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CM-2025-004 - 1/3/2025 1 CITY OF ROUND ROCK AGREEMENT FOR TOWING AND IMPOUND MANAGEMENT SERVICES WITH UR INTERNATIONAL, INC. THE STATE OF TEXAS § § CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENT: § COUNTY OF WILLIAMSON § COUNTY OF TRAVIS § That this Agreement for Towing and Impound Management Services (referred to herein as the “Agreement”) is made and entered into on this the _____ day of _____________, 2024, by and between the City of Round Rock, Texas, a home-rule municipality whose offices are located at 221 East Main Street, Round Rock, Texas 78664 (referred to herein as “City”), and UR INTERNATIONAL, INC., whose address is 10701 Corporate Drive, Suite 377, Stafford, Texas 77477 (referred to herein as “Services Provider”). This Agreement supersedes and replaces any previous agreement between the named parties, whether oral or written, and whether or not established by custom and practice. RECITALS: WHEREAS, City desires to enter into an agreement with a towing and impound management services provider for all City-initiated tows and impound services (Tow Management Services); and WHEREAS, Services Provider desires to be the provider of Tow Management Services utilizing its “GovTow Towing Management System;” and WHEREAS, the parties desire to enter into this Agreement to set forth in writing their respective rights, duties, and obligations; NOW, THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein, the parties mutually agree as follows: 1.0 DEFINITIONS A. Agreement shall mean this mutually binding legal contract between City and Services Provider whereby Services Provider is obligated to provide specified services and perform specified obligations, and City is obligated to perform specified obligations. CM-2025-004 6th January 2025 2 B. City shall mean the City of Round Rock, located in Williamson and Travis Counties, Texas. C. Effective Date means the date upon which the binding signatures of both parties to this Agreement are affixed. D. Force Majeure means acts of God, strikes, lockouts, or other industrial disturbances, acts of the public enemy, orders of any kind from the government of the United States or the State of Texas or any civil or military authority, insurrections, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods, restraint of the government and the people, civil disturbances, explosions, or other causes not reasonably within the control of the party claiming such inability. E. Services means work performed by Services Provider to comply with promised delivery dates, specifications and technical assistance specified herein. 2.0 EFFECTIVE DATE, DURATION, AND TERM A. This Agreement shall be effective on the date it has been signed by both parties hereto and shall remain in full force and effect unless and until it expires by operation of the term stated herein, or until terminated or extended as provided herein. B. The term of this Agreement is for sixty (60) months from the effective date hereof. C. City reserves the right to terminate this Agreement as set forth in Section 11.01. 3.0 CONTRACT DOCUMENTS AND EXHIBITS The services which are the subject matter of this Agreement as described in Exhibit “A,” attached hereto and incorporated herein (the “Proposal”), and the Implementation Schedule described in Exhibit “B,” attached hereto and incorporated herein, and this Agreement, together comprise the Contract Documents. 4.0 SCOPE OF WORK Services Provider shall satisfactorily complete all services described in the Proposal, Exhibit “A.” This Agreement shall evidence the entire understanding and agreement between the parties and shall supersede any prior proposals, correspondence or discussions. 3 Services Provider shall satisfactorily provide all deliverables and services described in Exhibits “A” in the time frame set forth in Exhibit “B.” A change in the Scope of Services or any term of this Agreement must be negotiated and agreed to in all relevant details and must be embodied in a valid Supplemental Agreement as described herein. 5.0 COMPENSATION Services Provider shall manage on behalf of the City through its proprietary software (“GovTow Towing Management System” as described in Exhibit “A”) all City-initiated tows. In consideration for its services, for the duration of this Agreement, Services Provider shall have the right to collect an Administration Fee from all City-initiated tows. Tow companies dispatched by Services Provider to complete a tow on behalf of the City, shall charge the customer an Administration Fee in the amount of Seventeen and 50/100 Dollars ($17.50) in addition to the towing charges. This Administration Fees shall be paid to Services Provider from the towing companies on a weekly basis. No payments shall be made from the City to Services Provider and the City shall not receive any money from Services Provider. 