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R-2022-265 - 8/11/2022 RESOLUTION NO. R-2022-265 WHEREAS, the City of Round Rock ("City") has duly sought proposals for armored car services: and WHEREAS, Brink's U.S., a Division of Brink's, Incorporated ("Brink's"), has submitted the proposal determined to provide the best value to the City considering the price and other evaluation factors included in the request for proposals; and WHEREAS, the City Council desires to enter into an agreement with Brink's for armored car services, 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 a Services Agreement and related documents with Brink's, a copy of same being attached hereto as Exhibit "A" and incorporated herein. 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 1 1 th day of August, 2022. CRAIG4nd G , Mayor City of ock, Texas ATTEST: MEAGAN S 1 4, NKS, Ci y Clerk 0112'0222;4952-1425.9756 EXHIBIT 11111BRINKS "A" SERVICES AGREEMENT AGREEMENT# 9999673080 NONSTANDARD THIS SERVICES AGREEMENT (together with Attachment(s)the"Agreement") is made by and between Brink's U.S., a Division of Brink's,Incorporated("Brink's"), a Delaware corporation with offices located at 555 Dividend Drive, Coppell, TX 75019,and CITY OF ROUND ROCK("Customer')(EIN:74-6017485)with offices located at 221 EAST MAIN STREET, ROUND ROCK,TX-78664-5299 is entered into this 1ST day of August 2022. I. DEFINITIONS A. Attachment-any statement of work("SOW'), exhibit,schedule, amendment or addendum,all of which are hereby incorporated into this Services Agreement, B. Business Day-Monday through Friday except holidays observed by the Facility performing Services hereunder. C. Distinctively and Securely Seated-the container used to hold any Property has been closed and fastened with a device or method of sealing having a distinguishing mark that can be clearly seen and recognized as a unique identification number or special mark that is attached to the container so that the Property is firmly enclosed,and the device or method of sealing cannot be removed and reapplied to the container without leaving visible external evidence of tampering to the container. The container must also include bar coding compliant with Brink's specifications. D. Facility(ies)-Brink's location(s)where certain Services will be performed. E. Loss-any loss of,damage to,theft of,or destruction of Property for which Customer has provided timely Notice to Brink's. F. Maximum Liability Amount-the total liability assumed by Brink's for a Loss as specified in the Attachment(s). G. Property - currency, coin, checks, securities, other financial instruments, and other valuables agreed upon by Brink's in an Attachment. H. Rates-charges for Services as listed in Attachment(s). I. Services-services to be provided to Customer as described in the applicable Attachment(s). J. Shipment-one or more sealed or locked container(s)of Property collected or received by Brink's in one place at any one time. II. SERVICES A. Brink's shall perform Services as set forth in the SOW(s) signed by Brink's and Customer. Services will be performed at the Facility(ies)and other locations specified in the applicable SOW.Services will be performed on Business Days,unless otherwise specified in the applicable SOW. In the event of inclement weather or some other irregularity, performance shall be as mutually agreed upon. Customer agrees to look only to the provisions of this Agreement and the applicable SOW for any claim against Brink's relating to Customer's Property.. B. The Customer locations serviced under any SOW,whether listed in an Attachment or otherwise,shall not be deleted by Customer during the term of the Agreement. If a Customer location is moved from one location to another, Brink's will be given the right of first refusal to service such location in its new site. III. TERM This Agreement shall begin on the earliest effective date of a SOW and shall remain in effect until expiration or termination of all SOWS. IV. CHARGES AND PAYMENT A. Within thirty(30)days of the date of each invoice,Customer shall pay Brink's the Rates plus all applicable federal,state and local taxes. Payment shall be made by check. electronic funds transfer (EFT) or Fedwire. The Rates may be amended by Brink's