budget. One item of note is in Maintenance and Operations, which totaled $341,992 or 16.1% of budget and reflected behind Q1 for the prior fiscal year. The decrease in this category was primarily due to the freezing of one full- time position as part of the FY1 9-20 adopted budget. Expenditures overall for the NRH Centre totaled $680,369 or 21.3% of budget and trended 8.6% ahead of prior year. Items of not included Fitness expenditures, which totaled $100,716 and were 15.9% up from prior year due to purchases for replacement fitness equipment. Building Operations totaled N ME Quarterly ® 1 $56,809 andreflected up 15. % from rior year due to timing for supply orders. Event Center expenses totaled $36,274 and reflected as up from the prior year by 33.8% primarily due to the filling of one full-time position which was vacant during 1 in FY1 8-19 andI i in orders for food andbeverage li . o ReservesrExpenditurestotaled 19 1 911 /a r bulk of expenses in this category r for planned transfers for capital rod cts that will j vary year to year based on identified needs in the capital budget. The FY 19-20 Adopted u t included $1,046,000 in transfers to capital roj cts for the Linda Spurlock Park Renovation Project (FK1902), F1' 20 Park Infrastructure Maintenance (FK2004), and the Richland Tennis Center Infrastructure MaintenanceProject (F 2005). f r i 1 Quarterly ® 1 MONTHLY FUNANUAL REPORT FOR DECEif BER 20,19 _- PARKS AND RECREATION FUND(125&126) Revenues Sales flax $ 5,199,346 $ 5,19,91,346 $ 1,448,300 27.86% $ 1,31.1,329 WAS% Interest Income 69,653 691,653 21,460 30.81% 1.9,609 9,44%, Youth Assoc.Maintenance Fees 39,000 391,000 10,673 27.37% 5,818 83.45% Tennis Center Revenue 420,600 420,600 78,545 18.67% 73,211 7,29% Park Impact.Fee 95,000 915,000 23,282 24.51% 2.0,400 14.13% Other Income 1,'500 1,500 87 5.801% 32 171,88%, NRH Centre 3,430,527 3,430,527 706,354 20.59% 655,675 7,73% Total Revenues $ 9,255,626 $ 9,255,626 $ 2,288,701 24.73% $ 2,066,074 9,71% Appropriation of Fund Balance $ 224,057 $ 224,057 $ 56,014 25.00% $ 90,360 -38,01% Total Resources $ 9,479,683 $ 9,479,,683 $ 2,344,715 24.73% $ 2,176,434 7,73% Expenditures Parks Facilities bev.Admin. $, 956,834 $ 956,834 $ 230,693 24.11% $ 22.1,577 4.11% Maintenance&Operations 2,12.9,790 2,1.29,790 341,992 16.06% 357,2.56 •4.27% Tennis Center Operations 627,934 627,934 128,264 20A3% 117,807 8,8.8% Operating Expenditures $ 3 714,558 $ 3,,71.4,558 $ 700,9�49 18.87%n $ 696„640 0.62% Center Management $ 825,518 $ 825,518 $ 177,617 21.52'% $ 176,685 0,53% Fitness '51.3,:39,9 513,399 1.00,71.6 19.62%% 86,881 1,5.92% Building Operations 223,9:10 223,910 5,6,809 25.37% 49,044 15.83% Aquatic 659,956 659,956 145,069 21,98% 138,331 4.87% Recreation Sports 313,492 313,492 44,437 14.17% 42,546 4.44% Event Center 377,310 377,310 96,274 22.97% 64,483 33.79% Building Services 277,788 277,788 69,447 2S.00% 68,522 1,35% NRH Center Expenditures $ 3,191,373 $ 3,19(1 37'3' $ 680,369 21.32% $ 626,492 8.60% Reserves&Other Expenditures $ 2,573,752 $ 2,573,752 $ 1,415,114 54.98% $ 1,139,779 24.16% Total Expenditures 9,,47'9,683 $' 9,.4791,68'3 $ 2,796,4.32 29.50% $ 2,462,911 13.54'% Quarterly Financial Peport Pg. 13 Crime Control District The Crime Control District Fund is overall performing within expectations for Q1 with year to date revenue receipts at 26.2% and total expenditures at 23.5% of the FY1 9-20 Revised Budget. .... he Crime Control 11)istrict Fund includes a revision of $25,291 -for the annual encumbrance irollll that reflects items included in the FY1 8 19 budget that will The received and paid -for during the current fiscal year. The below analysis includes highlights and items of note for Q1 activity. Revenues Sales tax collections are trending 10.3% ahead of the prior fiscal year and 7.5% ahead of original budget projections for Q1. Like in the General Fund there have been no significant negative audit adjustments seen this fiscal year. Staff will continue to monitor the sales tax collection trend closely over the coming months. The School Resource Officer Reimbursement from BISD reflected no collections in Q1. This reimbursement is for 50% of the costs of the four assigned School Resource Officers. No collections were reflected in Q1 due to the timing of billing this fiscal year. Staff currently anticipates that billing will occur during Q2. Other income totaled $35,867 and reflected an increase over prior year due to FY 19-20 reflecting a planned transfer from the General and to offset a portion of the funds operating costs. Expenditures Total expenditures were $1,352,087 or 23.5% and were overall in-line with fi expectations. Items of note included the Community Resources category, which reflected up 10.6% or $26,078 from the prior year primarily due to timing of expenses related to the Victim Assistance Program. Investigations reflected down from the prior year by (20.0%) or ($24,353) in large part due to a vacant position experienced through Q1. The Property/Evidence category, which totaled $64,463 reflected ahead of prior year due to the purchase of Li equipment that was included as part of the annual encumbrance roll. Quarterly MONTHLY I FV�q,��glA V REPORT FOR DECE BER 2019 t i � ,�' ,� �RVP�1E CGJNITRIIV.,C�VSTRVCT FLINIE7(13fY� (Revenues Sall es Tax 5,160,426 5,160,426 1,445,110 28,00% $ 1,316y404 10.28% Franchise(Fees 96„1.2.7 96„12.7 000% Q,00% VnterestIncarrne 15,400 1,5,400 2,771 17,99% 3,562 -22.21% SIRE7IReurm burserment(18ISEY) 240,826 240,826 - 0,,00% 1.13,097 -100.00% Other 2.14„346 21.4„346 35„867 1673% 4,266 740,76% Total Revenues $ 5,727,1.25 $ 5,727,125 $ 1,483,748 25,91% 1,431,329 3.66% Appropriation of Fund Balance 2.5„291 25„291 10101. 0% 1.65,993 -84,76% Ta�tal Resa�urces $ 5,727,1.25 $ 5,75�2,41,6 $ 1,5,09,639 26,23% 1,5�97,322 Expenditures Administration $ 16,000, $ 16„000 $ 5„21.8 32.61% $ 1,095 376,53% Community Resources 1,195,721 1,195,721 273,175 22.85% 247,.097 10.55% Investigations 52.7„912 52.7„912 97„676 18.50% 122,029 •19,96% Uniform Ipatradl 3,005„620 3,01.4„991 730,52.5 24.2.3% 713,892 2,33% Technica,V Services 573„686 573„686 130,146 22.69% 137,066 •5,05% F''r'op�erty J Evidence 222,668 238,588 64,463 27.02% 46,.277 39,30% operating Expend"utures $ 5.541,607 $ 5,566,898 $ 1„301,203 23,37% $ 1,267,,456 2.66% Reserves&Other Expenditures $ 1.85„51.8 $ 185„51.8 $ 50,884 27,43% S 58,92.8 -13,65% Ta�tal Expenditures $ 5,727,1.25 $ 5,75�2,41,6 $ 1,352,08"7 23.5�0% 1,326,383 1.94% Quarterly Financial Peport Pg. 1S Utility Fund The Uti I ity Fund is overal I performing within expectations for Q1 with year to date revenue receipts at 23.9% and total expenditures at 23.6% of the FY19-20 Revised Budget. The Utility Fund includes a revision of $15,920 for the annual encumbrance roll that reflects items included in the FY1 8-19 budget that will be received and paid for during the current fiscal year. The below analysis includes highlights and items of note for Q1 activity. Revenues g Total operating revenue in the Utility Fund was $9,125,103 or 23.9% of budget and reflected up 14.4% from prior year collections. The largest revenue sources f; in this fund are collections for water and sewer charges. To date, total collections for water sales were $5,967,108 or 24.2% of budget and trended 41.2% ahead of prior year. Billable water sales in Q1 saw a significant increase over the prior year (+36.6%) due to more favorable weather in Q1 from less rainfall than the prior year (7.4 inches vs. 16.9 inches). In addition, a planned rate increase in the water base rate of $5.50 for the average residential customer took effect in November 2019. Sewer charges to date total $2,877,962 or 22.7% of budget and fell behind (1.4%) from prior year collections. Residential customers within NOSH pay a monthly sewer charge based on a base rate, volumetric rate and pass through rate multiplied against each the customers calculated winter average of consumption (December through February). The sewer charge in Q1 was based on the winter average of December 2018 through February 2019. The winter average calculated for this fiscal year ended up being lower than the prior year, which was the primary driver of the decrease seen this fiscal year. Expenses Total expenses were $9,010,765 or 23.6% of budget and reflected ahead of prior year expenses by 9.9%. Significant variances were seen in Water Service Expenses, Sewer Service Expenses, and Reserves and Other Expenses. North Richland Hills contracts with Fort Worth and TRA for the purchase of water and sewer treatment services. Water Service expenses totaled to $3,319,480 or 21.7% of budget and trended ahead of the prior fiscal year by 9.3%. Water Quarterly Financial Peport Pg. 16 purchases reflected up 20.5% over the prior fiscal year due in large part to much lower rainfall totals than were seen in the prior fiscal year, which impacted demand on the gallons of water purchased. Sewer Service Expenses totaled $1,869,826 or 23.1% and reflected down (9.0%) from the prior fiscal year. The variance in large part was due to a decrease in the gallons of sewer treated (down (31.6%)) from lower rainfall totals seen in Q1 as compared to the prior fiscal year. Reserves and Other Expenses totaled $2,367,108 or 27.9% of budget and Iff trended ahead of the prior fiscal year by 41.4%. The increase seen was in large part driven by planned contributions to reserves in the Utility fund totaling $510,902 for Q1. In addition, there was an overall increase in planned capital project transfers, with this year's transfers including funding for the annual Telemetric Water Meter Annual Maintenance Project (UT2003), Garwood Drive Sanitary Sewer Project (CDBG20), Utility Risk and Resiliency Assessment Project (UT2006), and annual CIP Personnel Project (UC1901). Quarterly . . I� MONTHLY FINANCIAL REPORT FOR DECEMBER 2019 IN �t TI11T1 FEB1C1�45 N Revenues Water Sales and Chairges $ 24,625,083 $ 24,625,083 $ 5,967,108 24.23% $ 4,22.5,238 41.23", Sewer Sales and Charges 12,697,306 1.2,697,306 2,877,962 22V% 2,919,505 -1,42% Miscellaneous Revenues 910,727 910,727 264,113 291,00% 230,078 14.79% Total Clperaiting Revenues 38,233,116 38,233,116 9,109,183 2-183% 7,374,819 2.3-52% Appropriation of Fund Balance $ - $ 15,920 $ 15,920 1.00.00N $ 603,142 -97.36% Total Resources $ 38,233,116 $ 38,249,036 $ 9,12.5,103 28.86% $ 7,977,961 14,38% Expenses Clperatin�IExpense,5 Administration $ 356,793 $ 356,793 $ 87,421 24.50 $ 81,501 7.26% Development 946,578 946,578 222,466 2150% 21.8,232 1.94% Right of Way Maintenance 352,976 352,976 47,617 13.49% 48,838 -2,50", Total Clperaiting Expenses 1,656,347 1,656,347 357,504 21.58% 348,571 2.56% Water Service Expenses $ 15,291,388 $ 1S,307,308 $ 3,319,480 21.69% $ 3,037,260 9,29% Sewer Service Expenses 8,095,284 8,095,284 1,869,826 23.10 2,054,789 -9.00% Total Water and Sewer Expenses $ 23,386,672 $ 23,402,592 $ 5,189,306 22.17% $ 5,092,049 1.91% (Finance and lAilot Billow (Meter Reading $ 571,258 $ 571,258 $ 131,372 23.00 $ 128,218 2.46% Utility(Billing/Customer Service 1,051,214 1,051,214 225,397 21A4% 21.8,704 3.06% Utility Collection Services, 249,273 249,273 60,620 24.32% 59,275 2,27% Accounting'Services 444,255 444,255 103,164 2122% 99,162 4-04% Budget.&Research 236,339 236,339 56,409 2.3.87% 54,263 3.95% Total Finance and Utility Billing,Expenses $ 2,552,339 $ 2,552,339 $ 576,962 22.61% $ 559,620 3.10% Building Services 1,822,929 1,822,929 455,732 25D0% 4SS,732 0.00% Na n-Depar mental 31.7,1.20, 317,120 64,153 20.23% 66,463 -148% Total Building&Non-Departmental $ 4,692,388 $ 4,692,388 $ 1,096,8.47 23,38% $ 1,081,815 1.39", Reserves&Other Expenses $ 8,497,709 $ 8,497,709 $ 2,367,108 27.86% $ 1,673,861 41,42% Total Expenses 38,233,1.1.E $ 38,249,036 $ 9,010,765 28.56% $ 8,'196,296 9,94% Quarterly Financial Peport Pg. 18 Self Insurance Fund The Self Insurance Fund is overall performing within expectations for Q1 with fff year to date revenue receipts at 24.9% and total expenditures at 21.9% of the F1 19-20 Revised Budget. The below analysis includes highlights and items of note for Q1. Revenues Revenues totaled $3,925,794 or 24.9% through Q1. Allocations for health insurance and workers compensation are charged to City Departments on a monthly basis with 12 equal payments. Current collections are in line with expectations. Other Revenues totaled $181,924 or 29.4% of budget. The bulk of budgeted revenue in Other Revenues is related to expenditure reimbursements from the City's Stop Loss Insurance that is paid for individual health/medical claims submitted above $175,000. Through Q1, the City received $103,737 in expenditure reimbursements. Expenses Expenses total $3,450,815 or 21.9% of budget. The bulk of expenditures in this fund are from Health/Medical claims. Health/Medical claims for Q1 are currently tracking under the budgetary trend and are trending behind Q1 expenses in the prior year. Overall, Q1 for the current fiscal year reflected a similar number of high claims as the prior year but the overall average dollar per high claim was lD much lower than experienced in the prior year. Although Q1 reflected a more positive claims experience then the prior fiscal year staff will continue to monitor claims closely over the coming quarters. f. Reserves and Other Expenses totaled $119,951 or 25% of the adopted budget and reflected as significantly lower than the prior fiscal year. The bulk of this category reflects contributions to the funds reserves, which are reflected on a 1/12 basis. The majority of the variance in this category was due to the prior fiscal year anticipating a much larger contribution to reserves then the current A11111 W fiscal year. I'M V/000 Quarterly Financial Peport Pg. 19 MONTHLY HNANCIAL REPORT FOR DECEMBER 20,19 SELF MSURANCE FUND(515) Revenues Allocatkons! Hlealth/MedicaV City Contribution 10.384,304 $ 10,384,304 2,597,755 25.02% 2,468,895 5,22% Health/Medicall Employee Contribution 2,764,264 2,764,264 639,471 2313% 604,535 5.78% Worker"s Compensation 593,500 593,500 148,375 25.00% 146,616 1-20% Administration Allo�cation 5,13.637 513.637 128,410 25.001A 128,379 0.02% OtherIn5urance 813,925 813,925 204,859 ..............2517.% 189,566 &07% Totall Ailocation5 15,069,630 $ 15,069,630 3,718,870 24,68% 3,537,991 5.11%............... Other! Interest Income 81,473 $ 81,473 32,096 39,39% 20,75,9 5,4.61% Other Income 137.000 137.0,00 46.091 33,64% 31,083 4U8% Expenditure Reimbursement 400y000 400,0,00 103,737 25.93% 171,793 -39.62% TotaI Other Revenues 618,473 $ 618,473 181,924 29.41% 223,635 -1&65% Approp6ation of Fund Balance $ 10,0,000 $ 100,0,00 25,000 25,00% 25,000 0-00% Totall Resources 15,788,103 $ 15,788,103 3,925,794_ 24,87% 3,786,626 3-68% Expenses (Wealth,/MedicaI 13,259,089 $ 13,259,0,89 2,765,518 20.86% 3,606,992 -2133% Worker's Compensation 589,500 589,500 26,426 4,48% 71,889 -6124% Personnell Expenses 508,784 508,784 111,886 21,99% 10,8,699 2-93% OtherIn5urance 678,926 678,926 389,449 57,36% 365,512 6-55% Other Expenses 137,000 137,0,00 14,772 10.78% 13,016 1149% Life Insurance Premiums 135,000 135,0,00 22,813 ..............16,90%_ 17,770 28-38% Total Operating Expenses $ 15,3,08,299 $ 15,308,299 3,330,864 21,76% 4,183,878 -20,-39% Reserves&Other Expenses 479,804 $ 479,804 119,951 ..............25,00%- 374,572 -67-98% Totall Expenses 15,788,103 $ 15,788,103 3,450,815 21,86% 4,558,450 -24-30% Quarterly Financial Peport Pg. 20 Aquatic Park Fund The Aquatic Park Fund is overall performing within expectations for the first quarter with year to date revenue receipts at 2.3% and total expenditures at 12.6% of the FY19-20 Revised Budget. The below analysis includes highlights and items of note for Q1 activity. Revenues Jill Total Aquatic Park revenue was $103,100 or 2.3% of budget. Revenues are trending slightly behind prior year collections due to slower sales in seasonal admission passes in Q1. Staff is currently working on promotional activities for seasonal passes in Q2 to make-up for the shortfall seen in Q1. Expenses Total expenses for the Aquatic Park Fund were $568,715 or 12.6% of budget and were overall in-line with expectations. Total operating expenses totaled $365,926 or 11.3% of budget and trended ahead of the prior fiscal year by 5.0%. Increases were seen in Maintenance (+$11,312) due to the timing of orders for replacement tubes and other safety devices and Aquatics (+$9,544) in large part due to the timing of supply orders. Reserves & Other Expenses totaled $202,789 or 16% of budget and reflected as ahead of prior year expenses due to the current fiscal year reflecting a contribution to reserves. Quarterly Financial Peport Pg. 21 �ii MONTHLY Fl NAINCIAL RE PORT FOR DECEM BER 2019 AQUATIC PARK FUND(4151, Jr- .......... Sim Admissions: 3,259,118, 3,259,118 97,357 2.99% 121.509 -19,88% Food aind Beverage 848,881 8,48,8,81 821 0,10% 4,125 -801.10% Merchandise 150,087 150,087 0,010% 15 -100 00% Rentals 180,105 180,105 (236) -0.13% (854) -72,37% Total Operating Revenues 4,438,191 4,438,191 97,942 2,21% $ 124,795 -21.52% Other Revenue: Interest income 20,632 $ 20,632 $ 5,703 27.64% $ 5.562 2,54% Other Income 47,500 47,500 (545) -1,15% (742) -26.55% Total Other Revenue 68,132 6 8 j 3 2 5,158 7,57% $ 4 8 2 0 7.01% Appropriation of Fund Baiance $ - $ - 0,001% $ 32.5�07 -10�O��00% ------------------------- .... Total Resources $ 4,506,323 $ 4,506,323 103,100 2,29% 162,122 -36.41% ............ .......... Expenses Generail Strvices, $ 673,365 673,365 118,389 17.58% $ 126,377 -6.32% Parks&Public Grounds 77,883 77,883 4,148 533% 7,2 35 -42.67% Aquatics, 551,400 551,400 29,364 5.33% 19.820, 48A5% Maintenance 501,712 501,712 93,857 18.71% 82,725 1146% Business Office 137,443 137,443 27,695 2015% 27,186 1,87% Marketing,/'Advertising 378,627 378,627 17,948 4,74% 26,5,04 -32.28% Gift Shop 118,330 118,330 8,253 6.97% 9.513 -13,25% Food 150,063 150,063 10,808 7.20% 9.324 15,92% Ice Cream Shop 125,534 125,534 5,053 4,03% 4,932 2.45% Group Sales 92,648 9,2,648 22,022 23,77% 10,001 1201 20% Admissions 145,535 145,535 14,623 10.0,5% 13.760 6,27% Elements of Fun 9,634 9,634 471 4.89% 122 286W% Birthday Parties 23,165 23,165 209 0,90% 209 01.00% Catering 34,036 34,036 1,157 3,40% 661 75.04% Funnel Cake 29,982 29,982 2,863 9.55% 757 27U0% Rentals 12,501 12,501 3,10,0 24.80% 2.363 31,19% Food Scrvicc Building 177,194 177,194 8,016 4.52% 7.752 3,41% Total Operating Expenses 3,239,,052 3,239,052 365,9216 11,30% $ 348,676 4.95% Reserves&Other Expenses 1,267,271 $ 1,267,271 $ 202,789 16.0 0%- $ 113.085 79,32% Total Expenses 4,506,323 $ 4,506,323 $ 568,715 12.62% $ 461.761 23,16% Quarterly Financial Peport Pg. 22 Fleet Services Fund The Fleet Services Fund is overall performing within expectations in Q1 with fff year to date revenue receipts at 26.7% and total expenditures at 17.6% of the F119-20 Revised Budget. The Fleet Services Fund includes a revision of $85,379 for the annual encumbrance roll that reflects items included in the FY1 8-19 budget that will be received and paid for during the current fiscal year. The below analysis includes highlights and items of note for Q1 activity. Revenues Total revenues were $1,228,035 or 26.7% of budget. The bulk of revenues in this fund are from charges for service to end user departments that are made on a monthly basis. One item of note was in Other Income, which reflected $18,493 in insurance claim proceeds related to damaged fire equipment. Appropriations of Fund Balance also reflected as down significantly due to the prior fiscal year including a larger annual encumbrance roll. Expenditures Expenses totaled $806,921 or 17.6% of budget. Significant variances year over year were seen in Equipment Purchases, Fire Vehicles / Equipment, and Police Vehicles / Equipment. These categories reflect the purchase of vehicles and make-ready costs approved in the adopted budget. The timing of expenses in these categories will vary year to year based the number of vehicles approved lD for replacement and when the City orders, receives and makes payment for these purchases. In addition to these categories, Fire Fleet Maintenance also reflected an increase over prior year primarily due to Q1 of the prior fiscal year reflecting 1 FT vacant position that is filled in the current fiscal year. Reserves & Other Expenses totaled $349,510 or 38.3% of budget and are trending behind prior year due to fewer capital projects planned in the current year as compared to prior year. Capital projects transfers included in this year's Adopted Budget include transfers for an Ambulance Replacement (FS2001), Fuel System Enhancement project (FS2004), Roller Replacement (FS2005), and Utility Tractor Replacement (FS2006). Quarterly MO1 NTFNLY FINANCIAL IAL REPORT FOR DECEMBER 2019 FLEET'SERVICES FUN (510) IF Revenues Charges for Service GeneralllFund $ 1,389,677 $ 1,389,6,77 $ 347,,4191 25M% 347,41.9 0,010% Utility Fund 1,967,647 1,967,647 491,912 25.00% 491,912 0.0 D% Utility CIP,f Utility Construction 288,678 288,678 72,170 25.00% 72,170 0.0 D% Crime Control&Prevention District 170,426 170,426 42,607 25.9f1i% 42,607 0.00% Park&Recreation Development Fund 171,939 171,939 42,985 25.00% 42,985 0.0 D% Other Funds 24,119 24,119 6,030 25.00% 6,030 0,010% ToW Charges for Service 4,0�12,486 $ 4,0�1.2,486 $ 1,003,123 25.00% $ 1,003,123 0.010% Other Revenues Interest Income $ 42,0010, $ 42,000 $ 11,112 26.46% $ 12,384 -1.0.27% Sale of City Property 20.00,01 20,000 0.00'°,4 fa.p,p,% Other Income 19,168 1M00'% 180 100,010% Total Other Revenue $ 62,100I0,, $ 62,000 $ 30,280 48.84% $ 12,584 141,01% Appropriation of Fund 8'ad'aince $ 437,013 $ 522,392 $ 194,632 37.26% $ 75,8,3�32 -74.33'% TotallResources $ 4,511,499 $ 4,596,878 $ 1,228,,035 26.71% $ 1,774,019 -30.78% Expenses General Services $ 292,713 $ 292,713 $ 69„034 23.58% $ 61,743 f;f.81% Equipment Services Operations 1,574,364 1,643,193 326,739 19.88% 31.5,344 3.61% Rre IFlleet IMa,intenanoe 323,461 340,011 58,,048 17.07% 29,587 96.19% Equipment Purchases 746,830, 746,830 726 0 10% 172,053 -99.58% Rre'Vehicles/Equipment 10D7,280, 107,280 D.DD% 4,166 -100.0,0% Police'Vehicles/Equipment 553,100011 553,000 2,864 D.5'2% 352,346 -99.19% Total Operating Expenses $ 3,597,648 $ 3,683,027' $ 457,411 12.42% $ 935,239 -51.09% Reserves&Other Expenses $ 913,851 $ 913,851 $ 349',510 38.25% $ 747,572 -53.25% ToW lExpenses $ 4,511,499 $ 4,596,87'8 $ 806,921 1'7,55% $ 1,682,81.1 -52,05% Quarterly Financial Peport Pg. 24 Information Technology Fund The Information Technology Fund is overall performing within expectations with year to date revenue receipts at 27.8% and total expenditures at 28.8% of the FY19-20 Revised Budget. The Information Technology Fund includes a revision of $153,301 for the annual encumbrance roll that reflects items included in the FY1 8-19 budget that will be received and paid for during the current fiscal year. The below analysis includes highlights and items of note for Q1. Revenues Total revenue was $1,138,771 or 27.8% of budget. The majority of revenues in this fund are from allocations charged to departments on a monthly basis as service charges to cover the fund's operating costs. Overall, current collections are in line with expectations. Expenses Total expenses were $1,179,064 or 28.8% of budget and overall reflected as down from the prior fiscal year. The bulk of the variance seen was in Major Computer Systems, Microcomputer Systems, Data Network and Public Safety. %i Major Computer Systems reflected down due to the timing of payment for the software maintenance contract for H.T.E., which was reflected in Q1 in the prior fiscal year. Microcomputer Systems also reflected down due to the timing of a payment for a software maintenance contract with Microsoft. Data Network reflected up from prior year due to the timing of payment for the City's annual Cisco Maintenance, which was reflected in Q2 for the prior fiscal year. Public Safety reflected as down significantly from the prior year primarily due to the timing of payment for the City's annual Spillman Maintenance contract, which had been reflected in Q1. Reserves & Other Expenses totaled $350,794 or 96.8% of budget and reflected up from the prior fiscal year. The bulk of this category is made up of transfers for capital projects. This fiscal year reflected a larger number of IT related capital project transfers than the prior fiscal year including transfers for the Replacement of the Storage Area Network (IT2001), Network Replacement for Offsite City Facilities (IT1901) and additional funding for the Enterprise Computer System Replacement (IT1 701). Quarterly Financial Peport Pg. 2S MONTHLY FINANCIAL REPORT FOR DE EMBER 2P119 Revenues Telecommunications Transfers from: Generall Fund 369,544 $ 369,544 $ 92,386 25,00% 92,3816 0.010% Park Fund 37,493 37,493 9,373 25.00% 9,373 0-00% Crime Control&Prevention District 39,739 39,739 9,93S 25.0ft 8,118 22,389 Utility Fund 93,965 93,9,65 23,491 25,00% 23,491 0.00% Other Funds 67,487 67,487 16,8,72 ------------------------2-5,0946, 16,872 0001/0 Tcl Telecom Transfers In 6l08,228 $ 608,228 152,057 25.00% 150,240 1.21% ....................... Computers, Transfers from: General Fund 1,093,677 $ 1,093,6,77 273,419 25,00% 273,419 0-00% Park Fund 118,506 118,5106 29,627 25,00% 29,1627 0-00% Crime Control&Prevention District 210,252 210,252 52,563 25.009'o 49,794 5.56% Utility Fund 771,562 771,562 192,89l0 25,00% 192,890 0-00% Olt he r IF u nds 322,166 322,166 80,541 25,00% 90,541 0-00% .. ....................... 0.00% Total Computer Transfers in 2,516,16l3 $ 2,516,163 629,010 2 5.00% $ 626,271 044% .. ....................... Other Revenue Interest Income $ 29,16l7 $ 29,167 6,609 2166% $ 7,917 -16.5,2% Transmitter Lease 152,958 152,958 38,986 25,49% 44,327 -12-05% Other Income 2 100,00% 100-00% Transfer from,general Fund 193,954 193,954 48,48,8 25,00% 21,373 126-87% Transfer from;Utility Fund Reserve 175,00l0 175,0100 43,750 25,00% 43,750 0.100% Total Other Revenue $ 551,079 $ 551,079 137,8,35 25.01% 117,367 17,44% Approphation of Fund Balance 266,152 419,453 219,839 5141% 164,611 33-55% Total Resources 3,941,622 $ 4,094,92 3 1,138,771 2T81% 1,058,489, 7.58% Expenses General Services 266,283 $ 266,283 57,752 21.69% $ 62,846 -8,11% Major Computer Systems 346,426l 346,426 46,055 1129% 181,420 -74,61% Microcomputer Systems 776,217 813,850 145,9l63 17,9n3% 226,002 -35-42% Telecommunications 500,599 521,599 92,202 I7.68% 89,260 130% Dat-,,)Network 938,810, 938,810 299,754 31.93% 198,682 SOW% GIS System 183,145 183,145 72,101 3 9.3 714 73,1613 -2-05% Publlic Safety 642,645 662,313 114,443 17,28%- 394,177 -70-97% Total Operating Expenses 3,654,125 $ 3,732,426 828,270 2219% $ 1,226,000 -32,44% Reserves&Other Expenses $ 287,497 $ 362,497 350,794 96.77% $ 275,576 27.29% Total Expenses ---3,941,622 $---4,094,923 1,179,064_ 2!&79% -$----1,501,576- --------21A8%� Quarterly Financial Peport Pg. 26 Facilities Fund The Facilities Fund is overall performing within expectations in Q1 with year to date revenue receipts at 25.1% and total expenditures at 22.0% of the FY1 9-20 Revised Budget. The below analysis includes highlights and items of not for Q1. Revenues Total revenue was $747,895 or 25.1% of budget. There were no significant items of note in Q1. Expenses Expenses totaled $655,048 or 22.0% of budget. Items of not included significant variances in Building Services and Transfer to Capital Projects. Building Services reflected up due to Q1 of the prior fiscal year reflecting 1 FT vacancy that is filled in the current fiscal year. In addition, Q1 reflected the completion of several facility projects included in the Adopted Budget at Fire Station #1, Fire Station #4, and Davis Blvd Pump Station. The Transfer to Capital Budget category totaled $53,000 and included planned capital project transfers for the Fire Training Pad Fencing (FC2002) and Library Carpet Replacement projects (FC2001). Quarterly Financial Peport Pg. 27 MONTHLY FINANCIAL REPORT FOR DECEMBER 2019 FACILITIES&CONSTRUCTMN MANAGEMENT FUND(50Q 5) ........ ....... Revenues Cl,8rgesforService5 General Fund $ 812,101 $ 812,101 $ 203,025 25D)% 203,025 0,0101% Park&Recreation Development Fund 277,788 277,78'8 69,447 25.00% 68,522 135% Utility Fund 1,822,929 1,822,929 455,732 25MIA 455,732 ODD% Total Charges for Services $ 2,912,818 2,912,818 $ 728,204 25.00% 727,279 0A3% 0-00% Other OM% interest Income $ 33,000 $ 33,000 $ 10,991 3131% 9,093 20,87% Rent from Rental Properties 36,900 36�,900 8,700 2158% 8,700 0.00 ToW O�t her Revenue $ 69,900 $ 69y900 $ 19,691 28.1.7% 17,793 10�f% Appropriation of Fund Balance 0,010% Building Services Fund Reserves, $ 0-00% 25,435 -100Z0% Prior Year Encurnbrances 0-00% 0,010% ToW Resources $ 2,982,718 $ 2,982,718 $ 747,895 25.07% $ 770,507 -193% Expenditures General Services $ 265,629 $ 265,629 $ 63,295 2183% $ 61,579 2.79% Building Services 2,474,383 2,494,571 527,114 21J3% 465,838 13,15% Rental Property Program 36,120 36 120 - OD10% 707 -100,0,0% Transfer to Capitail Budget 53,10,010 136,,312 53,000 ..............38-9814 332,000, -84-04% Total Operating Expenditures $ 2,829,132 $ 2,932,632 $ 643,4091 21.94% $ 860,124 -25,20% Reserves&Other Expenditures, $ 153,586 501,086, $ 11,6391 23-24% 4,395 164-82% Trout Expenditures $ 2,982,718 $ 2,982,718 $ 655,048 23A6% $ 864,519 -24.23% Quarterly Financial Peport Pg. 28 Golf Course Fund l / The Golf Course Fund is overall performing within expectations through November with year to date revenue receipts at 39.7% and total expenditures at 26.4% of the FY19-20 Revised Budget. Golf Course figures are presented one month behind the reporting period due to the timing of when financial data is received. The below analysis includes highlights and items of not through November 2019. Revenues Revenues totaled $654,948 or 39.7% of budget. Overall revenues reflected as down (22%) from prior fiscal year with the bulk of the decrease in green fees, driving range, and carts. The overall decrease seen is due to impacts from the planned closure of sections of the course related to the Golf Course Improvements Project (GC1901) approved by the City Council as part of the Adopted Budget. Expenses Total expenses through November totaled $462,330 or 26.4% of budget and exceeded prior year expenses due to an approved amendment to the Adopted Budget in the amount of $100,000 to fund additional grounds improvements as part of the Golf Course Improvements Project (GC1901). There were no other items of not in this category. # Quarterly MO1 NTHLY FINANCIAL REPORT FOR'SfEPTIEMBER 20f19 GOLF COURSE FUND(417&«41.8) Rounds 50,101001 50,000 8,746 17.49'% 8,484 3,09% Revenues Green(Fees $ 295,9100, $ 295,900 $ 139',076 47-00% $ 144,186 -3,54% Pro Shop 196,4001 196,400 66,,570 34.91% 65,593 4.5,4% DrivMng Range 34,5100, 34,500 7,752 22.47% 10,.225 •24,1.9% Carts 133,9100, 133,900 51,332 38.34% 62,090 .17,33% Food&Beverage 253,600, 253,600 110,733 43-66% 103,.261 7,24% Generall&Administrative 0:00% 0,00% Vnterfund Loan 697,479 697,479 174,370 2SO0% - 1010.00% Other Revenue 39,768 39,768 103,115 259.29'% 454,728 .77,32% Totau(Resources $ 1,651,547 $ 1,651,547 $ 654,948 39.66% $ 840,083 .22,04% (Expenses Pro S9ra'p $ 73,1.10, $ 73,110 $ 20,463 27.99% $ 18,340 11.58% Pro S9aap.COGS 59,000, 59,000 18,373 31.14% 20,288 -9.44% Driving Range 16,5190, 16,500 01 00% 4,259 .100,00% Golf Carts 156,604 1S6,604 42,185 26.94% 37,754 11.74% Couarse(Maintenance 552,181 552,181 102,803 18.62% 111E,783 .11,97% Food&8everaige 163,0901 163,090 40,241 24.67% 35,679 12.79% Food&Beverage.COGS 801,280, 80,280 35,463 44.17% 32,810 8.09% Sales&(Membership 0:00% 0'.00% Generall&Administrative 278,775 278,775 64,792 23.24% 71,143 -8,93% Clubhouse 901,100, 9(b,100 14,8,77 16.51% 11,989 24.09% Management Fees 1307,1033 130,033 23,133 17:79'% 22,320 3,64% Ca,pitall 0-00% 0,00% Too Operating Expenses $ 1,599,673 $ 1,599,673 $ 362,330 22AS% $ 371,365 -2.43% Reserves&Other Expenses $ 51,874 $ 151,874 $ 100,000 65.84% $ p, 1010,.410°% Totau(Expenses $ 1,651,547 $ 1,751,54'7' $ 462,330 26.40% $ 371,365 24,49% Quarterly Financial Peport Pg. 30 Drainage Utility Fund The Drainage Utility Fund is overall performing within expectations for Q1 with fff year to date revenue receipts at 19.1% and total expenditures at 50.6% of the F1'1 9-20 Revised Budget. This fund accounts for the monthly fees charged to residents and businesses to pay for the cost of drainage improvements throughout the City. The below analysis includes highlights and items of note for Q1 activity. JIM Revenues Total revenues were $316,032 or 19.1% of budget. Drainage Fees were significantly ahead of the prior fiscal year due to a rate increase that took effect in September 2019. Expenditures Total expenditures were $838,151 or 50.6% of budget. Total expenditures include a planned transfer to the capital projects fund of $575,000 for various projects including- Big Fossil Creek (DR2004) and Mackey Flood Studies (DR2005), North Hills Addition (DR2002), now Heights Drainage Improvements (DR1801), and annual Street Drainage Improvements. The contribution to reserves totaled $193,350 or 25% of budget. There were no other significant items of note in expenditures. to if f�, f 11 Quarterly Financial Peport Pg. 31 MONTHLY FMANCIAL REPORT FOR DECEMBER 20,19 IReverruuaes Drainage rees $ 1,647,0,00 1,647,000 $ 313,536 19,04% $ 176,276 77-87% Interest Income 10,0100 10,000 2,496 2 96% 2,164 15-34% .. ........................"A"11,11,11, Totall Revenues $ 1,657,0,00 1,657,000 $ 316,032 19,07% $ 178,440 77-11% Ap�p�ropri@tion of Fund B@ 1@ nce - - OM% Total Resources $ 1,657,0,00 1,657,000 $ 316,032 19.07% $ 178,440 77A1% Expenditures Debt Service $ 278,599 278,599 $ 69,650 25.00% $ 65,285 6.69% Transfer to C@pitaI Project 575,000 575,000 575,000 100.4Y01% 230',000 ISOM% Other Expenditures 3,0,0,00 30,000 151 0,50% 169 -10-65% . .................... Operating Expenditures $ 883,599 883,599 $ 644,801 ---------------7-2,97%- $ 295,454 118-24% Contribution to Reserves 773,401 773,401 193,350 25,00% 0 1001% Totall Expenditures $ 1,657,0,00 1,657,000 $ 838,151 5,0,58% $ 393,294 113-11% Quarterly Financial Peport Pg. 32 Traffic Safety Fund The Traffic Safety Fund is overall performing within expectations for the first quarter with year to date revenue receipts at 8.9% and total expenditures at 23.7% of the FY19-20 Revised Budget. State law changed in June 2019 with ff fff"', the passage of HB 1631, which eliminated the Red Light Camera Traffic Safety program. The below analysis includes highlights and items of note for Q1 activity. 1111ifffffff HIM Revenues Total revenues were $8,202 or 8.9% of budget. Due to the elimination of the Red Light Camera Traffic Safety Program, the only revenues anticipated this fiscal year are from interest income. The fund includes a revision for the annual encumbrance totaling $4,988 for items included in the FY18-19 budget to be received and paid for during the current fiscal year. There were no other items of significant note. jf Expenditures Total operating expenditures were $21,709 or 23.7% of budget. The only planned expenditures within the fund this fiscal year are for traffic safety equipment and continued funding for one PT Crossing Guard Supervisor position. Quarterly MONTHLY FINANCIAL REPORT FOR DEC EMBER 0�19 TRAFFIC SAFETY FUND,('150) 14l xbICA ' fs.� IRearuzmuams Gross Fine,Revemuies $ ft.fY $' 296,369 -100,70% Interest Income 3„214 100bG% 3,197 0,,53% ....................................................... Total Revenues 3,21.4 100.09x 299,566 -98.93% Appropriation+a�f Fund Balance 86„7126 91,714 4,988 5,.44 16fR.q% Total Resources $ 86,726 $ 91,714 $ 8,,202 8.94% $ 299,566 .47,26 Expenditures Contractor Payments $, $ $ 0.00% $ OM/' Program Administration obo% 64,865 -1.00100% payment to State 0.00%t - 0.00 Traffic Enforcement d Traffic Safety 70,145 75,1.33 16,889 22.48% 10C1 0 Pedestrpan Safety 16,581 16,581 4,820 29.07% 4,805 0 31% Operating Expenditures $ 86,726 $ 91,714 $ 21,709 23.67% $ 69,670 .68.84% Rctserves&Other Expenditures 6"06JR.4 $' 2,777 -100,00YI Total Expenditures $ 86,726 $ 91,714 $ 21,709 23.67% $ 72„448 -70.03% Quarterly Donations Fund Ph : 11)onations Fund is ovarallll pefforiming within expectations -for C)l with year to date: irevenue it ceiilpt t 32.5% and total) expenditures at 21.4% of the IFY1 9.... IRevised l u et. Phis fund accounts fair events andoperations 1paid -for Iby f contirilbutions anddonations. A Ibulllk of the contirilbutions Muir : ireceived through voluntary payments imade 1pairt of the water Ibill to support Iliilbirairy activifies, the A niiirrrnall Adoption and IRescue Center, and sjpeball :ve nts/pulbllii quirt. Ph : oirntirii :� :� :� 5 Il.....�u�,i� i� Services � and �I�u��ii�irn �uir�: IIII� � � ��the Il.....iil�ir�uiry � �, � �, jpeb ll events andquirts ( . ). Revenues IFbtall revel e collections in 0 totaled $106,022 or of Ibu ' :t and firer 'ed slightly behind the irisir � i � � irrr �� r��� ir Shelter IFund I1:::)oirn fiio n , whch saw a hair ulp ii lk over pirbir year collections due to the success seen this year ib the I'Doggie Beach Bash event. Ph :ir : weire no oth it i significant leirns of note. Expenditures I expenditures ,4 4 or 21.4 / of Ibu ' and reiII fir :r 'ir behind year i 1�h : y leirrr of rot i �h� l � lkI � i ll Events category, Ihii lh ireflected down Ib .1% due to the firning of expenses it :hated to the Public Works of rt. and Night lht of Il loll day Magic. 1 l 1, f�, Quarterly MIONTHLY EIhl7Lhl+Cl7tL REPORT DONATIONS FUND I 10� d � • Revenues Contributions NRN Water8Ms 60,200 $ 60„200 $ 15,464 25.69% $ 36,02.2 -3.48% Total NRI4 Water Bill Contributions $ 60,200 60„200 $ 15,464 25.69% $ 16,022 -3.48% Donations Spay/Neuter $ 8,500 $ 8,500 $ 3,584 42J6% $ 3,776 -5.08% Shelter Fund 10,800 10,800 20,287 187.84% 11,232 801.62% Republic 15,000 1.5,000 7 0.05% _ 1001.00 Santa Cops 2,500 2„500 1,400 5&00% 2„105 -33.49% Total Donations $ 36,800 $ 36,800 $ 25,278 68.69% $ 17,113 47.71% Proceeds Library Book;Salle $ 9,000 $ 9„000 $ 5,852 65.02% $ 6,001 1. Total library Brook Sale Proceeds $ 9,000 $ 91000 $ 5,852 65M,% $ 6,001, -2,48 other Revenues Interest Income $ 9,076 $ 9,076 $ 2,398 26.31% $ 2,380 0.34% Other Income 124,1.50 12.4,150 35,385 28.50% 27,,492: 28.71% Appropriation of Fund Balance Teen Court 400 400 100 25.00% 100 0.00% Library 18„815 23,120 5,780 25.00% 4,704 22,88 Neighborhood Services 9,923 9,92.3 2,481 25.00% 1,706 45.43% Parks&Recreation 29,700 50,077 12.,519 25,00% 8,736 4331 Police 3,100 3,100 775 25.00% 8,748 -90.60% Fire _ 10,100% 290 -100,00 Encumbrance Roll - 0.00% 24,„682 -100100% Total Other Revenues $ 195,164 $ 219,946 $ 59,428 27.03% 78,337 -24.14% Total Resources $ 301,164 $ 325,846 $ 106,022 32.54% $ 117,473 -9.75 Expenditures Library-Book Collection $ 68,965 $ 69,965 $ 12,4.19 18.03% $ 14,029 -11.48% Neighborhood Services Animal Services 19,810 19,810 451 2.28% - 1U0,00% Keep NRH Beautiful 17,013 17,013 4,586 26.96% 2,865 60.07 Municipal Court-Teen Court 5„000 5,000 0.00% 0.00% Parks-Special Events and Arts 114,500 114,500 27,029 23.61% 66,006 -59.05 Police Department 9,200 9,200 4,455 48.42% 6,020 -26.00 Transfer to General Fund 30,000 30,000 7„500 25.00% 7,500 0.00% Total Expenditures $ 264,398 $ 264,388 $ 56,440 21.35% $ 96,420 •41.46% Quarterly Financial Peport Pg. 36 Gas Development Fund The Gas Development Fund is overall performing within expectations for the first quarter with year to date revenue receipts at 3.0% and total expenditures at 64.8% of the FY1 9-20 Revised Budget. Revenue for the Gas Development and ff ff", is generated from natural gas development. In June 2006, City Council adopted a resolution creating a conservative policy on the use of natural gas development revenues. The policy was established to avoid over-reliance on these revenues and to establish how the revenues would be used. Caution was taken inff considering uses for gas revenues because it is difficult to predict well production and long-term production normally means the production decreases over time. In general, the policy guidelines establish three areas for using the money.. (1) to bridge the gap of sales tax revenue reductions, (2) to use "one-time" revenues for projects or non-recurring capital needs, and (3) to use the revenues for expanding the City's economic base and for economic development. The below analysis includes highlights and items of not for Q1. Revenues Total revenues were $43,971 or 3.0% of budget and trailed significantly behind priory r collections in large part due to Q1 of the prior fiscal year reflecting receipts totaling $880,000 from a one-time settlement payment. Expenditures Total expenditures were $964,370, or 64.8% of budget. The Adopted Budget included $697,479 in funding for an interfund loan to the Golf Course Fund that will be transferred in 1/12 increments. In addition, the fund includes $790,000 f�, planned in capital transfers for funding the Northeast Parkway Extension Project (ST2005). MM Quarterly MONTHILY FINANCIAL REPORT FOR DECEMBER 20,19 GAS DEVELOPMENT FIND(145) Revenues Royalties/Overrides $ 5,00,0,0,0 $ 5OO,000 $ 35,874 7.1.7% 65,784 45.47% Interest(Income 1.6,800 16,8OO 8,097 4810% 3,669 120.69% Other Income 0,00% 88O,0,00 -10,0.00% Total Revenu0es 516,8Ot1 $ 516,,80,C), $ 43,971 8.5m $ 949„453 -95.37% Totaal Resources $ 1,487,479 $ 1,487,479 $ 43,971 2,96% $ 949,454 -95.87% Expenditures Transfer to Capital Projects $ 79O,000 $ 79O,00,0 $ 790,000 100,0O% $ 1010',00% lnterfund Loan 697,479 697,479 174,370 2.5,00% - 1(1'0,00 6 Contribution toReserves _ 0.00% 39:3.308 -IO70,OO Other - O.00% 0 Operating Expenditures $ 1,487,479 $ 1,487,479 $ 964,370 64,83% $ 396,878 142.99% Total Expendjtur0z5 $ 1,487„479 $ 1„487,479 $ 964„370 0`a4.83% $ 396„8791 142.99% Quarterly Promotional Fund If he Promotional IFund its overall performing within expectations foir the first quarter with year to date revenue receipts at 12.2% and total expenditures at 24.1% of the IF1 9 20 IRevised Ifudget. 