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R-12-01-26-9B1 - 1/26/2012 RESOLUTION NO. R-12-01-26-9111 WHEREAS, Chapter 791 of the Texas Government Code, V.T.C.A., authorizes local governments and agencies of the state to enter into agreements with one another to perform governmental functions and services, and WHEREAS, the City of Round Rock"("City") wishes to enter into an Interlocal Contract with the Capital Area Council of Governments ("CAPCOG") so that the City can contribute funding toward the development of LiDAR being developed jointly by the City, CAPCOG, and Sanborn Map Company, Inc.,Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City the LiDAR Interlocal Contract for Geomap 2012 Work Order 4511-34-RR with CAPCOG, a copy of same being attached hereto as Exhibit"A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 26th day of January, 2012. �T AL MCGRAW, Mayor City of Round Rock, Texas ATTEST: a& Jill Lr ill'�V V -MA V1. SARA L. WHITE, City Clerk O:\wdox\SCC1nts\0112\1204\MUNICIPAL\002413 55.DOC/rmc EXHIBIT "X0 CAPITAI.AREA COUNCIL OF GOYERNI INI;NTS LIDAR INTERLOCAL CONTRACT hOR GEOMAP 2012 WORK ORDER 4511-34-RR Art. 1. Parties and Purpose 1.1.The Capital Area Council of Governments("CAPCOG") is a regional planning commission and political subdivision of the State of Texas organized and operating under the Texas Regional Planning Act of 1965,as amended,chapter 391 of the Local Government Code. 1.2.The City of Round Rock is a Texas local government that is seeking to obtain LIDAR data and contours. 1.3. CAPCOG has contracted with Sanborn Map Company,Inc. ("Sanborn")to provide these services to the City of Round Rock. This contract is entered into between CAPCOG and the City of Round Rock under chapter 791 of the Government Code so that the City of Round Rock can contribute funding toward the development of LIDAR being developed jointly by the City of Round Rock,CAPCOG, and Sanborn. Art.2. Goods and Services 2.1. CAPCOG agrees to furnish the City of Round Rock the LiDAR data according to the delivery schedule described in Section 3.2 of this Agreement and in accordance with the attached Exhibit(Work Order and Map)to this contract. The services will be performed by Sanborn for the City of Round Rock under its contract with CAPCOG. Art.3. Contract Price and Payment Terms 3.1.The City of Round Rock agrees to provide funding to CAPCOG under this contract, solely from current revenues available to the City of Round Rock, with a total value of not to exceed$26,207.44. The total contract value includes a project management fee of$1,483.44, which is equal to 6% the price to be paid Sanborn under the particular work order executed to provide goods and services for the City of Round Rock. In each invoice submitted for an installment payment under Section 3.2,CAPCOG agrees to invoice the City of Round Rock for the percentage of the project management fee equal to the installment percentage due under Section 3.2. GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page l of 6 3.2.The City of Round Rock agrees to provide installment payments to CAPCOG based on the Deliverable Schedule shown below: • 30%of the Total Contract Amount upon delivery of Phase I—Pre-Flight Planning deliverables • 30%of the Total Contract Amount upon delivery of Phase I1—Data Acquisition deliverables • 30%of the Total Contract Amount upon delivery of Phase III—Data Processing deliverables 10%of the Total Contract Amount upon delivery of Phase 1V—Product Development deliverables 3.3. Invoices requesting payment along with attached documentation provided by Sanboni to CAPCOG that the Deliverable milestones have been met,as per Section 3.2,shall be delivered to: City of Round Rock, Finance Department,221 E Main St,Round Rock,TX 78664, Attention:Christian Collier, ITC-GIS Manager. 3.4.The City of Round Rock agrees to pay(lie invoice within 30 days after it receives the invoice, as required by the Prompt Payment Act,chapter 2251 of the Government Code. 3.5. CAPCOG agrees to provide funding and/or in-kind services to Sanborn under its Contract for the Capital Area Geospatial Base Map Project, as currently amended,with a total value of not to exceed$24,724 in order to provide funding for performance of this contract. Art.4. Effective Date and Term of Contract 4.1.This contract takes effect on the date it is signed on behalf of CAPCOG and it ends, unless sooner terminated under Art. 6 or 7, when the total value of funding,as set out in paragraph 3.1, has been furnished by the City of Round Rock,or on September 30,2012, whichever comes first. Art.5. Nondiscrimination and Equal Opportunity 5.1.CAPCOG and the City of Round Rock shall not exclude anyone from participating under this contract,deny anyone benefits tinder this contract,or otherwise unlawfully discriminate against anyone in carrying out this contract because of race,color, religion,national origin, sex,age,disability,handicap, or veteran status. Art.6. 