invoices,letters,or other writings.Except for Rate changes made pursuant to paragraph C ofthis section,Customer may,by written Notice within twenty (20) days of such invoice, letter or other writing. reject any charges differing from the Rates. Otherwise, Customer shall be deemed to have accepted such increase. If Customer disputes the accuracy of an invoice,Customer will provide Brink's written Notice of the claimed inaccuracy within sixty(60)days of the invoice date or such claim will be deemed waived by Customer. B. All charges remaining unpaid after the invoice due date are subject to an interest charge at the lesser of: 1 V�%per month;or,the maximum rate allowed by law. C. Brink's may increase Rales effective January 1 of each year of this Agreement by an amount not to exceed the annual increase in CPI for All Urban Consumer plus two percent(2%).Brink's may also increase Rates upon written communication in the event of a change in economic conditions that increases Brink's operating costs. Brink's will provide thirty(30)days prior written notice for a Rate increase due to a change in economic conditions affecting the services in Customer's service areas.A change in economic conditions may include,but is not limited to:(i)an act of God;(ii) an act of war;(iii)an increase in the then current local,state,or federal minimum wage;(iv)legislative or regulatory requirements related to the performance of the Services hereunder;or(v)any event that affects Brink's ability to obtain insurance as required under this Agreement.Customer shall also pay the Monthly fuel surcharge as set forth in the Rates for the applicable SOW. D. Customer shall pay Brink's for all changes in scope of Services(e.g.frequency,days of service,addition or deletion of locations, etc.)requested by Customer in writing. V. BRINK'S LIABILITY;LIMITATIONS,EXCLUSIONS A. Brink's liability for any of its obligations under this Agreement, including without limitation liability for a Loss of a Shipment, shall not exceed the lesser of the following: (1)Maximum Liability Amount;(2)the actual value of the Loss;or(3)the declared value of the Property subject to the Loss. Brink's liability shall commence when the Property has been received into Brink's possession and a receipt has been signed by Brink's and shall terminate when the Property has been delivered to the location or agent designated by Customer pursuant to the applicable Attachment, or returned to Customer or its agent in the event that delivery CITY OF ROUND ROCK Page 1 of 11 Services Agreement(Rev.2017-08) cannot reasonably be made by Brink's. B. Brink's liability for a Loss shall not exceed the Maximum Liability Amount, notwithstanding anything to the contrary contained in any oral statement,invoice,receipt or other document. C. Brink's shall not be liable for any shortage within any Shipment that:(1)is not Distinctively and Securely Sealed when received by Brink's; (2)occurred before Brink's received possession of the Shipment; or(3)shows no external evidence of tampering when received by Brink's. Brink's shall not be liable for a Loss caused in whole or in part by the criminal acts,or fraud of Customer,its employees,representatives or agents. D. Does Customer have the ability to reconstruct checks? YES NO If"Yes"is checked above,the following language applies: E. In the event of a Loss of checks or other financial instruments (together"Checks"), Brink's agrees to pay for: (1) Customer's reasonable costs in identifying and replacing the Checks, and (2) the face value of the Checks not identified, except for those Checks which could not be collected on at the time of the Loss up to a combined limit of$25,000 per Shipment. The Maximum Liability Amount that applies to the Loss shall include the referenced$25,000. Customer shall maintain a complete record of all Checks it places in a Shipment and agrees to diligently pursue identification and replacement efforts of the Checks. Customer further agrees to reimburse Brink's for all amounts that are recovered as the result of such efforts. F. Brink's shall not be liable for non-performance or delays of Service caused by strikes, lockouts or other labor disturbances, riots, authority of law,acts of God,fire,flood,tornado,hurricane,earthquake or means beyond