1 �f Revenues Total collections for the fund totaled to $35,436 or 12.2% of budget. occupancy f i taxes collected from hotels and motels operating in the city is the primary source fff of revenue for this fund. Occupancy taxes are due on a quarterly basis and 1l� remitted within thirty days of the end of each quarter. Expenditures Total expenditures were $69,896 or 24.1% of budget and reflected ahead of the prior fiscal year. The significant variance was seen in the Economic 1; r Development category (+ 6,7 ) due to the timing of when the North Texas Commission membership was paid. Cultural & Leisure also reflected up (+ 15 ) due to salary n benefits ssoci t with a full-time position, which during the same time last year had been vacant. if �o if f Quarterly MONTHLY FINANCIAL REPORT FOR DECEMBER 2019 IReveruueS Occupancy Taxes $ 280,000 $ 280,0,00 $ 32,824 11.72% $ (18,388) -278.51% Werest Income 10,00,0, 10,0,09 2„612 26.12"fir 2.,348 11.24' Pnorr Year Encumbrances - - 0,00% 2„439 TataV Resources $ 290,000 $ 290,000 $ 35„,436 12 22 (13,601) -360.549" Expenditures Economic Development 127,891 $ 12.7,891 $ 2.9,919 23.39% 23,139 29.30% Cu llturrall&ILensuure 145,222 145„222 35,832 24.67% 19,833 80 67 Non- eparunemtal 533 533 56 '10.51% 5�3 5.66' Camt6bution to Reserves 16,.354 16,354 4,089 25 LYE 7,048 -41,99% Too Expenditures 290,000 $ 290,0,00 $ 69,896 24.1Cr/o $ 59,073 39,59% Quarterly Financial Peport Pg. 40 Special Investigations Fund The Special Investigations Fund is overall performing within expectations for the first quarter with year to date revenue receipts at 15.4% and total expenditures at 4.0% of the FY1 9-20 Revised Budget. Revenue for this fund is received from Federal and State forfeited funds and the Automated Fingerprint Identification System (AFIS) program. The below analysis includes highlights and items of note for Q1 activity. Revenues Total revenues through Q1 were $40,279 or 15.4% of budget and trailed behind prior year collections. The significant driver of the variance was in forfeited funds, which totaled $11,841. The collections will fluctuate year to year depending on the seizures and the timing of cases involving court awards. Expenditures Total expenditures were $10,541 or 4% of budget and trailed behind prior year expenses in part due to the timing of training expenses planned from the Special Investigations Fund. if f�, Jtit Quarterly1 MONTHLY FINANCIAL REPORT FOR DECEMIBIER 2019 SPECIAL INVESTIGATIONS FUND(115) o a Revenues Forfeited Funds $ 141,000 $ 141„4700 $ 11,841 8.44% $ 28,259 -58,10% AFISReimbuursements 13,500 13,500 - 11.40% - 0,00% Interest Income 1,486 100-00% 1,136 30-81% other - - 2 1-0-0-.0,0% - l010.0 Y% Total Revenues $ 154,500 $ 154,500 $ 13,329 8.63% $ 29,395 •54,66% Appropriation of Fund Balance 1017,800 1017,800 26,950 25,00% 33,215 .18.86% Total Resources $ 262,300 $ 262,300 $ 40,279 15.36% $ 62,610 -35.67% Expenditures Federal(Forfeited Funds $ 145,10,010 $ 145,000 $ 8,296 5.72% $ 6,762 22.69% State Forfeiture Funds 1015,000 10S,000 2,245 2.'14% 18,538 -87.89% AFIS M-aintenance&Equipment 4,300 4,300 - 11.11a3% - 0.00% (Lease Contri but ians 7,10,010 7.000 0-00% 0 Operating Expenditures $ 26�2,366 $ 26�2,300 $ 10,54u1 4-02% $ 25,30,0 -58,34% Total Expenditures $ 262,300 $ 262,300 $ 10,541 4.02' $ 25,301 58,3,4% Quarterly Financial Peport Pg. 42 CIP Project Status Update % fr The Capital Improvement Program represents the City's plan for capital investment within the community and provides a framework for identifying capital requirements, scheduling projects, and identifying future fiscal year impacts. The Capital Improvement Program are reviewed annually during the budget process to identify new and upcoming needs in the community and to reflect changes in priorities. This report is a financial update for some of the more significant projects included in the FY1 9-20 Capital Budget. IN Street & Sidewalk Capital Projects 20 $ 40,143,231 $ 25,616,422 63.8% Preventive Street Maintenance 2019 $ 1,000,000 $ 0.0% Preventive Street Maintenance (MY) 1,575,000 0.0% Preventive Street Maintenance (2020) 1,000,000 - 0.0% Rufe Snow Dr. &Utliity imp. 21,703,236 20,277,454 93.4% Drainage Utility Capital Projects MENNEN 8 $ 2,609,108 $ 1,682,498 64.5% U Calloway Branch Channel Repair $ 1,446,258 $ 1,387,399 95.9% Walker Branch Channel Repair 307,850 41,170 13.4% Snow Heights Drainage Imp. 320,000 146,715 45.8% Quarterly Utility Capital Projects 26 $ 15,713,249 $ 4,983,465 31.7% Walker Branch Interceptor Project $ 6,016,525 $ 1,567,378 26.1% Big Fossil Creek Wastewater Outfall 1,231,604 506,102 41.1% Conn Pump Station Pump and Electrical F 1,500,000 - 0.0% 24"Wastewater Main Replacement 1,255,000 - 0.0% Parks Capital Projects l �f 'l 15 $ 13,145,750 $ 8,275,033 62.9% 1� Iron Horse Golf Course Improvements $ 3,385,000 $ 933,022 27.6% Linda Spurlock Park Renovation 1,000,000 68,229 6.8% Trail and On-Road Safety Projects 730,543 83,781 11.5% I N 1 Quarterly Facilities Capital Projects /© 9 $ 72,160,015 $ 71,529,615 99.1% City Hall $ 71,410,715 $ 71,410,715 100.0% Carpet Replacement at the Library 321,000 - 0.0% . Major Capital Equipment Capital Projects r; f 22 $ 12,077,339 $ 6,423,156 53.2% Enterprise Computer Sys Replacement $ 3,674,428 $ 321,326 8.7% Replacement of CAD/RMS PS 2,939,000 2,924,377 99.5% / Public Safety Technology 1,306,000 861,856 66.0% INS r IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Iron Horse Golf Course clubhouse and grounds improvements update. PRESENTER: Vickie Loftice, Managing Director of Community Services GENERAL DESCRIPTION: Along with drainage and playing corridor improvements at Iron Horse Golf Course, City Council approved funding for improvements to the clubhouse and other ancillary improvements. Improvements are currently underway on the golf course with drainage, cart paths and bunkers completed on Holes 1-6. Because grass farms have been under water for two months, the contractor has not been able to install grass and turf on Holes 1-6. Rainfall over the past three months has made working in the floodway even more challenging. Nevertheless, the contractor is progressing and we are still anticipating a September grand reopening. The contractor is now working on drainage improvements on Holes 12- 17 and other work is progressing as well. Related to clubhouse improvements, staff has been working with an interior design consultant on color pallets and materials for painting and flooring. Other clubhouse improvements will include: new bar facing material, light fixtures above the bar, new ceiling fans, restroom partitions and a new customer kiosk in the pro shop. Staff will provide a presentation on the recommended color pallet for painting and flooring for the clubhouse, along with other ancillary improvements including: ➢ Color pallet and materials selection for indoor/outdoor painting and flooring ➢ New kiosk for the pro shop ➢ Updated logo for Iron Horse Golf Course ➢ New Iron Horse sign on Meadow Lakes ➢ Signage and rail fencing along Browning ➢ Way-finding signs on the golf course ➢ Billboard signage With City Council's input, staff will move forward in bidding and scheduling the improvements to be completed prior to September 2020. IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Discuss and review major and residential street priorities and recommendations related to voter information guide for upcoming bond election. PRESENTER: Paulette Hartman, Deputy City Manager GENERAL DESCRIPTION: Staff will review the 2020 Capital Programs Advisory Committee (CPAC) final prioritized list of major and residential street reconstruction and rehabilitation projects and streets to be considered for funding if voters approve the bonds in the upcoming May 2, 2020 election. Staff will be asking for direction from the City Council with regard to the street rankings and priorities, as well as discussing information that will be included in the required voter information guide. "I r*4W NOLa`C`H KIC"HLAND HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Approve minutes of the February 10, 2020 regular City Council meeting. PRESENTER: Alicia Richardson, City Secretary SUMMARY: The minutes are listed on the consent agenda and approved by majority vote of Council at the City Council meetings. GENERAL DESCRIPTION: The City Secretary's Office prepares action minutes for each City Council meeting. The minutes for the previous meeting are placed on the consent agenda for review and approval by the City Council, which contributes to a time efficient meeting. Upon approval of the minutes, an electronic copy will be uploaded to the City's website. RECOMMENDATION: Approve minutes of the February 10, 2020 regular City Council meeting. MINUTES OF THE WORK SESSION AND REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS HELD IN THE CITY HALL 4301 CITY POINT DRIVE FEBRUARY 10, 2020 WORK SESSION The City Council of the City of North Richland Hills, Texas met in work session on the 10th day of February at 6.00 p.m. in the City Council Workroom prior to the 7.00 p.m. regular City Council meeting. Present: Oscar Trevino Mayor Rita Wright Oujesky Mayor Pro Tern Tito Rodriguez Council, Place 1 Suzy Compton Council, Place 3 Mason Orr Council, Place 4 Mike Benton Council, Place 5 Scott Turnage Council, Place 6 Tim Welch Council, Place 7 Staff Members: Mark Hindman City Manager Paulette Hartman Deputy City Manager Karen Manila Assistant City Manager Jimmy Perdue Director of Public Safety Mike Curtis Managing Director Alicia Richardson City Secretary Maleshia B. McGinnis City Attorney CALL TO ORDER Mayor Trevino called the meeting to order at 6.00 p.m. 1. DISCUSS ITEMS FROM REGULAR CITY COUNCIL MEETING. City Council had no questions for staff. 2. DISCUSS AND REVIEW RESIDENTIAL STREET RANKINGS FOR PROPOSED BOND ELECTION, FINAL RECOMMENDATIONS OF THE 2020 CAPITAL PROGRAMS ADVISORY COMMITTEE AND DRAFT ELECTION ORDER. Deputy City Manager Paulette Hartman informed City Council the item on the work session is to review the recommendations of the 2020 Capital Program Advisory February 10, 2020 City Council Meeting Minutes Page 1 of 14 Committee, discuss the recommended amount to issue in general obligation bonds, reconstruction versus rehabilitation for residential streets, and updated street rankings. The City Council at their September 23, 2019 meeting, appointed a 35 citizen member committee to review street rankings, establish evaluation criteria, and review citizen surveys related to streets. The committee met six times from October 1, 2019 through January 7, 2020. The committee's recommendations include- * May 2020 bond election * Issuance of up to $49.875 million in general obligation bonds for streets * No tax rate increase * Debt Service tax revenue growth no more than 3% per year *Allocation of funds - 75% to major streets, 25% to residential * Debt issued and all projects complete within 7 to 10 years * Major roads would include Bedford-Euless Road, Glenview, Iron Horse and Lariat Trail * Residential streets Ms. Hartman reviewed the major roads recommended by the 2020 Capital Program Advisory Committee. The committee met on February 4, 2020 to review the residential street list. Public Works Director Caroline Waggoner provided the committee staff's recommendation for residential streets eligible to be rehabilitated with asphalt versus reconstruction that replaces current asphalt streets with concrete and installation of sidewalks. Ms. Waggoner explained to the committee if a street is rehabilitated, the existing asphalt is removed, the sub-grade is stabilized, and new asphalt pavement is put down. City Council and staff discussed the bond amount and if the dollar amount should be lowered to factor for contingencies. City Council also discussed what information is necessary in the order to call the bond election. Ms. Hartman informed City Council the maximum dollar amount is required in the election order. The listing of the streets is not required in the election order, but staff would like the final ranked street listing to educate the public. Ms. Hartman informed City Council an education piece, voter information document, is required as part of new legislation. Mayor Trevino asked staff to include information about the city's street maintenance program and partnership with Tarrant County for road maintenance. He wants to make sure the public is aware of the annual street maintenance program. Ms. Hartman ensured City Council the education piece would include information on the city's existing preventative street maintenance program. In response to Council member Benton's question, Ms. Hartman informed City Council that staff factored a 3% inflation factor for construction costs. Ms. Hartman informed City Council that staff would start at the top of the ranked street list February 10, 2020 City Council Meeting Minutes Page 2 of 14 and work through the list. Staff anticipates being able to issue debt for three major streets a year. The number of residential streets was originally calculated at two per year, but that will change if the streets are rehabilitated with asphalt as opposed to concrete and installation of sidewalks. Ms. Hartman reviewed statutory requirements for the ballot language and election order. Ms. Hartman informed City Council the early voting polling locations and election day polling locations will be the same as those for the city general election. Director of Public Works Caroline Waggoner informed City Council that staff seeks their direction regarding residential streets for the 2020 Bond Election. Ms. Waggoner explained the reconstruction process is to remove the old asphalt, replace with concrete, and install sidewalks. If a residential street is rehabilitated, the old asphalt is removed and replaced with new asphalt. The committee considered the funding could stretch farther by rehabilitating residential streets with asphalt. Also, the construction timeline to rehabilitate asphalt streets is less time than reconstructing as a concrete street. Ms. Waggoner reviewed the revised ranking of residential streets by the committee. She explained the updated evaluation factors for residential streets that includes cost per car. The updated project ranking includes "local collector" streets Harmonson, Windhaven, and Stoneybrooke that were previously considered as candidates in the major street category. Ms. Waggoner asked City Council for their direction regarding residential streets. City Council directed staff to move forward with rehabilitating residential streets. Ms. Waggoner asked City Council for their direction regarding the updated ranking method utilizing cost per car as a factor. City Council directed staff to move forward with the updated ranking method. Ms. Waggoner asked City Council for their direction regarding local collector streets Harmonson, Windhaven, and Stoneybrooke for rehabilitation or reconstruction. City Council directed staff to move forward with rehabilitation. EXECUTIVE SESSION 1. SECTION 551.087: DELIBERATION REGARDING ECONOMIC DEVELOPMENT NEGOTIATIONS - 7924 MAPLEWOOD Mayor Trevino announced at 6.38 p.m. that the City Council would adjourn into Executive Session as authorized by Chapter 551, Texas Government Code, specifically Section 551.087: Deliberation regarding economic development negotiations - 7924 Maplewood. Executive Session began at 6.42 p.m. and concluded at 6.50 p.m. February 10, 2020 City Council Meeting Minutes Page 3 of 14 Mayor Trevino announced at 6.50 p.m. that City Council would convene to the regular City Council meeting. REGULAR MEETING A. CALL TO ORDER Mayor Trevino called the meeting to order February 10, 2020 at 7.02 p.m. Present: Oscar Trevino Mayor Rita Wright Oujesky Mayor Pro Tern Tito Rodriguez Council, Place 1 Suzy Compton Council, Place 3 Mason Orr Council, Place 4 Mike Benton Council, Place 5 Scott Turnage Council, Place 6 Tim Welch Council, Place 7 Staff Members: Mark Hindman City Manager Alicia Richardson City Secretary Maleshia B. McGinnis City Attorney A.1 INVOCATION Council member Compton gave the invocation. A.2 PLEDGE Council member Compton led the Pledge of Allegiance to the United States and Texas flags. A.3 SPECIAL PRESENTATION(S) AND RECOGNITION(S) There were no items for this category. A.4 CITIZENS PRESENTATION There were no requests to speak from the public. A.5 PUBLIC COMMENTS There were no requests to speak from the public. A.6 REMOVAL OF ITEM(S) FROM CONSENT AGENDA February 10, 2020 City Council Meeting Minutes Page 4 of 14 No items were removed from the consent agenda. B. CONSIDER APPROVAL OF CONSENT AGENDA ITEMS APPROVED A MOTION WAS MADE BY MAYOR PRO TEM WRIGHT OUJESKY, SECONDED BY COUNCIL MEMBER COMPTON TO APPROVE THE CONSENT AGENDA. MOTION TO APPROVE CARRIED 7-0. B.1 APPROVE MINUTES OF THE JANUARY 27, 2020 CITY COUNCIL MEETING B.2 FP 2019-15 CONSIDERATION OF A REQUEST FROM LINDA BURKET FOR A FINAL PLAT OF LOTS 3-5, BLOCK 1, COULSON ADDITION, BEING 1.29 ACRES LOCATED AT 6809 CRANE ROAD. B.3 APPROVE RESOLUTION NO. 2020-004, AUTHORIZING SUBMISSION OF THE APPLICATION FOR THE NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS TRAFFIC INCIDENT MANAGEMENT 2020 CALL FOR PROJECTS COST REIMBURSEMENT PROGRAM FOR THE PURCHASE OF CRASH DATA RETRIEVAL EQUIPMENT AND SOFTWARE. C. PUBLIC HEARINGS CA SUP 2019-12, ORDINANCE NO. 3638, PUBLIC HEARING AND CONSIDERATION OF A REQUEST FROM CRAFTON COMMUNICATIONS FOR A SPECIAL USE PERMIT FOR A COMMUNICATIONS TOWER AT 4921 DAVIS BOULEVARD, BEING 2.852 ACRES DESCRIBED AS LOT 2R, BLOCK 1, HUDIBURG ADDITION. APPROVED Mayor Trevino opened the public hearing and called on Principal Planner Clayton Husband to introduce the item. Mr. Husband informed City Council the applicant is requesting a special use permit for a communications tower on 2.852 acres located at 4921 Davis Boulevard. The area is designated on the Comprehensive Land Use Plan as retail commercial and the current zoning is C-2 commercial. Mr. Husband provided site photos of the property. Applicant representative Doug Henderson, 1870 Crown Drive, Suite 1500, Dallas, Texas presented request and was available to answer questions. Mr. Henderson informed City Council the AT&T communications tower will improve coverage in North Richland Hills February 10, 2020 City Council Meeting Minutes Page 5 of 14 and will also have the capability for other telecom carriers to co-locate on the AT&T communications tower structure. Mr. Husband presented staffs report. The applicant is requesting modified standards for the tower setback on the south (20') and west (5') sides; waiver of masonry screening wall around lease area for the communication tower; and alternate landscape area. Staff has worked with the applicant to enhance the landscape area located on both sides of the drive entrance off Davis Boulevard. The Planning and Zoning Commission, at their January 16, 2020 meeting, recommended approval with a vote of 5-0. Mayor Trevino asked the City Secretary to call on those who completed a public meeting appearance form to speak during the public hearing. There being no forms submitted, Mayor Trevino asked if there was anyone in the audience wishing to speak on the item to come forward. There being no one wishing to speak, Mayor Trevino closed the public hearing. A MOTION WAS MADE BY COUNCIL MEMBER WELCH, SECONDED BY COUNCIL MEMBER ORR TO APPROVE ORDINANCE NO. 3638. MOTION TO APPROVE CARRIED 7-0. C.2 SUP 2019-13, ORDINANCE NO. 3639 PUBLIC HEARING AND CONSIDERATION OF A REQUEST FROM WOODCREST CAPITAL FOR A SPECIAL USE PERMIT FOR OUTSIDE STORAGE AND DISPLAY AT 7520 NE LOOP 820, BEING 16.366 ACRES DESCRIBED AS LOT 5, BLOCK 6, NORTH HILLS VILLAGE. APPROVED Mayor Trevino opened the public hearing and called on Principal Planner Clayton Husband to introduce the item. Mr. Husband informed City Council the applicant is requesting a special use permit for outside storage and display on 16.366 acres located at 7520 Northeast Loop 820. The area is designated on the Comprehensive Land Use Plan as retail commercial and the current zoning is C-2 commercial. Mr. Husband provided site photos of the property. Applicant representative Taylor Marks, 3113 South University Drive, Suite 600, Fort Worth, Texas presented request and was available to answer questions. The purpose of the request is to allow outdoor display of trailers for Northern Tool + Equipment. Mr. Marks informed City Council they are requesting a waiver to allow the installation of bollards in lieu of the screening wall along the frontage road. Mr. Marks informed City Council that the loading dock will have a screening wall. February 10, 2020 City Council Meeting Minutes Page 6 of 14 Council member Benton asked how many bollards would be constructed along the frontage road. Mr. Marks commented that he is not aware of how many bollards will be required. It was the recommendation of the Planning and Zoning Commission the number of bollards be determined by staff. Mr. Husband presented staffs report. The outdoor display is limited to 12 parking spaces located between the building and the frontage road. The special use permit addresses the outdoor storage and display standards. The proposed screening and landscaping improvements are along the frontage road, which will include trees and shrubs and also City Point Drive that will include screening shrubs. The applicant also proposes two landscaped islands next to the storage area. The requirement for hardscape in the freeway overlay zone includes two standards. The applicant can either build a small wall or construct bollards. If bollards are placed along the frontage road it will require one bollard per 50 feet. The zoning ordinance requires a screening wall for the loading dock, which will be constructed by the property owner. The Planning and Zoning Commission, at their January 16, 2020 meeting, recommended approval with a vote of 5-0. Mayor Pro Tern Wright Oujesky asked Mr. Husband if the flood lights are being removed would the site have security lighting? Mr. Husband informed City Council the site includes a light in the parking lot. Staffs recommendation with regard to the existing lighting is to remove the flood light panel. Mayor Pro Tern Wright Oujesky asked Mr. Husband if the screening wall adjacent to the loading dock should be taller than 6' as proposed in the request? She prefers the screening wall to be 8' in height. Mr. Husband informed City Council that 6' is the standard for the screening wall and it is their discretion for the height of the screening wall. Council member Orr asked where the refuse containers are located and if they would be covered by the screening wall. Mr. Marks informed City Council the existing dumpster is located on the west side of the building and would not be shielded by the screening wall for the loading dock. City Council and applicant discussed the refuse container and possibility of it being screened from the public. Mr. Husband informed City Council that staff would work with the applicant regarding an enclosure for the refuse container. Mayor Trevino asked the City Secretary to call on those who completed a public meeting appearance form to speak during the public hearing. There being no forms submitted, Mayor Trevino asked if there was anyone in the audience wishing to speak on the item to come forward. There being no one wishing to speak, Mayor Trevino closed the public hearing. February 10, 2020 City Council Meeting Minutes Page 7 of 14 A MOTION WAS MADE BY MAYOR PRO TEM WRIGHT OUJESKY, SECONDED BY COUNCIL MEMBER BENTON TO APPROVE SUP 2019-13, ORDINANCE NO. 3639 TO INCLUDE THE LANDSCAPE PLAN AS PRESENTED, THE LOADING DOCK SCREENING WALL CHANGED FROM 6' TO 8', AND THAT THE APPLICANT WORK WITH STAFF FOR AN ENCLOSURE FOR THE REFUSE CONTAINER. MOTION TO APPROVE CARRIED 7-0. D. PLANNING AND DEVELOPMENT DA AP 2019-04 CONSIDERATION OF A REQUEST FROM ROB WETLI FOR AN AMENDED PLAT OF LOTS 1 R AND 2R, BLOCK 1, MOLLIE B. COLLINS ADDITION, BEING 0.435 ACRES LOCATED AT 7805 ODELL STREET. APPROVED Principal Planner Clayton Husband informed City Council the applicant is requesting an amended plat for 0.435 acres located at 7805 Odell Street. The area is designated on the Comprehensive Land Use Plan as low density residential and the current zoning is R-2 single family residential. Mr. Husband provided site photos of the property. Applicant representative Rob Wetli, 309 Fanning Drive, Hurst, Texas presented request and was available to answer questions. Mr. Wetli informed City Council the abandoned structure on the property would be removed. Mr. Husband presented staffs report. The request is to adjust the common lot line to the west between the two lots so both lots are equal in width. A utility easement would be added adjacent to the rear property line of both lots. The applicant requests a waiver of the lot width standards. The R-2 minimum lot width is 72.5 feet and the proposed lots would by 60.14 feet wide. Mr. Husband informed City Council the lot width is considered an existing condition that was in place prior to the lots' incorporation into the city. The Development Review Committee (DRC) recommends approval of the plat subject to a waiver of the lot width standards. The Planning and Zoning Commission, at their January 16, 2020 meeting, recommended approval with a vote of 5-0, with the conditions outlined in the DRC comments. The applicant revised the plat to address all conditions. A MOTION WAS MADE BY COUNCIL MEMBER BENTON, SECONDED BY COUNCIL MEMBER RODRIGUEZ TO APPROVE AP 2019-04. MOTION TO APPROVE CARRIED 7-0. February 10, 2020 City Council Meeting Minutes Page 8 of 14 D.2 PP 2019-08 CONSIDERATION OF A REQUEST FROM MM CITY POINT 53 LLC FOR A PRELIMINARY PLAT OF CITY POINT ADDITION PHASE 3, BEING 5.897 ACRES LOCATED AT 4201 CITY POINT DRIVE. APPROVED Director of Planning Clayton Comstock introduced items D.2 and D.3. Mr. Comstock informed City Council the applicant is requesting a preliminary plat of City Point Addition Phase 3 (located on east side of City Hall), for 5.897 acres located at 4201 City Point Drive. Item D.3 is for a preliminary plat of City Point Addition Phase 2 (located on west side of City Hall), for 21.55 acres located at 4401 City Point Drive. The area is designated on the Comprehensive Land Use Plan as urban village and the current zoning is nonresidential planned development. Mr. Comstock provided site photos of the property. Applicant representative Bryan Klein with Ion Design located at 7075 Twin Hills Avenue, Dallas, Texas presented request and was available to answer questions. Mr. Klein informed City Council that Phase 3 has 46 single family residential lots and Phase 2 has 160 single family lots, which includes single family detached and townhome lots. Following approval by the Planning and Zoning Commission for Phase 2, Mr. Klein informed City Council they visited with staff regarding the layout of the site. A change was made to bring the open space closer to the residential lots. Mayor Trevino asked Mr. Comstock to explain the change in open space as mentioned by Mr. Klein. Mr. Comstock stated that item D.3, Preliminary Plat 2019-07 was originally considered by City Council at their January 13, 2020 meeting. At this meeting, City Council approved a 30-day extension at the request of the applicant. This allowed staff the opportunity to work with the applicant on major changes to the streets and lots. The revised layout makes the open space areas more accessible to internal townhomes located in Phase 2. The Planning and Zoning Commission, at their January 16, 2020 meeting, considered Preliminary Plat 2019-08 and recommended approval with a vote of 5-0, with the conditions outlined in the Development Review Committee comments. The applicant has revised the plat to address all conditions. The Planning and Zoning Commission at their December 19, 2019 meeting, considered Preliminary Plat 2019-07 and recommended approval with a vote of 6-0, with the conditions outlined in the Development Review Committee comments, understanding the layout of the phase may significantly change to meet the Development Review Committee comments. Mr. Comstock informed City Council there are some outstanding minor review comments that are technical in nature. Mr. Comstock reviewed planned development conceptual images for Phase 3. February 10, 2020 City Council Meeting Minutes Page 9 of 14 A MOTION WAS MADE BY COUNCIL MEMBER WELCH, SECONDED BY COUNCIL MEMBER RODRIGUEZ TO APPROVE PRELIMINARY PLAT 2019-08. MOTION TO APPROVE CARRIED 7-0. D.3 PP 2019-07 CONSIDERATION OF A REQUEST FROM MM CITY POINT 53 LLC FOR A PRELIMINARY PLAT OF CITY POINT ADDITION PHASE 2, BEING 21.55 ACRES LOCATED AT 4401 CITY POINT DRIVE. APPROVED This item was presented in conjunction with item D.2. A MOTION WAS MADE BY MAYOR PRO TEM WRIGHT OUJESKY, SECONDED BY COUNCIL MEMBER COMPTON TO APPROVE PRELIMINARY PLAT 2019-07. MOTION TO APPROVE CARRIED 7-0. E. PUBLIC WORKS EA APPROVE THE RELEASE AND TERMINATION OF ACCESS EASEMENTS AND EASEMENT AGREEMENTS WITHIN THE FORMER CALLOWAY FARM ADDITION FOR THE CITY POINT DEVELOPMENT. APPROVED Director of Public Works Caroline Waggoner presented item. The request before City Council this evening is to consider releasing one easement and terminating two easements and easement agreements located in the former Calloway Farm Addition. These easements served to provide cross access accomodations for multiple properties on the former North Hill Mall site where the new City Hall is now located. The construction of City Point Drive with development of the new City Hall deems the ring road easement no longer needed to serve the City's property. A MOTION WAS MADE BY COUNCIL MEMBER ORR, SECONDED BY COUNCIL MEMBER BENTON TO APPROVE THE RELEASE AND TERMINATION OF ACCESS EASEMENTS AND EASEMENT AGREEMENTS FOR THE CITY POINT DEVELOPMENT. MOTION TO APPROVE CARRIED 7-0. F. GENERAL ITEMS February 10, 2020 City Council Meeting Minutes Page 10 of 14 FA CONSIDER AND APPROVE RESOLUTION NO. 2020-005, CALLING THE MAY 2, 2020 CITY COUNCIL ELECTION, AND AUTHORIZING THE MAYOR TO EXECUTE A JOINT ELECTION AGREEMENT WITH TARRANT COUNTY AND OTHER POLITICAL SUBDIVISIONS FOR ELECTION SERVICES. APPROVED City Secretary Alicia Richardson informed Council the request before them this evening is to take action on Resolution No. 2020-005. The resolution provides the required elements outlined by state law to call the May 2, 2020 City General Election to elect persons to Mayor and City Council Places 2, 4, and 6 for a term of two years. The City Secretary's Office is accepting candidate applications through 5.00 p.m., Friday, February 14, 2020. Early voting by personal appearance will be conducted April 20 through April 28, 2020. North Richland Hills has two early voting locations--Public Library and Dan Echols Center--as well as the main early voting location at the Tarrant County Elections Center, located at 2700 Premier, Fort Worth, Texas. Registered voters may also vote at any early voting site located in Tarrant County. Ms. Richardson informed City Council the Tarrant County Commissioner's Court approved countywide polling locations, "vote centers", last year. This allows registered voters to cast their ballot at any Tarrant County polling location on Election Day. The City of North Richland Hills will have three polling locations on Election Day - Dan Echols Center, Public Library, and Former Bursey Road Senior Center. A MOTION WAS MADE BY COUNCIL MEMBER COMPTON, SECONDED BY COUNCIL MEMBER RODRIGUEZ TO APPROVE RESOLUTION NO. 2020-005, CALLING THE MAY 2, 2020 CITY COUNCIL ELECTION, AND AUTHORIZING THE MAYOR TO EXECUTE A JOINT ELECTION AGREEMENT WITH TARRANT COUNTY AND OTHER POLITICAL SUBDIVISIONS FOR ELECTION SERVICES. MOTION TO APPROVE CARRIED 7-0. F.2 CONSIDER AND APPROVE RESOLUTION NO. 2020-006, CALLING A BOND ELECTION TO BE HELD MAY 2, 2020 FOR THE DESIGN, CONSTRUCTION, RECONSTRUCTION AND REHABILITATION OF STREETS, ROADS, SIDEWALKS, TRAILS AND RELATED UTILITY AND DRAINAGE IMPROVEMENTS IN AN AMOUNT NOT TO EXCEED $49,875,000.00. APPROVED Deputy City Manager Paulette Hartman informed City Council the purpose of the item is to call a bond election to be held on May 2, 2020 for the design, construction, reconstruction and rehabilitation of streets, roads, sidewalks, trails and related utility and February 10, 2020 City Council Meeting Minutes Page 11 of 14 drainage improvements in an amount not to exceed $49,875,000.00. The City Council at their September 23, 2019 meeting, appointed a 35 citizen member committee to review street rankings, establish evaluation criteria, and review citizen surveys related to streets. The committee met six times from October 1, 2019 through January 7, 2020. The committee's recommendations include- * May 2020 bond election * Issuance of up to $49.875 million in general obligation bonds for streets * No tax rate increase * Debt Service tax revenue growth no more than 3% per year *Allocation of funds - 75% to major streets, 25% to residential * Debt issued and all projects complete within 7 to 10 years * Major roads would include Bedford-Euless Road, Glenview, Iron Horse and Lariat Trail * Residential streets being finalized Ms. Hartman reviewed statutory requirements for the ballot language and election order. Ms. Hartman informed City Council the early voting polling locations and election day polling locations will be the same as outlined by City Secretary Alicia Richardson. The ballot language will read "THE ISSUANCE OF $49,875,000 OF CITY OF NORTH RICHLAND HILLS, TEXAS GENERAL OBLIGATION BONDS FOR STREETS, ROADS, SIDEWALKS, TRAILS AND RELATED UTILITY AND DRAINAGE IMPROVEMENTS, THE ACQUISITION OF REAL PROPERTY NECESSARY OR INCIDENTAL FOR SUCH PURPOSES AND THE LEVYING OF TAXES SUFFICIENT TO PAY THE PRINCIPAL OF AND INTEREST ON THE BONDS WILL BE IMPOSED." Council member Turnage served as the Chair for the 2020 Capital Program Advisory Committee. He thanked the citizens for their time and input during each meeting. Council member Turnage also thanked staff and Council member Compton for their participation. Mayor Trevino commented that the city receives assistance from Tarrant County to address street maintenance and repair. Most recently, Tarrant County is partnering with the city to rehabilitate and resurface Meadow Road from Chapman Road to Hightower Drive. It is important that the city continue to work with the county for assistance with street maintenance. A MOTION WAS MADE BY MAYOR PRO TEM WRIGHT OUJESKY, SECONDED BY COUNCIL MEMBER RODRIGUEZ TO APPROVE RESOLUTION NO. 2020-006. MOTION TO APPROVE CARRIED 7-0. February 10, 2020 City Council Meeting Minutes Page 12 of 14 GA EXECUTIVE SESSION ITEMS - CITY COUNCIL MAY TAKE ACTION ON ANY ITEM DISCUSSED IN EXECUTIVE SESSION LISTED ON WORK SESSION AGENDA APPROVED Director of Economic Development Craig Hulse presented item. A MOTION WAS MADE BY COUNCIL MEMBER ORR, SECONDED BY COUNCIL MEMBER TURNAGE TO APPROVE G.1, A VARIANCE TO THE LOCATION REQUIREMENT OF THE BUSINESS IMPROVEMENT AND GROWTH (BIG) PROGRAM AND AUTHORIZE THE CITY MANAGER TO NEGOTIATE AND EXECUTE AN ECONOMIC DEVELOPMENT AGREEMENT WITH KELASHIAN HOMOYOUN FOR 7924 MAPLEWOOD AVENUE. MOTION TO APPROVE CARRIED 7-0. H. INFORMATION AND REPORTS HA ANNOUNCEMENTS Council member Orr made the following announcements. In celebration of Valentine's Day, the Animal Adoption & Rescue Center is offering a pet adoption special during the month of February. The adoption fee is reduced to only $20.00 and if you donate a 40-pound bag of premium dog or cat food the adoption fee will be waived. Visit the center at 7301 Iron Horse Boulevard and discover the unconditional love of a shelter pet. Volunteers from AARP are assisting residents with their federal income tax returns each Monday and Thursday through April 13, 2020 at the NRH Library. This free service is available to taxpayers of all ages. To make an appointment or get more information, please call the Library at 817-427-6814. Kudos Korner - Craig Hulse and Elizabeth Copeland in the Economic Development Department - A citizen posted praise online for the support Craig and Elizabeth provided to a recent entrepreneur education workshop. She said their partnership and contributions were invaluable and she greatly appreciates the support the Economic Development Department provides to small business owners. I. ADJOURNMENT Mayor Trevino adjourned the meeting at 8.12 p.m. February 10, 2020 City Council Meeting Minutes Page 13 of 14 Oscar Trevino, Mayor ATTEST: Alicia Richardson, City Secretary February 10, 2020 City Council Meeting Minutes Page 14 of 14 "I r*4w NOLa`C`H KIC"HLAND HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Authorize purchase of books and other library materials from Baker and Taylor, LLC, using the interlocal governmental contract for purchasing with the City of Fort Worth, Contract No. 24153, in the amount not to exceed the amount of$155,430. PRESENTER: Cecilia Barham, Director of Library Services SUMMARY: This item is to authorize the purchase of library books from Baker and Taylor, LLC, for purchase of library books that exceed the $50,000 purchasing threshold required by state law. Purchases will be made through an interlocal agreement with the City of Fort Worth. GENERAL DESCRIPTION: The North Richland Hills Library uses Baker and Taylor for the purchase of books in a variety of formats for the library's circulating collection. This authorization allows the ongoing purchase of these materials for Fiscal Year 2019-2020 through the interlocal government agreement for purchasing between the City of North Richland Hills and the City of Fort Worth (Contract Number 24153). Funding for these purchases is included as part of the FY 2019-20 Adopted Budget. RECOMMENDATION: Authorize purchases from Baker and Taylor, LLC, using the interlocal governmental contract for purchasing with the City of Fort Worth, Contract No. 24153, for books in a variety of formats in an amount not to exceed the amount of$155,430. S CITY SECRETARY , L/ 3 CONTRACT NUMBER__ INTERLOCAL GOVERNMENTAL CONTRACT FOR PURCHASING CITY OF FORT WORTH AND CITY OF NORTH RICHLAND HILLS This contract is made and entered this 13th day of July. 1998 by and between the City of North Richland Hills, Texas, a governmental agency, (hereinafter referred to as NRH), acting by and through Larry J. Cunningham its duly authorized City Manager and the City of Fort Worth, (hereinafter referred to as Fort Worth) acting by and through Charles Boswell, its duly authorized Assistant City Manager. WHEREAS, NRH and Fort Worth (hereinafter collectively referred to as the "parties" or either "party") are political subdivisions of the State of Texas authorized to contract with each other relative to governmental functions and services by the Interlocal Cooperating Act, Texas Government Code, Chapter 791; and WHEREAS, the parties believe that cooperating in the purchasing of various goods, materials, equipment and supplies which both parties use in carrying out their governmental functions and services will enable the parties to obtain these goods, materials, equipment and supplies in better terms and/or prices than by making such purchases individually, and both desire to increase efficiency and effectiveness of such purchasing by acting joint in competitively procuring selected goods, materials, equipment and supplies. NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, the parties agree as follows: 1. AGREEMENT This contract shall be for a term of one (1) year beginning on July 13. 1998, and ending on July 12, 1999. This Contract shall automatically renew for one (1) year terms thereafter unless one party gives written notice to the other party of its desire not to renew. The written notice required shall be at least sixty (60) days prior to the expiration of an existing one year term. 2. SCOPE AND IMPLEMENTATION It is the intent of the parties that the joint or cooperative purchasing through each other's contracts will be as broad as is allowed by applicable state statutes. Unless otherwise prevented by law, it is the intent of the parties that the two may take part in joint purchases for 1 any goods and services they may need to carry out their governmental functions, and that either one will use reasonable efforts to allow the other to make purchases under its contracts. In each instance, however, there shall be a "purchasing agreement" or"purchase order" issued by the entity desiring to make the purchase, and agreed to or countersigned by the entity having the contract with the supplier of goods or services, or which is the lead entity in that contract, which purchasing agreement or purchase order shall specify the supply contract in question and set out any and all terms and conditions appropriate to such joint purchase. The purchasing agreement or purchase order shall be acknowledged by the supplier and shall be considered as being issued under this agreement and shall be subject to all of the terms and conditions of this agreement without the necessity of those being set out or specifically referred to in such purchasing agreement or purchase order. 3. COMPENSATION The parties agree to share the cost of the respective joint solicitations in a fair and equitable manner, to be agreed upon in connection with each such solicitation. 4. COMPLIANCE WITH LAWS The parties hereby agree to abide by and obey all applicable local, state and federal laws and requirements, which apply to their respective procurement policies. It is specifically understood and agreed that whichever party is handling the preparation and processing of the joint invitations for bid shall comply with all legal requirements for competitive bidding which are applicable to both parties. 5. NOTICES Any notices or other communication required or allowed to be given by one party to the other pursuant to this Contract shall be hand delivered or mailed by the United States Postal Service, proper postage affixed to the addresses shown below: To City of Fort Worth: Purchasing Manager City of Fort Worth 1000 Throckmorton Fort Worth, Texas 76102 To City of North Richland Hills Purchasing Agent P.O. Box 820609 North Richland Hills, Texas 76182 2 6. GOVERNING LAW AND VENUE This contract shall be governed by and interpreted on accordance with the laws of the State of Texas. This contract is entered into and is to be performed, wholly, or in part, in the State of Texas and in Tarrant County, Texas. In any action brought under the contract, venue shall be exclusively in Tarrant County, Texas. In the event that any portion of this contract shall be found to be contrary to law, it is the intent of the parties hereto that the remaining portions shall remain valid and in full force and effect to the extent possible. 7. MISCELLANEOUS PROVISIONS By execution of this contract, each party represents to the other that: A. In performing its duties and obligations hereunder, it will be carrying out one or more governmental functions or services which it is authorized to perform; B. The undersigned officer or agent of the party has been properly authorized by that part's governing body to execute this contract and that any necessary resolutions extending such authority have been duly passed and are now in effect; C. All payments required or permitted to be made by a party will be made from current revenues available to the paying party; and D. All payments provided at be hereunder by one party to the other shall be such amounts as to fairly compensate the other party for the services or functions performed hereunder. 8. CONSTRUCTION OF CONTRACT This contract represents the full, final and complete agreement of the parties related to its subject matter and may not be added to, contradicted or otherwise modified by evidence of prior or contemporaneous agreement or subsequent oral agreements or statements of either of the parties, nor by any writing not signed by both parties after the date of this contract. No representations, inducements, promises, or agreements, oral or otherwise, embodied or incorporated herein shall be of any force or effect. In case if any apparent ambiguity or conflict among any of the terms or provisions of this contract, they shall be construed as nearly as possible as to effectuate each and all of such terms or provisions keeping in mind that the overriding purpose of this contract is the public purpose of increasing the efficiency and effectiveness of the respective purchases of goods, materials, equipment and supplies by the parties. 3 IN WITNESS WHEREOF, the Parties hereto have executed this contract on this date, the 69- day of , 1998. CITY OF NORTH RICHLAND HILLS CITY OF FOPW R H By: c By: Larry J. Chin gham ob Terrell City Mana er City Manager ATTEST: TTEST: Patricia Hutson City Secretary NAME: �Cit:y Secretary APPROVED AS TO FORM AND APPROVED AS TO FORM AND LEGALITY LEGALITY By: By:C� Rex Entire Attorney for the City NAME: 6i4fy Asst. C y Attorney p" F 611'5� Contract Authorization Date 4 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1of1 Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos.1,2,3,5,and 5 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number.: of business. 2020-590352 Baker&Taylor, LLC Charlotte, NC United States pate Piled; 2 Narne of governmental entity or state agency that is a party to the contract for which the form is 021201/2020 being filed. City of North Richland Hills pate Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods,or other property to be provided under the contract. 