6.0 GRATUITIES AND BRIBES City may, by written notice to Services Provider, cancel this Agreement without liability to Services Provider if it is determined to City that gratuities or bribes in the form of entertainment, gifts, or otherwise, were offered or given by Services Provider or its agents or representatives with respect to the performance of this Agreement. In addition, Services Provider may be subject to penalties stated in Title 8 of the Texas Penal Code. 7.0 CITY’S REPRESENTATIVE City hereby designates the following representative authorized to act in its behalf with regard to this Agreement. Martin Florez, Special Operations Round Rock Police Department 2701 North Mays Street Round Rock, Texas 78665 (512) 218-5523 mflores@roundrocktexas.gov 8.0 INSURANCE Services Provider shall meet all of the City’s Insurance Requirements as set forth at the City’s website: http://www.roundrocktexas.gov/wp-contents/uploads/2014/12/corr_insurance_07.20112.pdf 4 9.0 RIGHT TO ASSURANCE Whenever either party to this Agreement, in good faith, has reason to question the other party’s intent to perform hereunder, then demand may be made to the other party for written assurance of the intent to perform. In the event that no written assurance is given within the reasonable time specified when demand is made, then and in that event the demanding party may treat such failure as an anticipatory repudiation of this Agreement. 10.0 DEFAULT If Services Provider abandons or defaults under this Agreement and is a cause of City purchasing the specified services elsewhere, Services Provider agrees that it will not be considered in the advertisement of the services and that it may not be considered in future bids for the same type of work unless the scope of work is significantly changed. Services Provider shall be declared in default of this Agreement if it does any of the following: A. Fails to fully, timely and faithfully perform any of its material obligations under this Agreement; B. Fails to provide adequate assurance of performance under the “Right to Assurance” section herein; or C. Becomes insolvent or seeks relief under the bankruptcy laws of the United States. 11.0 TERMINATION AND SUSPENSION A. City has the right to terminate this Agreement, in whole or in part, for convenience and without cause, at any time upon One Hundred Twenty (120) days’ written notice to Services Provider. B. In the event of any default by Services Provider, City has the right to terminate this Agreement for cause, upon ten (10) days’ written notice to Services Provider. C. Services Provider has the right to terminate this Agreement only for cause, that being in the event of a material and substantial breach by City, or by mutual agreement to terminate evidenced in writing by and between the parties. D. In the event City terminates under subsections (A) or (B) of this section, the following shall apply: Upon City’s delivery of the referenced notice to Services Provider, Services Provider shall discontinue all services in connection with the performance of this Agreement. 5 12.0 INDEMNIFICATION Services Provider shall defend (at the option of City), indemnify, and hold City, its successors, assigns, officers, employees and elected officials harmless from and against all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney’s fees, and any and all other costs or fees arising out of, or incident to, concerning or resulting from the fault of Services Provider, or Services Provider’s agents, employees or subcontractors, in the performance of Service Provider’s obligations under this Agreement, no matter how, or to whom, such loss may occur. Nothing herein shall be deemed to limit the rights of City or Services Provider (including, but not limited to the right to seek contribution) against any third party who may be liable for an indemnified claim. 13.0 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES A. Services Provider, its agents, employees and subcontractors shall use best efforts to comply with all applicable federal and state laws, the Charter and Ordinances of the City of Round Rock, as amended, and with all applicable rules and regulations promulgated by local, state and national boards, bureaus and agencies. B. In accordance with Chapter 2271, Texas Government Code, a governmental entity may not enter into a contract with a company for goods or services unless the contract contains written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of this contract. The signatory executing this Agreement on behalf of Services Provider verifies Services Provider does not boycott Israel and will not boycott Israel during the term of this Agreement. C. In accordance with Chapter 2274, Texas Government Code, a governmental entity may not enter into a contract with a company with at least ten (10) full-time employees for a value of at least One Hundred Thousand and No/100 Dollars ($100,000.00) unless the contract has a provision verifying that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The signatory executing this Agreement on behalf of Services Provider verifies Services Provider does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association, and it will not discriminate during the term of this Agreement against a firearm entity or firearm trade association. D. In accordance with Chapter 2274, Texas Government Code, a governmental entity may not enter into a contract with a company with at least ten (10) full-time employees for a value of at least One Hundred Thousand and No/100 Dollars ($100,000.00) unless the contract has a provision verifying that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. The signatory executing this Agreement on behalf of Services Provider verifies Services Provider does not boycott energy companies, and it will not boycott energy companies during the term of this Agreement. 6 14.0 ASSIGNMENT AND DELEGATION The parties each hereby bind themselves, their successors, assigns and legal representatives to each other with respect to the terms of this Agreement. Neither party shall assign, sublet or transfer any interest in this Agreement without prior written authorization of the other party. 