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Ordinance No. 15,464 ORDINANCE NO. 15,464 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS, AUTHORIZING A PROFESSIONAL SERVICES AGREEMENT WITH ARDURRA GROUP, INC., FOR THE DEVELOPMENT AND IMPLEMENTATION OF A SUPERVISORY CONTROL AND DATA ACQUISITION (SCADA) SYSTEM INCLUSIVE OF FOUR (4) MUNICIPAL WASTEWATER TREATMENT PLANTS AND EIGHTY-SEVEN (87) LIFT STATIONS; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN IN AN AMOUNT NOT TO EXCEED TWO MILLION NINE HUNDRED NINETY-TWO THOUSAND TWO HUNDRED SIXTY-FOUR AND NO,100 DOLLARS ($2,992,264.00); MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS: Section 1: That the City Council of the City of Baytown,Texas,hereby authorizes and directs the City Manager to execute and the City Clerk to attest to a Professional Services Agreement with Ardurra Group, Inc., for the development and implementation of a Supervisory Control and Data Acquisition (SCADA) System inclusive of four (4) municipal wastewater treatment plants and eighty-seven (87) lift stations. A copy of said agreement is attached hereto as Exhibit"A"and incorporated herein for all intents and purposes. Section 2: That the City Council of the City of Baytown authorizes payment to Ardurra Group, Inc., in an amount not to exceed TWO MILLION NINE HUNDRED NINETY-TWO THOUSAND TWO HUNDRED SIXTY-FOUR AND NO!100 DOLLARS ($2,992,264.00) for professional services in accordance with the agreement authorized in Section 1 hereinabove. Section 3: That the City Manager is hereby granted general authority to approve a decrease or an increase in costs by FIFTY THOUSAND AND NO!"100 DOLLARS ($50,000.00)or less. Section 4: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. INTRODUCED, READ and PASSED by the aff vote of the City Council of the City of Baytown this the 81 day of June, 2023. DON C ILLO,Mayor EST: �gAYTOIy�,� • + �In L ANGELA 1 KSO ,City Cl, v • fig. ED AS FO SCOTT LEM D, City Attorney W-Karen Anderso RDINANCES1202312023.06.081PSA-SCADASystem4WastewaterTreatmentPlants.docx EXHIBIT "A" AGREEMENT FOR CONSULTING SERVICES STATE OF TEXAS § COUNTY OF HARRIS § This Agreement (this "Agreement") is entered into by and between Ardurra Group, Inc. (hereinafter "Consultant") and the City of Baytown, a home-rule municipality located in Harris and Chambers Counties, Texas (the "City"). 1. Scope of Services/Consultant Fees This Agreement authorizes Consultant to perform engineering services for development and implementation of a wastewater SCADA system inclusive of four wastewater treatment plants (Central District, East District, North District and West District) and 87 lift stations (the "Work") for and on behalf of the City. a. This Agreement shall commence on the date of execution by the City Manager ("Effective Date") and (if not terminated in accordance with paragraph l l) shall terminate: ❑ upon completion of the Work in accordance with this Agreement, including Exhibits; ® (Forty) (40) months/days following execution by the City Manager; ❑ the earlier of (a)completion of the Work in accordance with this Agreement, including Exhibits; (b) number of months.--'days (spelled out) (number of months/days [numerical]) months/days following execution by the City Manager. b. The scope of the Work is detailed in Exhibit "A." C. Compensation and professional fees are detailed in Exhibit "B." Consultant understands and agrees that: i. The Work shall be funded, in whole or in part,with Coronavirus State Fiscal Recovery Funds ("State Fiscal Recovery Funds") or Coronavirus Local Fiscal Recovery Funds ("Local Fiscal Recovery Funds")' established pursuant to Sections 602 and 603, respectively, of the Social Security Act, as added by Section 9901 of the American Rescue Plan Act of 2021, Pub. L. No. 117-2 ("ARPA") and, therefore, the Work and this Agreement are subject to the terms of ARPA regulations issued by the U.S. Department of the Treasury ("Treasury") governing the expenditure of monies distributed from the Fiscal Recovery Funds (including, without limitation, the Interim Final Rule (86 Fed. Reg. 26,786 [May 17, 2021) and Final Rule (87 Fed. For purposes of this Agreement, State Fiscal Recovery Funds and Local Fiscal Recovery Funds together shall be known as "Fiscal Recovery Funds." Agreement for Consulting Services,Page t Reg.4,338 [Jan. 27, 2022]),the Award Terms and Conditions applicable to the Fiscal Recovery Funds, and such other guidance as Treasury has issued or may issue governing the expenditure of monies distributed from the Fiscal Recovery Funds, the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, 2 C.F.R. Part 200, and 24 C.F.R. Part 570; ii. Consultant shall comply with all laws and regulations referenced in Exhibit "C" attached hereto. iii. Should compensation and professional fees exceed the total amount of ONE HUNDRED THOUSAND AND NOIl00 DOLLARS ($I00,000.00) with regard to any capital expenditure(including,but not limited to water,sewer, or broadband infrastructure projects) involving the employment of mechanics or laborers, Consultant shall comply with the Contract Work Hours and Safety Standards Act,40 U.S.C.3702 and 3704,as supplemented by Department of Labor regulations(29 C.F.R.part 5). For purposes of this paragraph, "capital expenditure"shall mean any tangible or intangible asset having a useful life of more than one year which is capitalized in accordance with Generally Accepted Accounting Principles. iv. Any payment or expenditure made in violation of the State Fiscal Recovery Fund, Local Fiscal Recovery Fund, Fiscal Recovery Funds, and/or ARPA, shall be subject to recapture. d. The time schedules for the Work are specified in Exhibit "D." e. Each of these Exhibits "A" through "D" is incorporated into this Agreement by reference for all purposes. 