53363 Library Books and Services-City of Fort Worth Nature of interest 4 Name of Interested Party City,State,Country(place of business) (check applicable) Controlling intermediary Sproat, Mark Westchester, IL United States X Henrichs,Timothy Westchester, IL United States X Connolly, Pat Westchester, IL United States X ti 5 Check only if there is No Interested Party. L: 6 UNSWORN DECLARATION y name is c�l�'V'�' '',� d(`°'rru �.,.,. , and my date of birth is My address is 2 I:�:) .. N .,, 2 1 1 t " . (street) (city) (state) (zip code) (country) l declare under penalty of perjury that the foregoing is true and correct. tW�p '�' y "b Executed in '� k County, Skate of �l ,2+J Rp b .,, ,on the �w� da of �' i�,��: (month) (year) w5 gnature of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx,us Version V1.1.3a6aaf7d IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Consider Resolution No. 2020-008, authorizing submission of the application and acceptance of allocated funds if awarded for the Texas Governor's Office Criminal Justice Division FY2021 Edward Byrne Memorial Justice Assistance Program Grant #4020501 PRESENTER: Jimmy Perdue, Director of Public Safety SUMMARY: The Office of the Governor's Criminal Justice Division (CJD) has announced the FY2021 Edward Byrne Memorial Justice Assistance Program, Grant #4020501, made available through the Bureau of Justice Assistance. The police department will use the grant funds for the purchase of a portable video event detection and alerting system that would be used in support of planned city events or critical incidents to minimize the risk of property loss and danger. GENERAL DESCRIPTION: The police department is seeking authorization to apply for and utilize grant funds offered through the CJD's Edward Byrne Memorial Justice Assistance Program. Funding through the program may be used to provide additional equipment, supplies, training and information systems for law enforcement. The police department will use the grant funds for the purchase of a portable video detection and alerting system. The self-contained system provides real-time remote site monitoring suitable for unmanned operations. The tamper-resistant unit is powered by maintenance-free batteries and an automated solar-based charging system. The unit contains a telescoping 20-foot vertical tower, integrated camera and sensor-controlled LED lights. The detection and alerting capabilities operational during special events or longer-term deployments will help minimize danger and provide safety of property and assets of the city and its citizens. The total grant request will not exceed $100,000 and there is no match requirement. The specified goals, objectives and targets for the project are being developed and will be completed before the February 27, 2020 grant submission deadline. RECOMMENDATION: Approve Resolution No. 2020-008. RESOLUTION NO. 2020-008 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS, AUTHORIZING SUBMISSION OF THE APPLICATION AND ACCEPTANCE OF ALLOCATED FUNDS IF AWARDED FOR THE TEXAS GOVERNOR'S OFFICE CRIMINAL JUSTICE DIVISION FY20201 EDWARD BYRNE MEMORIAL JUSTICE ASSISTANCE GRANT PROGRAM WHEREAS, The City of North Richland Hills, Texas possesses legal authority to apply for and to make appointments for the conduct of business relative to the Governor's Office Criminal Justice Division FY2021 Edward Byrne Memorial Justice Assistance Program Grant #4020501; and WHEREAS, The City Council of North Richland Hills finds it is in the best interest of the citizens of North Richland Hills to request the funds available under this program to purchase a portable video event detection and alerting system that would be used in support of planned City events or critical incidents to minimize the risk of property loss and danger; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS, THAT: SECTION 1. The City Council of the City of North Richland Hills hereby finds that the recitals set forth above are true and correct and are incorporated into this Resolution as if written herein. SECTION 2. The City Council of the City of North Richland Hills hereby authorizes and approves the submission of the application and acceptance if awarded for the Texas Governor's Office Criminal Justice Division FY2021 Edward Byrne Memorial Justice Assistance Program Grant #4020501. SECTION 3. The City Council of the City of North Richland Hills designates Public Safety Director Jimmy Perdue as the grantee's authorized official, with the power to apply for, accept, reject, alter or terminate the funding request on behalf of the applicant agency. SECTION 4. The City Council of North Richland Hills agrees that the loss or misuse of CJD funds or failure to comply with all CJD award requirements may result in suspension or termination of award funds, the repayment of award funds, and/or other remedies available by law. SECTION 5. This Resolution shall take effect and be in full force and effect from and after the date of its adoption, and it is so resolved; and all Resolutions of Resolution No. 2020-008 Page 1 of 2 the City Council of the City in conflict herewith are hereby amended or repealed to the extent of such conflict. PASSED AND APPROVED on this 24t" day of February, 2020. CITY OF NORTH RICHLAND HILLS By: Oscar Trevino, Mayor ATTEST: Alicia Richardson, City Secretary APPROVED AS TO FORM AND LEGALITY: Maleshia B. McGinnis, City Attorney APPROVED AS TO CONTENT: Jimmy Perdue, Public Safety Director Resolution No. 2020-008 Page 2 of 2 IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Public hearing and consideration of Ordinance No. 3640 approving an amendment to the FY 2019-2020 Adopted Budget. PRESENTER: Robert Myers, Budget Director SUMMARY: The City Council is requested to open a public hearing and receive public comment on amendments to the FY 2019/2020 Adopted Budget. At the conclusion of the public hearing, Council is requested to consider the approval of Ordinance No. 3640, approving the proposed budget amendments. GENERAL DESCRIPTION: The Fiscal Year 2019/2020 Budget was adopted by the City Council on September 9, 2019 and became effective at the start of the fiscal year on October 1, 2019. On October 28, 2019, an ordinance amending the Fiscal Year 2019/2020 Budget for additional funding for the replacement of the city's Enterprise Resource Planning Software was approved by the City Council. On December 9, 2019 a second amendment was approved by the City Council adding funding for grounds improvements at Iron Horse Golf Course. Since this time, events have occurred that necessitate a third amendment to the budget. The changes reflected in this amendment are summarized below. BUDGET AMENDMENTS: Four separate items are included as part of the requested budget amendment totaling $2,121,921. These items include a funding request in the amount of $120,000 for improvements to Fossil Creek Park, a funding request in the amount of $364,411 for the replacement of an ambulance, a funding request in the amount of$137,510 for IT security purchases, and additional funding in the amount of $1,500,000 for the Loop 820 Redevelopment (2016) project. The first request in the amount of$120,000 is for improvements to Fossil Creek Park. On January 13, 2020 staff presented to City Council a project plan and the associated costs for improvements to Fossil Creek Park. These improvements include establishing approximately 5 miles of hike and bike trails, a parking lot, information kiosk, park sign and route signage. Staff at this time is prepared to move forward with the design work for these improvements and is estimating project completion by December 2020. IrLp NOKTH KICHLAN HILLS The second request in the amount of $364,411 is for the replacement of an ambulance (Unit 984) and associated make-ready and equipment. The current ambulance was planned for replacement in FY 2021/2022 based on years in service, however due to significant issues in the steering and suspension and after multiple attempts to repair the issues, staff is recommending this vehicle be advanced in the schedule and be replaced during the current fiscal year. The third request in the amount of $137,510 is related to network security purchases. Over the past few years, security threats and attacks have grown for municipalities across the nation. Last year alone multiple municipalities in Texas were struck by various malware and ransomware attacks including the City of Carrollton and Haltom City. Based on the growing threat staff is requesting additional funding for purchases related to further securing the cities information technology hardware and software. The final request is in the amount of $1,500,000 for additional funding for the Loop 820 Redevelopment (2016) project. Additional funding was requested to cover overruns in construction expenses related to the project. The additional funding for this project will be provided as a loan and will be repaid to the city through monthly lease payments over the life of the contract. The impact of the amendments on the Fiscal Year 2019/2020 Operating Budget are summarized below. These amendments reflect the appropriation of reserves within each fund and transfer out of those reserves to the appropriate capital projects. Adopted Amended Fund 2019/2020 Amendment 2019/2020 Park and Recreation Facilities Development Fund $9,479,683 $120,000 $9,599,683 Fleet Services Fund 4,511,499 364,411 4,875,910 Information Technology Fund 3,941,622 137,510 4,079,132 Gas Development Fund 1,487,479 1,500,000 2,987,479 Total Expenditures $19,420,283 $2,121,921 $21,542,204 The impact of the amendment on the Fiscal Year 2019/2020 Capital Budget is summarized below. IrLp NOKTH KICHLAN HILLS Summary of Project Expenditures 2019/2020 Amended Capital Improvement Program By Category Revised Amended Category 2019/2020 Amendment 2019/2020 Street & Sidewalk $2,413,375 $2,413,375 Drainage 575,000 575,000 Utility 4,205,000 4,205,000 Parks & Recreation 4,251,000 120,000 4,371,000 Aquatic Park 100,000 100,000 Facilities 416,500 416,500 Major Capital Equipment 2,150,859 501,921 2,652,780 Economic Development - 1,500,000 1,500,000 CIP Personnel 336,657 336,657 Other - - Total CIP Project Expenditures $14,448,391 $2,121,921 $16,570,312 In order to amend the budget, the city is required to conduct a public hearing to receive public comments. A notice of the public hearing was posted in the Star Telegram on Thursday, February 13, 2020. RECOMMENDATION: Approve Ordinance No. 3640. ORDINANCE NO. 3640 AN ORDINANCE AMENDING THE ADOPTED BUDGET FOR THE FISCAL YEAR OCTOBER 1, 2019 THROUGH SEPTEMBER 30, 2020, IN ACCORDANCE WITH THE CHARTER OF THE CITY OF NORTH RICHLAND HILLS, TEXAS; PROVIDING FOR THE FILING OF THE AMENDED BUDGET; PROVIDING A SEVERABILITY CLAUSE AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City of North Richland Hills is a home rule city acting under its charter adopted by the electorate pursuant to Article XI, Section 5 of the Texas Constitution and Chapter 9 of the Local Government Code; and WHEREAS, in accordance with Article XII of the City of North Richland Hills City Charter the City Manager shall authorize no expenditure over the total funds for expenditure in the overall budget unless the budget is amended by the same public notice procedure called for in adopting the budget; and WHEREAS, in accordance with Article XII of the City of North Richland Hills City Charter, a notice of public hearing was placed in the Star Telegram on February 13, 2020, at least ten (10) days prior to the public hearing; and WHEREAS, the City Manager of the City of North Richland Hills submitted an amended budget for the fiscal year beginning October 1, 2019, and ending September 30, 2020 to the City Council as required by the City Charter of the City of North Richland Hills; and WHEREAS, after full and final consideration, the City Council is of the opinion that the budget should be approved and amended. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL, CITY OF NORTH RICHLAND HILLS, TEXAS, THAT: SECTION 1. The amended budget for the City of North Richland Hills, Texas, for the Fiscal Year beginning October 1, 2019 and ending September 30, 20207 as set forth in Attachments A, B and C, is hereby amended and approved as filed herewith. A copy of the amended budget shall be filed with the City Secretary. SECTION 2. This ordinance shall be cumulative of all provisions of ordinances and of the Code of Ordinances, City of North Richland Hills, Texas, as amended, except where the provisions are in direct conflict with the provisions of other ordinances, in which event the conflicting provisions of the other ordinances are hereby repealed. Ordinance No. 3640 Page 1 of 2 SECTION 3. It is hereby declared to be the intention of the City Council that the phrases, clauses, sentences, paragraphs and sections of this ordinance are severable, and if any phrase, clause, sentence, paragraph or section of this ordinance shall be declared unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs and sections of this ordinance, since the same would have been enacted by the City Council without the incorporation in this ordinance of any such unconstitutional phrase, clause, sentence, paragraph or section. SECTION 4. This ordinance shall be in full force and effect from and after its passage as provided by law, and it is so ordained. PASSED AND APPROVED on this the 24th day of February, 2020. CITY OF NORTH RICHLAND HILLS By: Oscar Trevino, Mayor ATTEST: Alicia Richardson, City Secretary APPROVED AS TO FORM AND LEGALITY: Maleshia McGinnis, City Attorney APPROVED AS TO CONTENT: Robert Myers, Budget & Research Director Ordinance No. 3640 Page 2 of 2 FISCAL YEAR 2019-2020 SCHEDULE 8-SUMMARY OF REVENUES AND EXPENDITURES PARK AND RECREATION FACILITIES DEVELOPMENT FUND ADOPTED AMENDED BUDGET 2/24/20 BUDGET FY 2019/20 AMENDMENT FY 2019/20 REVENUES Sales Tax $5,199,346 $5,199,346 Interest Income 69,653 69,653 Youth Assn. Maintenance Fees 39,000 39,000 Tennis Center Revenue 420,600 420,600 Transfer in from Aquatic Park Fund 0 0 Park Impact Fees 95,000 95,000 Grants/Foundation 0 0 Other Income 1,500 1,500 SUB-TOTAL $5,825,099 $0 $5,825,099 NRH CENTRE Memberships/Drop-In Passes $1,420,000 $1,420,000 Fitness 453,000 453,000 Recreation/Sports 324,000 324,000 Grand Hall Rental 402,150 402,150 Catering&Event Fees 28,275 28,275 Aquatic Programs 255,000 255,000 Pool Rental 3,000 3,000 Gym Rental 12,000 12,000 Concessions/Merchandise 27,000 27,000 Special Events 9,000 9,000 Other 10,000 10,000 General Fund 487,102 487,102 SUB-TOTAL $3,430,527 $0 $3,430,527 APPROPRIATION OF FUND BALANCE Prior Year Encumbrances $0 $0 Appropriation of Park Impact Fee Reserves 0 120,000 120,000 Appropriation of Sales Tax Reserves 224,057 224,057 SUB-TOTAL $224,057 $120,000 $344,057 TOTAL REVENUES $9,479,683 $120,000 $9,599,683 FISCAL YEAR 2019-2020 SCHEDULE 8-SUMMARY OF REVENUES AND EXPENDITURES PARK AND RECREATION FACILITIES DEVELOPMENT FUND ADOPTED AMENDED BUDGET 2/24/20 BUDGET FY 2019/20 AMENDMENT FY 2019/20 EXPENDITURES OPERATING Park Facilities Development Admin. $956,834 $956,834 Parks&Public Grounds 2,129,790 2,129,790 Tennis Center Operations 627,934 627,934 SUB-TOTAL $3,714,558 $0 $3,714,558 NRH CENTRE Center Management $825,518 $825,518 Fitness 513,399 513,399 Building Operations 223,910 223,910 Aquatic 659,956 659,956 Recreation Sports 313,492 313,492 Event Center 377,310 377,310 Building Services 277,788 277,788 SUB-TOTAL $3,191,373 $0 $3,191,373 OTHER&RESERVES Debt Services-CO's $509,030 $509,030 Indirect Costs 497,541 497,541 Non-Departmental 57,043 57,043 Transfers to Capital Projects Capital Projects 1,046,000 1,046,000 Capital Projects-Grant/Donation/Foundation 0 0 Capital Projects-Impact Fees 0 120,000 120,000 Contributions to Reserves Operating Reserve 0 0 Impact Fee Reserve 95,000 95,000 Economic Development Reserve 129,984 129,984 NRH Centre Reserve 239,154 239,154 SUB-TOTAL $2,573,752 $120,000 $2,693,752 TOTAL EXPENDITURES $9,479,683 $120,000 $9,599,683 BALANCE $0 $0 $0 FISCAL YEAR 2019-2020 SCHEDULE 20-SUMMARY OF REVENUES AND EXPENDITURES FLEET SERVICES FUND ADOPTED AMENDED BUDGET 2/24/2020 BUDGET FY 2019/20 AMENDMENT FY 2019/20 REVENUES CHARGES FOR SERVICE Transfer From: General Fund $1,389,677 $1,389,677 Utility Fund 1,967,647 1,967,647 Utility CIP/Utility Construction 288,678 288,678 Crime Control District 170,426 170,426 Park&Recreation Dev. Fund 171,939 171,939 Other Funds 24,119 24,119 SUB-TOTAL $4,012,486 $0 $4,012,486 OTHER REVENUES Interst Income $42,000 $42,000 Sale of City Property 20,000 20,000 Other Income 0 0 Transfer from General Fund 0 0 Transfer from Utility Fund 0 0 SUB-TOTAL $62,000 $0 $62,000 SUB-TOTAL REVENUES $4,074,486 $0 $4,074,486 APPROPRIATION OF FUND BALANCE Equipment Services Fund Reserves $437,013 $364,411 $801,424 Appropriation-PY Encumbrances 0 0 SUB-TOTAL $437,013 $364,411 $801,424 TOAL REVENUES $4,511,499 $364,411 $4,875,910 EXPENDITURES General Services $292,713 $292,713 Equipment Services Operations 1,574,364 1,574,364 Fire Fleet Maintenance 323,461 323,461 Equipment Purchases 746,830 746,830 Fire Vehicles/Equipment 107,280 107,280 Police Vehicles/Equipment 553,000 553,000 SUB-TOTAL $3,597,648 $0 $3,597,648 OTHER&RESERVES Debt Service $629,884 $629,884 Transfer to Capital Projects 162,411 364,411 526,822 Other 21,556 21,556 Equipment Services Reserve 100,000 100,000 SUB-TOTAL $913,851 $364,411 $1,278,262 TOTAL EXPENDITURES $4,511,499 $364,411 $4,875,910 BALANCE $0 $0 $0 FISCAL YEAR 2019-2020 SCHEDULE 21 -SUMMARY OF REVENUES AND EXPENDITURES INFORMATION TECHNOLOGY FUND ADOPTED AMENDED BUDGET 2/24/20 BUDGET FY 2019/20 AMENDMENT FY 2019/20 REVENUES TELECOMMUNICATIONS Transfer From: General Fund $369,544 $369,544 Park Fund 37,493 37,493 Crime Control District 39,739 39,739 Utility Fund 93,965 93,965 Other Funds 67,487 67,487 SUB-TOTAL $608,228 $0 $608,228 COMPUTERS Transfer From: General Fund $1,093,677 $1,093,677 Park Fund 118,506 118,506 Crime Control District 210,252 210,252 Utility Fund 771,562 771,562 Other Funds 322,166 322,166 SUB-TOTAL $2,516,163 $0 $2,516,163 OTHER REVENUES Interest Income $29,167 $29,167 Transmitter Lease 152,958 152,958 Other Income 0 0 Transfer from General Fund 193,954 193,954 Transfer from Utility Fund 175,000 175,000 SUB-TOTAL $551,079 $0 $551,079 SUB-TOTAL REVENUES $3,675,470 $0 $3,675,470 APPROPRIATION OF FUND BALANCE Prior Year Encumbrances $0 $0 Appropriation of Information Systems Reserves 266,152 137,510 403,662 SUB-TOTAL $266,152 $137,510 $403,662 TOAL REVENUES $3,941,622 $137,510 $4,079,132 EXPENDITURES General Services $266,283 $266,283 Major Computer Systems 346,426 346,426 Microcomputer Systems 776,217 776,217 Telecommunications 500,599 500,599 Data Network 938,810 938,810 GIS System 183,145 183,145 Public Safety 642,645 642,645 SUB-TOTAL $3,654,125 $0 $3,654,125 OTHER&RESERVES Other $14,497 $14,497 Transfer to Capital Projects 273,000 137,510 410,510 Reserve for System Improvements 0 0 SUB-TOTAL $287,497 $137,510 $425,007 TOTAL EXPENDITURES $3,941,622 $137,510 $4,079,132 BALANCE $0 $0 $0 FISCAL YEAR 2019-2020 SCHEDULE 14-SUMMARY OF REVENUES AND EXPENDITURES GAS DEVELOPMENT FUND ADOPTED AMENDED BUDGET 2/24/20 BUDGET FY 2019/20 AMENDMENT FY 2019/20 REVENUES BONUSES General Fund Purposes $0 $0 SUB-TOTAL $0 $0 $0 ROYALITI ES/OVERRI DES General Fund Purposes $500,000 $500,000 SUB-TOTAL $500,000 $0 $500,000 OTHER Right of Way Usage Fees $0 $0 Sales of Property 0 0 Interest Income 16,800 16,800 Other Income 0 0 SUB-TOTAL $16,800 $0 $16,800 APPROPRIATION OF RESERVES General Fund Purposes $970,679 $1,500,000 $2,470,679 SUB-TOTAL $970,679 $1,500,000 $2,470,679 TOTAL REVENUES $1,487,479 $1,500,000 $2,987,479 EXPENDITURES OPERATING Transfer to Capital Projects $790,000 $1,500,000 $2,290,000 Interfund Loan 697,479 697,479 Contribution to Reserves 0 0 Other 0 0 TOTAL EXPENDITURES $1,487,479 $1,500,000 $2,987,479 BALANCE $0 $0 $0 Attachment B Summary of Project Expenditures 2019/2020 Amended Capital Improvement Program By Category Revised Amended Category 2019/2020 Amendment 2019/2020 Street & Sidewalk $2,413,375 $2,413,375 Drainage 575,000 575,000 Utility 4,205,000 4,205,000 Parks & Recreation 4,251,000 120,000 4,371,000 Aquatic Park 100,000 100,000 Facilities 416,500 416,500 Major Capital Equipment 2,150,859 501,921 2,652,780 Economic Development - 1,500,000 1,500,000 CIP Personnel 336,657 336,657 Other - - Total CIP Project Expenditures $14,448,391 $2,121,921 $16,570,312 Economic Development Capital Projects ED1602 Loop 820 Redevelopment 2016 PROJECT DESCRIPTION&JUSTIFICATION With the North Tarrant Express finalized, continued interest from potential businesses bring a need to facilitate high quality uses along the south side of the 820 corridor,just east of Rufe Snow. PROJECT STATUS ORIGINAL 2019/20 ORIGINAL 2019/20 START DATE REVISION END DATE I REVISION Professional Services Engineering Land/ROW Acquisition Construction Other 02/2020 09/2020 REVISION EXPLANATION Funding in the total amount of$1,500,000 is requested for this project for construction cost overruns The additional funding for this project will be provided as a loan and will be repaid back to the City through monthly lease payments over the life of the contract. FINANCIAL DATA ADOPTED REVISED TOTAL BUDGET THRU PROJECT BUDGET THRU REMAINING PROJECT 2019/20 REVISION 2019/20 BALANCE COST FUNDING SOURCES Reserves $5,935,000 $1,500,000 $7,435,000 $7,435,000 Other 1,315,000 1,315,000 $1,315,000 0 $0 0 $0 0 $0 Total $7 250 000 $1,500,000 1 $8,750,000 $0 $8,750,000 PROJECT EXPENDITURES Professional Services $0 $0 Engineering/Design 0 $0 Land/ROW Acquistion 0 $0 Construction 0 $0 Other 7,250,000 1,500,000' 8,750,000 $8,750,000 Total $7,250,000 1 $1,500,000 1 $8,750,000 1 $0 $8,750,000 IMPACT ON OPERATING BUDGET ANNUAL OPERATING IMPACT 1 2019/20 1 2020/21 2021/22 1 2022/23 1 2023/24 1 TOTAL Projected I I I 1 1 $0 Major Capital Equipment Capital Projects FS2009 Replacement Ambulance (Unit 984) PROJECT DESCRIPTION&JUSTIFICATION This project will replace ambulance unit 984. PROJECT STATUS ORIGINAL 2019/20 ORIGINAL 2019/20 START DATE REVISION END DATE REVISION Professional Services Engineering Land/ROW Acquisition Construction 02/2020 12/2020 Other REVISION EXPLANATION Funding in the total amount of$364,411 is requested for this project for the replacement of ambulance unit 984 The current ambulance was planned for replacement in FY 21-22 based on years in service, however due to significant issues in the steering and suspension and after multiple attempts to repair the issues, staff is recommending this vehicle be advanced in the schedule and be replaced during the current fiscal year. FINANCIAL DATA ADOPTED REVISED TOTAL BUDGET THRU PROJECT BUDGET THRU REMAINING PROJECT 2019/20 REVISION 2019/20 BALANCE COST FUNDING SOURCES Fleet Fund Reserves $0 $364,411 $364,411 $364,411 0 $0 0 $0 0 $0 0 $0 Total $0 $364,4111 $364,411 $0 $364,411 PROJECT EXPENDITURES Professional Services $0 $0 Engineering/Design 0 $0 Land/ROW Acquistion 0 $0 Construction 0 364,411 364,411 $364,411 Other 0 $0 Total $0 $364,4111 $364,411 1 $0 1 $364,411 IMPACT ON OPERATING BUDGET ANNUAL OPERATING IMPACT 1 2019/20 1 2020/21 2021/22 1 2022/23 1 2023/24 1 TOTAL Projected I I I 1 1 $0 Major Capital Equipment Capital Projects IT2002 IT Security Project PROJECT DESCRIPTION&JUSTIFICATION This project is for the purchase of various IT hardware, software, and consultant services to further secure City networks. PROJECT STATUS ORIGINAL 2019120 ORIGINAL 2019120 START DATE REVISION END DATE REVISION Professional Services Engineering Land/ROW Acquisition Construction Other 02/2020 09/2020 REVISION EXPLANATION Funding in the total amount of$137,510 is requested for this project for the IT Security purchases. Based on the growing threat seen in the region staff is requesting additional funding for purchases related to further securing the cities information technology hardware and software. FINANCIAL DATA ADOPTED REVISED TOTAL BUDGET THRU PROJECT BUDGET THRU REMAINING PROJECT 2019/20 REVISION 2019/20 BALANCE COST FUNDING SOURCES IT Fund Reserves $0 $137,510 $137,510 $137,510 0 $0 0 $0 0 $0 0 $0 Total $0 $137,5101 $137 510 $0 1 $137,510 PROJECT EXPENDITURES Professional Services $0 $0 Engineering/Design 0 $0 Land/ROW Acquistion 0 $0 Construction 0 137,510 137,510 $137,510 Other 0 $0 Total $0 $137,5101 $137,510 $0 1 $137,510 IMPACT ON OPERATING BUDGET ANNUAL OPERATING IMPACT 1 2019/20 1 2020/21 2021/22 1 2022/23 1 2023/24 1 TOTAL Projected I I I 1 1 $0 Parks & Recreation Capital Projects PK2007 Fossil Creek Park Mountain Bike Trails PROJECT DESCRIPTION&JUSTIFICATION This project will provide for the development of mountain biking/hiking trails within Fossil Creek Park. The 58.5 acre park contains beautiful natural areas comprised of mature hardwood trees, a mixture of grasslands and riparian habitats, all of which are ideally suited to hiking and mountain biking. Project improvements include approximately 5 miles of trails serviced by a small parking lot and associated park use signage. Improvements to Fossil Creek Park were identified as a priority in the update to the Park System Master Plan. Because a majority of the park lies within the Fossil Creek floodway and options for significant development are very limited, hiking and mountain biking trails present an ideal opportunity for a popular recreational use with very little development impact. Mountain biking has grown in popularity over the past decade as an estimated 50 million Americans mountain bike. The project will be implemented through a partnership with the Fort Worth Mountain Bike Association (FWMBA)to develop an$ PROJECT STATUS ORIGINAL 2019/20 ORIGINAL 2019/20 START DATE REVISION END DATE REVISION Professional Services 01/2020 05/2020 Engineering Land/ROW Acquisition Construction 06/2020 12/2020 Other REVISION EXPLANATION Funding in the total amount of$120,000 is requested for this project improvements included establishing approximately 5 miles of hike and bike trails, a parking lot, information kiosk, and park sign and route signage. FINANCIAL DATA ADOPTED REVISED TOTAL BUDGET THRU PROJECT BUDGET THRIJ REMAINING PROJECT 2019/20 REVISION 2019/20 BALANCE COST FUNDING SOURCES Park Impact Fee Reserves $0 $120,000 $120,000 $120,000 0 $0 0 $0 0 $0 0 $0 Total $0 $120,0001 $120 000 $0 1 $120,000 PROJECT EXPENDITURES Professional Services $0 $20,000 $20,000 $20,000 Engineering/Design 0 $0 Land/ROW Acquistion 0 $0 Construction 0 100,000 100,000 $100,000 Other 0 $0 Total $0 $120,0001 $120,000 $0 1 $120,000 IMPACT ON OPERATING BUDGET None identified. ANNUAL OPERATING IMPACT 1 2019/20 2020/21 2021/22 1 2022/23 1 2023/24 1 TOTAL Projected I I I I $0 IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Public hearing and consideration of Resolution No. 2020-007, adopting the 46th Year Community Development Block Grant Program. PRESENTER: Kristin James, Assistant Director of Neighborhood Services SUMMARY: The United States Department of Housing and Urban Development (HUD) requires that a public hearing be held so that the city can receive comments and input from citizens regarding the 46t" Year Community Development Block Grant program project. Following the public hearing it is necessary for City Council to take action regarding the project to include in the 46t"Year Community Development Block Grant (CDBG) program. Tarrant County and the City of North Richland Hills have entered into a joint agreement whereby Tarrant County is given the authority to administer the program. GENERAL DESCRIPTION: In 1996, HUD designated the City of North Richland Hills as a metropolitan city to receive direct entitlement of Community Development Block Grant (CDBG) funds. On June 24, 1996 the City Council accepted the direct entitlement designation and entered into an agreement with Tarrant County for the administration of the City's CDBG program. As a result of the direct entitlement designation, the city is awarded an annual grant on a formula basis to help provide a wide range of community development activities. CDBG funds are used in the revitalization of neighborhoods, economic development, and to provide public facilities and services for low to moderate income persons. Eligible CDBG projects include construction or rehabilitation of homes, basic infrastructure development such as water/sewer facilities, streets and other programs that target designated areas or persons. The programs/projects selected by the city must fall in the geographic target area identified by the most recent census (2010 Census) as being in an area with low to moderate income persons. Each program year, the city must prepare and submit a CDBG program outlining the use of these funds in accordance with HUD guidelines. Staff was informed that the City of North Richland Hills will be awarded approximately $299,000 for the 46t" Year CDBG program. The proposed use for this funding is to reconstruct approximately 1,300 linear feet of sanitary sewer line along Matson Drive (see attached map). The existing sewer lines are experiencing ongoing issues due to pipe settlement in some areas. Currently there are 6" clay tile sewer lines, and the proposed lines will be a 6" pvc line. IrLp NOKTH KICHLAN HILLS The current estimate for the reconstruction is approximately $299,000, in line with what the projected amount of grant funding. The project will be managed and paid for directly by Tarrant County. HUD requires that a public hearing be held so that the city can receive comments and input from citizens regarding the 46t" Year CDBG program project. RECOMMENDATION: Approve Resolution No. 2020-007, adopting the 46t"Year Community Development Block Grant Program. RESOLUTION NO. 2020-007 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS APPROVING THE PROJECT FOR THE 46T" ANNUAL COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of North Richland Hills will receive Community Development Block Grant (CDBG) funds for the 46t" CDBG program year; and WHEREAS, CDBG funds are used to assist with revitalization of neighborhoods, economic development, and to provide public facilities and services for low to moderate income areas; and WHEREAS, the City of North Richland Hills is desirous to receive CDBG funds to improve the quality of life in the identified target area of the City. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS: SECTION 1. The City Council hereby finds that the recitals set forth above are true and correct and are incorporated into this Resolution as if written herein. SECTION 2. That the City requests approximately$299,000 in CDBG funding for the 46tn Year CDBG program. SECTION 3. That the North Richland Hills City Council hereby designates the 46t" Year CDBG Project as the reconstruction of approximately 1,300 linear feet of sanitary sewer line along Matson Drive (the "Project"). SECTION 4. That the entire amount received in CDBG funds for the 46t" Year be used for the Project. SECTION 5. That this Resolution shall take effect and be in full force and effect from and after the date of its adoption, and it is so resolved; and all resolutions of the City Council of the City in conflict herewith are hereby amended or repealed to the extent of such conflict. PASSED AND APPROVED this the 24t" day of February, 2020. CITY OF NORTH RICHLAND HILLS By: Oscar Trevino, Mayor ATTEST: Alicia Richardson, City Secretary APPROVED AS TO FORM AND LEGALITY: Maleshia Farmer, City Attorney APPROVED AS TO CONTENT: Mike Curtis, Managing Director IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM From: The Office of the City Manager Date: February 24, 2020 Subject: Approve purchase of a Frazer ambulance from Mac Haik Dodge Chrysler Jeep in the amount of$338,937.00 through a BuyBoard contract. Presenter: Mike Curtis, Managing Director Summary: This equipment purchase is for the replacement of a 2011 year-model frontline ambulance, unit 984. It is being recommended to purchase a new Frazer ambulance through BuyBoard Contract No. 570-18. General Description: This equipment purchase is for the replacement of a 2011 year-model ambulance, unit 984. The planned replacement of this vehicle was FY 21-22. Unfortunately, a problem has developed where the vehicle pulls to one side enough to create an unsafe situation, especially at higher speeds. Staff is recommending that the ambulance be replaced this year. Due to the importance of standardization for emergency vehicles, Frazer ambulances, built in Houston, TX, have been utilized for almost 19 years. Frazer builds a quality product and provides excellent service and support. This is the first time the city has had any issues with a Frazer ambulance. The City of North Richland Hills is a member of several inter-local groups and utilizes existing contracts with vendors through the Local Government Purchasing Cooperatives. The Local Government Code states that purchases made through a cooperative purchasing agreement satisfy any state law that would require the city to solicit competitive bids. Frazer Ltd. has submitted the BuyBoard quote contract #570-18 in the amount of $338,937.00 for a new 14' modular ambulance built on a 2019-20 Dodge chassis. The purchase will be made through Mac Haik Dodge Chrysler Jeep, their licensed franchise dealer. The estimated delivery date is July 2020. The graphics, equipment and miscellaneous items will be purchased and installed once the ambulance is delivered. Funding for this item will be available after approval of the proposed budget amendment in the Ambulance Replacement (Unit 984) project (FS2009). IrLp NOKTH KICHLAN HILLS Recommendation: Approve purchase of a Frazer ambulance from Mac Haik Dodge Chrysler Jeep in the amount of $338,937.00 through a BuyBoard contract. C::�j F I'll ,a or Customer Quote k t.;ffim'q�he/Warty ofMrrbde Hvallhvare)" Order No.: Q1808-0001 Quote Date: 2/13/2020 Expiration Date: 5/13/2020 Invoice To: Attention: Salesperson: Kasey Gillum Bobby Sudderth Division Chief-EMS kgillum@frazerbilt.com North Richland Hills Fire-Rescue Coordinator City of North Richland Hills Chris Jungst 6110 Dick Fisher Dr.West cjungst@nrhfd.com North Richland Hills TX 76180 No. Item Quantity U/M Unit Price Net Amount I MODULE 1.000 EA $ 247,750.00 $ 247,750.00 Type I 14'Module 2 CHASSIS 1.000 EA $ 58,000.00 $ 58,000.00 2020 Ram 4500 Diesel 3 DELIVERY 1.000 M $ 0.00 $ 0.00 CUSTOMER PICK UP-FOB FRAZER 4 CUSTOMER 1.000 EA $ 800.00 $ 800.00 TRAVEL Pre-construction conference for 3 people 5 CUSTOMER 1.000 EA $ 800.00 $ 800.00 TRAVEL Final Inspection conference for 3 people 6 BUY-BOARD 1.000 EA $ 800.00 $ 800.00 Buy Board Contract 570-18 7 STRYKER POWER- 1.000 EA $ 19,750.00 $ 19,750.00 PRO XT Cot-Stryker Power-PRO XT 6506 8 30516 1.000 EA $ 1,037.00 $ 1,037.00 Cot Fastener-Floor Mount Mass Casualty Frazer,Ltd.,7219 Rampart Street,Houston,TX, 77081, P: 713-772-5511 www.frazerbilt.com Frazer Proprietary and Confidential Page 1 of 2 C::�j F I'll ,a or Customer Quote k t.;ffim'q�he/Warty ofMrrbde Heallh(;are)" Order No.: Q1808-0001 Quote Date: 2/13/2020 Expiration Date: 5/13/2020 No. Item Quantity U/M Unit Price Net Amount 9 MISC-LABOR 1.000 EA $ 10,000.00 $ 10,000.00 Priority Scheduling Remit To: Per TMVCC,we are quoting this through our licensed franchise dealer,Mac Haik Dodge Chrysler Sale Amount: 338,937.00 Jeep Sales Tax: 0.00 Mac Haik Dodge Chrysler Jeep Total Amount: 338,937.00 11000 1-45 North Freeway Houston TX 77037 Payment Terms: Net 30 Special Instructions: Email this quote along with your PO to sales@frazerbilt.com. Graphics pricing includes two hours'design time in the base price. More extensive graphics or multiple changes will be billed at$100/hr. Frazer,Ltd.,7219 Rampart Street,Houston,TX, 77081, P: 713-772-5511 www.frazerbilt.com Frazer Proprietary and Confidential Page 2 of 2 iV Frazer I r wwwwwwwwwwwwwlwwwl Defining the, ftiture of Mobile I°fealthcare"' For your convenience, all pricing has been itemized below per quote Q1808-0001 for North Richland Hills Fire- Rescue Base Module $ 114,750.00 Chassis Exterior $ 35,150.00 Module Exterior $ 46,000.00 Chassis Interior $ 9,075.00 Module Interior $ 42,775.00 Total $ 247,750.00 Items included in above totals: 1. Type I 14' Module - Side Entry Door Forward of Front I/O Configuration $ 4,850.00 2. This is a CAAS Unit $ incl Chassis Exterior: 3. Heat Shielding for Diesel Chassis $ 1,575.00 4. Chassis Options: Aluminum Wheels $ incl 5. Chassis Paint Layout: Paint All One Color- Red (CM405175) $ 5,250.00 6. Chassis : 2020 Ram 4500 , Diesel , 4x2 , Regular Cab , 108" Cab to Axle , Dodge $ incl White (PW7) 7. Suspension: LiquidSpring $ 11,550.00 8. Liquid Springs Front Axle Suspension $ 7,350.00 9. Wheel type: Factory Wheels $ incl 10. Dual Dynamics Valve Stem Extender with Equalization and Pressure Indicator $ 275.00 11. Chassis Steps: ArcRite with Sure Grip $ 1,050.00 12. Grille Guard: Ranch Hand Grille Guard with Wraparounds $ incl 13. Chassis Mud Flaps $ 325.00 14. Led Go-Light with Black Housing with Control Pad at Chassis Headliner $ 1,325.00 15. 10" and 12" Air Horns $ 1,125.00 16. Compressor Type: Fast Recovery $ 1,475.00 17. Switching Options: Truck Horn/Air Horn $ 125.00 18. Window Tint on Chassis Doors $ 275.00 19. Plymovent Exhaust $ 600.00 20. Passenger's side Grille Light: Whelen 600 Rota-Beam Red Light $ 325.00 21. Driver's side Grille Light: Whelen 600 Rota-Beam Red Light $ 325.00 22. Passenger's side Intersect Light: Whelen M4 Red/Clear Light $ 75.00 23. Driver's side Intersect Light: Whelen M4 Red/Clear Light $ 75.00 Pagel of 8 iV Frazer I r wwwwwwwwwwwwwlwwwl Defining the, fi,thire of Mobile I°fealthcare"' 24. Driver Fender Light: Whelen M4 Red/Clear Light $ 325.00 25. Passenger Fender Light: Whelen M4 Red/Clear Light $ 325.00 26. UNOC 4522 -Paint factory chrome bumper red to match chassis (CM405175)with $ 1,050.00 black reflective striping 27. UNOC 4214 - Jump start plug mounted on front grill guard wired to battery $ 350.00 28. UNOC 41351 - Furnish and install magnetic plymovent exhaust tip $ incl Chassis Exterior Subtotal $ 35,150.00 Module Exterior: 29. Power Source: MEPS $ 15,000.00 30. Module Paint Layout: Non-White One Tone - Red (CM405175) $ 2,625.00 31. SuperTherm Coating on Module Roof $ 1,325.00 32. Rear Wall 3M Conspicuity Layout - Chevron : Red Base Color and Black - $ 1,575.00 Reflective Overlay 33. Entry Door Conspicuity Layout- Squares : White Base Color $ 325.00 34. Compartment Conspicuity Layout- Strips : White Base Color $ 175.00 35. Placards x4: $ 700.00 36. Frazer Provided Graphics $ 2,750.00 37. Body Drop on the Passenger's Side Forward of Rear Wheels $ incl 38. Hidden Switch Behind the Passenger's Side of the Wrap Around $ 225.00 39. Dri-Deck in Applicable Exterior Compartments $ 275.00 40. GTT Opticom (Infrared) $ 1,950.00 41. Opticom Switching: On with Primary and Cut-off with park $ incl 42. Shore Power: Single 30 Amp auto ejectw/Red cover on Rear Wall $ 475.00 43. Coax 1 : Run coax from location 1 to Chassis $ incl 44. Coax 2 : Run coax from location 2 to Chassis $ incl 45. Coax 3 : Run coax from location 3 to Electrical Compartment $ incl 46. Coax 4 : Run coax from location 4 to Electrical Compartment $ incl 47. UNOC 41468 - All Clear and Red/Clear split LEDs turn OFF in PARK $ 300.00 48. UNOC 4413 - (4) extra Whelen M6 series LEDS - (2) on each side of the module (1 $ 1,100.00 fore and 1 aft of the scene light) in line with corner box lights - RED 49. UNOC 4297 - Install customer provided radio equipment: $ 500.00 - APX 6500 radio base in the electrical compartment; battery hot - (1) antenna for radio and Cradlepoint on module roof - Radio head in console slot 3 - Mic on D/S of console slot 1 Page 2 of 8 iV Frazer I r wwwwwwwwwwwwwlwwwl Defining the, hittire of Mobile I°fealthcare"' - Speaker on the front of the console 50. UNOC 4195 - Install customer provided Cradlepoint in the electrical compartment $ 400.00 with antenna on the module roof joined with radio antenna and CAT 6 run to Keysecure in console; battery hot 51. UNOC 41459 - Furnish and install Black diamond plate at all locations, and provide $ 1,500.00 Black powder coating on entire rear bumper, including step 52. Front Wall Light Layout: Lower 5 Lights $ incl 53. Front Wall Light 41: Whelen M6 Clear Light $ incl 54. Front Wall Light 42: Whelen M6 Red Light $ incl 55. Front Wall Light 43: Whelen M6 Clear Light $ incl 56. Front Wall Light 44: Whelen M6 Red Light $ incl 57. Front Wall Light 45: Whelen M6 Clear Light $ incl 58. Front Wall Driver Side Box Light: Whelen M6 Red Light $ incl 59. Front Wall Passenger Box Light: Whelen M6 Red Light $ incl 60. UNOC 4381 - Inverted V front wall light layout $ incl 61. Driver Wall Front Box Light: Whelen M6 Red Light $ incl 62. Driver Wall Rear Box Light: Whelen M6 Red Light $ incl 63. Driver Wheel Well Light: Whelen M6 Red/Clear Light $ 75.00 64. Scene Light Option: Spectra SPA900 $ incl 65. 02 Compartment Layout: 76" 02 Standup with Divider $ incl 66. 02 Cylinder Bracket Type: Ratchet Straps for H Cylinder $ incl 67. 02 Cylinder Changing Wrench $ 75.00 68. Intermediate Compartment Style: Left T-Split $ 225.00 69. Electrical Compartment Style: Taller Electrical Compartment $ incl 70. Dometic Self-Contained A/C with Exhaust Fan $ incl 71. Rear Storage Compartment Style: Rear Storage with Flatbars for SCBA Brackets $ 225.00 72. Coat Hooks: Four Hooks - 1 on Front Wall, 1 on Rear Wall, and 2 on an angle on the $ 225.00 Ceiling 73. UNOC 4512 - Stand-up 02 compartment w/ZICO quick-release with motor and $ 3,550.00 universal bracket for H cylinder on the back(false)wall of the stand up electric 02 compartment; install switch on door panel for quick-release bracket 74. UNOC 4513 - Furnish and install (2)ZICO Walkway Spring Clip SCBA Brackets $ 1,000.00 (KD-UH-6-SF) in the back corners of the rear storage compartment 75. UNOC 4514 - Furnish and install (2) orange Survivor flashlights in the rear storage $ 650.00 compartment on the floor below each SCBA bracket; wired battery hot Page 3 of 8 iV Frazer I r wwwwwwwwwwwwwlwwwl Defining the, hiftire of Mobile I°fealthcare"' 76. UNOC 4446 - Install customer provided Knox KeySecure on floor in front of the $ 300.00 console towards the D/S facing up; connected to external antenna; battery hot 77. UNOC 41460 - Install customer provided thermal imager in D/S rear storage $ 200.00 compartment on the front wall towards the opening; wired failsafe 78. UNOC 4540 - Furnish and install Irons Lok K5003 bracket mounted vertically in D/S $ 500.00 rear storage compartment, and centered on back wall 79. UNOC 41461 - Furnish and install bolt cutter bracket in D/S rear storage $ 500.00 compartment on rear wall towards opening (same as previous unit E-3356) 80. UNOC 41462 - Furnish and install threshold for intermediate storage compartment to $ 100.00 protect door rubber from stair chair (angle) 81. Module Window Option: Sliding Window $ incl 82. Limo Tint on Entry Doors $ 275.00 83. Upper Rear Wall Light Layout: 5 Across $ incl 84. Upper Light 41: Whelen M6 Red Light $ 300.00 85. Upper Light 42: Whelen M6 Load Light $ incl 86. Upper Light 43: Whelen M6 Amber Light $ incl 87. Upper Light 44: Whelen M6 Load Light $ incl 88. Upper Light 45: Whelen M6 Red Light $ 300.00 89. Lower Light 41 Whelen M6 Brake/Tail/Turn Red Light $ incl 90. Lower Light 42 Whelen M6 Brake/Tail/Turn Red Light $ incl 91. Lower Light 43 Whelen M6 Red Light $ incl 92. Lower Light 44 Whelen M6 Red Light $ incl 93. Rear Wall Driver Box Light: Whelen M6 Red Light $ incl 94. Rear Wall Passenger Box Light: Whelen M6 Red Light $ incl 95. Lower BTTs: 2 M6 Lights on each side $ 750.00 96. Rear Bumper $ incl 97. Door Grabbers $ incl 98. License Plate Light $ incl 99. UNOC 4220 - (2) Whelen M9 series Super LED "V" light head w/Red lenses and $ 600.00 integrated load lights with flanges on rear of module in lieu of standard load lights *Note: Load light portion will come ON w/reverse, w/three way switching at the rear doors and console, and when the rear doors are opened 100. UNOC 41196 - Custom I/O cabinet and squad bench on 14' door forward design: $ 525.00 - Door forward remains as-is - I/O cabinet to be wider to fill void floor space between squad bench riser and current I/O cabinet Page 4 of 8 iV Frazer I r wwwwwwwwwwwwwlwwwl Defining the, ftiftire of Mobile I°fealthcare"' - Exterior door opening will remain the same, creating some inside only space - Life Defender sliding doors on I/O in lieu of standard Lexan - There will be no swiveling seat - There will be backboard storage under squad bench with shelf - There will be (2) 6-pt harnesses at squad bench seating positions 42 and 43 101. Passenger Wall Front Box Light: Whelen M6 Red Light $ incl 102. Passenger Wall Rear Box Light: Whelen M6 Red Light $ incl 103. Passenger Wheel Well Light: Whelen M6 Clear/Red Light $ 75.00 104. Passenger Scene Light Activated with Side Entry Door $ 300.00 105. Interior Step Option: Double Step Well $ incl 106. Passenger Rear Compartment Style: Passenger Side Storage Compartment $ incl 107. Door Locks on Entry Doors and Compartments $ 2,700.00 108. Gas Hold Open on All Compartments $ 1,050.00 109. UNOC 41463 - Furnish and install adjustable shelf in P/S rear storage compartment $ 300.00 Module Exterior Subtotal $ 46,000.00 Chassis Interior: 110. Siren Speakers: Whelen SA 315 Speakers $ incl 111. Tap-2 on Primary Siren $ incl 112. Siren Option: Whelen Al Siren in Console $ incl 113. Mic 1 on on passenger's side slot 1 $ incl 114. Slot 1: Extended MDT plate - swivel, no fuel gauge (swivel on passenger side) $ 475.00 115. Slot 2: Single Slot Switch Panel $ incl 116. Slot 3: Radio Plate: 7.06 L X 2 W opening dims $ incl 117. Slot 4: Siren 1 $ incl 118. Console Switch Layout : Primary - Secondary - Air Horn - Blank - Side Scene $ incl (Driver's Side) - Side Scene (Passenger's Side) - Rear Load - Interior Lights - Blank 119. New Armrest $ 225.00 120. Floor in Front of Console: Gamber Johnson Heavy Dual Cup Holder $ 175.00 121. Rear of Console: Single Mapholder $ 225.00 122. Console Layout: 4-Slot Console $ incl 123. Chassis Rear Wall: 3 High Glove Box Holder $ 225.00 124. Camera System: Voyager 7" Monitor with Back-Up Camera $ 1,700.00 125. Black Back-up Camera $ incl 126. Aftermarket Vinyl Seats $ 850.00 Page 5 of 8 iV Frazer I r wwwwwwwwwwwwwlwwwl Defining the, ftiftire of Mobile I°fealthcare"' 127. UNOC 4796 - Install customer provided docking station on the MDT swivel with $ 500.00 customer provided Lind power supply inside the console; wired battery hot 128. UNOC 4429 - Whelen TIR3 "COMP OPEN" and "DOOR OPEN" warning LED on $ 150.00 the front of the console 129. UNOC 4517 - Furnish and install Whelen Cencom controller CCSRNT36 at console $ 2,000.00 slot 2 - Slide 1 - Corner box lights - Slide 2 - Corner Box lights plus all red LED's - Slide 3 - All lights plus Opticom - TRUCK HORN/AIR HORN switch - Install switches for Interior Lights and Rear Load Lights on the MDT plate (no Frazer switch panel) 130. UNOC 4518 - Furnish and install Federal Signal EQ213 with control head in console $ 2,550.00 slot 4 - No additional switches - Wired to (2) additional Whelen 315P speakers Chassis Interior Subtotal $ 9,075.00 Module Interior: 131. Protek Cushions $ incl 132. Blue Interior $ incl 133. Powdercoated Aluminum Countertops $ incl 134. Safety Yellow Powdercoated Grab Rails $ 175.00 135. Stacked Cabinet with Refrigerator $ 2,325.00 136. (2) Glove Box Holders on the Front Wall $ 325.00 137. Door Forward Front I/O with Hospital Grade Power Strip with Lexan Doors $ incl 138. Duplex Outlet Above the Front I/O $ incl 139. UNOC 41464 - Furnish and install 2-high D cylinder holder inside the CPR seat $ 175.00 storage, laying down and facing the rear 140. UNOC 41465 - Furnish and install Cat-6 cable from Medvault to Cradlepoint $ 200.00 141. UNOC 41466 - Furnish and install (1) large aluminum map holder on the 02 stainless $ 200.00 above the action wall countertop 142. UNOC 4640 - Furnish and install locking mechanism on Norcold fridge $ 150.00 143. UNOC 4457 - (3) stacked front wall cabinets on the driver's side of pass through $ incl window, facing passenger's side: - Upper cabinet: Medvault - Middle cabinet: Norcold refrigerator - Bottom cabinet: Lexan door, SouthCo latch, three shelves (Same as Celina E-2996) Page 6 of 8 iV Frazer I r wwwwwwwwwwwwwlwwwl Defining the, hittire of Mobile I°fealthcare"' 144. UNOC 41469 - Install customer provided Medvault in top cabinet of custom front $ incl wall stacked cabinets 145. Location 1: 8 Switch panel $ incl 146. Location 2: Double 02 Outlet $ incl 147. Location 3: Electric 02 panel with monitor $ 1,800.00 148. Location 4: Volume Control Knob $ incl 149. Location 6: Thermostat $ incl 150. Location 7: Blank $ incl 151. Location 8: Quad 120 VAC $ incl 152. Location 9: Suction $ incl 153. Kussmaul USB at Action Wall $ 225.00 154. Door Lock Switch at Action Wall $ 125.00 155. Action Wall Switch Layout : Interior Lights ; Dimmer ; Ventilation Fan ; Electric 02 $ incl ; Kussmaul USB ; Unlock/Lock; Blank ; Blank ; 156. Technimount LP-15 Monitor Mount(Heavy Duty) on the Action Wall Countertop $ 1,525.00 157. Sharps Container at Action Wall $ incl 158. Acrylic Holder at the Action Wall Cabinet $ incl 159. New 6pt Harness at the CPR Seat $ 525.00 160. Acrylic Holder Aft CPR Seat $ incl 161. Rear Door Switch Layout : Blank ; Blank; Dump/Bypass (Suspension) ; Rear Load; $ incl 162. UNOC 4520 - Furnish and install Perko clip on bottom right corner of AC vent plate $ 50.00 163. Shorter Squad Bench with 4pt. Captain's Chair Forward of Squad Bench $ incl 164. Harness Type for Seat Position 3: New 6pt Harness $ 525.00 165. Triple Squad Bench Cabinet $ 950.00 166. Trashcan With Lid at the Rear of the Squad Bench $ incl 167. 