'Termination of Contract for Unavailability of Funds 6.1. City of Round Rock acknowledges that CAPCOG is a governmental entity without taxing power and agrees that CAPCOG may tertninate this contract in whole or part if CAPCOG learns that flouts to pay for the goods or services will not be available at the gime of delivery or performance. GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 2 of 6 6.2.CAPCOG terminates this contract for unavailability of funds by giving the City of Round Rock notice of the termination,as soon as it learns of the funding unavailability,and specifying the termination date, which may not be less than 15 calendar days from the notice date.The contract terminates on the specified termination date. Art.7. Termination for Breach of Contract 7.1.(a) If the City of Round Rock or CAPCOG breaches a material provision of this contract,the other may notify the breaching party describing tine breach and demanding corrective action.The breaching party has five business days from its receipt of the notice to correct tine breach,or to begin and continue with reasonable diligence and in good faith to correct the breach. If the breach cannot be corrected within a reasonable time,despite the breaching party's reasonable diligence and good faith effort to do so,the parties may agree to terminate the contract or either party may invoke the dispute resolution process of Art. 8. (b) If Sanborn breaches its contract with CAPCOG, so that the LiDAR contracted for is not delivered to the City of Round Rock,CAPCOG may terminate this contract by giving the City of Round Rock notice of the termination,as soon as it learns of the nondelivery,and specifying the termination date,which may not be less than 15 calendar days from the notice date.The contract terminates on the specified termination date. 7.2.Termination for breach tinder Art.7.1 does not waive either party's claim for damages resulting from the breach. Art.8. Dispute Resolution 8.1.The parties desire to resolve disputes arising under this contract without litigation. Accordingly,if a dispute arises, (lie parties agree to attempt in good faith to resolve the dispute between themselves.To this end,the parties agree not to stte one another,except to enforce compliance with this Art. 8,toll the statute of limitations,or seek an injunction,until they have exhausted the procedures set out in this Art. 8. 8.2. At the written request of either party,each party shall appoint one nonlawyer representative to negotiate informally and in good faith to resolve any dispute arising under this contract.The representatives appointed shall determine the location,format, frequency, and duration of tine negotiations. 8.3. If the representatives cannot resolve the dispute within 30 calendar days after the first negotiation meeting, the parties agree to refer the dispute to the Dispute Resolution Center of Round Rock for mediation in accordance with the Center's mediation procedures by a single mediator assigned by the Center. Each party shall pay half the cost of the Center's mediation services. 8.4.The parties agree to continue performing their duties under this contract, which are unaffected by the dispute,during the negotiation and mediation process. GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 3 of 6 Art.9.Notice to Parties 9.1. Notice to be effective under this contract must be in writing and received by the party against whom it is to operate. Notice is received by a party: (1)when it is delivered to the party personally;(2)on the date shown on the return receipt if mailed by registered or certified mail, return receipt requested, to the party's address specified in paragraph 8.2 and signed on behalf of the party;or(3)three business days after its deposit in the United States mail, with first-class postage affixed,addressed to the party's address specified in Art. 9.2. 9.2. CAPCOG's address is 6800 Burleson Road, Building 310,Suite 165,Austin,TX 78744,Attention: Betty Voights, Executive Director. 'rhe City of Round Rock's address is: City of Round Rock,231 E Main St,Round Rock,TX 78664,Attention:Steve Norwood,City Manager. 9.3. A party may change its address by providing notice of the change in accordance with Art.9.1. Art. 10. Miscellaneous 10.1. Each individual signing this contract on behalf of a party warrants that he or she is legally authorized to do so and that the party is legally authorized to perform the obligations undertaken. 