2. Compensation and Professional Fees a. The City shall pay Consultant in installments based upon monthly progress reports and detailed invoices submitted by the Consultant based upon the following: i. General Project Management and Coordination (Lump Sum)........$173,530.00 ii. Preliminary Engineering Design (Lump Sum)................................$441,170.00 iii. Design Phase Services (Lump Sum).............................................$1,340,648.00 iv. Bid Phase Services(Lump Sum).......................................................$54,956.00 V. Construction Phase Services(Lump Sum) ......................................$491,160.00 vi. Post-Construction Phase Services (Lump Sum)..............................$250,210.00 vii. Additional Services (Lump Sum)....................................................$240,590.00 viii. Total .............................................................................................$2,992,264.00 Agreement for Professional Services,Page 2 b. For an agreed contract amount identified as "Lump Sum," "Not to Exceed" and "Reimbursable," Consultant shall not exceed the fixed contractual amount without written authorization in the form of a contract amendment. C. Reimbursable Expenses are itemized by work category. Reimbursable Expenses shall be invoiced AT COST, without subsequent markup by Consultant. All invoices containing a request for Reimbursable Expenses shall include copies of the original expense receipts itemized per allowable category. i. Allowable Reimbursable Expenses include: (a) Hard copy reproductions, copies, and.,-'or binding costs; (b) Postage; (c) Mileage, for travel from Consultant's local office (within a 25-mile radius) to meetings at the City or jobsite. Mileage shall be charged at the current IRS rates; (d) Travel Expenses, mileage from local office to state or federal regulatory agency office beyond 100 miles; and (e) Lodging expenses for destinations beyond 100 miles from Consultant's local office AND when business hours exceed eight hours within one business day OR when Consultant's services require more than one eight-hour day at the destination; provided such expenses have been approved in writing by the City. ii. Disallowed Expenses include travel expenses for professional expertise traveling into the Greater Houston Area from Consultant's office outside the Greater Houston Area. d. Consultant shall invoice based upon total services actually completed during the applicable month. Invoices and all required or requested backup information shall be tendered no more often than once a month. Consultant shall not invoice the City for services or expenses that were incurred more than sixty (60) days before the date of the invoice. Failure to timely invoice the City for services or expenses shall result in Consultant's invoice being denied. e. In the event of a disputed or contested invoice,the City may withhold from payment that portion so disputed or contested, and the undisputed portion will be paid. 3. Personnel of Consultant a. Consultant's Project Manager Consultant shall designate Yue, Sun, P.E. to serve as Project Manager for the Work performed under this Agreement. Any change of Project Manager shall require thirty (30) days advance written approval from the City's Representative. b. Licensed and Registered Architects/Engineers Agreement for Professional Services,Page 3 Consultant shall keep full-time registered architects and/or engineers licensed in the State of Texas on staff and assigned to the Work for the duration of its performance of the Work. C. Data on Consultant's Employees Prior to commencement of the Work, Consultant shall forward to the City a detailed resume of the personnel that will be assigned to the Work. Such personnel shall include, but not be limited to, architects and/or engineers as applicable. d. Rejection of Consultant's Employees The City reserves the right to approve or reject from the Work any employees of Consultant. 