02 Outlet Above the Front I/O $ incl 168. UNOC 41467 -Furnish and install 22-pocket acrylic organizer on squad bench wall at $ 975.00 position 1, with sharps container below the organizer 169. 3 High Glove Box Centered on Rear Wall $ 225.00 170. Head knocker options: With Speakers only $ 700.00 171. 02 Outlet in Ceiling Raceway $ 325.00 172. IV Hanger on Ceiling Raceway $ incl 173. Overhead Grabrails on Both Sides $ 225.00 174. IV Hanger on Squad Bench Ceiling $ incl Page 7 of 8 iV Frazer I r wwwwwwwwwwwwwlwwwl Defining the, ftiture of Mobile I°fealthcare"' 175. In-Module Camera at the Rear Position $ 600.00 176. Floor Options: Stryker Power-LOAD System $ 28,000.00 177. Stryker cot tower only (no antler and bar) $ incl 178. Loncoin II Onyx Floor $ incl 179. Captain's Chair Type: Valor's Captain's Chair with Child Safety Seat and 4pt. Harness $ 1,850.00 180. Customer Provided Items Processing Fee $ 600.00 Module Interior Subtotal $ 42,775.00 All new Frazer EMS Vehicles come standard with the following features: 120V generator-powered electrical system independent of the chassis electrical 120V self-contained module heater&proprietary best-in-class air conditioner Easily accessible electrical compartment located on exterior of vehicle All aluminum module construction -No wood products! Shear-plate method of attachment securing the module to the chassis All aluminum powder-coated 12" deep interior cabinetry Seamless cushions All LED emergency warning and scene lighting All LED interior ceiling lights 120VAC outlets conveniently located throughout unit Three oxygen outlets Action area with hinged service access panel to back of oxygen outlets and switches Page 8 of 8 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1of1 Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2020-588713 MAC HAIK DODGE CHRYSLER JEEP LTD Houston,TX United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 02/17/2020 being filed. CITY OF NORTH RICHLAND HILLS Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods,or other property to be provided under the contract. Q1808-0001 MAC HAIK TO PROVIDE FRAZER LTD WITH AGREED UPON 2020 4500 RAM CHASSIS CAB FOR FRAZER TO UPFIT INTO AN AMBULANCE. 4 Nature of interest Name of Interested Party City,State,Country(place of business (check applicable) Controlling I Intermediary 5 Check only if there is NO Interested Party. X 6 UNSWORN DECLARATION eehy My name is �and my date of birth is My address is ru (street) (city) (state) (zip code (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in VOW County, State of fof on the ay of 2odi (month) (year) R,441 Signature of authorize gent of co tracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.1.3a6aaf7d ard PFCooperative Purchasing P.O.Box 400 Austin, TX 7 767-040'0 800,695,2919 / 512.467,0222 j Fax:800.21 t.5454 tiuyboard.cores July 19, 2018 Welcome to BuyBoard! Re: Notice of The Local Government Purchasing Cooperative Award Proposal Name and Number: Ambulances, Proposal Number 570-18 Congratulations,The Local Government Purchasing Cooperative (Cooperative) has awarded your company a BuyBoard® contract based on the above-referenced Proposal. The contract is effective 10/1/2018 through 9/30/2019, with two possible one-year renewals. The contract documents are those identified in Section 3 of the General Terms and Conditions of the specifications. To view the items your company has been awarded, please review the proposal tabulation No. 570-18 on the following web-site: www.buyboard.com/vendor. Only items marked as awarded to your company can be sold through the BuyBoard contract. In addition, on this website you will find the membership list which will provide you with the names of all entities with membership in our purchasing cooperative. Enclosed with this letter you will find the following documents: 1. Vendor Quick Reference Sheet 2. Vendor Billing Procedures You are advised that receipt of a purchase order directly from a Cooperative member is not within the guidelines of the Cooperative. Accepting purchase orders directly from Cooperative members may result in a violation of the State of Texas competitive bid statute and termination of this Cooperative BuyBoard contract. Therefore, all purchase orders must be processed through the BuyBoard in order to comply. Please forward by fax (1-800-211-5454) any order received directly from a Cooperative member. If you inadvertently process a purchase order sent directly to you by a Cooperative member, please fax the order to the above number and note it as RECORD ONLY to prevent duplication. On behalf of the Texas Association of School Boards, we appreciate your interest in the Cooperative and we are looking forward to your participation in the program. If you have any questions, please contact Cooperative Procurement Staff at 800-695-2919. Sincerely, Arturo Salinas Department Director, Cooperative Procurement v.6.5 � ��r�!rrs�(Cavurr�urr�irC PAr�ciieasrrr �uuu��rslr�✓�;��enetlnr,,�^u Pay tPae MNY}�Assraa;a�±Prrarb oaf Saatlrr�aaP F�'rrarrds, ,? TEEMd�,x.>11Taa rr,aiaud C.r u� Teas ksucia iou�a(fuuaPes rarar"i ttau alwr . 'yi wn d ti lhool �����mm����������� ��mm�uumuuu�iuuiioouuuuuuuu�i���mm�imi�mi��� u����TmmL �����l��l�l�l� �l���������lllllll� lll��ll�������������1������lllllllllllllllllllllllll�l�� �llllllllllll�l�lllll��������������� �����l�l�l��l�l�l�l�lllllllllllllllllllll�lll�lllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllll�lll�lllllllllllllllllllll�l�l�l���l�������������l�llllllllllllllllllll�ll�l�lllllllllllllllllll�llll�llll������ll��lllllll�llll July 19, 2018 Welcome to BuyBoard! Re:Notice ofNationa/Purchasing Cooperative Piggy-Back Award Proposal Name and Number:Ambulances, Proposal Number 570-18 Congratulations, The National Purchasing Cooperative (National Cooperative) has awarded your company a BuyBoard® contract based on the above-referenced Proposal. As provided for in the Proposal and your National Purchasing Cooperative Vendor Award Agreement, you are authorized to sell the goods and services awarded under the Proposal to National Cooperative members in states other than Texas through the BuyBoard. The contract is effective 10/1/2018 through 9/30/2019, with two possible one-year renewals. The National Cooperative membership list is available at our website www.buyboarq.com/vendor. The list identifies the current members that may purchase awarded goods and services under your National Cooperative BuyBoard contract. You are advised that receipt of a purchase order directly from a National Cooperative member is not within BuyBoard guidelines. Accepting purchase orders directly from Cooperative members may result in a violation of applicable competitive procurement law and termination of this National Cooperative BuyBoard contract. Therefore, all purchase orders from National Cooperative members must be processed through the BuyBoard. Please forward by fax (1-800-211-5454) any order received directly from a National Cooperative member. If you inadvertently process a purchase order sent directly to you by a National Cooperative member, please fax the order to the above number and note it as RECORD ONLY to prevent duplication. On behalf of the National Cooperative, we are looking forward to your participation in the program. If you have any questions, please contact Cooperative Procurement Staff at 800-695-2919. Sincerely, a Department Director, Cooperative Procurement v.6.5 ////%/O%///%�i%�G%i%i�iioiriiir� INS PO. Box 400,Austin, Texas 78767-0400 800.695,2919•buyboard,con Board�' 12007 Research Boulevard-Austin,Texas 78759-2439•PH:800-695-2919-FAX:800-211-54S4•buyWaACOM PROPOSER'S AGREEMENT AND SIGNATURE Prow 1{Name•Ambulances Proaml Due Date/Opening Date and Time: March 22,2018 at 4:00 PM Location of Proms I O eeninn: Texas Association of School Boards,Inc. BuyBoard Department Proposal Number: 570-18 12007 Research Blvd. Austin,TX 78759 Anticipated Cooperative Board Me Una Date: C act Time Period:October 1, 2018 through 3uly 2018 September 30,2019 with two(2)possible one-year renewals. Mac Haik Dodge Chrysler Jeep 03/1312018 Name of Proposing Company Date j 11000 North Freeway X"R.IAVNWI Street Address Signa :re of Auttori .d CbmITaWOfndal Houston,TX 77037 David Sheehy City,State,Zip Printed Name of Authorized Company Official 281-7684881 Fleet manager Telephone Number of Authorized Company Official Position or'nde of Authorized Company Official 281-820-7435 56-2467872 Fax Number of Authorized Company Official Federal ID Number Page 9 of 65 Fsoposdi Forms CGMM/S11G5 v.01.12.=8 #Wfih. 12007 Research Boulevard•Austin,Texas 78759-2439•PH:800-69S-2919•FAX:800-211-5454•buvboard.mm The proposing company("you"or"your")hereby acknowledges and agrees as follows: 1. You have carefully examined and understand all Cooperative information and documentation associated with this Proposal Invitation, including the Instructions to Proposers, General Terms and Conditions, attachments/forms, Item specifications,and line Items(collectively"Requirements"); 2. By your response("Proposal') to this Proposal Invitation,you propose to supply the products or services submitted at the prices quoted in your Proposal and In strict compliance with the Requirements, unless specific deviations or exceptions are noted in the Proposal; 3. Any and all deviations and exceptions to the Requirements have been noted in your Proposal and no others will be claimed; 4. If the Cooperative accepts any part of your Proposal and awards you a contract, you will furnish all awarded products or services at the prices quoted and in strict compliance with the Requirements(unless specific exceptions are noted In the Proposal and accepted by the Cooperative),including without limitation the Requirements related to: a. conducting business with Cooperative members, Including offering pricing to members that is the best you offer compared to similar customers; b. payment of a service fee In the amount specified and as provided for in this Proposal Invitation; c. the possible award of a piggy-back contract by another governmental entity or nonprofit entity, in which event you will offer the awarded goods and services in accordance with the Requirements;and d. submitting price sheets or catalogs in the proper format as required by the Cooperative as a prerequisite to activation of your contract, S. You have clearly identified on the included form any information In your Proposal that you believe to be confidential or proprietary or that you do not consider to be public information subject to public disclosure under a Texas Public Information Act request or similar public information law; 6. The individual signing this Agreement is duly authorized to enter into the contractual relationship represented by this Proposal Invitation on your behalf and bind you to the Requirements,and such individual (and any individual signing a form) is authorized and has the requisite knowledge to provide the information and make the representations and certifications required in the Requirements; 7. You have carefully reviewed your Proposal, and certify that all information provided is true, complete and accurate, and you authorize the Cooperative to take such action as it deems appropriate to verify such information;and 8. Any misstatement, falsification, or omission in your Proposal, whenever or however discovered, may disqualify you from consideration for a contract award under this Proposal Invitation or result in termination of an award or any other remedy or action provided for in the General Terms and Conditions or by law. Page 10 of 65 Proposal Forms CQMMSMS v.01.12.2018 Ceaperetive Faraltaslerg 12007 Research Boulevard-Austin,Texas 78759-2439•PH:800-695.2919•FAX:800-211-5454•buvboard.com VENDOR CONTACT INFORMATION Company: Mac Haik Dodge Chrysler Jeep Vendor Contact Name and Mailing Address for Notices: David Sheehy 11000 North Freeway Houston,TX 77037 Company Website: www.machaikdcj.com Purchase Orders: Purchase orders from Cooperative members will be available through the Internet or by facsimile. Option 1: Internet. Vendors need Internet access and at least one e-mail address so that notification of new orders can be sent to the Internet contact when a new purchase order arrives. An information guide will be provided to vendors that choose this option to assist them with retrieving their orders. won 2: Fax. Vendors need a designated fax line available at all times to receive purchase orders. Please choose only one(1)of the following options for receipt of purchase orders and provide the requested Information: ® I will use the INTERN ET to receive purchase orders. E-mail Address: dsheehy@machaikdcj.com Internet Contact: David Sheehy Phone: 281-768-1881 Alternate E-mail Address: Altemate Internet Contact: Phone: ❑ I will receive purchase orders via fAj. Fax Number: Fax Contact: Phone: ❑ Purchase orders may be received by any Designated Dealer identified on my company's Dealer Designation form as provided to the Cooperative administrator. I understand that my company shall remain responsible for the Contract and the performance of all Designated Dealers under and In accordance with the Contract. Request for Ouotes rRfQa: Cooperative members will send RFQs to you by e-mail. Please provide e-mail addresses for the receipt of RFQs: E-mail Address: dsheehy@machaikdcj.com Alternate E-mail Address: Page 11 of 65 Pmposal Forms COIM ISVCs v oi.12.2018 DweRmpmeffre#P111rVrh8Md0#fl9 12007 Research Boulevard•Austin,Texas 78759-2439•PH:800-695-2919,FAX:BM211-5454•buvboard.com voices: Your company will be billed monthly for the service fee due under a contract awarded under this Proposal Invitation. All Invoices are available on the BuyBoard website and e-mail notifications will be sent when they are ready to be retrieved. Please provide the following address,contact and e-mail information for receipt of service fee Invoices and related communications: Please choose only one (1) of the following options for receipt of invoices and provide the requested Information: ❑ Service fee Invoices and related communications should be provided directly to my company at: Mailing address: 11000 North Freeway Department: Fleet City: Houston State: TX Zip Code. 77037 Contact Name: David Sheehy Phone: 281-310-9520 Fax: E-mail Address: dsheehy@machaikdcj.com Alternative E-mail Address: ❑ in lieu of my company,I request and authorize all service fee invoices to be provided directly to the following billing agent**: Mailing address: Department: City: State: Zip Code: Contact Name: Phone: Fax: E-mail Address: Alternative E-mail Address: ❑ In lieu of my company,I request and authorize service fee invoices to be provided to the Designated Dealer(s) receiving the purchase order(s)to which the invoiced service fees relate at the address and contact information designated on my company's Dealer Designation form as provided to the Cooperative administrator.** **If Vendor authorizes a blll/ng agent orDeslgnated Dea/eras)to recelve and process service fee Invoices, /n accordance w/th the General Terms and Cond/t/ons of the Contract, Vendor speclAcally acknowledges and agrees that nothing in that des/gnat/on shall reileve Vendor of/ts respons/bl//ties and obligations under the Contract/nc/uding,but not Am/ted to,payment of all service fees under any Contract awarded Vendor. Page 12 of 65 Proposal Forms CaMM/SVCS v.01.12.2018 DV&off hn 12007 Researdr Boulevard-Austin,Tends 78759-2439•PH:800-69S-2919-FAX:800-211-5454-buvboard.cam FELONY CONVICTION DISCLOSURE AND DEBARMENT CERTIFICATION FELONY C.ONV=ON DRSCLOSuRE Subsection(a)of Seddon 44.034 of the Texas Education Code(Notification of Criminal History of Contractor) states:"A person or business entity that enters into a contract with a school district must give advance notice bo the district if the person or an owner or operator has been convicted of a felony. The notice must include a general description of the conduct resulting in the conviction of a felony." Section 44.034 further states in Subsection (b): "A school dint may terminate a contract with a person or business entity If the district determines that the person or business entity failed to give notice as required by Subsection (a)or misrepresented the conduct resulting In the conviction. The district must compensate the person or business entity for services performed before the termination of the contract." Please check fJt one of the following: My company is a publidy-held corporation.(Advance notice requirement does not apply to pubttdy-held corporation.) My company is not owned or operated by anyone who has been convicted of a Felony. My company is owned/operated by the followintg Individual(s)who has/have been convicted of a felony: Name of Felon(s): Details of Convictlon(s): By signature below, I certify that the above Infiormation is true,complete and accurate and that I am authorized by my company to make this certification. Mac Haik ge Chrysler Jeep Company Name hAj K David Sheehy S' nature of Authorize parry Offi I Printed Name DEBARMENT CERTIFICATION Neither my company nor an owner or principal of my company has been debarred,suspended or otherwise made ineligible for participation in Federal Assistance programs under Executive Order 12549,"Debarment and Suspension,"as described In the Federal Register and Rules and Regulations. Neither my company nor an owner or principal of my company is currently listed on the goverment-wine exclusions in SAM, debarred, suspended, or otherwise excluded by agencies or declared ineligible under any statutory or regulatory authority. My company agrees to immediately notify the Cooperative and all Cooperative members with pending purchases or seeking to purchase from my company if my company or an owner or principal is later listed on the government-wide exclusions In SAM, or is debarred, suspended, or otherwise excluded by agencies or declared Ineligible under any statutory or regulatory authority. By signature below, I certify that the above is true, complete and accurate and that I am authorized by my company to make this certification. Mac Halk Dodge Chrysler Jeep t Company Name David Sheehy ture of Authori mpany ffidal Printed Name Page 13 of 65 Prap"W Fonm C0W4svM%OLIL2018 Board maws�arcaa� 12007 Research Wulevard•Austin,Texas 78759-2439•PH:SM695-2919-FAX:800-211-5454•baboard.com RESIDENT/NONRESIDENT CERTIFICATION Chapter 2252,Subchapter A,of the Texas Government Code establishes certain requirements applicable to proposers who are not Texas residents. Under the statute,a"resident"proposer is a person whose principal place of business is in Texas, including a conbactor whose ultimate parent company or majority owner has its principal place of business In Texas. A "nonresident"proposer is a person who is not a Texas resident Please Indicate the status of your company as a"resident` proposer or a"nonresident"proposer under these definitions. Please check(y7 one of the following: ® I certify that my company is a Resident Proposer. ❑ I certify that my company is a Nonresident Proposer. If your company is a Nonresident Proposer,you must provide the following information for your resident state(the state In which your company's principal place of business is located): Company Name Address City State Zip Code A. Does your resident state.require a proposer whose principal place of business is In Texas to under-price proposers whose resident state is the same as yours by a prescribed amount or percentage to receive a comparable contract? ❑ Yes ❑ No B. What is the prescribed amount or percentage? $ or % VENDOR EMPLOYMENT CERTIFICATION Section 44.031(b) of the Texas Education Code establishes certain Criteria that a school district must consider when determining to whom to award a contract. Among the Criteria for certain contracts is whether the vendor or the vendor's ultimate parent or majority owner(1) has its principal place of business in Texas; or (ii) employs at least 500 people in Texas. If neither your company nor the ultimate parent company or majority owner has its principal place of business in Texas, does your company,ultimate parent company,or majority owner employ at least 500 people In Texas? Please check(v't one of the following: ® Yes ❑ No By signature below, I certify that the information in Sections 1 (ResdentlNonresident Certlficatlorr) and 2 (V&dor Employment Cerb cation)above is true, complete and accurate and that I am authorized by my company to make this certification. Mac Haik Dodge Chrysler Jeep pany Name J4 1A.Y M- VA42 David Sheehy Si re of on parry Offi 1 Printed Name Page 14 of 65 Pcaposai Fcn,x COMEMfsO rA1.12.7A19 hoard® CooAareflve Parchasiag 12007 Research Boulevard-Austin,Texas 78759-2439•PH:800.695-2919-FAX:800-211-5454-buyboard.com NO ISRAEL BOYCOTT CERTIFICATION Effective September 1, 2017, a Texas governmental entity may not enter Into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the tern of the contract.(TOL Gov-r CODE Ch.2270) "Boycott Israel"means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business In Israel or in an Israeli-controlled territory,but does not include an action made for ordinary business purposes. TEx.GOv'T CODE§808.001(i). By signature below, I certify and verify that Vendor does not boycott Israel and will not boycott Israel during the term of any contract awarded under this Proposal Invitation, that this certification is true, complete and accurate, and that I am authorized by my company to make this certification. Mac Halk Do ge Chrysler Jeep Af Company Name / YY David Sheehy atu Ai fficri dal Printed Name NO EXCLUDED NATION OR FOREIGN TERRORIST ORGANIZATION CERTIFICATION Effective September 1,2017,Chapter 2252 of the Texas Government Cade provides that a Texas governmental entity may riot enter into a contract with a company engaged in active business operations with Sudan, Iran, or a foreign terrorist organization—specifically,any company identified on a list prepared and maintained by the Texas Comptroller under Texas Government Code §§806.051, 807.051,or 2252.153. (A company that the US. Government affirmatively declares to be excluded from its federal sanctions regime relating to Sudan, Iran, or any federal sanctions regime relating to a foreign terrorist organization is not subject to the contract prohibition.) By signature below, I certify and verify that Vendor is not on the Texas Comptroller's list identified above; that this certification is true,complete and accurate;and that I am authorized by my company to make this certification. Mac Halk Dodge Chrysler Jeep Company Name David Sheehy Signature of Authors pang&Zai Printed Name Page 15 of 65 Proposal rwm COM►VSYGS v.61.12.201a Boqp.fift Caapanowm 12007 Research Boulevard•Austin,Texas 787S9-2439 I PH:800-695-2919-FAX:800-211-5454•hu h9R3.com HISTORICALLY UNDERUTILIZED BUSINESS CERTIFICATION A proposer that has been certified as a Historically Underutilized Business (also known as a Minority/Women Business Enterprise or"MWBE"and all referred to In this form as a "HUB") is encouraged to Indicate its HUB certification status when responding to this Proposal Invitation. The electronic catalogs will Indicate HUB certifications for vendors that property Indicate and document their HUB certification on this form. Please chgdS(3()all that apply: ❑ I certify that my company has been certified as a HUB in the following categories: ❑ Minority Owned Business ❑ Women Owned Business ❑ Service-Disabled Veteran Owned Business (veteran defined by 38 U.S.C.§101(2),who has a service-connected disability as defined by 38 U.S.C.§101(16),and who has a disability rating of 20%or more as determined by the U.S.Department of Veterans Affairs or Department of Defense) Certification Number: Name of Certifying Agency: My company has NOT been certified as a HUB. By signature below, I certify that the above Is true, complete and accurate and that I am authorized by my company to make this certification. Mac Halk Dodge Chrysler Jeep Company Name David Sheehy Printed NVaM Signature Com any 1 Page 16 of 65 • Proposal Form&QaMM/bYt'Sr v.01.12.2a18 PUEogrd � 12007 Research Boulevard•Austin,Texas 787s9-2439•PH:800-695-2919•FAX:800-211-5454-buvWard.com CONSTRUCTION-RELATED GOODS AND SERVICES AFFIRMATION A contract awarded under this Proposal Invitation covers only the specific goods and services awarded by the BuyBoard.As explained in the BuyBoard Procurement and Construction Related Goods and Services Advisory for Texas members 'Advisory'), Texas law prohibits the procurement of architecture or engineering services through a purchasing cooperative.This BuyBoard contract does not include such services.Architecture or engineering services must be procured by a Cooperative member separately, in accordance with the Professional Services Procurement Act(Chapter 2254 of the Texas Government Code)and other applicable law and local policy. The Advisory, available at hWboard.com/Vendor/R_mumes.aspx provides an overview of certain legal requirements that are potentially relevant to a Cooperative member's procurement of construction or construction-related goods and services, Including those for projects that may Involve or require architecture,engineering or independent besting services. A copy of the Advisory can also be provided upon request By signature below,the undersigned affirms that Proposer has obtained a copy of the Advisory,has read and understands the Advisory, and is authorized by Proposer to make this affirmation. If Proposer sells construction-related goods or services to a Cooperative member under a BuyBoard contract awarded under this Proposal Invitation, Proposer will comply with the Advisory and applicable legal requirements, make a good faith effort to make its Cooperative member customers or potential Cooperative member customers aware of such requirements,and provide a Cooperative member with a copy of the Advisory before executing a Member Construction Contract with the member or accepting the member's purchase order for constnution-related goods or services,whichever comes first Mac Haik Dodge Chrysler Jeep parry Name David Sheehy Signature of AufhorizqdJEApany Officffl Printed Name 311312018 Date Page 17 of 6s Proposal FomB COFO+NSYCs v.01.12.2818 CooperativeqP&WCEhWf1fi9 12007 Research Boulevard•Austin,Texas 78759-2439•PH:800-695-2919•FAX:800-211-5454-huXWArd.com DEVIATION AND COMPLIANCE If your company intends to deviate from the General Terms and Conditions, Proposal Specifications or other requirements associated with this Proposal Invitation,you MUST list all such deviations on this form,and provide complete and detailed Information regarding the deviations on this form or an attachment to this form. The Cooperative will consider any deviations in Its contract award decision,and reserves the right to accept or reject a proposal based upon any submitted deviation. In the absence of any deviation identified and described in accordance with the above,your company must fully comply with the General Terms and Conditions, Proposal Specifications and all other requirements associated with this Proposal Invitation if awarded a contract under this Proposal Invitation. A deviation will not be effective unless accepted by the Cooperative. The Cooperative racy, in its sole discretion, seek clarification from and/or communicate with Proposer(s) regarding any submitted deviation, consistent with general procurement principles of fair competition. The Cooperative reserves the right to accept or reject a proposal based upon any submitted deviation. Please check(30 one of the foilawino: ® NO;Deviations ❑ Yes;Deviations List and fully explain any deviations you are submitting: PLEASE PROVIDE THE E0t.1.OWINQ INFORMATION; 1.Shipping Via: ❑Common Carrier ❑Company Truck ®Prepaid and Add to Invoice ❑Other: 2.Payment Terms:❑Net 30 days ❑1%in 10/Net 30 days ®Other, Payment due upon receipt and acceptance of completed unit. 3.Number of Days for Delivery: 180-220 ARO 4.Vendor Reference/Quote Number: 5.State your return policy: 6.Are electronic payments acceptable? ®Yes ❑No 7.Are credit card payments acceptable?❑Yes ® No Mac Malk[lodge Chrysler Jeep Ca9re6W;194ft&edt;m David Sheehy Si Official Printed Name Page 18 of 65 proposal Forms k:OhihU5YC5 v.01.12.2018 Pvgq�tr.# 12007 Research Boulevard•Austin,Texas 78759-2439•PH:800-695-2919•FAX:800-211-5454•buvboard.com LOCATION /AUTHORIZED SELLER LISTINGS If you have more than one locatlon/authorized seller that will service a contract awarded under this Proposal Invitation, please list each location/authorized seller below. If additional sheets are required,please duplicate this form as necessary. NOTE: Awarded Vendors shall remain responsible for all aspects of the Contract,Induding processing of Purchase Orders, and shall be responsible for the performance of all locations and authorized sellers under and in accordance with the Contract If you are a product manufacturer and wish to designate Designated Dealers as defined in the General Terms and Conditions to receive Cooperative member Purchase Orders on your behalf, you must complete the Manufacturer Designated Dealer form. Company Name Address city State Zip Phone Number Fax Number Contact Person Company Name Address City State Zip Phone Number Fax Number Contact Person Page 19 of 65 Proposal Forms COMMISVCS v.01.12.2018 Bot�►rd Cooperamra PrrmAo2sing 12007 Research Boulevard-Austin,Texas 78759-2439•PH:800-69S-2919-FAX:800-211-5454-buvboard.com MANUFACTURER DEALER DESIGNATION If Vendor is a manufacturer that sells products through a dealer network and wishes to designate a dealer or multiple dealers("Designated Dealers)to receive Cooperative member Purchase Orders on Vendors behalf, you must complete this form for each dealer you wish to designate. Regardless of any Designated Dealers submitted by Vendor,Vendor specifically agrees and acknowledges that any such designations are for Vendor's convenience only and shall not, if Vendor Is awarded a Contract, relieve Vendor of any obligations under the Contract,including payment of Cooperative service fees on all Purchase Orders submitted to Vendor or any Designated Dealer. In accordance with the General Terms and Conditions, an awarded Vendor shall remain responsible and liable for all of its obligations under the Contract and the performance of both Vendor and any of Vendor's Designated Dealers under and in accordance with the Contract and remain subject to all remedies for default thereunder, including,but not limited to suspension and termination of Vendor's Contract for nonpayment of service fees. If awarded,Vendor authorizes the Cooperative,in Its sole discretion,to list any Vendor Designated Dealers In the BuyBoard system and to receive Purchase Orders directly from Cooperative members on behalf of Vendor. To the extent a Vendor with Designated Dealers receives a Purchase Order directly,it shall be the responsibility of Vendor to appropriately process such Purchase Order In accordance with the Contract,Including but not limited to timely forwarding such Purchase Order to a Designated Dealer for processing. The Cooperative reserves the right, in its sole discretion, to refuse addition of, or request removal of, any Designated Deaf,and Vendor agrees to Immediately require such Designated Dealer to cease accepting Purchase Orders or otherwise acting on Vendor's behalf under the Contract Further, the Cooperative's administrator shall be authorized to remove or suspend any or all Designated Dealers from the BuyBoard at any time in its sole discretion. If you wish to designate a dealer to service a contract awarded under this Proposal Invitation, please list the Designated Dealer below and have this form signed by an official of your company authorized to make such designation. If you wish to designate multiple dealers,please duplicate this form as necessary. v&t, U 4 h LT Designated Dealik Name 11 oco N uyt�\ FW-i Designated Dealer Address _ City state zip 2$t A 10 +Seca Phone Number Fax Number a 56-2457872 Email address �— CM�Designated Dealer Tax ID Number*(*attach W-9) Designated Dealer Contact Persont 4.y 147 2&�z Your Company Name SlginabjWiff&ftflzed company dal Page 20 of 65 Pmposal rams corvYVsvrs v.01.u2118 ❑oi�►ird Coope/StivB Parebasting 12007 Research Boulevard•Austin,Texas 78759-2439•PH:800-695-2919-FAX:800-211-5454-hUXWArd&= TEXAS REGIONAL SERVICE DESIGNATION The Cooperative(referred to as"Texas Cooperative"in this form and In the State Service Designation form)offers vendors the opportunity to service its members throughout the entire State of Texas. If you do not plan to service all Texas Cooperative members statewide,you musk indicate the specific regions you vdi service on this form. If you propose to serve different regions for different products or services included in your proposal,you must complete and submit a separate Teams Regional Service Designation form for each group of products and clearly indicate the products or services to which the designation applies in the space provided at the end of this form. Sy designating a region or regions, you are certifying that you are authorized and will/ng to provide the proposed products and services In those regions Designating regions In which you are either unable or unwilling to provide the spedfled products and services shall be grounds for either refection of your proposal or,If awarded,termination of your Contract. Additionally, if you do not plan to service Texas Cooperative members(i.e.,if you WH service only states other than Texas),you must so indicate on this form. Regional Education Service Centers 0 1 will service Texas r .» Cooperative members statewide. -' { ❑ I will not service Texas _: Cooperative members statewide. I will only service members in the �• ., f. . regions checked below: - ---- Region Headauar tAn 1 --. - - ❑ 1 Edinburg ❑ 2 Corpus Christi �• » •:.. .j. .� r ❑ 3 Victoria 4 v7 i `i-r .. ❑ 4 Houston L. r "j�'oil;' :3 ❑ 5 Beaumont i . _ _ ❑ 6 Huntsville ❑ 7 Kilgore w- = ` ❑ 8 Mount Pleasant a0 :3:. ❑ 9 Wichita Falls _ - ❑ 10 Richardson ❑ 11 Fort worth 12 Waco �:.I�y ❑ 3 Austin i ❑ 14 Abilene ❑ 15 San Angelo . �a--"", ❑ 16 Amarillo Mac alk Dodge ChryslA Jeep ❑ 17 Lubbock ❑ 18 Midland Comp a ❑ 19 El Paso ❑ 20 San Antonio ture of Au criz ny Ofiid David Sheehy ❑ I will not service members Printed Name of the Texas Cooperative. Page 21 of 65 Rem faints Cotes%OL12.2018 PWBoard Cff0PWatIVePWVhaWH9 12007 Research Boulevard•Austin,Texas 78759-2439•PH:800-695-2919•FAX:NO-211-5454•buvbeard.com If this Texas Regional Service Designation form applies to only one or some of the products and services proposed by Vendor,list the products and services to which this form applies here: Page 22 of 65 Proposal Forms COMMISVCS v.01.12.2016 PF❑'oard CaqPeraffvePWvha9hV 12007 Research Boulevard•Austin,Texas 78759-2439•PH:800-695-2919•FAX:800-211-5454 buvtaard.com STATE SERVICE DESIGNATION The Cooperative offers vendors the opportunity to service other governmental entities in the United States, Including Intergovernmental purchasing cooperatives such as the National Purchasing Cooperative BuyBoard. You must complete this form if you plan to service the entire United States,or will service only the specific states Indicated. (Note:If you plan to service Texas Cooperative members,be sure that you complete the Texas Regional Service Designation forrn.) If you serve different states for different products or services Included In your proposal,you must complete and submit a separate State Service Deslgnadon form for each group of products and dearly Indicate the products or services to which the designation applies In the space provided at the end of this farm. By designating a state or states,you are cerdfying that you are authorized and willing to provide the proposed products and services In those states. Des/gnat/ng states In which you are either unable or unwilling to provide the spedfied products and services shall be grounds for either rejection of your proposal or, If awarded,termination of your Contract: Please check(30 all that apply: ® I will service all states in the United States. ❑ I will not service all states in the United States. I will service only the states checked below: ❑ Alabama ❑ Alaska ❑ Nebraska ❑ Arizona ❑ Nevada ❑ Arkansas ❑ New Hampshire ❑ California(Public Contract Code 20118&20652) ❑ New Jersey ❑ Colorado ❑ New Mexico ❑ Connecticut ❑New York ❑ Delaware ❑North Carolina ❑ District of Columbia ❑North Dakota ❑ Florida ❑Ohio ❑ Georgia ❑Oklahoma ❑ Hawaii ❑Oregon ❑ Idaho ❑Pennsylvania ❑ Illinois ❑Rhode Island ❑ Indiana ❑South Carolina ❑ Iowa ❑South Dakota ❑ Kansas ❑Tennessee ❑ Kentucky ❑Texas ❑ Louisiana ❑Utah ❑ Maine D Vermont ❑ Maryland ❑Virginia ❑ Massachusetts ❑Washington ❑ Michigan ❑West Virginia ❑ Minnesota ❑Wisconsin ❑ Mississippi ❑Wyoming ❑ Missouri ❑ Montana Page 23 of 65 Proposal Forms COMMjSYG5 v.01.12.2018 Q 'l`l�� 12007 Research Boulevard-Austin,Texas 78759-2439•PH:800-05-2919-FAX:800-211-5454•hW±0rd&= This form will be used to ensure that you can service other governmental entities throughout the United States as indicated. Your signature below confirms that you understand your service commitments during the tern of a contract awarded under this proposal. Mac Haik edge Chrysler Jeep 1 Company Name David Sheehy Agne of luutthdrizehny Official Printed Name If this State Service Designation form applies to only one or some of the products and services proposed by Vendor, list the products and services to which this form applies here: Page 24 of 65 PropoS6l Forms pOMMnVCs v.01.12-2018 Board 12007 Research Boulevard-Austin,Texas 78759-2439•PH:80"95-2919-FAX:800-211-5454,huvhaarci.com 7. This Agreement shall be governed and construed in accordance with the laws of the State of Rhode Island and venue for any dispute shall tie in the federal district court of Alexandria,Virginia. 8. Vendor accnowledges and agrees that the award of a Piggy-Back Award is within the sole discretion of National Cooperative,and that this Agreement does not take effect unless and until National Cooperative awards Vendor a Piggy- Back Award and the BuyBoard Administrator notifies Vendor in writing of such Piggy-Back Award as pnsvided for herein. WHEREFORE, by signing below Vendor agrees to the foregoing and warrants that it has the authority to enter into this Agreement. Mac Halk Dodge Chrysler Jeep 67045 Ambulances Na f: r Proposal Invitation Number David Sheehy i6n-afud of Authod Cam y Official Printed Name of Authorized Company Official 3113/2018 Date Proposal Forms cowvsvcs v a ta2.Zoie Page 26 of 6S AgBoard N:aaoperative Purchasing 12007'Research Boole+card ,Austin,Texas 78759-2439 * NIH:800-595-2919 . FAX: 800-211-5454 ^ �a�ard_ FEDERAL AND STATEI PURCHASING COOPERATIVE E: PERIENCE The Cooperative strives to provide its members with the best services and products at the best prices available from venders with the technical resources and ability to serve Cooperative members. Please respond to the following questions. 1. Provide the dollar value of sales to or through purchasing cooperatives at or based on an estab4shed catalog or market price during the previous 12-month period or the last fiscal year: . (The period of the 12 month pedcd is ). In the event that a dollar value is not an appropriate measure of the sales, provide and describe your oven measure of the sales of the itern(s). 2. By submitting a proposal, you agree that, based on your written discounting policies, the discounts you offer the Cooperative are equal to or better than the best price you offer other purchasing cooperatives for the same items under equivalent circumstances. 