Brink's control. G. Brink's shall not be liable for a Loss or for non-performance or delays of Service(or for any cost,expense or liability related thereto) caused by or resulting from:(1)war, hostile or warlike action in time of peace or war,including action in hindering,combating or defending against an actual,impending or expected attack (a)by any government or sovereign power(de jure or de facto),or by any authority maintaining or using military.naval or air forces;or(b)by military,naval or air forces;or(c)by an agent of any such government, power, authority or forces; (2) insurrection, rebellion, revolution, civil war, usurped power, or action taken by governmental authority in hindering, combating or defending against such an occurrence or confiscation by order of any government or public authority. H. In no case shall Brink's be liable for Loss or for non-performance or delays of Service(or for any cost,expense or liability related thereto) directly or indirectly caused by or contributed to or arising from: (1) any chemical, biological, bio-chemical or electromagnetic weapon; (2)the use or operation,as a means for inflicting harm, of any computer, computer system, computer software program, malicious code, computer virus or process or any other electronic system; (3) ionizing radiations from or contamination by radioactivity from any nuclear fuel or from any nuclear waste or from the combustion of nuclear fuel; (b) the radioactive, toxic, explosive or other hazardous or contaminating properties of any nuclear'installation, reactor or other nuclear assembly or nuclear component thereof; (5)any weapon or device employing atomic or nuclear fission and/or fusion or other like reaction or radioactive force or matter;or(6)the radioactive,toxic,explosive or other hazardous or contaminating properties of any radioactive matter. The exclusion in sub-clause(6)does not extend to radioactive isotopes, other than nuclear fuel,when such isotopes are being prepared, carried, stored or used for commercial, agricultural, medical, scientific or other similar peaceful purposes. I. The following limitation shall not apply to Property in transit. Brink's shall not be liable for Loss or for nonperformance or delays of Service(or for any liability,cost or expense related thereto)directly or indirectly caused by,resulting from or in connection with,any act of terrorism or any action taken in controlling.preventing,suppressing or in any way relating to any act of terrorism. An act of terrorism means an act,including but not limited to the use of force or violence andlor the threat thereof,of any person or group(s)of persons,whether acting alone or on behalf of or in connection with any organization(s)or government(s),committed for political,religious,ideological or similar purposes including the intention to influence any government and/or to put the public, or any section of the public,in fear. J. Brink's is not an insurer under this Agreement. Brink's shall not be liable under any circumstance for consequential, special, incidental,indirect or punitive losses or damages(including lost profits,interest or savings)whether or not caused by the fault or negligence of Brink's and whether or not Brink's had knowledge that such losses or damages might be incurred. Vt. INSURANCE A. Brink's will maintain at all times during the term of this Agreement,insurance payable to Brink's in such amounts and against such risks as shall adequately cover the Maximum Liability Amount. Upon Customer's written request, Brink's will provide a certificate of insurance. Customer shall be given thirty(30)days'notice in the event such insurance coverage is canceled,not renewed or materially restricted. B. Customer shall at all times maintain comprehensive general liability insurance coverage,including contractual liability and premises liability. Such insurance shall be in reasonable amounts and with insurance companies of recognized financial responsibility. Upon written request,Customer shall provide to Brink's evidence of such insurance coverage,and Customer agrees that Brink's shall be given thirty(30)days'notice in the event that such insurance coverage shall be canceled,not renewed or materially restricted. VII. FILING OF CLAIMS;PROOF OF LOSS