R-98-04-23-10B2 - 4/23/1998K; \WPDOCS \RRSOLVfi \R80423.32. WVD /$C9
RESOLUTION NO. R- 98- 04- 23 -10B2
WHEREAS, Vernon's Ann. Civ. St., Article 5190.6, Section
2(4), authorizes the Round Rock Transportation System Development
Corporation ( "Corporation ") to pay administrative, legal and
engineering services expenses which are necessary or incidental to
placing a project into operation, and
WHEREAS,the City of Round Rock and the Corporation desire to
contract for administrative services as set out in the attached
Administrative Services Contract, and
WHEREAS, the City Council desires to enter into said contract
with the Corporation, 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 an Administrative Services Contract with the
Round Rock Transportation System Development Corporation, a copy of
said contract being attached hereto 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, and the Act.
ATTEST:
RESOLVED this 23rd day of April, 1998.
E LAND, City Secretary
2
( ( 4 4 1,4
CHARLES CULPEP"ER, Mayor
City of Round Rock, Texas
ADMINISTRATIVE SERVICES CONTRACT
THE STATE OF TEXAS §
COUNTY OF WILLIAMSON §
THIS ADMINISTRATIVE SERVICES CONTRACT ("Contract") is made by and
between the City of Round Rock, 221 E. Main St., Round Rock, Texas 78664, hereinafter called
"City" and the Round Rock Transportation System Development Corporation, having its
principal business address at 221 E. Main St., Round Rock, Texas 78664, hereinafter called
"Corporation" for the purpose of contracting for administrative services of the staff and
employees of the City.
WITNESSETH
WHEREAS, Vernon's Ann. Civ. St., Article 5190.6, Section 2(4), as amended,
authorizes the Corporation to pay administrative, legal and engineering services expenses which
are necessary or incidental to placing a project into operation; and
WHEREAS, the Corporation's by -laws establish the procedures for the Corporation's
contracting for administrative services from the City; and
WHEREAS, the City and Corporation desire to contract for administrative services
described as follows: the services provided by the General Manager, Finance Manager,
Secretary, and the staff and employees of the City's Finance and Public Works Department, and
the City Attorney Office.
NOW, THEREFORE, the City and Corporation, in consideration of the mutual
covenants and agreements herein contained, do hereby mutually agree as follows:
P:\CRIIROUNDROCABCORACITYSV .CON /jkg
AGREEMENT
ARTICLE 1
SCOPE OF SERVICES TO BE PROVIDED BY CITY
The City will furnish items and perform those services for fulfillment of the Contract
as identified in Attachment A - Services to be Provided by the City, attached hereto and made
a part of this Contract.
ARTICLE 2
CONTRACT PERIOD
This Contract shall terminate at the close of business on September 30, 1998, unless
extended by written supplemental agreement duly executed by the Corporation and the City prior
to the date of termination. Any work performed or cost incurred after the date of termination
shall be ineligible for reimbursement.
ARTICLE 3
CONTRACT PRICE.
Corporation shall pay City for the services contemplated herein as follows:
1. for all administrative services other than engineering and legal services, the monthly flat
fee of TWO THOUSAND SEVEN HUNDRED TWENTY -FIVE AND NO /100ths DOLLARS
($2,725.00 ); plus
2. for all engineering and legal services, the hourly rates as identified in Attachment B -
Fee Schedule, attached hereto and made a part of this Contract.
ARTICLE 4
PAYMENT PROCEDURES.
The City shall submit monthly invoices to Corporation for the amounts incurred by
Corporation during the previous month, pursuant to Article 3, above. Payment shall be due
within 30 days of receipt of invoice. All moneys not paid when due as provided herein shall bear
interest at the maximum rate allowed by law.
ARTICLE 5
OWNERSHIP OF DOCUMENTS
All data, basic sketches, charts, calculations, plans, specifications, and other documents
created or collected under the terms of this Contract are the exclusive property of the
Corporation and shall be furnished to the Corporation upon request. Release of information shall
be in conformance with the Texas Public Information Act.
2.
ARTICLE 6
SUSPENSION
The City may suspend services under this Contract without committing a breach of its
terms upon the occurrence of any of the following:
(1) The City Manager does not approve of the utilization of any or all services;
(2) The City Manager feels the City is not receiving reasonable compensation for any
or all services; or
(3) The performance of a service materially interferes with the other duties of the
affected City personnel.
ARTICLE 7
TERMINATION
The Contract may be terminated before the stated termination date by any of the
following conditions:
(1) By mutual agreement and consent, in writing of both parties.
(2) By either party, upon the failure of the other party to fulfill its obligations as set
forth herein.
(3) By either party for reasons of its own and not subject to the mutual consent of
the other party, upon not less than thirty (30) days written notice to the other
party.
The termination of this Contract and payment of an amount in settlement shall
extinguish all rights, duties, and obligations of the City and the Corporation under this Contract.
ARTICLE 8
INDEMNIFICATION
Corporation's Indemnification. The Corporation agrees, to the extent permitted by law,
to save harmless the City and its officers and employees from all claims and liability due to
activities of itself, its agents, or employees, performed under this Contract and which are caused
by or result from error, omission, or negligent act of the Corporation or of any person employed
by the Corporation. The Corporation shall also save harmless the City from any and all expense,
including, but not limited to, attorney fees which may be incurred by the City in litigation or
otherwise resisting said claim or liabilities which may be imposed on the City as a result of
such activities by the Corporation, its agents, or employees. This indemnity shall not include
3.
claims based upon or arising out of the willful misconduct of City, its officers or employees.