1 Provide the information requested below for other purchasing cooperatives for which Proposer currently serves, or in the past has served, as an awarded vendor. Rows should be added to accommodate as many purchasing cooperatives as required.. m. w,r• gar r 1. Federal General Services Administration N+I 2.T-PASS (State oaf'Texas) N 3. U.S. Communities Purchasing Alliance 4. National IPA/TCPN S. Houston-Galveston Area Council (HGAC) Ambulances, EMS y & Other Special B. National Joint Powers Alliance(NJPA) N Service Vehicles 7, E&I Cooperative N S. The Interlocai Purchasing System (TIPS) N 9. Other N MY COMPANY DOES NOT CURRENTLY HAVE ANY OF THE ABOVE CAR SIMILAR TYPE CONTRACTS. CURRENT BUYSOARD VENDORS If you are a Current BuyBoard vendor in the name contract category as proposed in this Proposal Invitation, indicate the discount for your current BuyBoard contract and the proposed discount in this Proposal',. Explain any difference between your current and proposed discounts. Current Discount(°/a): ..p. Proposed Discount(°/u): -0- ExplanL : Pruposul Forms COMM SVCS v.01.1,2.2018 Page 27 of 65 Board 12007 Research Boulevard-Austin,Texas 78759-2439,PH:800-695-2919-PAX:800-211-5454-buvboard.com By signature below, I certify that the above Is true, complete and agate and that I am authorized by my company to make this certification. Mac Haik Dodge Chrysler Jeep Company dame David Sheehy 96nUffe of Authorized parry cial Printed dame ftp"M ram*COMMAKS v.OL12.2010 Page 26 cf 65 CauPeraGiva Pnrchasing 12007 Research Boulevard-Austin,Texas 78759-2439•PH:800-695-2919- FAX:800-211-5454-buvboard.com GOVERNMENTAL REFERENCES For your Proposal to be considered,you must supply a minimum of five(5)Individual governmental entity references. The Cooperative may contact any and all references provided as part of the Proposal evaluation. Provide the information requested below, including the existing price/discounts you offer each aistomer.The Cooperative may determine whether prices/discounts are fair and reasonable by comparing prim/discounts stated in your Proposal with the pricy/discounts you offer other governmental customers. Attach additional pages if necessary. Quantity/ Entft Name Contact Phone# Email Address Discount Volume Bandera CalvinPlummer 830 T96-0282 -0- 2 I.Counly EMS EMS Director &Wurnmer0banderacounlyoIS Kerrville Eric Maloney 830-257.6333 2.Fire Dept EMS Coordinator eric.maloney@kerrvilletx.gov -0- 4 North Richland Kenneth Rawson 817-427-6926 3.Hills Fire Dept Asst Chief krawson@nrhfd.com -0- 2 San Antonio William Weeks 210-8724MT 4.Fire Dept wflliam.weeks@sanantonio.gov -0- 18 Georgetown Hank Jones 612-930-6104 S. Fire Dept EMS Chief hank.jones@georgetown.org -a- 6 Do you ever modify your written policies or standard ove nmental sales practices as identified in the above chart to give better discounts(lower prim)than Indicated? YES[I NO® If YES,please explain: By signature below, I certify that the above is true and rrect and that 1 am authorized by my company to make this certification. Mac Haik Dodge Chrysmjybp WCONdw pany Officid David Sheehy Printed Name Propose!Fems COMKGVCS v.01.1=18 Page 29 of 65 and Cooperative Purchasing 12007 research Boulevard• Austin,Texas 78759-2439 ° PH:000-695-2919 • FAX: 600-211-5454 MARKETING STRATEGY For your Proposal to be considered, you must submit the Marketing Strategy you willl use if the Cooperative accepts all car E part of your Proposal. ( �lro, Explain how your company will/n/tra*/nfiorrn Cooperadve members of your BuyBoard contract, and how you will continue to support the Buy8bero'for the dura#on of the contract perlva.) Attach additional pages if necessary. All Sales staff is trained can the BiuyBoard prograrn and. Marketing materials contain information. Mac Haik Bodge Chrysler,gee Company Name Signature of Authorized Company Official David Sheehy Printed Name Proposal Forms,COFai/SVCS v.01.1,2.2018 Page 30 or 65 Caaparativa Perdraslag 12M7 Research Boulevard-Austin,Texas 78759-2439•PH:800-69s-2919-FAX:800-211-5454•buvboard&2M R.Convriaht Information Does your Proposal (including forms, documentation, or other materials submitted with the Proposal) contain copyright Information? Please cheat(4)one of tits fallowing: © NO,Proposal(including forams,documentation,or other materials submitted with the Proposal)does not contaln copyright information. YES, Proposal(including forms,documentation,or other materials submitted with the Proposan does contain copyright Information. If you responded"YE5,identify below the specific documents or pages containing copyright information. Copyright Information: (Atakh addtb`owl sVds IfmWed) r Cent to Relee Confiiientlall/Proad tarv/GrnitdDht Information fo t3uvBoard Moml> BuyBoard members(Cooperative and nonprofit members)seeking to make purchases through the BuyBoard may wish to view information included in the Proposals of awarded Vendors. If you Identified information on this form as confidential, proprietary,or subject to copyright,and you are awarded a Buylloard contract,your acceptance of the BuyBoard contract award constitutes your consent to the dsclosure of such information to BuyBoard members, including posting of such information on the secure BuyBoard website for members. Ncbe: Neither the Cooperative nor Its Administrator will be responsible for the use or distribution of information by BuyBoard members or any other party. D C40MUMI to Release Pronosal Tabulation Notwithstanding anything in this Confidential/Propdetary Information form to the contrary, by submitting a Proposal, • Vendor consents and agrees than upon Contract award,the Cooperative may publically release, Including posting on the public Buyaoard website, a copy of the proposal tabulation for the Contract including Vendor name; proposed catalog/pricelist name(s); proposed percentage discos nt(s), hourly labor rate(s), or other specified pricing; and Vendor award or non-award information. By signature below,I certify that the Information in this form is true, complete,and accurate and that I am authorized by my company to make this certification and all consents and agreements contained herein. Mac Flack Dodge Ch sl r Jeep Com9mly Aire .41 . hi AA1 V tune of Auth ri Compan Official David Sheehy Printed Name 3/13/2018 Date prapaW Foam coMvsvrs V.o>..LMa Page 32 of 65 C a,pc2P'G�71 VWI&l V 0 12007 Research Boulevard I Austin,Texas 78759-2439 ° PH:800-695-2919 * FAX: 800-211-5454',tLj&,3rd..rcm VEN�DOR BUSINEss NAME By submitting a Proposal, P bropo5er is seeking to enter into a legal contract with the Cooperative. As such, a Proposer must be an individual or legal business enoty capable of entering into a binding contract.i ' Proposers, must completely and accurately provide the information requested below or your Proposal may be deemed non-responsive. Name of Proposing Company: Mac Haik Dodge Chrysler Jeep (Gist the&9AVtrance o(th&'_on?P)nY seelcing to contract with the Cooperative. Do Aff Astan assumed natne,dt,47,aha, etc.here, 5ud?intbrination may be provided below ff you are submaing a)ointproposal worth another entity to provide the same proposed goods or services, each submitting entity should complete a separate, vendor information form. .separately operating legal business entities, even if affiliated entities which propose to provide good;or services separately must submit their own Proposals) Pled5g 01 ck W)one of thg qAM, _EgIL Tyne of Business: individual/Sole Proprietor Corporation Limited Liability Company Partnership x Other If other, identify State of Incorporation (if apphcable): Federal Employer Identification Number: 56-2457872 (Vendor must include a completed /orM With their pry POSal) List the Narne(s) by which Vendor, if awarded, wishes to be identified on the BuyBoard: (Note: if different than the Name of Propogrg Coinpiinyhstedabove only valid trade names(dbd, aka, etc)of tl;e Proposing Company may be used and a copy of your Assumed'blame Cortificote(s), dapplicaOle.must Ix attached.) PrDpasai roans COMMJSVCS v.01A2.2018 Page 33 of 65 Form W=9 Request for Taxpayer Give Form to the (Rev.December entoft20eas Identification Number and Certification requester.Do not Department of the Treasury Internal Revenue Service send to the IRS. 1 Name(as shown on your income tax return).Name is required on this line;do not leave this line blank. HOUSTON MAC HAIK CHRYSLER DOGE JEEP RAM N 2 Business name/disregarded entity name,if different from above m m m C- 3 Check appropriate box for federal tax classification;check only one of the following seven boxes: 4 Exemptions(codes apply only to ° ❑Individual/sole proprietor or certain entities,not individuals;see y ❑ C Corporation ❑S Corporation ❑✓ Partnership ❑Trust/estate as c single-member LLC instructions on page 3}: �Y ❑Limited liability company.Enter the tax classification(C=C corporation,S=S corporation,P=partnership)► Exempt payee code(if any) v o` Note.For asingle-member LLC that is disregarded,do not check LLC;check the appropriate box in the line above for Exemption from FATCA reporting y the tax classification of the single-member owner. code(if any) L p, ❑Other(see instructions)I-- (Appfies to accounts maintained outside the U.S.) 5 Address(number,street,and apt.o v r suite no.) Requester's name and address(optional) a 11000 NORTH FREEWAY m 6 City,state,and ZIP code HOUSTON TX 77037 7 List account number(s)here(optional) Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid Social security number backup withholding.For individuals,this is generally your social security number(SSN).However,fora —m resident alien,sole proprietor,or disregarded entity,see the Part I instructions on page 3.For other entities,it is your employer identification number(EIN).If you do not have a number,see Now to get a TIN on page 3. or Note.If the account is in more than one name,see the instructions for line 1 and the chart on page 4 for Employer identification number guidelines on whose number to enter. R]6 - 2 4 5 7 8 7 2 JIM Certification Under penalties of perjury,I certify that: 1. The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me);and 2. 1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am no longer subject to backup withholding;and 3. 1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct. Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage interest paid,acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and generally,payments other than interest and dividends,you are no re uired o sign the certification,but you must provide your correct TIN.See the instructions on page 3. Sign Signature of Here U.S.person► Date 0- General Instructions •Form 1098(home mortgage interest),1098-E(student loan interest),1098-T (tuition) Section references are to the Internal Revenue Code unless otherwise noted. •Form 1099-C(canceled debt) Future developments.Information about developments affecting Form W-9(such •Form 1099-A(acquisition or abandonment of secured property) as legislation enacted after we release it)is at www.irs.gov/fw9. Use Form W-9 only if you are a U.S.person(including a resident alien),to Purpose of Form provide your correct TIN. An individual or entity(Form W-9 requester)who is required to file an information If you do not return Form W-9 to the requester with a TIN,you might be subject return with the IRS must obtain your correct taxpayer identification number(TIN) to backup withholding.See What is backup withholding?on page 2. which may be your social security number(SSN),individual taxpayer identification By signing the filled-out form,you: number(tion adoption taxpayer identification number return ,or employer 1.Certify that the TIN you are giving is correct(or you are waiting for a number identification number(EIN),to report on an information return the amount paid to you,or other amount reportable on an information return.Examples of information to be issued), returns include,but are not limited to,the following: 2.Certify that you are not subject to backup withholding,or •Form 1099-INT(interest earned or paid) 3.Claim exemption from backup withholding if you are a U.S.exempt payee.If •Form 1099-DIV(dividends,including those from stocks or mutual funds) applicable,you are also certifying that as a U.S.person,your allocable share of •Form 1099-MISC(various types of income,prizes,awards,or toss any partnership income from a U.S.trade or business is not subject to the roceeds 9 p ) withholding tax on foreign partners'share of effectively connected income,and •Form 1099-B(stock or mutual fund sales and certain other transactions by 4.Certify that FATCA code(s)entered on this form(if any)indicating that you are brokers) exempt from the FATCA reporting,is correct.See What is FATCA reporting?on •Form 1099-S(proceeds from real estate transactions) page 2 for further information. •Form 1099-K(merchant card and third party network transactions) Cat.No.10231X Form W-9(Rev.12-2014) ard bwCooperativePutch.7sing 120017 Research Boulevard•Austin,Texas 78759-2439 ' PH 8010-695.2919. FAX: 800-21 -5454 k�r�;a;�rrS.Can7, 12. General Compliance and Cooperation with Cooperative Members- In addition to the foregoing specific requirements, Vendor agrees, in accepting any Purchase Order from a Cooperative member, it shall make a good faith effort to work with Cooperative members to provide such information and to satisfy such requirements as may apply to a particr.rlar Cooperative member purchase or purchases including, but not limited to, a2 licable recordkeepinq and record retention requirements.___-_-._ / / /r o/ ,'u, ��Zy "i7m/4111� / (1 ( a,�-�,; / r�Y/ l (l/„I/ 1 � ,,�� 1„ Vendor V6oladon or Breach of Contract Terms LL 2, Termination for Cause or Convenience 3. Equal al Employment fdppertunAy 4. Davis-(Bacon Act 5, Contract Work Hours and Safetit Standards Act ,n 5. Rught to Inventions Made tinder a Contract or Agreement 7, Clean Air Act and Federal Water Pollution Control Act S. Debarment and Suspension S. Byrd Ant-Lobbyrng Amendment 10. Procurement of Recovered Pv1atena,ls p� IL Profit as a Separate Elerment of Price 17. General Compliance and Cooperation worth Cooperative Members By signature below, I certify that the rnfbn°mation in this form is true, complete, and accurate and that I am authorized by my company to make this cei tification and all consents and agreements contained herein. Mac Haik Dodge Chrysler Jeep Comp:Ztv Sign4 e Authoriz�d Compa Offi cial David Sheehy Printed Name A'10PO r Forms cnrarrrsvr_s V.nr.r2.arara Page 37 of 65 WLqqrd stng 12007 Research Boulevard-Austin,Texas 78759-2439•PH:800-695-2919•FAX:800-211-S454•buyboard.com PROPOSAL INVITATION QUESTIONNAIRE The Cooperative will use your responses to the questions below in evaluating your Proposal and technical and financial resources to provide the goods and perform the services ("Work`) under the Buy8oard contract contemplated by this Proposal Invitation("Contract"). Proposers must fully answer each question,numbering your responses to Correspond to the questions/numbers below. Proposers must complete below or attach your responses to this questionnaire,sign where indicated below, and submit the signed questionnaire and your responses to all questions in one document with your Proposal. You must submit the signed questionnaire and responses with your Proposal or the Proposal will not be considered. 1. fist the number of years Proposer has been In business and former business names(if applicable). Note whether your company is currently for sale or involved in any transaction that would significantly alter Its business or result in acquisition by another entity. j �tPCA ry, i 2. Describe the resources Proposer has to manage staff and successfully perform the Work contemplated under this Contract State the number and summarize the experience of company personnel who may be utilized for the Work, including those who will be available to Cooperative members far assistance with project development,technical issues, and product selection for Work associated with this Contract. j 5` 7 Ein6I.-Iffy GL I !V -fa t /I1 1G/Y SYS�'��� 3. Describe Proposers financial capability to perform the Contract. State or describe the firms financial strength and rating, bonding capacity, and Insurance coverage limits. State whether the firm, or any of the firms past or present owners,principal shareholders or stockholders,or officers,have been a debtor party to a bankruptcy,receivership,or Insolvency proceeding in the last 7 years,and Identify any such debtor party by name and relationship to or position with your firm. Page 38 d 65 P,mpml gams CD MO40 v o1-121018 Cooperativ9 PRg 12007 Research Boulevard•Austin,Texas 78759-2439•PH:600-695-2919•FAX:600-211-5454.Oyu loard,cam 4. Does your company have any outstanding financial judgments and/or is it currently in default on any loan or financing agreement? If so,provide detailed information on the nature of such items and prospects for resolution. ) S. List all contracts,if any,In the last 10 years on which Proposer has defaulted,failed to complete or deliver the work,or that have been terminated for any reason. For each such contract, provide the project name, scope,value and date and the name of the procuring entity. Fully explain the circumstances of the default,failure to complete or deliver the work,or termination. ]� /� l I�U n/i- 6. list all litigation or other legal proceedings (including arbitration proceedings), if any, in the last to years brought against your firm,or any of the firm's past or present owners,principal shareholders or stockholders,officers,agents or employees, that relates to or arises from a contract similar to this Contract or the work contemplated under this Contract Provide the style of the lawsuit or proceeding(name of parties and court or tribunal in which filed), nature of the claim,and resolution or current status. &0&'p By signature below, I certify that the information contained In and/or attached to this Proposal Invitation Questionnaire in response to the above questions is true and correct and that I am authorized by my company to make this certification. Mac Halk Dodge Chrysler Jeep A ame f Authorized comps dal AVVO ai FW=cowM/svcs v oiaImla Page 39 of 6S wv'�per�'tl�r� urc�rasa(+r�r 12007 Research E3oWev rd •Austin,"texas 78759-2439 ° PH:880-895-2914 ' FAX: 800--211- 454 REQUIRED FORMS CHECKLIST (Skase check(v')flee fallaww g) ® Comm fp,etd: Proposers Agreement and Signature �] Completed: Vendor Contact Information N am feted: Felony Conviction Disclosure and Debarment Certification R9 Completed: Resident/Nonresident Certification Completed:: No Israel Boycott Certification Ccom le eci: No Excluded Nation or Foreign Terrorist organization Certification Completed: Historically underutilized Business(HUB) Certification) Compieted: Construction Related Goods and Services Affirmation Completed: Deviation/Compliance ®, Cc?Jete : Location/Authorized Seller Listings Completed: Manufacturer Dealer Designation XC Completed: Texas Regional Service Designation om feted: State Service Designation Completed': 'National Purchasing Cooperative Vendor Award Agreement Com 1�ed: Federal and State/'Purchasing Cooperative Experience [ Completed: Governmental References Completed: Marketing Strategy ( Complete : Confidential/Proprietary Information Coveted,: 'Vendor Business Name with IRS Form VV_g EA Completed: ED'GAR Vendor Certification ER Completed: Proposal Invitation Questionnaire Completed: Required Forms Checklist Completed: Proposal Specification Form with Catalogs/Priceiists P'roposW Forms COMMijSV(.S v.01,.12.2018 Page 40 of 65 L O B N i N i p ; fd E p y V O '= 1.. 0) c+'7 w 0) ETi � 4- ++ d E cC7 E cC7 ra O u d " N r U Zd Qi U U. 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F .2" z 4 w 'i +� („ w zxw � z ¢ < O UQ U< ' f a Ox (Az G� F7 co- Iwo � zyo .: l � LW E' HO' z � tx) = z Fx cu 14. E N I`) >Olt •'"-t ' �__ — a ard DwCooperative ur hasin 0,8ox 466 Austin, TX 76767-0400 690.695.2919 1512,467 0222 f Fax,:669.211,5454 hrryboar4.com August 22, 2019 Sent via email to: dsheehy(aD-machaikdcj.com David Sheehy Mac Haik Dodge Chrysler Jeep 11000 North Freeway Houston TX 77037 Re: Ambulances BuyBoard Contract 570-18 The Local Government Purchasing Cooperative (BuyBoard) awarded your company a contract under Ambulances, Contract 570-18 effective October 1, 2018 through September 30, 2019, with two possible one-year renewals. At this time, we are renewing your contract through September 30, 2020. All discounts, terms, and conditions of your contract will remain the same. If you agree to this renewal, there is nothing you need to do. However, if you do not agree to this renewal, you must notify me immediately via email at connieeburkett tasbeorg. Reminder: Once a BuyBoard contract is awarded, vendors must generate a minimum of$15,000 annually or they may not be offered a contract renewal. Evaluations will be made annually, prior to the expiration date of the contract term, and the BuyBoard reserves the right to discontinue the vendor's contract at that time. Additionally, all purchase orders must be processed through the BuyBoard. Except as expressly authorized in writing by the Cooperative's administrator, you are not authorized to process a purchase order received directly from a Cooperative member. Accepting orders directly from a member entity without Cooperative authorization is a violation of the terms of your contract. We request your assistance in immediately forwarding any orders received directly from member entities. Purchase orders may be sent to us either by fax (800-211-5454) or by email (info _ uy oar .com). If by chance an order sent directly to you has been unintentionally processed, please forward it to the Cooperative and note it as RECORD ONLY to prevent duplication. If you have questions or comments concerning this renewal, please contact me as soon as possible at connieeburkett tasbeorg. We appreciate your interest in The Local Government Purchasing Cooperative. Sincerely, , Connie W Burkett, CTSBO Contract Administrator TAM Tlrs C ooperafFve is mdrirsed byFhe 1'exasAssocoPlf71Y of SchoolS'oraos sw s IIA fexa., rexas Assoriaboo of C ouahps arml Me Texas Assoc,rallor�of School Admaslrilms. IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24,2020 SUBJECT: Authorize the City Manager to execute an agreement with Catapult Systems, LLC to provide cybersecurity services through the DIR- TSO-3843 purchasing contract. PRESENTER: Bob Weakley, Assistant Director of Information Technology SUMMARY: The Information Technology (IT) Department believes it is necessary to take comprehensive and proactive steps to ensure the integrity of the city's network. This proposal is to engage the services of experts to help strengthen cybersecurity in the city's network environment. GENERAL DESCRIPTION: Cyberattacks are a growing threat to the public sector. One of the top priorities for the IT Department is to protect and sustain the city's digital information and information systems. The IT Department has been working with city management to find ways to minimize the footprint of a potential cyber threat and safeguard sensitive data and mission critical services. One of the steps the IT Department would like to take is engaging Catapult Systems to provide their services to strengthen the city's network defenses. This will be accomplished through specific Microsoft software services and Windows server configuration implementations. A summary of the services to be provided is attached. Staff was able to utilize Microsoft vouchers to help offset the cost of this project. The vouchers have a value of $16,280. That brings the total cost not to exceed $101,010. Funding for this request is included as part of the FY 2019-20 Amended Capital Projects Budget in the IT Security Project (IT2002). RECOMMENDATION: Authorize the City Manager to execute an agreement with Catapult Systems, LLC to provide cybersecurity services through the DIR-TSO-3843 purchasing contract. DIR Contract No. DIR-TSO-3843 Vendor Contract No. STATE OF TEXAS DEPARTMENT OF INFORMATION RESOURCES CONTRACT FOR SERVICES CATAPULT SYSTEMS, LLC 1. Introduction A. Parties This Contract for Services("Contract")is entered into between the State of Texas("State"), acting by and through the Department of Information Resources ("DIR")with its principal place of business at 300 West 15m Street, Suite 1300, Austin, Texas 78701, and Catapult Systems, LLC ("Vendor"), with its principal place of business at 1221 S. MoPac Expressway, Suite 350, Three Barton Skyway, Austin, TX 78746. B. Compliance with Procurement Laws This Contract is the result of compliance with applicable procurement laws of the State. DIR issued a solicitation on the Comptroller of Public Accounts' Electronic State Business Daily, Request for Offer(RFO)DIR-TSO-TMP-253, on August 4, 2016, for Deliverables- Based Information Technology Services (DBITS). Upon execution of this Contract, a notice of award for RFO DIR-TSO-TMP-253 shall be posted by DIR on the Electronic State Business Daily. C. Order of Precedence This Contract; Appendix A, Deliverables-Based Information Technology Services Contract Terms and Conditions; Appendix B, Vendor's Historically Underutilized Businesses Subcontracting Plan; Appendix C, Sample Statement of Work; Exhibit 1, Vendor's Response to RFO DIR-TSO-TMP-253, including all addenda; and Exhibit 2, RFO DIR-TSO-TMP-253, including all addenda; are incorporated by reference and constitute the entire agreement between DIR and Vendor. In the event of a conflict between the documents listed in this paragraph,the controlling document shall be this Contract,then Appendix A, then Appendix B, then Appendix C, then Exhibit 1, and finally Exhibit 2. In the event and to the extent any provisions contained in multiple documents address the same or substantially the same subject matter but do not actually conflict, the more recent provisions shall be deemed to have superseded earlier provisions. 2. Term of Contract The term of this Contract shall be two(2)year commencing on the last date of approval by DIR and Vendor. Prior to expiration of the original term, DIR may extend this Contract, by amendment, for up to two (2) optional one-year terms. Additionally, the parties by mutual agreement may extend the term for up to ninety (90) additional calendar days. 3. Service Offerings Services available under this Contract are limited to the Deliverables-Based Information Technology Services Technology Categories as specified below. Vendor may incorporate Page 1 of 6 Department oflnformation Resources (DIR rev 12/01/16) DIR Contract No. DIR-TSO-3843 Vendor Contract No. changes to their services offering; however, any changes must be within the scope of the RFO and services awarded based on the posting described in Section 1.13 above. Vendor may not add services which were not included in the Vendor's response to the solicitation described in Section 1.13 above. No hardware or software products and related services may be sold through this contract. Any products needed to deliver final services must be procured through another contract vehicle. Examples of these products include: Software as a Service (SaaS), subscriptions, annual license maintenance and support, and web hosting. Application Maintenance and Support 1) Definition: Application Maintenance and Support includes the skills and requirements for supporting application systems, including troubleshooting, modifying, maintaining and enhancing legacy systems. Application Maintenance and Support also applies to applications running in a production environment. 2) Examples of included services: research, analysis, design, programming, testing, documenting and implementing maintenance changes; correcting software errors; modifying reports and ensuring accurate report runs; making modifications to the applications and documentation; writing ad hoc queries; loading and applying changes to the software language and/or database in which the application is written; providing corrections for production or any changes needed and participation in disaster recovery testing, planning and documentation. Services may need to be available 24/7 or on an on-call basis. Business Intelligence (BI) and Data Warehouse 1) Definition: BI enables an organization to perform in-depth analysis and includes, where required, data mining of detailed business data providing real and significant information to business users. BI may include an integrated group of operational and decision support applications and databases. BI makes use of tools designed to easily access data warehouse data. A data warehouse collects, organizes and makes data available for the purpose of analysis and gives organizations the ability to access and analyze information about its business. The function of the data warehouse is to consolidate and reconcile information from across disparate business units and IT systems and provide a context for reporting and analysis. 2) Examples of included services: architectural design, extraction, transformation and loading of data sources; planning, assessment, product installation and tuning; prototype development, deployment, data cleansing, data mart development and support; data migration, integration with data mining; integration with business intelligence tools and/or systems; data scrubbing; data transformation; training and knowledge transfer. Page 2 of 6 Department oflnformation Resources (DIR rev 12/01/16) DIR Contract No. DIR-TSO-3843 Vendor Contract No. Technology Upgrade/Migration and Transformation 1) Definition: Technology Upgrade/Migration may be required to increase business functionality, reengineer a business function, keep current with vendor upgrades or when upgrading existing technology. Technology Transformation may be accomplished by converting/migrating legacy applications to new technology either with or without new business functionality or it may include introducing new technology into the enterprise. Technology Upgrade/Migration may also include providing website content accessibility compliance. 2) Examples of included services: assessments of the current application portfolio, evaluation of the technology assets before beginning technology transformation and Business Case development for justification of an initiative. Also included are: technology transformations, which may include, appropriate Return on Investment (ROI), benchmarks and milestones. The following activities may also be included: planning, analysis, requirements development, proof of concept, deployment, implementation, integration, remediation, data migration, documentation, application programming and support services; and training support. Information Technology Assessments and Planning 1) Definition: IT Assessments and Planning may include IT effectiveness, maturity, governance, project management and architecture. Strategic planning activities may include mission statement development, visioning and goals, objectives, and strategy development. Tactical planning may require that actionable plans and roadmaps be provided. 2) Examples of included services: IT assessments, including enterprise architecture and cloud assessments; staff knowledge, skills and abilities (KSAs) assessments; bandwidth assessments, network performance and strategic and tactical planning. Application Development 1) Definition: Application Development is the development of new applications which may be mainframe, server, network-based, web-based or a combination. The requirements for new applications may require interfaces to existing applications. 2) Examples of included services: web application development; mobile application development; service oriented architecture (SOA); researching; analyzing; gathering requirements; designing; programming; testing; documenting and implementing; applying changes to the software language and/or database in which the application is written; providing corrections for production or any changes needed and participation in disaster recovery planning and documentation. 4. Pricing Pricing to the DIR Customer shall be as set forth in Appendix A, Section 7, Pricing, Purchase Orders, Invoices and Payment, and as set forth in the Customer's Statement of Page 3 of 6 Department oflnformation Resources (DIR rev 12/01/16) DIR Contract No. DIR-TSO-3843 Vendor Contract No. Work and shall include the DIR Administrative Fee. Customers purchasing services under this Contract shall negotiate pricing directly with the Vendor in accordance with the Customer's Statement of Work. 5. DIR Administrative Fee A) The administrative fee to be paid by the Vendor to DIR based on the dollar value of all sales to Customers pursuant to this Contract is three-quarters of one percent (75%). Payment will be calculated for all sales, net of returns and credits. For example, the administrative fee for sales totaling $100,000 shall be $750.00. B) All prices quoted to Customers shall include the administrative fee. DIR reserves the right to change this fee upwards or downwards during the term of this Contract, upon written notice to Vendor without further requirement for a formal contract amendment. Any change in the administrative fee shall be incorporated by Vendor in the price to the Customer. 6. Notification All notices under this Contract shall be sent to a party at the respective address indicated below. If sent to the State: Kelly A. Parker, CTPM, CTCM Director, Cooperative Contracts Department of Information Resources 300 W. 15m St., Suite 1300 Austin, Texas 78701 Phone: (512) 475-4000 Facsimile: (512) 475-4759 Email: kellyparker(ea�,dir.texas.gov If sent to the Vendor: Michael Kennedy Catapult Systems, LLC 1221 S. MoPac Expwy, Suite 350 Three Barton Skyway Austin, TX 78746 Phone: (512) 605-3912 Facsimile: (512) 328-0584 Email: michael.kennedy�ae,catayultsy stems.com 7. Statement of Work A) Services provided under this Contract shall be based on the Sample Statement of Work as set forth in Appendix C of this Contract. Customers may negotiate the terms and conditions of a SOW to suit their business needs, so long as the SOW terms and conditions do not conflict with this Contract. Page 4 of 6 Department oflnformation Resources (DIR rev 12/01/16) DIR Contract No. DIR-TSO-3843 Vendor Contract No. B) Conflicting or Additional Terms In the event that conflicting or additional terms in Statement of Work or linked or supplemental documents amend or diminish the rights of DIR Customers or the State, such conflicting or additional terms shall not take precedence over the terms of this Contract. In the event of a conflict, any linked documents may not take precedence over the printed or referenced documents comprising this contract; provided further that any update to such linked documents shall only apply to purchases or leases of the associated Vendor product or service offering after the effective date of the update; and, provided further, that, if Vendor has responded to a solicitation or request for pricing, no update of such linked documents on or after the initial date of Vendor's initial response shall apply to that purchase unless Vendor directly informs Customer of the update before the purchase is consummated. In the event that different or additional terms or conditions would otherwise result from accessing a linked document, agreement to said linked document shall not be effective until reviewed and approved in writing by Customer's authorized signatory. Vendor shall not [without prior written agreement from Customer's authorized signatory,] require any document that: 1) diminishes the rights, benefits, or protections of the Customer, or that alters the definitions, measurements, or method for determining any authorized rights, benefits, or protections of the Customer; or 2) imposes additional costs, burdens, or obligations upon Customer, or that alters the definitions, measurements, or method for determining any authorized costs, burdens, or obligations upon Customer. If Vendor attempts to do any of the foregoing, the prohibited documents will be void and inapplicable to the contract between DIR and Vendor or Vendor and Customer, and Vendor will nonetheless be obligated to perform the contract without regard to the prohibited documents, unless Customer elects instead to terminate the contract, which in such case may be identified as a termination for cause against Vendor. The foregoing requirements apply to all contracts. 8. Authorized Exceptions to Contract and any Appendices. No exceptions have been agreed to by DIR and Vendor. Page 5 of 6 Department oflnformation Resources (DIR rev 12/01/16) DIR Contract No. DIR-TSO-3843 Vendor Contract No. This Contract is executed to be effective as of the date of last signature. Catapult Systems, LLC Authorized By: Signature on File Name: Liam P. Collo Title: Chief People Officer Date: 4/28/2017 The State of Texas, acting by and through the Department of Information Resources Authorized By: Signature on File Name: Hershel Becker Title: Chief Procurement Officer Date: 5/2/2017 Office of General Counsel: Signature on File 5/1/17 Page 6 of 6 Department oflnformation Resources (DIR rev 12/01/16) Amendment Number 1 to Contract Number DIR-TSO-3843 between State of Texas, acting by and through the Department of Information Resources and Catapult Systems, LLC This Amendment Number 1 to Contract Number DIR-TSO-3843 ("Contract") is between the Department of Information Resources ("DIR") and Catapult Systems, LLC ("Vendor"). DIR and Vendor agree to modify the terms and conditions of the Contract as follows: 1. Contract,Section 2,Term of Contract, is hereby amended as follows: DIR and Vendor hereby agree to extend the term of the Contract for one (1)year through May 2, 2020, or until terminated pursuant to the termination clauses contained in the Contract.The contract will renew automatically in one-year increments for one (1) additional year under the same terms and conditions unless either party provides notice to the other party 60 days in advance of the renewal date stating that the party wishes to discuss modification of terms or not renew. Additionally,the parties by mutual agreement may extend the term for up to ninety (90) additional calendar days. 2. Appendix A, Standard Terms and Conditions for DBITS Services Contracts, is hereby restated in its entirety and replaced with the attached Appendix A. Standard Terms and Conditions for DBITS Services Contracts dated 01/08/2018, except where previous authorized exceptions to Appendix A were allowed and documented as part of the Contract. In such cases, the previously authorized exceptions shall be applied to the portions of the new Appendix A which are comparable to those in the earlier Appendix A for which they were written, and this without regard for the numbering or lettering associated with any of the documents. Applied in such manner,the exceptions shall remain in full force and effect until such time the contract expires or is terminated. 3. Appendix C — Statement of Work Waterfall Template is hereby replaced in its entirety with the Appendix C—Statement of Work(SOW)Agile and Waterfall template attached to this Amendment 1. All other terms and conditions of the Contract not specifically modified herein, shall remain in full force and effect. In the event of conflict among the provisions, the order of precedence shall be Amendment Number 1 and then the Contract. Amendment 1 Contract DIR-TSO-3843 rev.10/2017 Page 1 IN WITNESS WHEREOF,the parties hereby execute this amendment to be effective as of the date of the last signature, but in all events no later than May 2, 2019. Catapult Systems, LLC Authorized By: Signature on File Name: Liam Collopy Title: Chief People Officer Date: 5/7/2019 The State of Texas, acting by and through the Department of Information Resources Authorized By: Signature on File Name: Hershel Becker Title: Chief Procurement Officer Date: 5/9/2019 Office of General Counsel: DB 5/7/2019 Amendment 1 Contract DIR-TSO-3843 rev.10/2017 Page 2 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ Table of Contents 1. No Quantity Guarantees:........................................................................................................ 1 2. Definitions.............................................................................................................................. 1 3. General Provisions................................................................................................................. 2 A. Entire Agreement.......................................................................................................... 2 B. Modification of Contract Terms and/or Amendments.................................................. 2 C. Invalid Term or Condition............................................................................................ 3 D. Assignment ................................................................................................................... 3 E. Survival......................................................................................................................... 3 F. Choice of Law............................................................................................................... 3 G. Limitation of Authority................................................................................................. 4 H. Proof of Financial Stability........................................................................................... 4 4. Intellectual Property Matters.................................................................................................. 4 A. Definitions..................................................................................................................... 4 Ownership. .................................................................................................................... 5 C. Further Actions. ............................................................................................................ 6 D. Waiver of Moral Rights. ............................................................................................... 6 E. Confidentiality. ............................................................................................................. 6 InjunctiveRelief........................................................................................................... 7 Via. Return of Materials Pertaining to Work Product. ......................................................... 7 H. Vendor License to Use.................................................................................................. 7 1. Third-Party Underlying and Derivative Works. ........................................................... 7 Agreement with Subcontracts....................................................................................... 8 K. License to Customer. .................................................................................................... 8 L. Vendor Development Rights......................................................................................... 8 5. Terms and Conditions Applicable to State Agency Purchases Only:.................................... 8 A. Electronic and Information Resources Accessibility Standards, As Required by 1 TAC Chapters 206 and 213 (Applicable to State Agency and Institution of Higher Education Purchases Only)......................................................... 8 B. Purchase of Commodity Items (Applicable to State Agency Purchases Only) ................ 9 6. Contract Fulfillment and Promotion...................................................................................... 9 A. Service, Sales and Support of the Contract................................................................... 9 B. Internet Access to Contract........................................................................................... 9 1) Vendor Webpage .................................................................................................... 9 2) Accurate and Timely Contract Information.......................................................... 10 3) Webpage Compliance Checks .............................................................................. 10 4) Webpage Changes................................................................................................. 10 5) Use of Access Data Prohibited ............................................................................. 10 01/08/2018 i DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ 6) Responsibility for Content.................................................................................... 10 C, Services Warranty and Return Policies....................................................................... 11 D, DIR Logo.................................................................................................................... 11 VendorLogo............................................................................................................... 11 F', Trade Show Participation............................................................................................ 11 6, Orientation Meeting.................................................................................................... 11 H,, Performance Review Meetings................................................................................... 11 1,. DIR Cost Avoidance................................................................................................... 12 7. Pricing, Purchase Orders, Invoices, and Payments.............................................................. 12 A, Tax Exempt................................................................................................................. 12 B„ Travel Expense Reimbursement................................................................................. 12 C. Purchase Orders.......................................................................................................... 12 D. Invoices....................................................................................................................... 13 E. Payments..................................................................................................................... 13 8. Contract Administration....................................................................................................... 13 A, Contract Managers...................................................................................................... 