A. In the event of Loss under this Agreement,Customer shall notify Brink's as soon as practicable upon discovery and provide written Notice to Brink's no more than thirty (30) days after the Property which is the subject of the claim was received into Brink's possession or,as applicable,the inventory report or transaction report indicating a Loss or discrepancy is delivered to Customer. To file a Loss claim, Customer shall submit the claim to Brink's designated website or email address. Timely and complete submission of a Loss claim shall constitute notice of Loss under this paragraph.Customer shall retain a copy of the notification of Loss receipt provided via email or available from the Brink's designated website. It is Customer's responsibility to promptly verify deliveries, transaction reports and inventory reports, as applicable. Unless such Notice is given by Customer within the time prescribed in this section, Brink's shall not be liable to Customer for any claims made pursuant to this Agreement and Customer shall be deemed to have expressly waived any such claim. B. Customer shall maintain a record of all Property placed in a Shipment and shall promptly and diligently assist Brink's in establishing the identity of any Loss. Customer agrees to mitigate its damages in connection with any Loss. Brink's and Customer shall fully cooperate in conducting an investigation,and any question of a Loss or the cause thereof,to the extent reasonably possible,shall be resolved by the findings of such investigation, C. Affirmative written proof of the Loss,subscribed and sworn to by Customer and substantiated by the books,records and accounts of Customer, shall be furnished to Brink's prior to payment of a claim. Upon payment of a claim by Brink's, Customer hereby assigns to Brink's all of its right,title and interest in the Property which was the subject of the Loss and all rights of recovery against CITY OF ROUND ROCK Page 2 of 11 Services Agreement(Rev.2017-08) third parties that are the subject of the claim. Customer will execute any documents necessary to perfect such assignment upon request by Brink's or Brink's insurers. VIII. DEFAULT;REMEDIES;TERMINATION A. In the event of early termination under this Agreement and/or any SOW, other than for material breach by Brink's, Customer agrees that actual damages might be sustained by Brink's which are uncertain and would be difficult to determine. Customer hereby agrees to pay Brink's,as liquidated damages and not as a penalty,all remaining charges that would have been payable to Brink's from the date of termination up to and including the date of expiration of the then current term of this Agreement,plus any capital costs incurred by Brink's as a result of entering into this Agreement. Should Customer default in the payment to Brink's of any amounts due under this Agreement,then Customer shall also be responsible for interest as provided above and all attorney's fees, costs and expenses incurred by Brink's in the collection of such past due amounts. The past due amounts, interest and collection costs constitute"Unpaid Obligations". In addition to the other remedies provided in this Agreement and under applicable law,Customer hereby agrees that Brink's shall be permitted to retain as a credit and to offset against such Unpaid Obligations,on a dollar for dollar basis,any Property which Brink's has in its possession under this Agreement. B. Either party may terminate this Agreement in the event of a material breach of this Agreement(including non-payment)by the other party,provided that such breach continues for a period of thirty(30)days after receipt by the breaching party of written Notice from the non-breaching party specifying the nature of such breach. No written Notice is required if the breach is non-payment of amounts due. If such breach is cured within the applicable cure period,then this Agreement shall continue in full force and effect. IX. MISCELLANEOUS A, Brink's may, in its discretion, choose to perform any or all of the Services itself or through its employees, agents or independent subcontractors. Any employee,agent or independent subcontractor performing Services shall be entitled to the benefit of every limitation and defense to which Brink's is