15.0 NOTICES All notices and other communications in connection with this Agreement shall be in writing and shall be considered given as follows: 1. When delivered personally to the recipient’s address as stated in this Agreement; or 2. Three (3) days after being deposited in the United States mail, with postage prepaid to the recipient’s address as stated in this Agreement. Notice to Services Provider: UR International, Inc. 10701 Corporate Drive Suite 377 Stafford, TX 77477 Notice to City: City Manager Stephanie L. Sandre, City Attorney 221 East Main Street AND TO: 309 East Main Street Round Rock, TX 78664 Round Rock, TX 78664 16.0 APPLICABLE LAW; ENFORCEMENT AND VENUE This Agreement shall be enforceable in Round Rock, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 17.0 EXCLUSIVE AGREEMENT This document, and all appended documents, constitutes the entire Agreement between Services Provider and the City. This Agreement may only be amended or supplemented by mutual agreement of the parties hereto in writing, duly authorized by action of the City Manager or City Council. 7 18.0 DISPUTE RESOLUTION City and Services Provider hereby expressly agree that no claims or disputes between the parties arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute. 19.0 SEVERABILITY The invalidity, illegality, or unenforceability of any provision of this Agreement or the occurrence of any event rendering any portion or provision of this Agreement void shall in no way affect the validity or enforceability of any other portion or provision of this Agreement. Any void provision shall be deemed severed from this Agreement, and the balance of this Agreement shall be construed and enforced as if this Agreement did not contain the particular portion or provision held to be void. The parties further agree to amend this Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Agreement from being void should a provision which is of the essence of this Agreement be determined void. 20.0 MISCELLANEOUS PROVISIONS Standard of Care. Services Provider represents that it employs trained, experienced and competent persons to perform all of the services, responsibilities and duties specified herein and that such services, responsibilities and duties shall be performed in a manner according to generally accepted industry practices. Time is of the Essence. Services Provider understands and agrees that time is of the essence and that any failure of Services Provider to fulfill obligations for each portion of this Agreement within the agreed timeframes will constitute a material breach of this Agreement. Services Provider shall be fully responsible for its delays or for failures to use best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Services Provider’s failure to perform in these circumstances, City may pursue any remedy available without waiver of any of City’s additional legal rights or remedies. Force Majeure. Neither City nor Services Provide shall be deemed in violation of this Agreement if it is prevented from performing any of its obligations hereunder by reasons for which it is not responsible as defined herein. However, notice of such impediment or delay in performance must be timely given and all reasonable efforts undertaken to mitigate its effects. Multiple Counterparts. This Agreement may be executed in multiple counterparts, any one of which shall be considered an original of this document; and all of which, when taken together, shall constitute one and the same instrument. 8 Confidentiality. The parties recognize and understand that City is subject to the Texas Public Information Act and its duties run in accordance therewith. IN WITNESS WHEREOF, the parties have duly executed this Agreement. UR INTERNATIONAL, INC. By: _________________________________ Printed Name: ________________________ Title: _______________________________ Date Signed: CITY OF ROUND ROCK, TEXAS By: _________________________________ Printed Name: ________________________ Title: _______________________________ Date Signed: _________________________ FOR CITY, ATTEST: By: ________________________________ Ann Franklin, City Clerk FOR CITY, APPROVED AS TO FORM: By: ________________________________ Stephanie L. Sandre, City Attorney John Haliburton John Haliburton Director of Business Development 12/10/2024 Brooks Bennett City Manager 01/06/2025 Ann Franklin 9 Exhibit “A” Proposal Proposal for Towing and Impound Management System: GovTow by UR International 1. Introduction UR International Inc. (URI) proposes to provide its GovTow Towing Management System to the City of Round Rock Police Department (RRPD) for the management of wrecker services and impound operations. Since 2008, URI has been providing innovative towing management solutions across North America, working with law enforcement, municipalities, and other agencies to streamline and optimize towing processes. With over 100,000 tows managed annually for clients such as the City of Houston and other major U.S. cities, URI’s GovTow system offers a robust, cloud-based platform to manage RRPD’s towing operations effectively and in compliance with local laws. 2. Company Background UR International (URI) is a leader in providing vehicle tow management and tracking solutions to law enforcement agencies and municipalities. We have extensive experience working with cities such as Houston, Detroit, Washington D.C., and others to deliver a real-time, fully-integrated towing management system. Our GovTow system has proven to improve transparency, accountability, and customer satisfaction through its streamlined operations and intuitive user portals. 