13 1) State Contract Manager......................................................................................... 13 2) Vendor Contract Manager..................................................................................... 14 B„ Reporting and Administrative Fees ............................................................................ 14 1) Reporting Responsibility ...................................................................................... 14 2) Detailed Monthly Report ...................................................................................... 14 3) Historically Underutilized Businesses Subcontract Reports................................. 14 4) DIR Administrative Fee........................................................................................ 15 5) Accurate and Timely Submission of Reports ....................................................... 15 C. Records and Audit....................................................................................................... 15 D. Contract Administration Notification......................................................................... 17 9. Vendor Responsibilities....................................................................................................... 17 A. Indemnification........................................................................................................... 17 1) INDEPENDENT CONTRACTOR....................................................................... 17 2) Acts or Omissions................................................................................................. 17 3) Infringements........................................................................................................ 17 4) PROPERTY DAMAGE........................................................................................ 18 B. Taxes/Worker's Compensation/UNEMPLOYMENT INSURANCE........................ 18 C. Vendor Certifications.................................................................................................. 19 D. Ability to Conduct Business in Texas......................................................................... 21 „ Equal Opportunity Compliance .................................................................................. 21 F', Use of Subcontractors................................................................................................. 22 O.. Responsibility for Actions .......................................................................................... 22 H. Confidentiality ............................................................................................................ 22 1. Security of Premises, Equipment, Data and Personnel............................................... 22 J, Background and/or Criminal History Investigation.................................................... 23 , Limitation of Liability................................................................................................. 23 01/08/2018 ii DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ LOvercharges ................................................................................................................ 23 M� Prohibited Conduct..................................................................................................... 23 N. Required Insurance Coverage..................................................................................... 23 O. Use of State Property.................................................................................................. 24 P. Immigration................................................................................................................. 25 PublicDisclosure........................................................................................................ 25 R, Product and/or Services Substitutions ........................................................................ 25 S. Secure Erasure of Hard Disk Managed Services Products and/or Services ............... 25 T. Deceptive Trade Practices; Unfair Business Practices ............................................... 26 U. Drug Free Workplace Policy ...................................................................................... 26 V. Accessibility of Public Information............................................................................ 26 W, Vendor Reporting Responsibilities............................................................................. 26 10. Contract Enforcement.......................................................................................................... 27 , Enforcement of Contract and Dispute Resolution...................................................... 27 B. Termination................................................................................................................. 27 1) Termination for Non-Appropriation..................................................................... 27 a) Termination for Non-Appropriation by Customer.......................................... 27 b) Termination for Non-Appropriation by DIR.................................................. 27 2) Absolute Right...................................................................................................... 28 3) Termination for Convenience............................................................................... 28 4) Termination for Cause .......................................................................................... 28 a) Contract........................................................................................................... 28 b) Purchase Order................................................................................................ 28 5) Immediate Termination or Suspension................................................................. 29 6) Customer Rights Under Termination.................................................................... 29 7) Vendor or Order Fulfiller Rights Under Termination........................................... 29 C. Force Maj eure............................................................................................................. 29 11. Notification.......................................................................................................................... 30 A. Notices ........................................................................................................................ 30 B. Handling of Written Complaints................................................................................. 30 12. Captions ............................................................................................................................... 30 01/08/2018 iii DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ 1. No Quantity Guarantees: 1T:m im 111110 I",X CEP i'10 11111S OP F4 f 1T iSJO�11111S WILL BE C,10 11111SJDEF4 f D The Contract is not exclusive to the Vendor. Customers may obtain services from other sources during the term of the Contract. DIR makes no express or implied warranties whatsoever that any particular quantity or dollar amount of services will be procured through the Contract. 2. Definitions A. Customer — any Texas state agency, unit of local government, institution of higher education as defined in Section 2054.003, Texas Government Code, the Electric Reliability Council of Texas, the Lower Colorado River Authority, a private school, as defined by Section 5.001, Education Code, a private or independent institution of higher education, as defined by Section 61.003, Education Code, a volunteer fire department, as defined by Section 152.001, Tax Code and those state agencies purchasing from a DIR contract through an Interagency Agreement, as authorized by Chapter 771, Texas Government Code, any local government as authorized through the Interlocal Cooperation Act, Chapter 791, Texas Government Code, the state agencies and political subdivisions of other states as authorized by Section 2054.0565, Texas Government Code, and, except for telecommunications services under Chapter 2170, Texas Government Code, assistance organizations as defined in Section 2175.001, Texas Government Code to mean: 1) A non-profit organization that provides educational, health or human services or assistance to homeless individuals; 2) A nonprofit food bank that solicits, warehouses, and redistributes edible but unmarketable food to an agency that feeds needy families and individuals; 3) Texas Partners of the Americas, a registered agency with the Advisory Committee on Voluntary Foreign Aid, with the approval of the Partners of the Alliance Office of the Agency for International Development; 4) A group, including a faith-based group, that enters into a financial or non- financial agreement with a health or human services agency to provide services to that agency's clients; 5) A local workforce development board created under Section 2308.253; 6) A nonprofit organization approved by the Supreme Court of Texas that provides free legal services for low-income households in civil matters; 7) The Texas Boll Weevil Eradication Foundation, Inc., or an entity designated by the commissioner of agriculture as the foundation's successor entity under Section 74.1011, Texas Agriculture Code; 8) A nonprofit computer bank that solicits, stores, refurbishes and redistributes used computer equipment to public school students and their families; and 9) A nonprofit organization that provides affordable housing. B. Compliance Check — an audit of Vendor's compliance with the Contract may be performed by, but not limited to, a third party auditor, DIR Internal Audit department, or DIR contract management staff or their designees. 01/08/2018 Page 1 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ C. Contract—the document executed between DIR and Vendor into which this Appendix A is incorporated. D. CPA—refers to the Texas Comptroller of Public Accounts. E. Day— shall mean business days, Monday through Friday, except for State and Federal holidays, unless otherwise specified as calendar days. If the Contract calls for performance on a day that is not a business day, then performance is intended to occur on the next business day. F. Purchase Order —the Customer's fiscal form or format, which is used when making a purchase (e.g., formal written Purchase Order, Procurement Card, Electronic Purchase Order, or other authorized instrument). G. State—refers to the State of Texas. H. Statement of Work Solicitation (SOW) — A document, hereinafter referred to as a SOW Solicitation, posted on DIR's website outlining the description of services to be performed for a specified DIR Customer. SOW Solicitations may include: background, description of deliverables, acceptance criteria for deliverables, service levels for deliverables, duration of engagement with the DIR Customer, additional Customer terms and conditions and other relevant information J. Technology Category — A DBITS service grouping for which Vendors may be awarded a Contract. 3. General Provisions A. Entire Agreement The Contract, Appendices, and Exhibits constitute the entire agreement between DIR and the Vendor. No statement, promise, condition, understanding, inducement or representation, oral or written, expressed or implied, which is not contained in the Contract, Appendices, or its Exhibits shall be binding or valid. B. Modification of Contract Terms and/or Amendments 1) The terms and conditions of the Contract shall govern all transactions by Customers under the Contract. The Contract may only be modified or amended upon mutual written agreement of DIR and Vendor. 2) Customers shall not have the authority to modify the terms of the Contract; however, additional Customer terms and conditions that do not conflict with the Contract and are acceptable to Vendor may be added in a Purchase Order and given effect.No additional term or condition added in a Purchase Order issued by a Customer can conflict with or diminish a term or condition of the Contract. Pre-printed terms and conditions on any Purchase Order issued by Customer hereunder will have no force and effect. In the event of a conflict between a Customer's Purchase Order and the Contract, the Contract term shall control. 3) Customers and Vendor will negotiate and enter into written agreements regarding statements of work, service level agreements, remedies, acceptance criteria, information confidentiality and security requirements, and other terms specific to their Purchase Orders under the Contract with Vendor. 01/08/2018 Page 2 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ C. Invalid Term or Condition 1) To the extent any term or condition in the Contract conflicts with the applicable Texas and/or United States law or regulation, such Contract term or condition is void and unenforceable. By executing a contract which contains the conflicting term or condition, DIR makes no representations or warranties regarding the enforceability of such term or condition and DIR does not waive the applicable State and/or United States law or regulation which conflicts with the Contract term or condition. 2) If one or more term or condition in the Contract, or the application of any term or condition to any party or circumstance, is held invalid, unenforceable, or illegal in any respect by a final judgment or order of the State Office of Administrative Hearings or a court of competent jurisdiction, the remainder of the Contract and the application of the term or condition to other parties or circumstances shall remain valid and in full force and effect. ,D. Assignment DIR or Vendor may assign the Contract without prior written approval to: i) a successor in interest (for DIR, another state agency as designated by the Texas Legislature), or ii) a subsidiary, parent company or affiliate, or iii) as necessary to satisfy a regulatory requirement imposed upon a party by a governing body with the appropriate authority. Assignment of the Contract under the above terms shall require written notification by the assigning party and, for Vendor, a mutually agreed written Contract amendment. Any other assignment by a party shall require the written consent of the other party and a mutually agreed written Contract amendment. E. Survival All applicable Statements of Work that were entered into between Vendor and a Customer under the terms and conditions of the Contract shall survive the expiration or termination of the Contract. All Purchase Orders issued and accepted by Vendor shall survive expiration or termination of the Contract for the term of the Purchase Order, unless the Customer terminates the Purchase Order sooner. However, regardless of the term of the Purchase Order, no Purchase Order shall survive the expiration or termination of the Contract for more than five years, unless Customer makes an express finding and justification for the longer term. The finding and justification must either be included in the Purchase Order, or referenced in it and maintained in Customer's procurement record. Rights and obligations under this Contract which by their nature should survive, including, but not limited to the DIR Administrative Fee; and any and all payment obligations invoiced prior to the termination or expiration hereof, obligations of confidentiality; and indemnification will remain in effect after termination or expiration hereof. F. Choice of Law The laws of the State shall govern the construction and interpretation of the Contract. Exclusive venue for all actions will be in state court, Travis County, Texas. Nothing in the Contract or its Appendices shall be construed to waive the State's sovereign immunity. 01/08/2018 Page 3 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ G, Limitation of Authority Vendor shall have no authority to act for or on behalf of the Texas Department of Information Resources or the State except as expressly provided for in this Contract; no other authority,power or use is granted or implied. Vendor may not incur any debts, obligations, expenses, or liabilities of any kind on behalf of the State or DIR. H. Proof of Financial Stability Either DIR or Customer may require Vendor to provide proof of financial stability prior to or at any time during the contract term. 4. Intellectual Property Matters A. Definitions 1)" Work Product"means any and all deliverables produced by Vendor for Customer under a Statement of Work issued pursuant to this Contract, including any and all tangible or intangible items or things that have been or will be prepared, created, developed, invented or conceived at any time following the effective date of the Contract, including but not limited to any (i) works of authorship (such as manuals, instructions, printed material, graphics, artwork, images, illustrations, photographs, computer programs, computer software, scripts, object code, source code or other programming code, HTML code, flow charts, notes, outlines, lists, compilations, manuscripts, writings, pictorial materials, schematics, formulae, processes, algorithms, data, information, multimedia files, text web pages or web sites, other written or machine readable expression of such works fixed in any tangible media, and all other copyrightable works), (ii) trademarks, service marks, trade dress, trade names, logos, or other indicia of source or origin, (iii) ideas, designs, concepts, personality rights, methods, processes, techniques, apparatuses, inventions, formulas, discoveries, or improvements,including any patents,trade secrets and know-how, (iv) domain names, (v)any copies, and similar or derivative works to any of the foregoing, (vi) all documentation and materials related to any of the foregoing, (vii) all other goods, services or deliverables to be provided to Customer under the Contract or a Statement of Work, and (viii) all Intellectual Property Rights in any of the foregoing, and which are or were created, prepared, developed, invented or conceived for the use or benefit of Customer in connection with this Contract or a Statement of Work, or with funds appropriated by or for Customer or Customer's benefit: (a)by any Vendor personnel or Customer personnel, or (b) any Customer personnel who then became personnel to Vendor or any of its affiliates or subcontractors,where, although creation or reduction-to-practice is completed while the person is affiliated with Vendor or its personnel, any portion of same was created, invented or conceived by such person while affiliated with Customer. 2) "Intellectual Property Rights" means the worldwide legal rights or interests evidenced by or embodied in: (i) any idea, design, concept, personality right, method, process, technique, apparatus, invention, discovery, or improvement, including any patents, trade secrets, and know-how; (ii) any work of authorship, including any copyrights, moral rights or neighboring rights; (iii) any trademark, service mark, trade 01/08/2018 Page 4 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ dress, trade name, or other indicia of source or origin; (iv) domain name registrations; and (v) any other proprietary or similar rights. The Intellectual Property Rights of a party include all worldwide legal rights or interests that the party may have acquired by assignment or license with the right to grant sublicenses. 3) "Statement of Work" means a document signed by Customer and Vendor describing a specific set of activities and/or deliverables, which may include Work Product and Intellectual Property Rights, that Vendor is to provide Customer, issued pursuant to the Contract. 4) "Third Party IP" means the Intellectual Property Rights of any third party that is not a party to this Contract, and that is not directly or indirectly providing any goods or services to Customer under this Contract. 5) "Vendor IP" shall mean all tangible or intangible items or things, including the Intellectual Property Rights therein, created or developed by Vendor (a) prior to providing any Services or Work Product to Customer and prior to receiving any documents, materials, information or funding from or on behalf of Customer relating to the Services or Work Product, or(b) after the Effective Date of the Contract if such tangible or intangible items or things were independently developed by Vendor outside Vendor's provision of Services or Work Product for Customer hereunder and were not created, prepared, developed, invented or conceived by any Customer personnel who then became personnel to Vendor or any of its affiliates or subcontractors, where, although creation or reduction-to-practice is completed while the person is affiliated with Vendor or its personnel, any portion of same was created, invented or conceived by such person while affiliated with Customer. B. Ownership. As between Vendor and Customer,the Work Product and Intellectual Property Rights therein are and shall be owned exclusively by Customer, and not Vendor. Vendor specifically agrees that the Work Product shall be considered "works made for hire" and that the Work Product shall, upon creation, be owned exclusively by Customer. To the extent that the Work Product, under applicable law, may not be considered works made for hire, Vendor hereby agrees that the Contract effectively transfers, grants, conveys, assigns, and relinquishes exclusively to Customer all right, title and interest in and to all ownership rights in the Work Product, and all Intellectual Property Rights in the Work Product, without the necessity of any further consideration, and Customer shall be entitled to obtain and hold in its own name all Intellectual Property Rights in and to the Work Product. Vendor acknowledges that Vendor and Customer do not intend Vendor to be a joint author of the Work Product within the meaning of the Copyright Act of 1976. Customer shall have access, during normal business hours (Monday through Friday, 8AM to 5PM) and upon reasonable prior notice to Vendor, to all Vendor materials, premises and computer files containing the Work Product. Vendor and Customer, as appropriate, will cooperate with one another and execute such other documents as may be reasonably appropriate to achieve the objectives 01/08/2018 Page 5 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ herein. No license or other right is granted hereunder to any Third Party IP, except as may be incorporated in the Work Product by Vendor. C. Further Actions. Vendor, upon request and without further consideration, shall perform any acts that may be deemed reasonably necessary or desirable by Customer to evidence more fully the transfer of ownership and/or registration of all Intellectual Property Rights in all Work Product to Customer to the fullest extent possible, including but not limited to the execution, acknowledgement and delivery of such further documents in a form determined by Customer. In the event Customer shall be unable to obtain Vendor's signature due to the dissolution of Vendor or Vendor's unreasonable failure to respond to Customer's repeated requests for such signature on any document reasonably necessary for any purpose set forth in the foregoing sentence, Vendor hereby irrevocably designates and appoints Customer and its duly authorized officers and agents as Vendor's agent and Vendor's attorney-in-fact to act for and in Vendor's behalf and stead to execute and file any such document and to do all other lawfully permitted acts to further any such purpose with the same force and effect as if executed and delivered by Vendor, provided however that no such grant of right to Customer is applicable if Vendor fails to execute any document due to a good faith dispute by Vendor with respect to such document. It is understood that such power is coupled with an interest and is therefore irrevocable. Customer shall have the full and sole power to prosecute such applications and to take all other action concerning the Work Product, and Vendor shall cooperate, at Customer's sole expense, in the preparation and prosecution of all such applications and in any legal actions and proceedings concerning the Work Product. J), Waiver of Moral Rights. Vendor hereby irrevocably and forever waives, and agrees never to assert, any Moral Rights in or to the Work Product which Vendor may now have or which may accrue to Vendor's benefit under U.S. or foreign copyright or other laws and any and all other residual rights and benefits which arise under any other applicable law now in force or hereafter enacted. Vendor acknowledges the receipt of equitable compensation for its assignment and waiver of such Moral Rights. The term"Moral Rights" shall mean any and all rights of paternity or integrity of the Work Product and the right to object to any modification, translation or use of the Work Product, and any similar rights existing under the judicial or statutory law of any country in the world or under any treaty, regardless of whether or not such right is denominated or referred to as a moral right. , Confidentiality. All documents, information and materials forwarded to Vendor by Customer for use in and preparation of the Work Product shall be deemed the confidential information of Customer, and subject to the license granted by Customer to Vendor under sub- paragraph H. hereunder. Vendor shall not use, disclose, or permit any person to use or obtain the Work Product, or any portion thereof, in any manner without the prior written approval of Customer. 01/08/2018 Page 6 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ F, Injunctive Relief. The Contract is intended to protect Customer's proprietary rights pertaining to the Work Product, and the Intellectual Property Rights therein, and any misuse of such rights would cause substantial and irreparable harm to Customer's business. Therefore, Vendor acknowledges and stipulates that a court of competent jurisdiction may immediately enjoin any material breach of the intellectual property, use, and confidentiality provisions of this Contract, upon a request by Customer, without requiring proof of irreparable injury as same should be presumed. G. Return of Materials Pertaining to Work Product. Upon the request of Customer, but in any event upon termination or expiration of this Contract or a Statement of Work, Vendor shall surrender to Customer all documents and things pertaining to the Work Product, including but not limited to drafts, memoranda, notes, records, drawings, manuals, computer software, reports, data, and all other documents or materials (and copies of same) generated or developed by Vendor or furnished by Customer to Vendor, including all materials embodying the Work Product, any Customer confidential information, or Intellectual Property Rights in such Work Product, regardless of whether complete or incomplete. This section is intended to apply to all Work Product as well as to all documents and things furnished to Vendor by Customer or by anyone else that pertain to the Work Product. H. Vendor License to Use. Customer hereby grants to Vendor a non-transferable, non-exclusive, royalty-free, fully paid-up license to use any Work Product solely as necessary to provide the Services to Customer. Except as provided in this Section, neither Vendor nor any Subcontractor shall have the right to use the Work Product in connection with the provision of services to its other customers without the prior written consent of Customer, which consent may be withheld in Customer's sole discretion. 1. Third-Party Underlying and Derivative Works. To the extent that any Vendor IP or Third Party IP are embodied or reflected in the Work Product, or are necessary to provide the Services, Vendor hereby grants to the Customer, or shall obtain from the applicable third party for Customer's benefit, the irrevocable, perpetual, non-exclusive, worldwide, royalty-free right and license, for Customer's internal business purposes only, to (i) use, execute, reproduce, display, perform, distribute copies of, and prepare derivative works based upon such Vendor IP or Third Party IP and any derivative works thereof embodied in or delivered to Customer in conjunction with the Work Product, and (ii) authorize others to do any or all of the foregoing. Vendor agrees to notify Customer on delivery of the Work Product or Services if such materials include any Third Party IP. On request, Vendor shall provide Customer with documentation indicating a third party's written approval for Vendor to use any Third Party IP that may be embodied or reflected in the Work Product. 01/08/2018 Page 7 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ J. Agreement with Subcontracts. Vendor agrees that it shall have written agreement(s) that are consistent with the provisions hereof related to Work Product and Intellectual Property Rights with any employees, agents, consultants, contractors or subcontractors providing Services or Work Product pursuant to the Contract, prior to their providing such Services or Work Product, and that it shall maintain such written agreements at all times during performance of this Contract, which are sufficient to support all performance and grants of rights by Vendor. Copies of such agreements shall be provided to the Customer promptly upon request. K. License to Customer. Vendor grants to Customer, a perpetual, irrevocable, royalty free license, solely for the Customer's internal business purposes, to use, copy, modify, display, perform (by any means), transmit and prepare derivative works of any Vendor IP embodied in or delivered to Customer in conjunction with the Work Product. The foregoing license includes the right to sublicense third parties, solely for the purpose of engaging such third parties to assist or carryout Customer's internal business use of the Work Product. Except for the preceding license, all rights in Vendor IP remain in Vendor. L. Vendor Development Rights. To the extent not inconsistent with Customer's rights in the Work Product or as set forth herein, nothing in this Contract shall preclude Vendor from developing for itself, or for others, materials which are competitive with those produced as a result of the Services provided hereunder, provided that no Work Product is utilized, and no Intellectual Property Rights of Customer therein are infringed by such competitive materials. To the extent that Vendor wishes to use the Work Product, or acquire licensed rights in certain Intellectual Property Rights of Customer therein in order to offer competitive goods or services to third parties, Vendor and Customer agree to negotiate in good faith regarding an appropriate license and royalty agreement to allow for such. 5. Terms and Conditions Applicable to State Agency Purchases Only: 111110 EXCEP,11011111S OP F4 f 1T i SJ O�11111 S W i i J, BE C'0111111 S1 E F4 EL A. Electronic and Information Resources Accessibility Standards,As Required by 1 TAC Chapters 206 and 213 (Applicable to State Agency and Institution of Higher Education Purchases Only) 1)Effective September 1, 2006 state agencies and institutions of higher education shall procure products which comply with the State Accessibility requirements for Electronic and Information Resources specified in 1 TAC Chapters 206 and 213 when such products are available in the commercial marketplace or when such products are developed in response to a procurement solicitation. 01/08/2018 Page 8 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ B. Purchase of Commodity Items (Applicable to State Agency Purchases Only) 1) Texas Government Code, §2157.068 requires State agencies to buy commodity items, as defined in 5.13.2, below, in accordance with contracts developed by DIR, unless the agency obtains an exemption from DIR or a written certification that a commodity is not on DIR contract (for the limited purpose of purchasing from a local government purchasing cooperative). 2) Commodity items are commercially available software, hardware and technology services that are generally available to businesses or the public and for which DIR determines that a reasonable demand exists in two or more state agencies. Hardware is the physical technology used to process, manage, store, transmit, receive or deliver information. Software is the commercially available programs that operate hardware and includes all supporting documentation, media on which the software may be contained or stored, related materials, modifications, versions, upgrades, enhancements, updates or replacements. Technology services are the services, functions and activities that facilitate the design, implementation, creation, or use of software or hardware. Technology services include seat management, staffing augmentation, training, maintenance and subscription services. Technology services do not include telecommunications services. Seat management is services through which a state agency transfers its responsibilities to a vendor to manage its personal computing needs, including all necessary hardware, software and technology services. 3)Vendor agrees to coordinate all State agency commodity item sales through existing DIR contracts. Institutions of higher education are exempt from this Subsection S.B. 6. Contract Fulfillment and Promotion A. Service, Sales and Support of the Contract Vendor shall provide service, sales and support resources to serve all Customers throughout the State. It is the responsibility of the Vendor to sell, market, and promote services available under the Contract. Vendor shall use its best efforts to ensure that potential Customers are made aware of the existence of the Contract. All sales to Customers for services available under the Contract shall be processed through the Contract. B. Internet Access to Contract 1) Vendor Webpage Within thirty (30) calendar days of the effective date of the Contract, Vendor will establish and maintain a webpage specific to the services awarded under the Contract that are clearly distinguishable from other, non-DIR Contract offerings on the Vendor's website. The webpage must include: a) the services awarded and services description; b) contact information (name, telephone number and email address) for Vendor; 01/08/2018 Page 9 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ c) instructions for obtaining quotes and placing Purchase Orders; d) the DIR Contract number with a hyperlink to the Contract's DIR webpage; e) a link to the DIR"Cooperative Contracts" webpage; and f) the DIR logo in accordance with the requirements of this Section. If Vendor does not meet the webpage requirements listed above, DIR may cancel the contract without penalty. 2) Accurate and Timely Contract Information Vendor warrants and represents that the website information specified in the above paragraph will be accurately and completely posted, maintained and displayed in an objective and timely manner. Vendor, at its own expense, shall correct any non- conforming or inaccurate information posted at Vendor's website within ten (10) business days after written notification by DIR. 3) Webpage Compliance Checks Periodic compliance checks of the information posted for the Contract on Vendor's webpage will be conducted by DIR. Upon request by DIR, Vendor shall provide verifiable documentation that pricing listed upon this webpage is compliant with the pricing as stated in the Contract. 4) Webpage Changes Vendor hereby consents to a link from the DIR website to Vendor's webpage in order to facilitate access to Contract information. The establishment of the link is provided solely for convenience in carrying out the business operations of the State.DIR reserves the right to suspend, terminate or remove a link at any time, in its sole discretion, without advance notice, or to deny a future request for a link. DIR will provide Vendor with subsequent notice of link suspension, termination or removal. Vendor shall provide DIR with timely written notice of any change in URL or other information needed to access the site and/or maintain the link. 5) Use of Access Data Prohibited If Vendor stores, collects or maintains data electronically as a condition of accessing Contract information, such data shall only be used internally by Vendor for the purpose of implementing or marketing the Contract, and shall not be disseminated to third parties or used for other marketing purposes. The Contract constitutes a public document under the laws of the State and Vendor shall not restrict access to Contract terms and conditions including pricing, i.e., through use of restrictive technology or passwords. 6) Responsibility for Content Vendor is solely responsible for administration, content, intellectual property rights, and all materials at Vendor's website. DIR reserves the right to require a change of listed content if, in the opinion of DIR, it does not adequately represent the Contract. 01/08/2018 Page 10 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ C. Services Warranty and Return Policies Vendor will adhere to the Vendor's then-currently published policies concerning services warranties and returns. Such policies for Customers will not be more restrictive or more costly than warranty and return policies for other similarly situated Customers for like services. D, DIR Logo Vendor may use the DIR logo in the promotion of the Contract to Customers with the following stipulations: (i) the logo may not be modified in any way, (ii) when displayed, the size of the DIR logo must be equal to or smaller than the Vendor logo, (iii) the DIR logo is only used to communicate the availability of services under the Contract to Customers, and (iv) any other use of the DIR logo requires prior written permission from DIR. E. Vendor Logo If DIR receives Vendor's prior written approval, DIR may use the Vendor's name and logo in the promotion of the Contract to communicate the availability of services under the Contract to Customers. Use of the logos may be on the DIR website or on printed materials. Any use of Vendor's logo by DIR must comply with and be solely related to the purposes of the Contract and any usage guidelines communicated to DIR from time to time. Nothing contained in the Contract will give DIR any right,title, or interest in or to Vendor's trademarks or the goodwill associated therewith, except for the limited usage rights expressly provided by Vendor. F. Trade Show Participation At DIR's discretion, Vendor may be required to participate in no more than two DIR sponsored trade shows each calendar year. Vendor understands and agrees that participation, at the Vendor's expense, includes providing a manned booth display or similar presence. DIR will provide four months advance notice of any required participation. Vendor must display the DIR logo at all trade shows that potential Customers will attend. DIR reserves the right to approve or disapprove of the location or the use of the DIR logo in or on the Vendor's booth. G. Orientation Meeting Within thirty (30) calendar days from execution of the Contract, Vendor will be required to attend an orientation meeting to discuss the content and procedures of the Contract to include reporting requirements. DIR, at its discretion, may waive the orientation requirement for Vendors who have previously held DIR contracts. The meeting will be held in the Austin, Texas area at a date and time mutually acceptable to DIR and the Vendor or by teleconference, at DIR's discretion. DIR shall bear no cost for the time and travel of the Vendor for attendance at the meeting. H. Performance Review Meetings DIR may require the Vendor to attend periodic meetings to review the Vendor's performance under the Contract, at DIR's discretion. The meetings may be held within the Austin, Texas area at a date and time mutually acceptable to DIR and the Vendor O1/08/2018 Page 11 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ or by teleconference. DIR shall bear no cost for the time and travel of the Vendor for attendance at the meeting. L DIR Cost Avoidance As part of the performance measures reported to state leadership,DIR must provide the cost avoidance the State has achieved through the Contract. Upon request by DIR, Vendor shall provide DIR with a detailed report of a representative sample of service sold under the Contract. The report shall contain: service description, list price, price to Customer under the Contract. 7. Pricing, Purchase Orders, Invoices, and Payments 111110 EX:CEP ] 1111S ���P1 F4 f" iS1W1111S W i i 1., BE CW�111SJ EF4 EL 170PY� A E A. Tax Exempt :m im 11110 1!,X CE 1'1W1111S OP F41!" iS1W1111S W i i J, BE CW 11S1DEF41!L As per Section 151.309, Texas Tax Code, Customers under this Contract are exempt from the assessment of State sales,use and excise taxes. Further, Customers under this Contract are exempt from Federal Excise Taxes, 26 United States Code Sections 4253(i) and 0). Customers shall provide evidence of tax-exempt status to Vendor upon request. 0, Travel Expense Reimbursement :m im 11110 1!,X CE 1'1W1111S OP F41!" iS1W1111S W i i J, BE CW 11S1DEF41!L Pricing for services provided under this Contract are exclusive of any travel expenses that may be incurred in the performance of those services. Travel expense reimbursement may include personal vehicle mileage or commercial coach transportation, hotel accommodations, parking and meals; provided, however, the amount of reimbursement by Customers shall not exceed the amounts authorized for state employees as adopted by each Customer; and provided, further, that all reimbursement rates shall not exceed the maximum rates established for state employees under the current State Travel Management Program (http://www.window.state.tx.us/procurement/pro ,/g stmp//). Travel time may not be included as part of the amounts payable by Customer for any services rendered under this Contract. The DIR administrative fee specified in the contract is not applicable to travel expense reimbursement. Anticipated travel expenses must be pre-approved in writing by Customer. Customer reserves the right not to pay travel expenses which are not pre-approved in writing by the Customer. C. Purchase Orders :m im 11110 1!,X CE 1'1W1111S OP F41!" iS1W1111S W i i J, BE CW 11S1DEF41!L All Customer Purchase Orders will be placed directly with the Vendor. Accurate Purchase Orders shall be effective and binding upon Vendor when accepted by Vendor. Customer and Vendor may work together to include specific requirements as to what constitutes a valid Purchase Order. 01/08/2018 Page 12 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ Vendors will be required to comply with the disclosure requirements of Section 2252.908, Texas Government Code, as enacted by House Bill 1295, 84th Regular Session,when execution of a contract requires an action or vote by the governing body of a governmental entity before the contract may be signed. D. Invoices 111110 I",X C E ] 11111 S ���P1 F4 E" I S1 W11111 S W I I J, BE CW�111 S J D E F4 E D 1) Invoices shall be submitted by the Vendor directly to the Customer and shall be issued in compliance with Chapter 2251, Texas Government Code. All payments for services purchased under the Contract and any provision of acceptance of such services shall be made by the Customer to the Vendor. For Customers that are not subject to Chapter 2251, Texas Government Code, Customer and Vendor will agree to acceptable terms. 2) Invoices must be timely and accurate. Each invoice must match Customer's Purchase Order and include any written changes that may apply, as it relates to services, prices and quantities. Invoices must include the Customer's Purchase Order number or other pertinent information for verification of receipt of the services by the Customer. 3) The administrative fee specified in the contract shall not be broken out as a separate line item when pricing or invoice is provided to Customer. E. Payments :m im 11110 EXCEPT]W1111S OP F4E" IS1W1111S WII J, BE CW11SJDEF4ED Customers shall comply with Chapter 2251, Texas Government Code, in making payments to Vendor. The statute states that payments for goods and services are due thirty (30) calendar days after the goods are provided, the services completed, or a correct invoice is received, whichever is later. Payment under the Contract shall not foreclose the right to recover wrongful payments. For Customers that are not subject to Chapter 2251, Texas Government Code, Customer and Vendor will agree to acceptable terms. 