entitled hereunder. Notwithstanding the foregoing,Customer shall look solely to Brink's for reimbursement of any Loss in accordance with the terms of this Agreement. B. All"Notices'under this Agreement,shall be in writing and shall be deemed given to the other party immediately upon:personal or messenger delivery; proof of transmission date of facsimile transmission; or delivery date of overnight courier or certified mail service. Notice shall be sent to the party at the address shown on the front of this Agreement or to such other address as either party may specify by Notice. Notice to Brink's,including bankruptcy notifications,shall also be sent to: Brink's U.S.,Attn: Legal Department,555 Dividend Drive,Coppell,TX 75019. C. Conflicting terms in SOWs will prevail over terms stated in this Services Agreement.Any pre-printed terms and conditions contained in any purchase order or other similar document used by Customer shall be null and void and have no force or effect in modifying the terms and conditions of this Agreement. D. This Agreement governs the rights and responsibilities of Customer and Brink's. Customer agrees to look only to the provisions of this Agreement for any claim against Brink's relating to Customer's Property. F. Each party agrees to comply with all applicable laws,rules and regulations in the performance of its obligations hereunder. F. This Agreement and the Attachments,all as may be amended from time to time,constitute the entire agreement and understanding between Customer and Brink's with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether oral or written,express or implied. Except with respect to Rates,this Agreement may only be amended or superseded by a writing signed by the parties.The sole and exclusive remedies for any breach of the terms and provisions of this Agreement or any claim or cause of action otherwise arising out of or related to this Agreement shall be those remedies available at law or in equity for breach of contract only (as such contractual remedies have been further limited or excluded pursuant to the express terms of this Agreement),and neither of the parties hereto,nor other person or entity will have any other entitlement, remedy or recourse,whether in contract,tort or otherwise. G. Neither party shall use the other party's trade name, likeness,trademarks or logo,without the other party's prior written consent. H. The failure of either party to require strict adherence to any term of this Agreement will not be deemed a waiver or deprive that party of the right thereafter to insist upon strict adherence to any term of this Agreement. 1. The illegality or invalidity of any provision of this Agreement shall not affect or invalidate the remainder of the Agreement. J. [Reserved]. K. The provisions of this Agreement, which by their sense and context are meant to survive expiration of this Agreement, shall so survive. L. Customer's performance of its obligations hereunder shall not be excused or relieved by any claims of Customer to a right(s) of abatement,deduction,setoff or recoupment against Brink's. M. THE LAWS OF THE STATE OF TEXAS SHALL GOVERN THE VALIDITY OF THIS AGREEMENT, THE CONSTRUCTION OF ITS TERMS AND CONDITIONS,THE INTERPRETATION OF THE RIGHTS AND RELATIONSHIPS OF THE PARTIES HERETO, INCLUDING BUT NOT LIMITED TO ALL CLAIMS OR CAUSES OF ACTION(WHETHER BROUGHT IN CONTRACT OR TORT) THAT MAY BE BASED ON,ARISE OUT OF OR RELATE TO THIS AGREEMENT,WITHOUT REGARD TO THE CONFLICTS OF LAWS AND PRINCIPLES THEREOF. N. If Customer files for protection under any provision of the Bankruptcy Code(11 U.S.C.S. 101,et seq.),Customer shall file among its first day motions a motion seeking authorization to:(1)assume the Brink's contract,(2)pay Brink's all amounts due under the Agreement on an ongoing basis,and(3) pay as a cure claim any past due amounts. Customer acknowledges that the Services are critical to the continued and uninterrupted operation of its business locations and cash flow. Customer shall promptly seek court authority to treat Brink's as a critical vendor. O. To the extent Services include transportation,Customer agrees:(a)that none of the provisions of the Carmack Amendment apply to any obligation of Brink's under this Agreement and(b)Customer shall