10.2.(a)This contract stales the entire agreement of the parties,and an amendment to it is not effective unless in writing and signed by all parties. (b) The Exhibit is part of this contract. 10.4.This contract is binding on and inures to the benefit of the panics'successors in interest. 10.5.This contract is executed in duplicate originals. GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 4 of 6 CITY OF ROUND ROCK,TEXAS CAPITAL AREA COUNCIL OF GOVERNMENTS By By Alan McGraw Betty Voights Mayor Executive Director Date Date GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL_CONTRACT Page 5 of 6 EXHIBIT CAPITAL.AREA COUNCIL OF GOVERNMENTS GEOMAP 2012 WORK ORDER 4511-34-RR When signed on behalf of CAPCOG,this Work Order authorizes Sanborn to provide the goods and services described in the Scope of Work set out below in accordance with the timetable set out in the Scope of Work. CAPCOG agrees to pay Sanborn the firm fixed price of$24,724 for the goods and services provided under the Scope of Work. This Work Order is subject to all of the terns and conditions of the Contract for the Capital Area Geospatial Base Map Project,as currently amended, between CAPCOG and Sanborn. SCOPE OF WORK Acquisition of 0.7/square meter LiDAR and contours for 56 square miles(Q4 tiles),totaling $26,207.44,or$467.99 per unit tile. Further details of the overall Scope of Work and Work Order arc provided as exhibits to the contract between CAPCOG and Sanborn,which are available upon request. MAP (SEE ATTACHMENT) THE SANBORN MAP CAPITAL AREA COUNCIL,OF COMPANY, INC. GOVERNMENTS By By John Copple Betty Voights Chief Executive Officer Executive Director Date Date GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 6 of 6 f Capital Area Council . `J of Governments GEORGETOWN GeoMap 2012 UDAR Round Rock December 8,2011 AO 000* LEANDER Map Legend ©RourW Rods LIDAR(56 Tiles) Ausxin UDAR(1044 Tiles) CM CRY U"ft I QCaun Bw-dwy CEDAR PARK. HUTTO ROUND ROCK • N W F. S AUSTIN O Miles 0 1 2 PFLUGERVILLE 4 Disclaimer. The C&OW Awa Cowroa of C wwnrmnts ( I prwidas tlds map as waU as ita da{s'ta i�'ane aawmes ro waIIQ,ror b a--w ar oan0atrims. Thin mp is aNmWsd as a n0ftwids0on of rhe data bwiv ptw~and is le"way inter4w to be soroay Wada inban@Wm ROUND ROCK,TEW City Council Agenda Summary Sheet PURPOSE.PASSION.PROSPERITY: Agenda Item No. *961. Consider a resolution authorizing the Mayor to execute "LiDAR Interlocal Contract for Agenda Caption: GeoMap 2012 Work Order 4511-34-RR." Meeting Date: January 26, 2012 Department: Information Technology Staff Person making presentation: Chris Collier GIS Manager Item Summary: This is an inter-local agreement with CAPCOG to provide the City with WAR derived elevation data of the area encompassed by the Round Rock City Limits. Cost: $26,207.44 Source of Funds: General Fund Date of Public Hearing(if required): N/A Recommended Action: Approval EXECUTED DOCUMENTS FOLLOW CAPITAL AREA COUNCIL OF GOVERNMENTS LIDAR INTERLOCAL CONTRACT FOR GEOMAP 2012 WORK ORDER 4511-34-RR Art. 1. Parties and Purpose 1.1. The Capital Area Council of Governments ("CAPCOG") is a regional planning commission and political subdivision of the State of Texas organized and operating under the Texas Regional Planning Act of 1965, as amended, chapter 391 of the Local Government Code. 1.2. The City of Round Rock is a Texas local government that is seeking to obtain LiDAR data and contours. 1.3. CAPCOG has contracted with Sanborn Map Company, Inc. ("Sanborn")to provide these services to the City of Round Rock. This contract is entered into between CAPCOG and the City of Round Rock under chapter 791 of the Government Code so that the City of Round Rock can contribute funding toward the development of LiDAR being developed jointly by the City of Round Rock, CAPCOG, and Sanborn. Art. 2. Goods and Services 2.1. CAPCOG agrees to furnish the City of Round Rock the LiDAR data according to the delivery schedule described in Section 3.2 of this Agreement and in accordance with the attached Exhibit(Work Order and Map)to this contract. The services will be performed by Sanborn for the City of Round Rock under its contract with CAPCOG. Art. 3. Contract Price and Payment Terms 3.1. The City of Round Rock agrees to provide funding to CAPCOG under this contract, solely from current revenues available to the City of Round Rock, with a total value of not to exceed$26,207.44. The total contract value includes a project management fee of$1,483.44, which is equal