8. Contract Administration 111110 I",X C E ]W11111 S ���P1 F4 E" I S1 W1111 S W 111, BE CW�111 SJ D E F4 E D 170 PY� ,A, 1 11 I � D A. Contract Managers :m im 11110 EXCEPT]W1111S OP F4E" IS1W1111S WII J, BE CW 11SJDEF4ED DIR and the Vendor will each provide a Contract Manager to support the Contract. Information regarding the Contract Managers will be posted on the Internet website designated for the Contract. 1) State Contract Manager DIR shall provide a Contract Manager whose duties shall include but not be limited to: i) advising DIR and Vendor of Vendor's performance under the terms and conditions of the Contract, and ii)periodic verification of pricing and, iii)verification of monthly 01/08/2018 Page 13 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ reports submitted by Vendor. 2) Vendor Contract Manager Vendor shall identify a specific Contract Manager whose duties shall include but not be limited to: i) supporting the marketing and management of the Contract, ii) facilitating dispute resolution between Vendor and a Customer, and iii) advising DIR of Vendor's performance under the terms and conditions of the Contract. DIR reserves the right to require a change in Vendor's then-current Contract Manager if the assigned Contract Manager is not, in the reasonable opinion of DIR, adequately serving the needs of the State. B. Reporting and Administrative Fees 1) Reporting Responsibility a) Vendor shall be responsible for reporting all services purchased under the Contract. Vendor shall file the monthly reports, subcontract reports, and pay the administrative fees in accordance with the due dates specified in this section. b) DIR shall have the right to verify required reports and to take any actions necessary to enforce its rights under this section, including but not limited to compliance checks of Vendor's applicable Contract. Vendor will provide all required documentation at no cost. 2) Detailed Monthly Report Vendor shall electronically provide DIR with a detailed monthly report in the format required by DIR showing the dollar volume of any and all sales under the Contract for the previous calendar month period. Reports are due on the fifteenth (15th)calendar day of the month following the month of the sale. If the 15th calendar day falls on a weekend or state or federal holiday, the report shall be due on the next business day. The monthly report shall include, per transaction: the detailed sales for the period, Customer name, invoice date, invoice number, description, quantity, MSRP or List Price or Fixed Price, unit price, extended price, Customer Purchase Order number, contact name, Customer's complete billing address, the estimated administrative fee for the reporting period, subcontractor name, EPEAT designation (if applicable), configuration (if applicable), contract discount percentage, actual discount percentage, negotiated contract price (if fixed price is offered instead of discount off of MSRP), and other information as required by DIR. Each report must contain all information listed above per transaction or the report will be rejected and returned to the Vendor for correction in accordance with this section. Vendor shall report in a manner required by DIR which is subject to change dependent upon DIR's business needs. Failure to do so may result in contract termination. 3) Historically Underutilized Businesses Subcontract Reports a) Vendor shall electronically provide each Customer with Vendor's relevant Historically Underutilized Business Subcontracting Report, pursuant to the Contract, as required by Chapter 2161, Texas Government Code. Reports shall also be submitted to DIR. 01/08/2018 Page 14 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ b) Reports shall be due in accordance with the CPA rules. 4) DIR Administrative Fee a) The Vendor shall pay an administrative fee to DIR to defray the DIR costs of negotiating, executing, and administering the Contract. The maximum administrative fee is set by the Texas Legislature in the biennial General Appropriations Act. DIR will review Vendor monthly sales reports, close the sales period, and notify the Vendor of the administrative fee no later than the fourteenth (14th)day of the second month following the date of the reported sale. Vendor shall pay the administrative fee by the twenty-fifth (25th) calendar day of the second month following the date of the reported sale. For example, Vendor reports January sales by February 15th; DIR closes January sales and notifies Vendor of administrative fee by March 14th; Vendor submits administrative fee for January sales by March 25th. b) DIR may change the amount of the administrative fee upon thirty (30) calendar days written notice to Vendor without the need for a formal contract amendment. c) Vendor shall reference the DIR Contract number, reporting period, and administrative fee amount on any remittance instruments. 5) Accurate and Timely Submission of Reports a) The reports and administrative fees shall be accurate and timely and submitted in accordance with the due dates specified in this section. Vendor shall correct any inaccurate reports or administrative fee payments within three (3) business days upon written notification by DIR. Vendor shall deliver any late reports or late administrative fee payments within three (3) business days upon written notification by DIR. If Vendor is unable to correct inaccurate reports or administrative fee payments or deliver late reports and fee payments within three (3)business days,Vendor must contact DIR and provide a corrective plan of action, including the timeline for completion of correction. The corrective plan of action shall be subject to DIR approval. b) Should Vendor fail to correct inaccurate reports or cure the delay in timely delivery of reports and payments within the corrective plan of action timeline, DIR reserves the right to require an independent third party audit of the Vendor's records as specified in C.3 of this Section, at Vendor's expense. DIR will select the auditor (and all payments to auditor will require DIR approval). c) Failure to timely submit three (3)reports or administrative fee payments within any rolling twelve(12)month period may, at DIR's discretion,result in the addition of late fees of $100/day for each day the report or payment is due (up to $1000/month) or suspension or termination of Vendor's Contract. C. Records and Audit :m im 11110 F,X 1'"EP 1'1W1111S OP F4 F" 1S1W1111S WILL BE CW 11S1DF,F4 FD l l ill S 1.J B P,,A,.F4,'l GF ,,A,F 11 "I. 1) Acceptance of funds under the Contract by Vendor acts as acceptance of the authority of the State Auditor's Office, or any successor agency or designee, to conduct 01/08/2018 Page 15 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ an audit or investigation in connection with those funds. Vendor further agrees to cooperate fully with the State Auditor's Office or its successor or designee in the conduct of the audit or investigation, including providing all records requested. Vendor will ensure that this clause concerning the authority to audit funds received indirectly by subcontractors through Vendor and the requirement to cooperate is included in any subcontract it awards pertaining to the Contract. Under the direction of the Legislative Audit Committee, a Vendor that is the subject of an audit or investigation by the State Auditor's Office must provide the State Auditor's Office with access to any information the State Auditor's Office considers relevant to the investigation or audit. 2) Vendor shall maintain adequate records to establish compliance with the Contract until the later of a period of seven (7) years after termination of the Contract or until full, final and unappealable resolution of all Compliance Check or litigation issues that arise under the Contract. Such records shall include per transaction: Customer name, invoice date, invoice number, description, quantity, MSRP or List Price, unit price, extended price, Customer Purchase Order number, contact name, Customer's complete billing address, the calculations supporting each administrative fee owed DIR under the Contract, Historically Underutilized Businesses Subcontracting reports, and such other documentation as DIR may request. 3) Vendor and/or Order Fulfillers shall grant access to all paper and electronic records, books, documents, accounting procedures, practices, customer records including but not limited to contracts, agreements, purchase orders and statements of work, and any other items relevant to the performance of the Contract to the DIR Internal Audit department or DIR Contract Management staff, including the compliance checks designated by the DIR Internal Audit department,DIR Contract Management staff, the State Auditor's Office, and of the United States, and such other persons or entities designated by DIR for the purposes of inspecting, Compliance Checking and/or copying such books and records. Vendor and/or Order Fulfillers shall provide copies and printouts requested by DIR without charge. DIR shall provide Vendor and/or Order Fulfillers ten (10) business days' notice prior to inspecting, Compliance Checking, and/or copying Vendor's and/or Order Fulfiller's records. Vendor's and/or Order Fulfillers records, whether paper or electronic, shall be made available during regular office hours. Vendor and/or Order Fulfiller personnel familiar with the Vendor's and/or Order Fulfiller's books and records shall be available to the DIR Internal Audit department, or DIR Contract Management staff and designees as needed. Vendor and/or Order Fulfiller shall provide adequate office space to DIR staff during the performance of Compliance Check. If Vendor is found to be responsible for inaccurate reports,DIR may invoice for the reasonable costs of the audit,which Vendor must pay within thirty (30) calendar days of receipt. 4) For procuring State Agencies whose payments are processed by the Texas Comptroller of Public Accounts, the volume of payments made to Vendor through the Texas Comptroller of Public Accounts and the administrative fee based thereon shall be presumed correct unless Vendor can demonstrate to DIR's satisfaction that Vendor's calculation of DIR's administrative fee is correct. 01/08/2018 Page 16 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ 1), Contract Administration Notification 111110 E'.'�:C E f i"1 0111111 S OP PP f 1T 1 SJ O�11111 S W I LL BE C'0111111 SJD E PP EL 1) Prior to execution of the Contract, Vendor shall provide DIR with written notification of the following: i) Vendor Contract Administrator name and contact information, ii) Vendor sales representative name and contact information, and iii) name and contact information of Vendor personnel responsible for submitting reports and payment of administrative fees. 2) Upon execution of the Contract,DIR shall provide Vendor with written notification of the following: i)DIR Contract Administrator name and contact information, and ii) DIR Cooperative Contracts E-Mail Box information. 9. Vendor Responsibilities L 11110 E'.�CEP'1'10 1111SOP PE 1 I SJ _ 1111iS WILL BE 1 ,'011111S1fEF4 EL l 1�ill C 11 N L-P']. 0-S, °lr...W A. Indemnification 1) INDEPENDENT CONTRACTOR VENDOR AGREES AND ACKNOWLEDGES THAT DURING THE EXISTENCE OF THIS CONTRACT, IT IS FURNISHING SERVICES IN THE CAPACITY OF AN INDEPENDENT CONTRACTOR AND THAT VENDOR IS NOT AN EMPLOYEE OF THE CUSTOMER OR THE STATE OF TEXAS. 2) Acts or Omissions Vendor shall indemnify and hold harmless the State of Texas and Customers, AND/OR THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND EXPENSES arising out of, or resulting from any acts or omissions of the Vendor or its agents, employees, subcontractors, Order Fulfillers, or suppliers of subcontractors in the execution or performance of the Contract and any Purchase Orders issued under the Contract. THE DEFENSE SHALL BE COORDINATED BY VENDOR WITH THE OFFICE OF THE ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND VENDOR MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE ATTORNEY GENERAL. VENDOR AND THE CUSTOMER AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM. 3) Infringements a) Vendor shall indemnify and hold harmless the State of Texas and Customers, AND/OR THEIR EMPLOYEES, AGENTS, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES from any and all third party claims involving infringement of United States patents, copyrights, trade and service marks, and any other intellectual or intangible property rights in connection 01/08/2018 Page 17 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ with the PERFORMANCES OR ACTIONS OF VENDOR PURSUANT TO THIS CONTRACT. VENDOR AND THE CUSTOMER AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM. VENDOR SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE INCLUDING ATTORNEYS' FEES. THE DEFENSE SHALL BE COORDINATED BY VENDOR WITH THE OFFICE OF THE ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND VENDOR MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE ATTORNEY GENERAL. b) Vendor shall have no liability under this section if the alleged infringement is caused in whole or in part by: (i) use of the product or service for a purpose or in a manner for which the product or service was not designed, (ii) any modification made to the product without Vendor's written approval, (iii) any modifications made to the product by the Vendor pursuant to Customer's specific instructions, (iv) any intellectual property right owned by or licensed to Customer, or (v) any use of the product or service by Customer that is not in conformity with the terms of any applicable license agreement. c) If Vendor becomes aware of an actual or potential claim, or Customer provides Vendor with notice of an actual or potential claim, Vendor may (or in the case of an injunction against Customer, shall), at Vendor's sole option and expense: (i) procure for the Customer the right to continue to use the affected portion of the product or service, or (ii) modify or replace the affected portion of the product or service with functionally equivalent or superior product or service so that Customer's use is non-infringing. 4) PROPERTY DAMAGE IN THE EVENT OF LOSS, DAMAGE, OR DESTRUCTION OF ANY PROPERTY OF CUSTOMER OR THE STATE DUE TO THE NEGLIGENCE, MISCONDUCT, WRONGFUL ACT OR OMISSION ON THE PART OF THE VENDOR, ITS EMPLOYEES, AGENTS, REPRESENTATIVES, OR SUBCONTRACTORS, THE VENDOR SHALL PAY THE FULL COST OF EITHER REPAIR, RECONSTRUCTION, OR REPLACEMENT OF THE PROPERTY, AT THE CUSTOMER'S SOLE ELECTION. SUCH COST SHALL BE DETERMINED BY THE CUSTOMER AND SHALL BE DUE AND PAYABLE BY THE VENDOR NINETY (90) CALENDAR DAYS AFTER THE DATE OF THE VENDORS RECEIPT FROM THE CUSTOMER OF A WRITTEN NOTICE OF THE AMOUNT DUE. B. Taxes/Worker's Compensation/UNEMPLOYMENT INSURANCE 1) VENDOR AGREES AND ACKNOWLEDGES THAT DURING THE EXISTENCE OF THIS CONTRACT, VENDOR SHALL BE ENTIRELY RESPONSIBLE FOR THE LIABILITY AND PAYMENT OF VENDOR'S AND VENDOR'S EMPLOYEES' TAXES OF WHATEVER KIND, ARISING OUT OF THE PERFORMANCES IN THIS CONTRACT. VENDOR AGREES TO COMPLY 01/08/2018 Page 18 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ WITH ALL STATE AND FEDERAL LAWS APPLICABLE TO ANY SUCH PERSONS, INCLUDING LAWS REGARDING WAGES, TAXES, INSURANCE, AND WORKERS' COMPENSATION. THE CUSTOMER AND/OR THE STATE SHALL NOT BE LIABLE TO THE VENDOR, ITS EMPLOYEES, AGENTS, OR OTHERS FOR THE PAYMENT OF TAXES OR THE PROVISION OF UNEMPLOYMENT INSURANCE AND/OR WORKERS' COMPENSATION OR ANY BENEFIT AVAILABLE TO A STATE EMPLOYEE OR EMPLOYEE OF ANOTHER GOVERNMENTAL ENTITY CUSTOMER. 2) VENDOR AGREES TO INDEMNIFY AND HOLD HARMLESS CUSTOMERS, THE STATE OF TEXAS AND/OR THEIR EMPLOYEES, AGENTS, REPRESENTATIVES, CONTRACTORS, AND/OR ASSIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEYS' FEES, AND EXPENSES, RELATING TO TAX LIABILITY, UNEMPLOYMENT INSURANCE AND/OR WORKERS' COMPENSATION IN ITS PERFORMANCE UNDER THIS CONTRACT. VENDOR SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE INCLUDING ATTORNEYS' FEES. THE DEFENSE SHALL BE COORDINATED BY VENDOR WITH THE OFFICE OF THE ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND VENDOR MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE ATTORNEY GENERAL. VENDOR AND THE CUSTOMER AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM. C Vendor Certifications 1111110 E X:C E F 11 0111111 S OI'Y F4 F 1T I SJ O�11111 S W I LL BE C'0111111 SJ E F4 EL Vendor certifies on behalf of Vendor and its designated Subcontractors that they: (i) have not given, offered to give, and do not intend to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the Contract; (ii) are not currently delinquent in the payment of any franchise tax owed the State and are not ineligible to receive payment under §231.006 of the Texas Family Code and acknowledge the Contract may be terminated and payment withheld if this certification is inaccurate; (iii) neither they, nor anyone acting for them, have violated the antitrust laws of the United States or the State, nor communicated directly or indirectly to any competitor or any other person engaged in such line of business for the purpose of obtaining an unfair price advantage; (iv) have not received payment from DIR or any of its employees for participating in the preparation of the Contract; (v) under Section 2155.004, Texas Government Code, the vendor certifies that 01/08/2018 Page 19 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ the individual or business entity named in this bid or contract is not ineligible to receive the specified contract and acknowledges that this contract may be terminated and payment withheld if this certification is inaccurate; (vi) to the best of their knowledge and belief, there are no suits or proceedings pending or threatened against or affecting them, which if determined adversely to them will have a material adverse effect on the ability to fulfill their obligations under the Contract; (vii) Vendor and its principals are not suspended or debarred from doing business with the federal government as listed in the System for Award Management (SAM) maintained by the General Services Administration; (viii) as of the effective date of the Contract, are not listed in the prohibited vendors list authorized by Executive Order #13224, 'Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism", published by the United States Department of the Treasury, Office of Foreign Assets Control; (ix) Vendor represents and warrants that, for its performance of this contract, it shall purchase products and materials produced in the State of Texas when available at the price and time comparable to products and materials produced outside the state, to the extent that such is required under Texas Government Code, Section 2155.4441; (x) agrees that all equipment and materials used in fulfilling the requirements of this contract are of high-quality and consistent with or better than applicable industry standards,if any. All Works and Services performed pursuant to this Contract shall be of high professional quality and workmanship and according consistent with or better than applicable industry standards, if any; (xi) agree that any payments due under this contract will be applied towards any debt, including but not limited to delinquent taxes and child support that is owed to the State of Texas; (xii) are in compliance Section 669.003, Texas Government Code, relating to contracting with executive head of a state agency; (xiii) represent and warrant that the provision of goods and services or other performance under the Contract will not constitute an actual or potential conflict of interest and certify that they will not reasonably create the appearance of impropriety, and, if these facts change during the course of the Contract, certify they shall disclose the actual or potential conflict of interest and any circumstances that create the appearance of impropriety; (xiv) under Section 2155.006 and Section 2261.053, Texas Government Code, are not ineligible to receive the specified contract and acknowledges that this contract may be terminated and payment withheld if this certification is inaccurate; (xv) have complied with the Section 556.0055, Texas Government Code, 01/08/2018 Page 20 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ restriction on lobbying expenditures. In addition, Vendor acknowledges the applicability of §2155.444 and §2155.4441, Texas Government Code, in fulfilling the terms of the Contract; and (xvi) represent and warrant that the Customer's payment and their receipt of appropriated or other funds under this Agreement are not prohibited by Sections 556.005 or Section 556.008, Texas Government Code. (xvii) represent and warrant that in accordance with Section 2270.002 of the Texas Government Code, by signature hereon, Vendor does not boycott Israel and will not boycott Israel during the term of this Contract. During the term of the Contract, Vendor shall, for itself and on behalf of its Subcontractors, promptly disclose to DIR all changes that occur to the foregoing certifications, representations and warranties. Vendor covenants to fully cooperate in the development and execution of resulting documentation necessary to maintain an accurate record of the certifications, representations and warranties. In addition,Vendor understands and agrees that if Vendor responds to certain Customer pricing requests or Statements of Work, then, in order to contract with the Customer, Vendor may be required to comply with additional terms and conditions or certifications that an individual customer may require due to state and federal law(e.g., privacy and security requirements). D. Ability to Conduct Business in Texas 11110 E X C E f i'1� 1111S OP F4 f" i SJ O 1111 W i i J., BE C,10 I�1111 i D E F4 E D Vendor and its Subcontractors shall be authorized and validly existing under the laws of its state of organization, and shall be authorized to do business in the State of Texas in accordance with Texas Business Organizations Code, Title 1, Chapter 9. E. Equal Opportunity Compliance 11110 E X C E f i'1� 1111S OP F4 f" i SJ O 1111 W i i J., BE C,10 I�1111 i D E F4 ED Vendor agrees to abide by all applicable laws, regulations, and executive orders pertaining to equal employment opportunity,including federal laws and the laws of the State in which its primary place of business is located. In accordance with such laws, regulations, and executive orders,the Vendor agrees that no person in the United States shall, on the grounds of race, color, religion, national origin, sex, age, veteran status or handicap,be excluded from employment with or participation in,be denied the benefits of, or be otherwise subjected to discrimination under any program or activity performed by Vendor under the Contract. If Vendor is found to be not in compliance with these requirements during the term of the Contract, Vendor agrees to take appropriate steps to correct these deficiencies. Upon request, Vendor will furnish information regarding its nondiscriminatory hiring and promotion policies, as well as specific information on the composition of its principals and staff,including the identification of minorities and women in management or other positions with discretionary or decision-making authority. 01/08/2018 Page 21 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ F, Use of Subcontractors 111110 EX.CEf 1'1011111S OP I'k�.I"'1%1SJO11111S W11 1., BE C,1 11111S1LEF4EL If Vendor uses any subcontractors in the performance of this Contract, Vendor must make a good faith effort in the submission of its Subcontracting Plan in accordance with the State's Policy on Utilization of Historically Underutilized Businesses (HUB). A revised Subcontracting Plan approved by DIR's HUB Office shall be required before Vendor can engage additional subcontractors in the performance of this Contract. A revised Subcontracting Plan approved by DIR's HUB Office shall be required before Vendor can remove subcontractors currently engaged in the performance of this Contract. Vendor shall remain solely responsible for the performance of its obligations under the Contract. G. Responsibility for Actions 111110 EXCEl 1"1011111S ���P1 F4f 1 1SJO�11111S W11 J, BE C'0111111SJDEF4EL 1) Vendor is solely responsible for its actions and those of its agents, employees, or subcontractors, and agrees that neither Vendor nor any of the foregoing has any authority to act or speak on behalf of DIR or the State. 2) Vendor, for itself and on behalf of its subcontractors, shall report to DIR promptly when the disclosures under the Certification Statement of Exhibit A to the RFO and/or Section 9.C. (x), Vendor Certifications of this Appendix A to the Contract change. Vendor covenants to fully cooperate with DIR to update and amend the Contract to accurately disclose the status of conflicts of interest. H. Confidentiality 1T:m im 111110 EXCEP,110 1111S OP F41!1 1SJO�11111S W 11 J, BE C,10 11111S1DEF41!D 1) Vendor acknowledges that DIR and Customers that are governmental bodies as defined by Texas Government Code, Section 552.003 are subject to the Texas Public Information Act. Vendor also acknowledges that DIR and Customers that are state agencies will comply with the Public Information Act, and with all opinions of the Texas Attorney General's office concerning this Act. 2) Under the terms of the Contract, DIR may provide Vendor with information related to Customers. Vendor shall not re-sell or otherwise distribute or release Customer information to any party in any manner. I. Security of Premises, Equipment, Data and Personnel Vendor and/or Subcontractor may, from time to time during the performance of the Contract, have access to the personnel, premises, equipment, and other property, including data, files and/or materials (collectively referred to as"Data")belonging to the Customer. Vendor shall use their best efforts to preserve the safety, security, and the integrity of the personnel, premises, equipment, Data and other property of the Customer, in accordance with the instruction of the Customer. Vendor shall be responsible for damage to Customer's equipment, workplace, and its contents when such damage is caused by its employees or subcontractors. If a Vendor fails to comply with Customer's security requirements, then Customer may immediately terminate its Purchase Order and related Statement of Work. 01/08/2018 Page 22 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ J. Background and/or Criminal History Investigation Prior to commencement of any services, background and/or criminal history investigation of the Vendor's employees and subcontractors who will be providing services to the Customer under the Contract may be performed by the Customer. Should any employee or subcontractor of the Vendor who will be providing services to the Customer under the Contract not be acceptable to the Customer as a result of the background and/or criminal history check, then Customer may immediately terminate its Purchase Order and related Statement of Work or request replacement of the employee or subcontractor in question. K. Limitation of Liability For any claim or cause of action arising under or related to the Contract: i)to the extent permitted by the Constitution and the laws of the State, none of the parties shall be liable to the other for punitive, special, or consequential damages, even if it is advised of the possibility of such damages; and ii) Vendor's liability for damages of any kind to the Customer shall be limited to the total amount paid to Vendor under the Contract during the twelve months immediately preceding the accrual of the claim or cause of action. However, this limitation of Vendor's liability shall not apply to claims of bodily injury; violation of intellectual property rights including but not limited to patent,trademark, or copyright infringement; indemnification requirements under this Contract; and violation of State or Federal law including but not limited to disclosures of confidential information and any penalty of any kind lawfully assessed as a result of such violation. L. Overcharges 1111110 E X:C E f i'1 0111111 S OP F4 f 1T i SJ O�11111 S W i i J, BE C'0111111 SJ E F4 EL Vendor hereby assigns to DIR any and all of its claims for overcharges associated with this contract which arise under the antitrust laws of the United States, 15 U.S.C.A. Section 1, et seq., and which arise under the antitrust laws of the State of Texas, Tex. Bus. and Comm. Code Section 15.01, et seq. 1?v'I. Prohibited Conduct 1T:m im 111110I",XCEP110 11111SOP F4f1TiSJO�11111SWiiJ, BEC,10 11111SJDEF4ED Vendor represents and warrants that, to the best of its knowledge as of the date of this certification, neither Vendor nor any subcontractor, firm, corporation, partnership, or institution represented by Vendor, nor anyone acting for such, subcontractor, firm, corporation or institution has: (1)violated the antitrust laws of the State of Texas under Texas Business & Commerce Code, Chapter 15, or the federal antitrust laws; or (2) communicated its response to the Request for Offer directly or indirectly to any competitor or any other person engaged in such line of business during the procurement for the Contract. N. Required Insurance Coverage As a condition of this Contract with DIR, Vendor shall provide the listed insurance coverage within 5 business days of execution of the Contract if the Vendor is awarded services which require that Vendor's employees perform work at any Customer 01/08/2018 Page 23 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ premises and/or use employer vehicles to conduct work on behalf of Customers. In addition, when engaged by a Customer to provide services on Customer premises, the Vendor shall, at its own expense, secure and maintain the insurance coverage specified herein, and shall provide proof of such insurance coverage to the related Customer within five (5) business days following the execution of the Purchase Order. Vendor may not begin performance under the Contract and/or a Purchase Order until such proof of insurance coverage is provided to, and approved by, DIR and the Customer. All required insurance must be issued by companies that have an A rating and a Financial Size Category Class of VII from A.M. Best, and are licensed in the State of Texas and authorized to provide the corresponding coverage. The Customer and DIR will be named as Additional Insureds on all required coverage. Required coverage must remain in effect through the term of the Contract and each Purchase Order issued to Vendor there under. The minimum acceptable insurance provisions are as follows: 1) Commercial General Liability Commercial General Liability must include $1,000,000 per occurrence for Bodily Injury and Property Damage with a separate aggregate limit of $2,000,000; Medical Expense per person of$5,000;Personal Injury and Advertising Liability of$1,000,000; Products/Completed Operations Aggregate Limit of $2,000,000; and Damage to Premises Rented: $50,000. Agencies may require additional Umbrella/Excess Liability insurance. The policy shall contain the following provisions: a)Blanket contractual liability coverage for liability assumed under the Contract; b) Independent Contractor coverage; c) State of Texas, DIR and Customer listed as an additional insured; and d)Waiver of Subrogation. 2) Workers' Compensation Insurance WORKERS' COMPENSATION INSURANCE AND EMPLOYERS' LIABILITY COVERAGE MUST INCLUDE LIMITS CONSISTENT WITH STATUTORY BENEFITS OUTLINED IN THE TEXAS WORKERS' COMPENSATION ACT(ART.8308-1.01 ET SEQ.TEX.REV.CIV. STAT)AND MINIMUM POLICY LIMITS FOR EMPLOYERS' LIABILITY OF $1,000,000 PER ACCIDENT, $1,000,000 DISEASE PER EMPLOYEE AND $1,000,000 PER DISEASE POLICY LIMIT. 3) Business Automobile Liability Insurance Business Automobile Liability Insurance must cover all owned, non-owned and hired vehicles with a minimum combined single limit of$500,000 per occurrence for bodily injury and property damage. The policy shall contain the following endorsements in favor of DIR and/or Customer: a)Waiver of Subrogation; and b) Additional Insured. 0.. Use of State Property :m im 11110 El. CEP 11� 1111S OP F4f" ISJO11111S Wii L BE C,10 1111SJDEF4fD Vendor is prohibited from using the Customer's equipment,the customer's location, or 01/08/2018 Page 24 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ any other resources of the Customer or the State for any purpose other than performing services under this Agreement. For this purpose, equipment includes,but is not limited to, copy machines, computers and telephones using State long distance services. Any charges incurred by Vendor using the Customer's equipment for any purpose other than performing services under this Agreement must be fully reimbursed by Vendor to the Customer immediately upon demand by the Customer. Such use shall constitute breach of contract and may result in termination of the contract and other remedies available to DIR and Customer under the contract and applicable law. P, Immigration 11110 E X C E P ] �1111 ���P1 F4 f" ISJW1111S W i i J., BE CW��11 l D E F4 E D The Vendor shall comply with all requirements related to federal immigration laws and regulations, to include but not be limited to, the Immigration and Reform Act of 1986, the Illegal Immigration Reform and Immigrant Responsibility Act of 1996 ("IIRIRA") and the Immigration Act of 1990 (8 U.S.C.1101, et seq.) regarding employment verification and retention of verification forms for any individual(s) who will perform any labor or services under this Contract. Pursuant to Executive Order No. RP-80,issued by the Governor of Texas on December 3, 2014, and as subsequently clarified,the Vendor shall, as a condition of this Contract, also comply with the United States Department of Homeland Security's E-Verify system to determine the eligibility of: • all persons 1) to whom the E-Verify system applies, and 2) who are hired by the Vendor during the term of this Contract to perform duties within Texas; and • all subcontractors' employees 1)to whom the E-Verify system applies, and 2)who are hired by the subcontractor during the term of this Contract and assigned by the subcontractor to perform work pursuant to this Contract. The Vendor shall require its subcontractors to comply with the requirements of this Section and the Vendor is responsible for the compliance of its subcontractors.Nothing herein is intended to exclude compliance by Vendor and its subcontractors with all other relevant federal immigration statutes and regulations promulgated pursuant thereto. Q. Public Disclosure 11110 E X C E P ] �1111 ���P1 F4 f" ISJW1111S W i i J., BE CW��11 l D E F4 ED No public disclosures or news releases pertaining to this contract shall be made by Vendor without prior written approval of DIR. R. Product and/or Services Substitutions 11110 E X C E P ] �1111 ���P1 F4 f" ISJW1111S W i i J., BE CW��11 l D E F4 ED Substitutions are not permitted without the written permission of DIR or Customer. 4, Secure Erasure of Hard Disk Managed Services Products and/or Services :m im 11110 I",XCEP ] 1111 OP F4f" ISJW1111S Wii J., BE CW11SJDEF4fD 01/08/2018 Page 25 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ Vendor agrees that all managed service products and/or services equipped with hard disk drives (e.g., computers, telephones, printers, fax machines, scanners, multifunction devices) shall have the capability to securely erase data written to the hard drive prior to final disposition of such managed service products and/or services, either at the end of the managed service product and/or services' useful life or at the end of the Customer's managed service product and/or services' useful life or the end of the related Customer Managed Services Agreement for such products and/or services, in accordance with 1 TAC 202. T. Deceptive Trade Practices; Unfair Business Practices 1) Vendor represents and warrants that neither Vendor nor any of its Subcontractors has been (i) found liable in any administrative hearing, litigation or other proceeding of Deceptive Trade Practices violations as defined under Chapter 17, Texas Business & Commerce Code, or(ii)has outstanding allegations of any Deceptive Trade Practice pending in any administrative hearing, litigation or other proceeding. 2) Vendor certifies that it has no officers who have served as officers of other entities who (i) have been found liable in any administrative hearing, litigation or other proceeding of Deceptive Trade Practices violations or(ii)have outstanding allegations of any Deceptive Trade Practice pending in any administrative hearing, litigation or other proceeding. U. Drug Free Workplace Policy Vendor shall comply with the applicable provisions of the Drug-Free Work Place Act of 1988 (41 U.S.C. §§8101-8106) and maintain a drug-free work environment; and the final rule, government-wide requirements for drug-free work place (Financial Assistance), issued by the Office of Management and Budget (2 C.F.R. Part 182) to implement the provisions of the Drug-Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. V. Accessibility of Public Information 11110 E X C E f i"1� 1111S OP FP F" i SJ O 1111 W i LL BE C,10 I�1111 l D E FP E D 1) Pursuant to S.B. 1368 of the 83rd Texas Legislature, Regular Session, Vendor is required to make any information created or exchanged with the State pursuant to this Contract, and not otherwise excepted from disclosure under the Texas Public Information Act, available in a format that is accessible by the public at no additional charge to the State. 2) Each State government entity should supplement the provision set forth in Subsection 1, above, with the additional terms agreed upon by the parties regarding the specific format by which the Vendor is required to make the information accessible by the public. W. Vendor Reporting Responsibilities :m im 11110 I",XCEP 11� 1111S OP F4F" ISJO11111S WiLL BE C,10 1111SJDEF4ED 01/08/2018 Page 26 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ Vendor shall comply with Subtitle C, Title 5, Business & Commerce Code, Chapter 109 as added by HB 2539 of the 83rd Texas Legislature, Regular Session, requiring computer technicians to report images of child pornography. 10. Contract Enforcement �11110 EXCEPT]W1111S OPY PP k TISJW1111S WILL BE C',' _ I ll,11 i D E ViP�ED i'0 ., , P"1 '1, 5...5 A., Enforcement of Contract and Dispute Resolution �11110 5",X CEP' ]W11111 OP PP E'TI iW11111S WILL BE CW�111SJDEF4 ED 1) Vendor and DIR agree to the following: (i) a party's failure to require strict performance of any provision of the Contract shall not waive or diminish that party's right thereafter to demand strict compliance with that or any other provision, (ii) for disputes not resolved in the normal course of business, the dispute resolution process provided for in Chapter 2260, Texas Government Code, shall be used, and (iii) actions or proceedings arising from the Contract shall be heard in a state court of competent jurisdiction in Travis County, Texas. 2) Disputes arising between a Customer and the Vendor shall be resolved in accordance with the dispute resolution process of the Customer that is not inconsistent with subparagraph A.1 above. DIR shall not be a party to any such dispute unless DIR, Customer, and Vendor agree in writing. 3) State agencies are required by rule (34 TAC §20.115)to report vendor performance through the Vendor Performance Tracking System (VPTS) on every purchase over $25,000. B. Termination :m im 11110 5",X CEP i"1W1111S OP P4 f" I151W1111S W I LL BE CW 11SJDEF4 ED 1) Termination for Non-Appropriation a) Termination for Non-Appropriation by Customer Customer may terminate Purchase Orders if funds sufficient to pay its obligations under the Contract are not appropriated: i)by the governing body on behalf of local governments; ii) by the Texas legislature on behalf of state agencies; or iii) by budget execution authority provisioned to the Governor or the Legislative Budget Board as provided in Chapter 317, Texas Government Code. In the event of non- appropriation, Vendor will be provided ten (10) calendar days written notice of intent to terminate. Notwithstanding the foregoing, if a Customer issues a Purchase Order and has accepted delivery of the services, they are obligated to pay for the services or they may discontinue using services under any return provisions that Vendor offers.In the event of such termination,the Customer will not be considered to be in default or breach under this Contract, nor shall it be liable for any further payments ordinarily due under this Contract, nor shall it be liable for any damages or any other amounts which are caused by or associated with such termination. b) Termination for Non-Appropriation by DIR 01/08/2018 Page 27 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ DIR may terminate Contract if funds sufficient to pay its obligations under the Contract are not appropriated: by the i) Texas legislature or ii)by budget execution authority provisioned to the Governor or the Legislative Budget Board as provided in Chapter 317, Texas Government Code. In the event of non-appropriation, Vendor will be provided thirty (30) calendar days written notice of intent to terminate. In the event of such termination, DIR will not be considered to be in default or breach under this Contract, nor shall it be liable for any further payments ordinarily due under this Contract, nor shall it be liable for any damages or any other amounts which are caused by or associated with such termination. 2) Absolute Right 11110 EXCEPT]W1111S OP F4MT1SJW11S W I LL BE CW�11 11FF,FP EL DIR shall have the absolute right to terminate the Contract without recourse in the event that: i) Vendor becomes listed on the prohibited vendors list authorized by Executive Order #13224, "Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism", published by the United States Department of the Treasury, Office of Foreign Assets Control; ii) Vendor becomes suspended or debarred from doing business with the federal government as listed in the System for Award Management (SAM) maintained by the General Services Administration; or (iii) Vendor is found by DIR to be ineligible to hold this Contract under Subsection (b) of Section 2155.006, Texas Government Code. Vendor shall be provided written notice in accordance with Section 11.A, Notices, of intent to terminate. 3) Termination for Convenience DIR may terminate the Contract, in whole or in part, by giving the other party thirty (30) calendar days' written notice. A Customer may terminate a Purchase Order or other contractual document or relationship by giving the other party thirty(30)calendar days' written notice. 4) Termination for Cause a) Contract Either DIR or Vendor may issue a written notice of default to the other upon the occurrence of a material breach of any covenant, warranty or provision of the Contract, upon the following preconditions: first, the parties must comply with the requirements of Chapter 2260, Texas Government Code in an attempt to resolve a dispute; second, after complying with Chapter 2260, Texas Government Code, and the dispute remains unresolved, then the non-defaulting party shall give the defaulting party thirty (30) calendar days from receipt of notice to cure said default. If the defaulting party fails to cure said default within the timeframe allowed, the non-defaulting party may, at its option and in addition to any other remedies it may have available, cancel and terminate the Contract. Customers purchasing services under the Contract have no power to terminate the Contract for default. b) Purchase Order Customer or Vendor may terminate a Purchase Order or other contractual document or relationship upon the occurrence of a material breach of any term or condition: 01/08/2018 Page 28 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ (i) of the Contract, or (ii) included in the Purchase Order or other contractual document or relationship in accordance with Section 3.13.2 above, upon the following preconditions: first, the parties must comply with the requirements of Chapter 2260, Texas Government Code, in an attempt to resolve a dispute; second, after complying with Chapter 2260, Texas Government Code, and the dispute remains unresolved, then the non-defaulting party shall give the defaulting party thirty(30)calendar days from receipt of notice to cure said default. If the defaulting party fails to cure said default within the timeframe allowed, the non-defaulting party may, at its option and in addition to any other remedies it may have available, cancel and terminate the Purchase Order. Customer may immediately suspend or terminate a Purchase Order without advance notice in the event Vendor fails to comply with confidentiality, privacy, security requirements, environmental or safety laws or regulations, if such non-compliance relates or may relate to vendor provision of goods or services to the Customer. 