Further, this indemnity shall not require payment of a claim by City or its officers or employees
as a condition precedent to City's recovery under this provision.
City's Indemnification. The City agrees, to the extent permitted by law, to save
harmless the Corporation from all claims and liability clue to activities of itself, its agents, or
employees, performed under this Contract and which are caused by or result from error,
omission, or negligent act of the City or of any person employed by the City. The City shall also
save harmless the Corporation from any and all expense, including, but not limited to, attorney
fees which may be incurred by the Corporation in litigation or otherwise resisting said claim or
liabilities which may be imposed on the Corporation as a result of such activities by the City,
its agents, or employees. This indemnity shall not include claims based upon or arising out of
the willful misconduct of Corporation, its officers or employees. Further, this indemnity shall
not require payment of a claim by Corporation or its officers or employees as a condition
precedent to Corporation's recovery under this provision.
City of Round Rock
Attn: City Manager
221 E. Main St.
Round Rock, Tx 78664
ARTICLE 9
SEVERABILITY
In the event any one or more of the provisions contained in this Contract shall for any
reason, be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality,
or unenforceability shall not affect any other provision thereof and this Contract shall be
construed as if such invalid, illegal, or unenforceable provision had never been contained herein.
ARTICLE 10
PRIOR CONTRACTS SUPERSEDED
This Contract constitutes the sole and only agreement of the parties hereto and supersedes
any prior understandings or written or oral contracts between the parties respecting the subject
matter defined herein.
ARTICLE 11
NOTICES
All notices to either party by the other required under this Contract shall be personally
delivered or mailed to such party at the following respective address:
Round Rock Transportation System
Development Corporation
Attn: General Manager
221 E. Main St.
Round Rock, TX 78664
4.
The undersigned signatory or signatories for the parties hereby represent and warrant that
the signatory is an officer of the organization for which he or she has executed this Contract and
that he or she has full and complete authority to enter into this Contract on behalf of the firm.
The above - stated representations and warranties are made for the purpose of inducing the other
party to enter into this Contract.
IN WITNESS HEREOF, the City and the Corporation have executed these presents in
duplicate on this the �� day of Q.p , 1998.
ROUND ROCK TRANSPORTATION
SYSTEM DEVELOPMENT
CORPOR I'ION
ATTEST:
LIST OF ATTACHMENTS
, Secretary
ARTICLE 12
SIGNATORY WARRANTY
By:
Attachment A - Services to be Provided by the City
Attachment B - Fee Schedule
5.
CITY OF ROUND ROCK
Charles Culpepper, V yor
ATTEST:
oanne Land, City Secretary
S affin
ATTACHMENT A
SERVICES TO BE PROVIDED BY THE CITY
City of Round Rock
Administrative Services Agreement With the Round Rock Transportation System Development Corporation
Unit Labor Estimates (Fiscal year 1997 -98)
Estimated Estimated Estimated
Hours per Monthly Annual
Mon Cot Cost ('1)
Administrative Services
Services include administration of contracts and activities of the
corporation, including project oversight, planning and development.
General Manager, Administrative Staff, Planning Staff 12 $700.00 $8,400.00
Financial Services
Services include receiving, investing and disbursing all funds of the
corporation, accounting for and reporting on all financial activity,
coordinating the independent audit , budget development and
administration and project financing.
Finance manager, accounting, accounts payable, funds mgmt. 61 $2.025-00 $24 20000
Total Administrative and Financial Billed Services Ta 725.00 $_328_01/00
Public Works
Services include project management, project preliminary design, 145 $76,850.00
engineering, technical and clerical support.
Individual Hourly Billin Rates
Professional Engineer
Technical, Clerical Support
(`1) 'Cost recovery includes direct salary, benefits, payroll taxes, insurance, equipment, supplies, office
space, utilities and indirect labor.
ecodv98b
$60.00
$25.00
1. ENGINEERING SERVICES
ATTACHMENT 13
FEE SCHEDULE
Corporation shall pay City for the city's engineering staff the hourly rates as follows:
Professional engineer
Technical and clerical support
2. LEGAL SERVICES
$60.00 /hour
$25.00 /hour
Corporation shall reimburse the City for its actual legal expenses incurred in connection
with the Contract. The current rates, which are subject to change, are as follows:
Attorney: ONE HUNDRED AND NO /100ths DOLLARS ($100.00) per hour
Legal Assistant: THIRTY FIVE AND NO 100ths DOLLARS ($35.00) per hour
DATE: April 17, 1998
SUBJECT: City Council Meeting, April 23, 1998
ITEM: 10. B. 2. Consider a resolution authorizing the Mayor to execute an
agreement for administrative and engineering services with
the Round Rock Transportation System Development
Corporation.
Section 3.09 of the Round Rock Transportation System Development
Corporation bylaws requires the Corporation to execute a contract with
the City Council for administrative services provided by the general
manager, finance manager, secretary and other City services /functions.
The Corporation is obligated to pay reasonable compensation to the City
for such services. Staff Resource Person: David Kautz, Finance Director
The attached exhibit indicates the unit labor estimates for the respective
City services and the anticipated budget impact to the Corporation for the
1997 -98 fiscal year