to 6°lo the price to be paid Sanborn under the particular work order executed to provide goods and services for the City of Round Rock. In each invoice submitted for an installment payment under Section 3.2, CAPCOG agrees to invoice the City of Round Rock for the percentage of the project management fee equal to the installment percentage due under Section 3.2. GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 1 of 6 R-12rD�-2( l 3.2. The City of Round Rock agrees to provide installment payments to CAPCOG based on the Deliverable Schedule shown below: • 30% of the Total Contract Amount upon delivery of Phase I—Pre-Flight Planning deliverables • 30% of the Total Contract Amount upon delivery of Phase Il—Data Acquisition deliverables • 30% of the Total Contract Amount upon delivery of Phase III—Data Processing deliverables • 10% of the Total Contract Amount upon delivery of Phase IV—Product Development deliverables 3.3. Invoices requesting payment along with attached documentation provided by Sanborn to CAPCOG that the Deliverable milestones have been met, as per Section 3.2, shall be delivered to: City of Round Rock, Finance Department, 221 E Main St, Round Rock, TX 78664, Attention: Christian Collier, ITC - GIS Manager. 3.4. The City of Round Rock agrees to pay the invoice within 30 days after it receives the invoice, as required by the Prompt Payment Act, chapter 2251 of the Government Code. 3.5. CAPCOG agrees to provide funding and/or in-kind services to Sanborn under its Contract for the Capital Area Geospatial Base Map Project, as currently amended, with a total value of not to exceed$24,724 in order to provide funding for performance of this contract. Art. 4. Effective Date and Term of Contract 4.1. This contract takes effect on the date it is signed on behalf of CAPCOG and it ends, unless sooner terminated under Art. 6 or 7, when the total value of funding, as set out in paragraph 3.1,has been furnished by the City of Round Rock, or on September 30, 2012, whichever comes first. Art. 5. Nondiscrimination and Equal Opportunity 5.1. CAPCOG and the City of Round Rock shall not exclude anyone from participating under this contract, deny anyone benefits under this contract, or otherwise unlawfully discriminate against anyone in carrying out this contract because of race, color,religion, national origin, sex, age, disability,handicap, or veteran status. Art. 6. Termination of Contract for Unavailability of Funds 6.1. City of Round Rock acknowledges that CAPCOG is a governmental entity without taxing power and agrees that CAPCOG may terminate this contract in whole or part if CAPCOG learns that funds to pay for the goods or services will not be available at the time of delivery or performance. GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 2 of 6 6.2. CAPCOG terminates this contract for unavailability of funds by giving the City of Round Rock notice of the termination, as soon as it learns of the funding unavailability, and specifying the termination date, which may not be less than 15 calendar days from the notice date. The contract terminates on the specified termination date. Art.7. Termination for Breach of Contract 7.1. (a) If the City of Round Rock or CAPCOG breaches a material provision of this contract,the other may notify the breaching party describing the breach and demanding corrective action. The breaching party has five business days from its receipt of the notice to correct the breach, or to begin and continue with reasonable diligence and in good faith to correct the breach. If the breach cannot be corrected within a reasonable time, despite the breaching party's reasonable diligence and good faith effort to do so, the parties may agree to terminate the contract or either party may invoke the dispute resolution process of Art. 8. (b) If Sanborn breaches its contract with CAPCOG, so that the LiDAR contracted for is not delivered to the City of Round Rock, CAPCOG may terminate this contract by giving the City of Round Rock notice of the termination, as soon as it learns of the nondelivery, and specifying the termination date, which may not be less than 15 calendar days from the notice date. The contract terminates on the specified termination date. 7.2. Termination for breach under Art. 7.1 does not waive either party's claim for damages resulting from the breach. Art. 8. Dispute Resolution 8.1. The parties desire to resolve disputes arising under this contract without litigation. Accordingly, if a dispute arises,the parties agree to attempt in good faith to resolve the dispute between themselves. To this end, the parties agree not to sue one another, except to enforce compliance with this Art. 8,toll the statute of limitations, or seek an injunction,until they have exhausted the procedures set out in this Art. 8. 