5) Immediate Termination or Suspension 1111 L",X C EP i'iW1111iS OP F4E'"TISJW1111S W I I J , BE CW�11SJ EF4 EL DIR may immediately suspend or terminate this Contract without advance notice if DIR receives notice or knowledge of potentially criminal violations by Vendor (whether or not such potential violations directly impact the provision of goods or services under this Contract). In such case,the Vendor may be held ineligible to receive further business or payment but may be responsible for winding down or transition expenses incurred by Customer. DIR or Customer will use reasonable efforts to provide notice (to the extent allowed by law) to vendor within five (5) business days after imposing the suspension or termination. Vendor may provide a response and request an opportunity to present its position. DIR or Customer will review vendor presentation, but is under no obligation to provide formal response. 6) Customer Rights Under Termination 1111 L",X C EP i'iW1111iS OP F4E'"TISJW1111S W I I J , BE CW�11SJ EF4 EL In the event the Contract expires or is terminated for any reason, a Customer shall retain its rights under the Contract and the Purchase Order issued prior to the termination or expiration of the Contract. The Purchase Order survives the expiration or termination of the Contract for its then effective term. 7) Vendor or Order Fulfiller Rights Under Termination 1111 L",X C EP i'iW1111iS OP F4E'"TISJW1111S W I I J , BE CW�11SJ EF4 EL In the event a Purchase Order expires or is terminated, a Customer shall pay: 1) all amounts due for products or services ordered prior to the effective termination date and ultimately accepted, and 2) any applicable early termination fees agreed to in such Purchase Order. C. Force Majeure DIR, Customer, or Vendor may be excused from performance under the Contract for any period when performance is prevented as the result of an act of God, strike, war, civil disturbance, epidemic, or court order, provided that the party experiencing the 01/08/2018 Page 29 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 (Appendix A: Standard Terms and Conditions for DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES (DBITSJ event of Force Majeure has prudently and promptly acted to take any and all steps that are within the party's control to ensure performance and to shorten the duration of the event of Force Majeure. The party suffering an event of Force Majeure shall provide notice of the event to the other parties when commercially reasonable. Subject to this provision, such non-performance shall not be deemed a default or a ground for termination. However, a Customer may terminate a Purchase Order if it is determined by the Customer that Vendor will not be able to deliver services in a timely manner to meet the business needs of the Customer. 11. Notification 111110 EXCEP,11011111S OP F4 f 1T i SJ O�11111 S W i i J, BE C'0111111 S1D E F4 ED A., Notices All notices, demands, designations, certificates, requests, offers, consents, approvals and other instruments given pursuant to the Contract shall be in writing and shall be validly given on: (i) the date of delivery if delivered by email, facsimile transmission, mailed by registered or certified mail, or hand delivered, or(ii)three business days after being mailed via United States Postal Service. All notices under the Contract shall be sent to a party at the respective address indicated in Section 6 of the Contract or to such other address as such party shall have notified the other party in writing. B. Handling of Written Complaints In addition to other remedies contained in the Contract, a person contracting with DIR may direct their written complaints to the following office: Public Information Office Department of Information Resources Attn: Public Information Officer 300 W. 15th Street, Suite 1300 Austin, Texas 78701 (512) 475-4759, facsimile 12. Captions 1T:m im 111110I",XCEP110 11111SOP F4f1TiSJO�11111SWiiJ, BEC,10 11111SJDEF4fD The captions contained in the Contract, Appendices, and its Exhibits are intended for convenience and reference purposes only and shall in no way be deemed to define or limit any provision thereof. 01/08/2018 Page 30 of 30 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 Appendix C STATEMENT OF WORK (SOW) (Agile) Project Name Technology Category Agency Name Date DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 Table f Contents 1. Introduction ............................................................................................................................ 3 2. Background ............................................................................................................................. 3 3. Scope....................................................................................................................................... 3 4. Deliverables............................................................................................................................. 4 4.1. Sample Content................................................................................................................ 4 4.2. Sample Delivery Schedule................................................................................................ 4 5. Reports and Meetings............................................................................................................. 5 6. Service Level Agreement ........................................................................................................ 5 7. Period of Performance............................................................................................................ 6 8. Invoices ................................................................................................................................... 6 9. Agency/Vendor-Furnished Equipment and Work Space........................................................ 6 10. Additional Agency Terms and Conditions............................................................................ 6 11. Vendor Response................................................................................................................. 6 11.1. Staff Capabilities........................................................................................................... 6 11.2. Service Capabilities....................................................................................................... 6 11.3. Project Work Plan......................................................................................................... 7 11.4. Additional Considerations ............................................................................................ 7 11.5. Pricing........................................................................................................................... 8 12. Schedule of Events and Response Guidelines: .................................................................... 8 12.1. Question and Answers:................................................................................................. 9 12.2. Point of Contact:........................................................................................................... 9 13. Response Evaluation Criteria............................................................................................... 9 14. Response Submission Requirements................................................................................. 10 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 1. Introduction Describe the deliverables-based services to be delivered and the characteristics of the deliverables at a summary level.The statement of work(SOW) is unique and distinct for each project.The vendor shall develop or configure, test, stage, and release business applications by applying iterative processes utilizing the proposed Agile methodology and a frequent release cycle. 2. Background Explain why the Agency is contracting for this deliverables-based service. Provide useful information regarding the Agency organization, project history, future plans or any other relevant information regarding the work to be performed. 3. Scope (Example language) The vendor will work in a team-based Agile environment. The Agency will create and maintain system roadmaps, project plans, and product and release backlogs that will be the basis for the vendor's work. The Product Owner will specify high-level requirements to the Agile team. As in typical Scrum-based Agile processes, the Agency Product Owner will work together with the team to develop and estimate user stories and establish acceptance criteria.These acceptance criteria will specify expected functionality for a user story, as well as any non-functional requirements that must be met in the development of the story. The Agency Product Owner, supported by SMEs and business analysts, will determine whether acceptance criteria have been satisfied. The goal of this SOW is (agency should create a high-level list of what the SOW will accomplish).The scope may include, but not limited to, the following activities: • Scope of work (or services to be delivered) • Project risks, assumptions and constraints • Roles and responsibilities • Description of Services (high-level) • Acceptance criteria • Project completion criteria • Project schedules to be achieved by vendor • Service-level objectives Key performance indicators • Service-level agreements (SLAB) • Service-level management • Relevant quality processes that will apply, such as change management, acceptance, and risk and issue management Texas Department of Information Resources Page 3 of 10 SOW Template-Agile DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 4. Deliverables 4.1. Sample Content (Example content— at a minimum, Agency should consider the following items when developing their SOW) • Create Baselining effort. Implement proposed methodology; Operate team under proposed method through several iterations; define and agree to mutually agreed sprint capacity. • The vendor shall develop or configure, test, stage, and release business applications by applying iterative processes utilizing the proposed Agile methodology and a frequent release cycle. • Deliverables must be provided on the dates specified. Any changes to the delivery date must have prior approval (in writing) by the Agency contract manager or designate. • All deliverables must be submitted in a format approved by the Agency contract manager. • If the deliverable cannot be provided within the scheduled timeframe, the Vendor is required to contact the Agency contract manager in writing with a reason for the delay and the proposed revised schedule. The request for a revised schedule must include the impact on related tasks and the overall project. • A request for a revised schedule must be reviewed and approved by the Agency contract manager before placed in effect.Contract Terms and Conditions may dictate remedies, costs, and other actions based on the facts related to the request for a revised schedule. • The Agency will complete a review of each submitted deliverable within specified working days for the date of receipt. • A kickoff meeting will be held at a location and time selected by the Agency where the Vendor and its staff will be introduced to the Agency. 4.2. Sample Delivery Schedule Deliverable Deliverable Description SOW Estimated No. Reference Due Date Paragraph 1 2 3 4 5 6 7 8 9 Texas Department of Information Resources Page 4 of 10 SOW Template-Agile DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 5. Reports and Meetings (Example content— at a minimum, Agency should consider the following items when developing their SOW) • The Vendor is required to provide the Agency contract manager with weekly written progress reports of this project. These are due to the Agency contract manager by the close of business on the specify day each week throughout the life of the project • The progress reports shall cover all work performed and completed during the week for which the progress report is provided and shall present the work to be performed during the subsequent week. • The progress report shall identify any problems encountered or still outstanding with an explanation of the cause and resolution of the problem or how the problem will be resolved. • The Vendor will be responsible for conducting weekly status meetings with the Agency contract manager.The meetings will be held on specify day of each week-at a time and place so designated by the Agency contract manager - unless revised by the Agency contract manager. The meetings can be in person or over the phone at the discretion of the Agency contract manager. 6. Service Level Agreement The items listed below are suggestions for areas to be considered for service levels and incorporated into the SOW service level agreement. • Achievement of Budget Goals (total and subtotals) • Achievement of Schedule Goals (final and interim) • Security (as defined by customer) • Quality (as defined by customer) • Availability (data, system, and components) • Performance (transmission, response, or completion times) • Meantime to Resolution (MTR) • Business Continuity • ISO/ANSI standards • IEEE standards • Required communications (meetings, reports, calls, emails) • Required documents (plans, estimates, schedules, analyses) • Degree of accuracy of estimates (schedule, budget, resources, total) • Effective risk management and response (adherence to plans) • Effective scope management and change control (adherence to plans) • Data quality (fitness for use, accuracy, precision, completeness) • Ad hoc query response (usually written in terms of averages) • Reliability (queries generate same valid results) • Consistency (calculations and definitions are consistent regardless of source or function) • Acceptable usage (query controls) Texas Department of Information Resources Page 5 of 10 SOW Template-Agile DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 • Correct mapping of old to new(no functions or data lost that were not planned to retire) • Previous software, system, or service retired on time 7. Period of Performance Specify the period of performance in which the Vendor will conduct and complete the work associated with the SOW. 8. Invoices Describe the Vendor's responsibilities for invoicing Agency including invoice content, frequency/schedule and instructions for submitting invoices. Payments will be made in accordance with Appendix A of the Contract. 9. Agency/Vendor-Furnished Equipment and Work Space Specify what equipment and/or work space the Agency will provide or the expectations of what the Vendor will provide. 10. Additional Agency Terms and Conditions List any additional terms and conditions required by the Agency. Note: Agencies may negotiate the terms and conditions of a SOW to suit their business needs so long as the SOW terms and conditions do not conflict or weaken the DIR master contract. 11. Vendor Response (Example content— at a minimum, the Agency should consider the following items when developing their SOW) The Agency will select the Vendor(s) that offers the best value as determined by the information provided in the Vendor's Response.The following information shall be provided in the Vendor's Response: 11.1. Staff Capabilities Vendor staff capabilities specific to this SOW: • Organization chart • Management team resumes • Key personnel resumes, illustrating the qualifications of each to perform the services described in this SOW including expertise in Agile development methodology and processes. 11.2. Service Capabilities Vendor shall provide evidence of its services capabilities, including but not limited to: • Description of three (3) projects of similar size and scope that Vendor has conducted within the past five (5) years; Texas Department of Information Resources Page 6 of 10 SOW Template-Agile DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 • Description of experience providing similar deliverables in public sector, specifically state and local government; • Vendor shall include an outline of its capability to deliver the required services, including process, functional and technical expertise. • Vendor may also include the types of information that it anticipates providing as part of each deliverable. 11.3. Project Work Plan Vendor shall provide a draft high-level project work plan addressing the tasks specified in the SOW, which shall include: • A description of key activities and milestones. • A detailed methodology description of the Vendor's approach to analyze, assess, validate, document and complete each sprint/iteration. • A description of the resources necessary from Agency to support the process, including estimates of time needed from Agency's subject matter experts and high- level analysis of data gathering requirements. • Any assumptions and dependencies of the project. Deliverable SOW Sprints Estimated Deliverable Description Reference No. (Iterations) Due Date Paragraph 1 0 1 1 1 2 1 3 2 4 2 5 2 6 3 7 3 9 4 5 6 7 8 9 11.4. Additional Considerations • Vendor shall indicate their agreement to comply with the confidentiality and non- disclosure requirements stated in this SOW. • All written deliverables must be phrased in terms and language that can be easily understood by non-technical personnel (e.g., laypersons without subject matter expertise) Texas Department of Information Resources Page 7 of 10 SOW Template-Agile DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 • All items of this agreement shall be done in accordance with the Service Level Agreement. • Agency may request oral presentations. 11.5. Pricing The main purpose of this section is to detail the pricing for the deliverables-based services. Vendor should also provide a summary of any assumptions and exclusions.The Vendor must provide a separate cost for each Deliverable (or sprint as applicable) in this SOW. Vendor shall provide firm fixed pricing. Deliverable SOW Sprints Unit Extended Deliverable Description Reference Unit No. Paragraph (Iterations) Price Amount 1 0 2 1 2 2 2 3 2 4 2 5 2 6 3 7 3 9 4 10 4 11 4 112 4 113 11.5.1 Alternate pricing: Item No Services Quantity Unit Unit Price Amount 00001 Baselining effort 100 Day $ $ 00002 Sprints/Iterations TBD Sprint/Iterations $ NTE$500,000 Upon completion of the Baseline effort, the Agency and Vendor(s) shall mutually agree upon the team's capacity/velocity. The final quantity of sprints will be determined based on the agreed upon capacity and compared to the available budget remaining in order to determine how many sprints will be awarded. Final decision to proceed will be determined by the Agency. 12. Schedule of Events and Response Guidelines: The following dates represent the Agency's desired schedule of events associated with this Statement of Work inquiry.Agency reserves the right to modify these dates at any time, with appropriate notice to prospective Vendors. Texas Department of Information Resources Page 8 of 10 SOW Template-Agile DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 Date Activity MM DD,YYYY Distribute SOW to prospective Vendors MM DD,YYYY 2:00 PM Cr Deadline for submitting questions MM DD YYYY Agency response to Questions MM DD YYYY 2:00 PM CT Deadline for submitting responses to SOW MM DD YYYY Anticipated award 12.1. Question and Answers: Vendors must submit all questions regarding this SOW by email to the point of contact below. Questions regarding this SOW will be accepted by the date and time specified in the table above. The Agency will respond to questions received no later than the date and time specified above. By submission of an inquiry, Vendor acknowledges that the applicable inquiry and official answer may be shared with other Vendors and therefore Vendors will not include any confidential or proprietary information in such inquiries. The Agency will not identify the Vendor that submitted any particular inquiry. 12.2. Point of Contact: All communications for this SOW must be directed through the Agency Point of Contact: Contract Manager Agency Name Agency Address Agency point of contact phone Agency point of contact e-mail Upon issuance of this SOW, employees and representatives of the agency other than the point of contact identified in this section will not discuss the contents of this SOW with any Vendor, potential Vendor, or their representatives. Failure of a Vendor and any of its representatives to observe this restriction may result in disqualification of any related response. This restriction does not preclude discussions between affected parties for the purpose of conducting business unrelated to this procurement. 13. Response Evaluation Criteria (The following criteria are examples that could be used in determining the best value.) • Technical Approach to Agile methodology (overview of performance-based solution and quality control and performance measurement approach) • Method for planning and sizing of work to be performed • Project Work Plan • Vendor History and Experience (including references) Texas Department of Information Resources Page 9 of 10 SOW Template-Agile DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 14. Response Submission Requirements Sample Content • SOW schedule of events: deadline for questions, deadline for answering questions, response due date • Address for response submission • Number of copies • Mandatory response contents Texas Department of Information Resources Page 10 of 10 SOW Template-Agile DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 Appendix C Department of Information Resources IIII iiii � ° liii iiii IIII �,��dII iiiidIb g ��,��iiigv li c��,�� IIII' IIIIIIIIII IIII IIII Sample Statement of Work (Traditional Waterfall) DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 Department of Information Resources Deliverables-Based IT Services (DBITS) Contract Appendix C STATEMENT OF WORK (SOW) FOR DELIVERABLES-BASED INFORMATION TECHNOLOGY SERVICES Project Name Technology Category DIR Customer Name DATE Page 2 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 Department of Information Resources Deliverables-Based IT Services (DBITS) Contract 1. Introduction Describe the deliverables-based services to be delivered and the characteristics of the deliverables at a summary level. The statement of work (SOVV) is unique and distinct for each project. 2. Background Explain why the Customer is contracting for this deliverables-based service. Provide useful information regarding the Customer organization, project history, future plans or any other relevant information regarding the work to be performed. 3. Scope Sample Content 3.1 Project-Based Services • Scope of work • Project risks, assumptions and constraints • Roles and responsibilities • Detailed description of deliverables • Acceptance criteria • Project completion criteria • Project schedules to be achieved by vendor • Relevant quality processes that will apply, such as change management, acceptance, and risk and issue management 3.2 Outsourced Services • Scope of services to be delivered • Acceptance criteria • Service-level objectives • Key performance indicators • Service-level agreements (SLAs) • Service-level management 4. Deliverables 4.1 Sample Content (Example — at a minimum, Customers should consider the following items when developing their SOW) • Deliverables must be provided on the dates specified. Any changes to the delivery date must have prior approval (in writing) by the Customer contract manager or designate. • All deliverables must be submitted in a format approved by the Customer contract manager. • If the deliverable cannot be provided within the scheduled time frame, the Vendor is required to contact the Customer contract manager in writing with a reason for the delay and the proposed revised schedule. The request for a revised schedule must include the impact on related tasks and the overall project. • A request for a revised schedule must be reviewed and approved by the Customer contract manager before placed in effect. Contract Terms and Conditions may dictate remedies, costs, and other actions based on the facts related to the request for a revised schedule. Page 3 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 Department of Information Resources Deliverables-Based IT Services (DBITS) Contract • The Customer will complete a review of each submitted deliverable within specified working days for the date of receipt • A kickoff meeting will be held at a location and time selected by the Customer where the Vendor and its staff will be introduced to the Customer. 4.2 Sample Delivery Schedule No. Item SOW Due Recipient Paragraph Date 1 2 3 4 5 6 7 8 9 10 11 5. Reports and Meetings Sample Content(Example—at a minimum, Customers should consider the following items when developing their SOW) • The Vendor is required to provide the Customer contract manager with weekly written progress reports of this project. These are due to the Customer contract manager by the close of business on the specify day each week throughout the life of the project • The progress reports shall cover all work performed and completed during the week for which the progress report is provided and shall present the work to be performed during the subsequent week. • The progress report shall identify any problems encountered or still outstanding with an explanation of the cause and resolution of the problem or how the problem will be resolved. • The Vendor will be responsible for conducting weekly status meetings with the Customer contract manager. The meetings will be held on specify day of each week- at a time and place so designated by the Customer contract manager - unless revised by the Customer contract manager. The meetings can be in person or over the phone at the discretion of the Customer contract manager. 6. Service Level Agreement The items listed below are suggestions for areas to be considered for service levels and incorporated into the SOW service level agreement. • Achievement of Budget Goals (total and subtotals) • Achievement of Schedule Goals (final and interim) • Security (as defined by customer) • Quality (as defined by customer) • Availability (data, system, and components) • Performance (transmission, response, or completion times) Page 4 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 Department of Information Resources Deliverables-Based IT Services (DBITS) Contract • Meantime to Resolution (MTR) • Business Continuity • ISO/ANSI standards • IEEE standards • Required communications (meetings, reports, calls, emails) • Required documents (plans, estimates, schedules, analyses) • Degree of accuracy of estimates (schedule, budget, resources, total) • Effective risk management and response (adherence to plans) • Effective scope management and change control (adherence to plans) • Data quality (fitness for use, accuracy, precision, completeness) • Ad hoc query response (usually written in terms of averages) • Reliability (queries generate same valid results) • Consistency (calculations and definitions are consistent regardless of source or function) • Acceptable usage (query controls) • Correct mapping of old to new (no functions or data lost that were not planned to retire) • Previous software, system, or service retired on time 7. Period of Performance Specify the period of performance in which the Vendor will conduct and complete the work associated with the SOW. 8. Invoices Describe the Vendor's responsibilities for invoicing Customer including invoice content, frequency/schedule and instructions for submitting invoices. Payments will be made in accordance with Appendix A of the Contract. 9. Customer/Vendor-Furnished Equipment and Work Space Specify what equipment and/or work space the Customer will provide or the expectations of what the Vendor will provide. 10. Additional Customer Terms and Conditions List any additional terms and conditions required by the Customer. Customers may negotiate the terms and conditions of a SOW to suit their business needs so long as the SOW terms and conditions do not conflict or weaken the DI master contract. 11. Vendor Response Sample Content(Example—at a minimum, Customers should consider the following items when developing their SOW) • All written deliverables must be phrased in terms and language that can be easily understood by non-technical personnel (e.g., laypersons without subject matter expertise) • All document deliverables must be in formats (hard copy and electronic) as specified by the Customer-at a minimum, the formats must be in industry accepted standards (e.g., MS Word, MS PowerPoint, MS Project) • The Vendor must demonstrate its knowledge and expertise of the environment (e.g., platforms, software, applications, network, tools, etc.) for which work is to be performed • All items of this agreement shall be done in accordance with the Service Level Agreement. Page 5 DocuSign Envelope ID:63508878-FFC8-4E23-B609-19140A77FDA6 Department of Information Resources Deliverables-Based IT Services (DBITS) Contract Sample Content • Agreement to confidentiality and legal statements • Vendor staff capabilities specific to this SOW: o Organization chart o Management team resumes o Key personnel resumes • Vendor's services capabilities: o Outline of capability to deliver the required services, including process, functional and technical expertise o Agreed-on SOW for deliverables-based services o Project plans for project services or transition • Project management plan addressing the tasks specified in the SOW 12. Pricing The main purpose of this section is to detail the pricing for the deliverables-based services. Vendors should also provide a summary of any assumptions and exclusions. Sample Pricing Sheet Deliverable Deliverable Name Price No. 13. Response Submission Requirements Sample Content • SOW schedule of events: deadline for questions, deadline for answering questions, response due date • Address for response submission • Number of copies • Mandatory response contents Page 6 Catqpdt Systeirns, C Catapult 0 ....................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Security Remediation for City of North Richland Hills �~ f.De:: to SubrrPt&:J b: Subrr7ii�tc:�:J tea 0 v° February 20, 2020 Catapult Systems, LLC City of North Richland Hills This Summary of Work is a condensed version of the Statement of Work(SOW) delivered to the City of North Richland Hills. In the event of any inconsistencies between the terms of this Summary document and the SOW, the terms of the SOW shall prevail. Engageirnent Overview The purpose of this engagement is to deploy Microsoft Office 365 and Microsoft on-premises security configurations to improve the security posture for the City of North Richland Hills. Scope of Wark The Catapult team is responsible for the following work items to complete this engagement: 1. Establish Service Account Best Practices 2. Establish Password Best Practices 3. Configure Multi-Factor Authentication (MFA) and Conditional Access Policies to protect vulnerable systems 4. Configure System Updates for Windows Servers and Desktops 5. Establish Azure Advanced Threat Protection (ATP) Il:: lr easei Ire II IF- Schedde Catapult will provide the services defined in this SOW on a time and materials basis in accordance with the table below.The hours and costs shown below are an estimate only and should not be considered a fixed cost. Item Description Quantity Unit Cost Total Cost Skype for Business and Exchange Deployment 8 $125 $1,000 Planning Services Less: Microsoft Voucher Funding ($1,000) Skype for Business and Exchange Deployment 80 $125 $10,000 Planning Services Less: Microsoft Voucher Funding ($10,000) Time and Materials Consulting Services 487—546 $185 $90,095-$101,010 CLIENT TOTAL 575—634 $90,095-$101,010 Vouchers: Client has elected to take advantage of their Exchange Deployment Planning vouchers. The initial planning will be delivered on a Time and Material basis at the $125/hr. rate for eighty-eight (88) hours which will cover $11,000. Vouchers can only be used in planning services for deployment, upgrade or migration engagements. v u.u:::I[leir 1F rq„ u.+rIPia��:ir Cost: l),rild Iby I"yifcr soft I� �IG�� iradoirl I atc II: :. u.+irr rd 10 Day—Skype for Business and 8D20-811E $10,000 2020-05-19 Exchange Deployment Planning 1 Day—Skype for Business and A08E-D7C8 $1,000 Exchange Deployment Planning 2020-05-19 Vouchers must be assigned prior to work starting in order to receive the discount. If additional hours are needed beyond the identified budget, the remaining hours will be preapproved by Client in writing, and, if approved by Client, paid for by Client at$185/hr. This SOW offer will expire 60 drys from the SOW date listed on the first page unless executed. Catapult will submit invoices according to the terms defined in the current Professional Services Agreement in effect between Catapult and Client. These rates and prices are quoted for net 30 payment terms, unless otherwise defined in the PSA. CERTIFICATE FORM 5 tr�r� <:urardricte Nos 1 4 and 6 it th re are irrr(rr.•rteh partres. F N �' USE ONLY �:rrn'u.-Aete Nlo �r, 2,a 5, anid G if J'iere are no i�nte�rosted p ar0e.& `N IFIC '�" �N F IHLIN"�G N business.bu. � form,and the cut state and country of the busines.. plac.. JA� � �tra ��t dsr�srrres..,errtutyr fiBirrc��f "�» � �errotiity"�plaeorGicate NRu,uinr,wV�aer. -""rB9 354Ca:at.vap pit Systerns, LLC;;Auusts n, T"x United Status Rie .contract ffor which the,fcararr t?`?dy,�t being ffiled, t:y of Nctrlf IncNztarr4 �NiN6s : mawsVriaec.N. Provide the identification number Used by the governmental entity or state agency to track or urfenfify the contract,aired parorrurie a. clescrip here of the services,goods,or other property to he provided under the contract.. 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Signature of authorized a F t of co ntrat,tinc Vruams ss entity (Declaraimt Forms p)rovided by'l-exas Ethics Commission + rrw.ethics.state.tx,evus Version V1.1.3a6aal7d IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Approve Resolution No. 2020-009, continuing participation in Tarrant County's HOME Investment Partnership Program. PRESENTER: Kristin James, Assistant Director of Neighborhood Services SUMMARY: The HOME Program was created by the National Affordable Housing Act of 1990 (NAHA) and is intended to provide decent affordable housing to lower-income households, expand the capacity of nonprofit housing providers, strengthen the ability of state and local government to provide housing and leverage private-sector participation. To participate in this program, the city must commit to the required 30% match on an annual basis. The HOME program for North Richland Hills is administered by Tarrant County. It is staff's recommendation to allocate $36,000 toward the 30% match requirement for 2020. GENERAL DESCRIPTION: The HOME Program was created by the National Affordable Housing Act of 1990 (NAHA) and is intended to provide decent affordable housing to lower-income households, expand the capacity of nonprofit housing providers, strengthen the ability of state and local government to provide housing and leverage private-sector participation. The HOME Investment Partnership Grant requires municipalities to provide 30% matching funds. The city must approve a resolution specifying the amount of matching funds that will be appropriated to the program. The maximum amount of HOME Funds a municipality can request is $200,000. The approval of this resolution will allow the City of North Richland Hills to request $120,000 in HOME Funds for 2020 and will appropriate 30% in matching funds, or $36,000. Tarrant County reported that the average cost per project covered under the HOME Program is $24,000. The $120,000 would cover improvements to approximately five (5) homes. The matching funds were included as part of the FY 2019-20 Adopted Budget and will be paid out of the existing Neighborhood Initiative Program funding (ES0901). RECOMMENDATION: Approve Resolution No. 2020-009. RESOLUTION NO. 2020-009 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS, AUTHORIZING CONTINUED PARTICPATION AND AGREEING TO MEET ALL MATCH CONTRIBUTION REQUIREMENTS FOR THE EXPENDITURES UNDER THE TARRANT COUNTY HOME INVESTMENT PARTNERSHIPS PROGRAM FOR PROGRAM YEAR 2020. WHEREAS, the HOME Program was created by the National Affordable Housing Act of 1990 (NAHA) and is intended to provide decent affordable housing to lower- income households; expand the capacity of nonprofit housing providers; strengthen the ability of state and local government to provide housing, and leverage private-sector participation; and WHEREAS, Tarrant County is a Participating Jurisdiction under the HOME Investment Partnerships Program in accordance with Code of Federal Regulations 24 CFR §92.105; and WHEREAS, the City of North Richland Hills is a member of the Tarrant County Urban County Community Development/HOME Consortium and is eligible to participate in the HOME program; and WHEREAS, the City of North Richland Hills has requested $120,000 in HOME funding to be expended on HOME eligible activities within the city's jurisdiction and has agreed to provide a 30% matching contribution for all HOME funds expended within the City of North Richland Hills, in accordance with the Code of Federal Regulations 24 CFR §92.218; 24 CFR §92.219; and 24 CFR §92.220. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS: SECTION 1. The City Council hereby finds that the recitals set forth above are true and correct and are incorporated into this Resolution as if written herein. SECTION 2. That the City of North Richland Hills does hereby agree to commit $36,000 in matching contribution to affordable housing for all activities undertaken in North Richland Hills through the HOME program for the 2020 program year. SECTION 3. This Resolution shall take effect and be in full force and effect from and after the date of its adoption, and it is so resolved; and all Resolutions of the City Council of the City in conflict herewith are hereby amended or repealed to the extent of such conflict. Resolution No. 2020-009 Page 1 of 2 PASSED AND APPROVED this the 24t" day of February, 2020. CITY OF NORTH RICHLAND HILLS By: Oscar Trevino, Mayor ATTEST: Alicia Richardson, City Secretary APPROVED AS TO FORM AND LEGALITY: Maleshia B. McGinnis, City Attorney Resolution No. 2020-009 Page 2 of 2 IrLp NOKTH KICHLAN HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Consider Resolution No. 2020-010, authorizing submission of the application and acceptance of allocated funds if awarded for the Texas Governor's Office Criminal Justice Division FY2021 Violence Against Women Justice and Training Program Grant #4025701 PRESENTER: Jimmy Perdue, Director of Public Safety SUMMARY: The Office of the Governor's Criminal Justice Division (CJD) has announced the 2020- 2021 Violence Against Women Justice and Training Program Grant #4025701 authorized by the Violence Against Women Act (VAWA) of 1994. The police department will use the funds as a renewal of the 2019-20 VAWA grant-funded detective position focusing on violent offenses against women. GENERAL DESCRIPTION: The police department is seeking authorization to apply for and utilize continuation grant funds offered through the CJD's Violence Against Women Justice and Training Program. To combat the many and varied forms of crimes against women, this program promotes a coordinated, multi-disciplinary approach to reduce domestic violence, dating violence, sexual assault, and stalking through targeted investigations and prosecution, targeted response operational support. This detective position has been grant funded and staffed since October 1, 2017. The total grant application is for $142,857.14. There is a 30% match requirement, which equals $42,857.14. Volunteer hours valued at $19.34 will be applied toward the required match. The remaining $4,177.14 will be met as a cash match to cover additional personnel costs with the grant providing $100,000.00. RECOMMENDATION: Approve Resolution No. 2020-010. RESOLUTION NO. 2020-010 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS, AUTHORIZING SUBMISSION OF THE APPLICATION AND ACCEPTANCE OF ALLOCATED FUNDS IF AWARDED FOR THE GOVERNOR'S OFFICE CRIMINAL JUSTICE DIVISION FY2021 VIOLENCE AGAINST WOMEN JUSTICE AND TRAINING PROGRAM GRANT#4025701 WHEREAS, The City of North Richland Hills, Texas possesses legal authority to apply and make appointments for the conduct of business relative to the Governor's Office Criminal Justice Division Violence Against Women Justice and Training Program Grant #4025701; and WHEREAS, The City of North Richland Hills, Texas finds it in the best interest of the citizens of North Richland Hills that we request the funds available under this Program to strengthen effective law enforcement, prosecution and court strategies to combat family violence, sexual assault, dating violence, and stalking crimes against women and to develop and strengthen victim services in such cases; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS, THAT: SECTION 1. The City Council of the City of North Richland Hills hereby finds that the recitals set forth above are true and correct and are incorporated into this Resolution as if written herein. SECTION 2. The City Council of the City of North Richland Hills hereby authorizes and approves the submission of the application and acceptance if awarded for the Governor's Office Criminal Justice Division Violence Against Women Justice and Training Program Grant #4025701. SECTION 3. The City Council of North Richland Hills agrees to provide 30% of the total project for the required match funding. SECTION 4. The City Council of the City of North Richland Hills designates Public Safety Director Jimmy Perdue as the grantee's authorized official. The authorized official is given the power to apply for, accept, reject, alter or terminate the funding request on behalf of the applicant agency. SECTION 5. The City Council of the City of North Richland Hills agrees that the loss or misuse of CJD funds or failure to comply with all CJD award requirements may result in suspension or termination of award funds, the repayment of award funds, and/or other remedies available by law. Resolution No. 2020-010 Page 1 of 2 SECTION 6. That this Resolution shall take effect and be in full force and effect from and after the date of its adoption, and it is so resolved; and all Resolutions of the City Council of the City in conflict herewith are hereby amended or repealed to the extent of such conflict. PASSED AND APPROVED this the 24t" day of February, 2020. CITY OF NORTH RICHLAND HILLS By: Oscar Trevino, Mayor ATTEST: Alicia Richardson, City Secretary APPROVED AS TO FORM AND LEGALITY: Maleshia McGinnis, City Attorney APPROVED AS TO CONTENT: Jimmy Perdue, Public Safety Director Resolution No. 2020-010 Page 2 of 2 "I r*4w NOLa`C`H KIC"HLAND HILLS CITY COUNCIL MEMORANDUM FROM: The Office of the City Manager DATE: February 24, 2020 SUBJECT: Announcements PRESENTER: GENERAL DESCRIPTION: At each City Council meeting a member of the governing body announces upcoming events and recognizes an employee who exemplifies our core values. Announcements: Early voting for the March Primary Election continues through this Friday, February 28. Early voting locations include the Dan Echols Center in North Richland Hills and other locations around Tarrant County. Please visit the Tarrant County Elections website for more information. The Mayor's 5K Run & Walk will take place on Saturday, March 14 starting at 9.00 a.m. at NRH2O Family Waterpark. All fitness levels are welcome to participate. Registration is $20 and comes with a t-shirt. Visit the city's website to find more information and sign up. Kudos Korner: Every Council Meeting, we spotlight our employees for the great things they do. Tonight we recognize: Jeff Smith, Casey Kirkpatrick, Tristan Clarke, Drew Weinberg and Kent Spencer with the Fire Department — A citizen called to convey his appreciation for the crew that responded when his mother-in-law became ill while shopping in North Richland Hills. Neither he, nor his wife, could believe how quickly the ambulance arrived. He said not only was the response fast, but the respect and care that the paramedics showed his mother-in-law was incredible. His family cannot thank the Fire Department enough for the work that they do.