comply with the Private Express Statutes(United States Postal Laws and Regulations)in the preparation of all Shipments. P. Customer will not assign this Agreement without the prior written consent of Brink's. O. To the extent not prohibited by law,Customer must commence any action,suit,or proceeding for a Loss within twelve(12)months after receipt of the Property into Brink's possession. R. This Agreement may be executed in multiple counterparts,each of which will be deemed an original but all of which together will constitute one and the same instrument. (Signature Page Follows) CITY OF ROUND ROCK Page 3 of 11 Services Agreement(Rev.2017-08) AGREED AND ACCEPTED: "CUSTOMER": "BRINK'S": CITY OF ROUND ROCK Brink's U.S.,a Division of Brink's, Incorporated By By: (Customer Signature) Name: Name: Title: Title: CITY OF ROUND ROCK Page 4 of 11 Services Agreement(Rev.2017-06) 1111BRINIKs ARMORED TRANSPORTATION SERVICES STATEMENT OF WORK AGREEMENT#9999673080 SOW#24481 This Armored Transportation Services Statement of Work(the"Armored Transportation SOW") entered into as of August 1, 2022 (the "Effective Date"), is an Attachment to the Services Agreement by and between CITY OF ROUND ROCK ("Customer") and Brink's, U.S., a Division of Brink's, Incorporated ("Brink's"), dated August 1, 2022, (the "Agreement"). This Armored Transportation Services SOW and any additional Attachments hereto: (i) are incorporated by reference into the Agreement, (ii) apply only to the Armored Transportation Services and not to products or services covered by any other SOW or Attachment under the Agreement, and (iii) amend and supplement the terms of the Agreement as set forth herein. Capitalized terms not defined herein shall have the same meaning as set forth in the Agreement. 1. DEFINITIONS A. Armored Transportation Services - Armored transportation of Property and related services to be provided to Customer as described in this SOW. B. Delivery Location -The location designated by Customer in an Attachment as the place where Brink's is to deliver Shipments. C. Fragile Property - Any breakable item, including without limitation, decorative pieces, works of art, and jewelry. D. Night Depository-A non-ATM receptacle in which Customer's customers can deposit Property. E. Pick-Up Location - The location designated by Customer in an Attachment as the place where Brink's is to receive Shipments, which may include a Night Depository location. F. Shipment - For purposes of this Armored Transportation SOW, one or more sealed or locked containers of Property received by Brink's at the same time at a single Pick-Up Location, which are to be delivered to a single Delivery Location. 2. TERM Armored Transportation Services shall begin on the Effective Date and shall continue for a term ending on the last day of the calendar month five (5) years following the Effective Date. 3. SCOPE OF SERVICES A. Brink's Responsibilities Brink's shall: (i) arrive at the Pick-Up Location to collect Shipments; (ii) sign a receipt for Shipments received by Brink's; (iii) deliver such Shipments to the Delivery Location; and (iv) obtain a receipt for such delivery. Brink's may return the Shipment to the Pick-Up Location in the event that delivery to the applicable Delivery Location cannot reasonably be made by Brink's. The Armored Transportation Services will be performed during Brink's regular business hours as scheduled by Brink's Facility(ies) performing the Armored Transportation Services, unless otherwise specified herein. In the event of inclement weather or some other irregularity, performance shall be as mutually agreed upon. CITY Or ROUND ROCK Page 5 of it Armored Transportation Services SOW(2017-08) B. Customer's Responsibilities (i) Customer shall place all Property to be received by Brink's in Distinctively and Securely Sealed containers. (ii) Customer warrants that it shall declare the actual value of each Shipment and in each Distinctively and Securely Sealed container in the Shipment. Customer shall not conceal or misrepresent any material fact or circumstance concerning the Property delivered to Brink's and agrees, in the event of Loss, to be bound by its declaration of value. (iii) Customer will not include Fragile Property in a Shipment unless specifically agreed to by Brink's in an Attachment. 