3. Project Scope URI will provide RRPD with the GovTow Towing Management System, which includes: • Wrecker Dispatching: Automated dispatch of the nearest wrecker based on proximity or other RRPD-approved criteria. • Impound Management: Comprehensive vehicle tracking from dispatch to final disposition, whether returned, salvaged, or auctioned. • Compliance Monitoring: Automated reports on towing company compliance with local laws and RRPD guidelines. All compliance/non-compliances are tracked through a system and set business rules. Such as, on time arrival, on time reporting etc. are all recorded in the system from which the city can determine non-compliance. GovTow will automatically send an email to the city staff when there’s any Non-Compliance event identified during the tow life cycle. Additionally, non-compliance reports are available in the reporting module. • Web Portals: Separate portals for RRPD staff, wrecker companies (via WreckerTow), and citizens (via FindMyTowedCar.org). • For city users, it will be https://rrtx.govtow.com (this is not configured yet). Also apps available on iOS / Apple and Android. • For tow companies, they will use www.wreckertow.com. Also apps available on iOS / Apple and Android. • For citizens, it will be www.findmytowedcar.org/roundrock/ (City specific page will be available a few days prior to going live). • City users:  E-mail – support@govtow.com • Telephone – 1-866-GOVTOW1 (468-8691) • Tow Companies: • E-mail – support@wreckertow.com  Telephone – 1-866-GOVTOW1 (468-8691) 4. Services Provided A. Implementation & Training URI will work closely with RRPD to implement GovTow. We will develop an implementation plan and schedule, assist with any necessary updates to RRPD’s Towing Manual, and provide thorough training for RRPD staff and wrecker companies. B. Dispatch Management The GovTow system will handle all dispatch requests, ensuring that tows are assigned to the nearest available wrecker. The system supports real-time updates and tracking through mobile apps available on iOS and Android. C. Impound Facility Management URI will monitor compliance with RRPD’s impound facility guidelines and assist with any violations or disciplinary actions. For Enforcement Tows, GovTow will track vehicles and notify RRPD of any non-compliance. D. Reporting and Analytics GovTow provides RRPD with daily, weekly, and monthly reports, detailing tow requests, response times, compliance, and customer service metrics. Customizable reports will also be available upon request. E. Support & Maintenance URI provides 24/7 customer support for both RRPD staff and wrecker companies, ensuring smooth operations and rapid issue resolution. 5. Financial Terms • URI will not charge the City of Round Rock for GovTow’s services. The cost of $17.50 per tow request will be borne by the wrecker companies using the system. Payments are collected directly from the wrecker companies, and URI will provide invoices on a monthly basis. • Failure of a wrecker company to pay the invoice in a timely manner may result in the wrecker company being taken off the rotation list until all invoices are paid in full. 6. Technology Features GovTow is a cloud-based system that is hosted on Microsoft Azure Gov Cloud, ensuring CJIS compliance. Key features include: • Real-Time Tracking: Automated dispatch and tracking of all vehicles. • User Portals: Separate web portals for agencies, wrecker companies, and citizens to manage and monitor tows. • Mobile Applications: Apps for dispatchers, tow truck drivers, and officers, available on both iOS and Android. • Integration: GovTow integrates with external systems such as CAD (Hexagon, Motorola) and DMV databases for stolen vehicle checks. 7. Proposed Timeline URI will follow an Agile implementation methodology, focusing on the following key phases: • Requirement Analysis: One week (onsite) • Design & Configuration: Twelve weeks (onsite/offsite) • Data Conversion: One week (onsite) • Training: Three days for RRPD staff and one day for wrecker companies • Go -Live: One day (onsite) 8. Team UR International’s team consists of highly experienced professionals who will ensure the successful implementation and ongoing support of the GovTow system. Key members of the team include: • John Haliburton: Customer Service and Business Development • Srinivas Rao: Customer Service and Information Technology • Upendra Sahu: President • Sumit Pattanaik: Customer Service and Information Technology • Lisa Robinson: Customer Service and Towing and Storage Provider Liaison 9. Conclusion • UR International is confident that the GovTow system will significantly improve RRPD’s towing and impound operations by providing a seamless, transparent, and efficient platform. With our vast experience, 24/7 support, and commitment to customer satisfaction, we are well-positioned to deliver an exceptional solution for Round Rock. 10 Exhibit “B” Implementation Schedule Task ID Task Duration 1 Requirement Gathering 1 day 2 Design 5 days 2.1 Dispatch Process 2.2 Design Screens 2.3 Design reports and alerts 2.4 Design data conversion ETL programs 3 Configuration 20 Days 3.1 Close proximity Process 3.2 Fleet tow dispatches 3.3 Configure PPI tow workflow 3.4 Configure wreckertow.com for Tow Companies 3.5 Test data load 4 Testing 10 Days 4.1 Integration Testing 4.2 User Acceptance 5 Training 5 days 5.1 City staff 5.2 Tow Companies 6 Deployment 1 Day 6.1 Data load 6.2 Set up production environment 6.3 Go-Live