8.2. At the written request of either party, each party shall appoint one nonlawyer representative to negotiate informally and in good faith to resolve any dispute arising under this contract. The representatives appointed shall determine the location, format, frequency, and duration of the negotiations. 8.3. If the representatives cannot resolve the dispute within 30 calendar days after the first negotiation meeting, the parties agree to refer the dispute to the Dispute Resolution Center of Round Rock for mediation in accordance with the Center's mediation procedures by a single mediator assigned by the Center. Each party shall pay half the cost of the Center's mediation services. 8.4. The parties agree to continue performing their duties under this contract, which are unaffected by the dispute, during the negotiation and mediation process. GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 3 of 6 Art.9.Notice to Parties 9.1. Notice to be effective under this contract must be in writing and received by the party against whom it is to operate. Notice is received by a party: (1) when it is delivered to the party personally; (2) on the date shown on the return receipt if mailed by registered or certified mail, return receipt requested, to the party's address specified in paragraph 8.2 and signed on behalf of the party; or(3)three business days after its deposit in the United States mail, with first-class postage affixed, addressed to the party's address specified in Art. 9.2. 9.2. CAPCOG's address is 6800 Burleson Road, Building 310, Suite 165,Austin,TX 78744, Attention: Betty Voights, Executive Director. The City of Round Rock's address is: City of Round Rock, 231 E Main St, Round Rock,TX 78664, Attention: Steve Norwood, City Manager. 9.3. A party may change its address by providing notice of the change in accordance with Art. 9.1. Art. 10. Miscellaneous 10.1. Each individual signing this contract on behalf of a party warrants that he or she is legally authorized to do so and that the party is legally authorized to perform the obligations undertaken. 10.2. (a)This contract states the entire agreement of the parties, and an amendment to it is not effective unless in writing and signed by all parties. (b) The Exhibit is part of this contract. 10.4. This contract is binding on and inures to the benefit of the parties' successors in interest. 10.5. This contract is executed in duplicate originals. GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 4 of 6 CITY OF ROUND ROCK,TEXAS CAPITAL AREA COUNCIL OF GOVERNMENTS AdiBy By qt 0 Alan McGraw Betty Voights Mayorn�/,- Executive Director Date (-210. Date ' 7/ GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 5 of 6 EXHIBIT CAPITAL AREA COUNCIL OF GOVERNMENTS GEOMAP 2012 WORK ORDER 4511-34-RR When signed on behalf of CAPCOG,this Work Order authorizes Sanborn to provide the goods and services described in the Scope of Work set out below in accordance with the timetable set out in the Scope of Work. CAPCOG agrees to pay Sanborn the firm fixed price of$24,724 for the goods and services provided under the Scope of Work. This Work Order is subject to all of the terms and conditions of the Contract for the Capital Area Geospatial Base Map Project, as currently amended,between CAPCOG and Sanborn. SCOPE OF WORK Acquisition of 0.7/square meter LiDAR and contours for 56 square miles (Q4 tiles), totaling $26,207.44, or$467.99 per unit tile. Further details of the overall Scope of Work and Work Order are provided as exhibits to the contract between CAPCOG and Sanborn, which are available upon request. MAP (SEE ATTACHMENT) THE SANBORN MAP CAPITAL AREA COUNCIL OF COMPANY, INC. GOVERNMENTS By By John Copple Betty Voights Chief Executive Officer Executive Director Date Date GEOMAP 2012 LIDAR CITY OF ROUND ROCK INTERLOCAL CONTRACT Page 6 of 6 Capital Area Council of Governments GEORGETOWN GeoMap 2012 LiDAR Round Rock December 8,2011 Map Legend LEANDER Q Round Rock LiDAR(56 Tiles) Austin LiDAR(1040 Tiles) C3 City Limits oCounty Boundary f f C] CEDAR PARK } HUTTO i ROUND ROCK t • I , N -- W E AUSTIN Miles I 0 1 2 PFLUGERVILLE Disclaimer: -- -— ' " _-- -- -- -- The Capital Area Council of Governments (CAPCOG)provides this map as well as its data"as is"and assumes no liability for { 1 i its accuracy or completness This map is 1 intended as a representation of the data -----— — — - — being presented and is in no way intended ------- to be survey grade information.