4. BRINK'S LIABILITY A. Subject to the terms of the Agreement, BRINK'S MAXIMUM LIABILITY AMOUNT PER SHIPMENT FOR THE SERVICES UNDER THIS ARMORED TRANSPORTATION SERVICES SOW ARE AS STATED IN EXHIBIT A FOR THE APPLICABLE PICK-UP LOCATION. B. Brink's is not responsible for determining the contents or value of any Shipment. C. Night Depository (if applicable). Brink's shall not be liable for any Property contained in a Night Depository. Customer agrees that such Property shall be in Brink's possession only after Brink's removes the Property from the Night Depository. Brink's count of the number of items collected from a Night Depository is binding and conclusive. Brink's shall not be liable for any unexplained Night Depository shortage. Customer is responsible for assuring that the Night Depository is secure. 5. RATES Customer agrees to pay the Rates for the Armored Transportation Services as described in Exhibit A. "CUSTOMER": "BRINK'S": CITY OF ROUND ROCK Brink's U.S., a Division of Brink's, Incorporated By: By: (Customer Signature) Name: Name: Title: Title: CITY Or ROUND ROCK Page 6 of 11 Armored Transportation Services SOW(2017-08) II[IBRINKS EXHIBIT A To the ARMORED TRANSPORTATION SERVICES SOW LOCATIONS & RATES AGREEMENT # 9999673080 SOW # 2.4481 This Exhibit A to the Armored Transportation Services SOW, entered into as of August 1, 2022, by and between Brink's U.S., a Division of Brink's, Incorporated ("Brink's") and CITY OF ROUND ROCK ("Customer"), sets forth the Locations & Rates for armored transportation Services. This Exhibit A and the Armored Transportation Services SOW are Attachments to the Services Agreement by and between Customer and Brink's, dated August 1, 2022 (the "Agreement") and: (i) are incorporated by reference into the Agreement, (ii) apply only to the Armored Transportation Services and not to products or services covered by any other SOW or Attachment under the Agreement, and (iii) amend and supplement the terms of the Agreement as set forth herein. Capitalized terms not defined herein shall have the same meaning as set forth in the Agreement. I. Service Locations Service Day or Date Liability (A) Call at: Customer's locations listed in Section II Service days as shown in Section II Maximum : as shown in Section II Deliver to Designated local bank Same or following banking day Average $50,000.00 (8) Call at Designated local bank At same time as Item A Maximum : as shown in Section II Deliver to: Customer's locations listed in Section II Next scheduled day Average $50,000 00 11. Rates PRICE LIST LOCATION ID SERVICE ADDRESS BRINKS CON,f FREQ ZONE EZ SERVICE RATE/ RATE/ EXCESS EXCESS EXCESS PREMISES FACILITY CHANGE DAY(S) MO. TRIP ITEMS LIAR Price List 002 CITY HALT. 1 221 EAST MAIN STREET,ROUND AUSTIN No Weekly URB No M 1 W111 $828.70 10 $500,000 8 minutes-00:01 ROCK,TX,78664 F 23'59 CLAY MADSEN RFC 1600 GATTIS SCHOOL ROAD, 8 minutes-00:01- Prite List 001 CENTER 3 ROUND ROCK,TX,78664-7013 AUSTIN No Weekly URB No M W I $279.77 10 $50,000 23:59 FOREST CREEK 99 TWIN RIDGE PARKWAY,ROUND 8 minutes-00'01- Priccl.ist002 GOLFCLUB_5 ROCK,TX,78664 AUSTIN Na Weekly TIRE No MWF $292-2Q 10 $50,OD0 23:54 PARKS&RECS 301 WEST BAGDAD AVENUE, M T W Th 8 minutes-00:01- Price List001 DEPT MCCONICO ROUND ROCK,TX,78654 AUSTIN No Weekly URB No F $413.24 10 $50,000 23:59 BLD 2 CITY OF ROUND ROCK Page 7 of 11 Exhibit A—Annered Transportation Services SOW(Rev 2017-08) PRICE LIST LOCATION ID SERVICE ADDRESSBRINK'S CONd FREQ ZONE EZ SERVICE RATE! RATE! EXCESS EXCESS EXCESS PREMISES FACILITY CHANGE DAY(S) MO. TRIP ITEMS LIAB ROUND ROCK 2400 CHISHOLM TRAIL,ROUND S minutes-00'01- Price List D01 SPORTS CENTER-4 ROCK,TX,78681 AUSTIN No Weekly URB Np W 513D,95 10 $50,000 23:59 Price List 001 Monthly Billed Service CIT Service Urban Rural Over the Road 1 day a week $130.95 2 day a week 3 day a week $279.77 4 day a week 5 day a week $413.24 6 day a week 7 day a week Every other Week Once a month Usage Billed Service Service Description Urban Rural Over the Road Excess Items $2.00 $2.00 $2.00 Excess Liability per$1000 $0.25 $0.25 $0.25 Excess Time $3.00 $3.00 $3.00 Holiday Service $45.00 $45.00 $45.00 Unscheduled Service $60.00 $69.00 $85-00 Service Description Urban Rural Over the Road Emergency Service-Per Hour S150/Hr 0-1 Mrs $350/Hr 0-2 1Hrs $800/Hr 0-4 1Hrs S150/Hr 1-2 Mrs S175/Hr 2-3 1Hrs $200/H€ 4-5 1Hrs $1501Hr 2-31Hrs S175/Hr 3-41Hrs $200/Hr 5-61Hrs $1501Hr 3-41Hrs S175/Hr 4-51Hrs $2001Hr 6-71Hrs $1501Hr 4-5IHrs S175/Hr 5-61Hrs $200/Hr 7-81Hrs S1501Hr 5-6IHrs S175/Hr 6-71Hrs $200 Hr 8-91Hrs $1501Hr 6-7 1Hrs S175/Hr (7-8)/Hr $200/Hr 9-10 1Hrs $i501Hr (7-8)IHrs $17511-Ir (8-9)/Hr $1501Hr (8-9)IHrs $175/Hr (9-10)1Hrs $1501Hr (9-10)1Hrs CITY OF ROUND ROCK Page 8 of 11 Exhibit A—Armored Transportation Services SOW(Rev 2017-08) Price List 002 Monthly Billed Service CIT Service Urban Rural Over the Road 1 day a week 2 day a week 3 day a week $292.20 4 day a week 5 day a week $828.70 6 day a week 7 day a week Every other Week Once a month Usage Billed Service Service Description Urban Rural Over the Road Excess Items $2.00 $2.00 $2.00 Excess Liability per$1000 $0.25 $0.25 $0.25 Excess Time $3.00 $3.00 $3.00 Holiday Service $45.00 $45.00 $45.00 Unscheduled Service $60.00 $69.00 $85.00 Service Description Urban Rural Over the Road Emergency Service-Per Hour $150/Hr 0-1 IHrs $350/Hr 0-2 IHrs $8001Hr 0-4 IHrs $150/Hr 1-2 IHrs $1751Hr 2-3 IHrs $200/Hr 4-5IHrs $150/Hr 2-3IHrs $1751Hr 3-41Hrs $200/Hr 5-61Hrs $150/Hr 3-4 IHrs $1751Hr 4-5IHrs $2001Hr 6-7 IHrs $1501Hr 4-5IHrs S175/Hr 5-61Hrs $200/Hr 7-81Hrs $150/Hr 5-61Hrs $1751Hr 6-7/Hr $200/Hr 8-91Hrs $15D/Hr 6-71Hrs $1751Hr 7-81Hrs $200/Hr 9-101Hrs $150/Hr (7-8)IHrs $1751Hr (8-9)1Hrs $150/Hr (8-9)IHrs $1751Hr (9-10)1Hrs $150/Hr (9-10)IHrs "Hourly rates are charged for round-trip hours- Portal to Portal Holiday List Christmas Day; Columbus Day; Independence Day: Juneteenth National Independence Day, Labor Day; Martin Luther King Day, Memorial Day, New Year's Day; Presidents' Day; Thanksgiving Day; Veterans Day This Exhibit A is entered into as of August 1,2022(the"Effective Date"). This Exhibit A supersedes and replaces any prior Locations or Rates Attachment(s). (Signature Page Follows) CITY or ROUND ROCK Page 9 of 11 Exhibit A-Armored Transportation Services SOW(Rev 2017-08) AGREED AND ACCEPTED: "CUSTOMER": "BRINK'S": CITY OF ROUND ROCK Brink's U.S.,a Division of Brink's, Incorporated By: By: (Customer Signature) Name: Name: Title: Title: CITY OF ROUND ROCK Page 10 of 11 Exhibit A—Armored Transportation Services SOW(Rev 2017-08) FUEL SURCHARGE EXHIBIT AGREEMENT#9999673080 SOW# 24481 This Fuel Surcharge Exhibit is incorporated by reference into the Agreement dated August 1,2022 (and, where applicable, any Attachments thereto) between Brink's U.S.,a Division of Brink's, Incorporated ("Brink's") and CITY OF ROUND ROCK ("Customer"). A fuel surcharge will be determined on a monthly basis according to the charts and formula below. The formula to determine the fuel surcharge is: Applicable fee(s)for Services requiring/involving transportation for the month x fuel surcharge percentage as set forth in the table below=Total fuel surcharge The fuel surcharge is based on the Retail On-Highway Diesel Fuel Prices reported by the U.S. Energy Information Administration (eia.doe.gov.), regardless of the fuel type used to perform services for any Customer location. FUEL PRICE/GAL Minimum Maximum Surcharge Minimum Maximum Surcharge $0.00 $3.25 10.00% $4.36 $4.40 15.75% $3.26 $3.30 10.25% $4.41 $4.45 16.00%a $3.31 $3.35 10.50% $4.46 $4.50 16.25%a $3.36 $3.40 10.75% $4.51 $4.55 16.50% $3.41 $3.45 11.00% $4.56 $4.60 16.75% $3.46 $3.50 11.25% $4.61 $4.65 17.00% $3.51 $3.55 11.50% $4.66 $4.70 17.25% $3.56 $3.60 11.75% $4.71 $4.75 17.50% $3.61 $3.65 12.00% $4.76 $4.80 17.75% $3.66 $3.70 12.25% $4.81 $4.85 18.00% $3.71 $3.75 12.50% $4.86 $4.90 18.25% $3.76 $3.80 12.75% $4.91 $4.95 18.50%a $3.81 $3.85 13.00% $4.96 $5.00 18.75% $3.86 $3.90 13.25% $5.01 $5.05 19.00% $3.91 $3.95 13.50% $5.06 $5.10 19.25% $3.96 $4.00 13.75% $5.11 $5.15 19.50% $4.01 $4.05 14.00% $5.16 $5.20 19.75% $4.06 $4.10 14.25% $5.21 $5.25 20.00% $4.11 $4.15 14.50% $5.26 $5.30 20.25% $4.16 $4.20 14.75% $5.31 $5.35 20.50% $4.21 $4.25 15.00% $5.36 $5.40 20.75% $4.26 $4.30 15.25% $5.41 $5.45 21.00% $4.31 $4.35 15.50% $5.46 $5.50 21.25% Note: For every additional $.05 increase in fuel price will result in an additional .25% in surcharge. CITY OF ROUND ROCK Page 11 of 11 Fuel Surcharge Exhibit(2017-08)