4. Designation and Duties of the City's Representative a. The City's Director of Public Works and Engineering or his designee shall act as the City's Representative. b. The City's Representative shall use his best efforts to provide nonconfidential City records for Consultant's usage on the Work and to provide access to City's property and easements. However, the City does not guarantee the accuracy or correctness of the documents so provided. Notwithstanding the foregoing, Consultant shall be entitled to use and rely upon information provided by the City in performing the services required under this Agreement only to the extent and level specified by the City in writing for each document provided. Nothing contained herein shall be construed to require the City to provide such records in any certain format. The format in which the existing data and documentation will be provided shall be at the sole discretion of the City. 5. Standards of Performance a. Consultant shall perform all services under this Agreement with the care and skill ordinarily used by members of Consultant's profession practicing under the same or similar circumstances,time and locality. Opinion of probable cost shall be based upon the Consultant's experience and represent its best judgment as an experienced and qualified professional. Each submittal of opinion of probable cost shall be commensurate with the project design. Consultant shall be responsible for the technical accuracy of its services and documents resulting therefrom, and the City shall not be responsible for discovering deficiencies therein. Consultant shall correct such deficiencies without additional compensation. b. Codes and Standards Agreement for Professional Services,Page 4 i. All references to codes, standards, environmental regulations andior material specifications shall be to the latest revision, including all effective supplements or addenda thereto, as of the date that the order for any necessary equipment is made by the City or that the construction specified is bid by the City. ii. If any such equipment is specially manufactured, it shall be identified to the City, and the Contractor and the Seller shall present sufficient data to the City to support the design and the suitability of the equipment. iii. All materials specified on any City project shall be in accordance with City, ASTM, ACI, and AASHTO specifications, and with other recognized standards. Proprietary material or other materials for which no generally recognized standards exist may be used provided there has been at least five (5) years of proven experience in the field, and such satisfactory documentation has been approved by the City's Representative. iv. The Work shall be designed and furnished in accordance with the most current codes and/or standards adopted by city, state, or federal government or in general custom and usage by the profession and shall comply with Texas Department of Licensing and Regulation's rules and regulations, including the Texas Accessibility Standards. V. The codes and standards used in the profession set forth minimum requirements. These may be exceeded by the Contractor or Consultant if superior methods are available for successful operation of equipment and/or for the construction project on which the Work is performed. Any alternative codes or regulations used shall have requirements that are equivalent to or better than those in the above-listed codes and regulations. Consultant shall state the alternative codes and regulations used. vi. Consultant agrees the services it provides as an experienced and qualified architect/engineer will reflect the professional standards, procedures and performances common in the industry for this project. Consultant further agrees that any analysis,reports,preparation of drawings,the designation or selection of materials and equipment, the selection and supervision of personnel and the performance of other services under this Agreement will be pursuant to the standard of performance common in the profession. vii. Consultant shall promptly correct any defective analysis caused by Consultant at no cost to City. The City's approval, acceptance, use of or payment for all or any part of Consultant's services hereunder or of the Work itself shall in no way alter Consultant's obligations or the City's rights under this Agreement. As applicable,Consultant shall provide the City with record "as-built" drawings relating to the Work in an electronic format that is Agreement for Professional Services,Page 5 acceptable to the City. City shall be in receipt of record drawings, if applicable, prior to final payment. viii. Consultant has no control over the cost of labor, materials, equipment or services furnished by others, other than its subconsultants. Data projections and estimates are based upon Consultant's opinion based on experience and judgment. Consultant cannot and does not guarantee that actual costs and/or quantities realized will vary from the data projections and estimates prepared by Consultant. ix. Consultant shall submit all final construction documents in both hard copy and electronic format. Plans shall be AutoCAD compatible and all other documents shall be Microsoft Office compatible. The software versions used shall be compatible to current City standards. Other support documents, for example, structural calculations, drainage reports and geotechnical reports, shall be submitted in hard copy only. All Record Drawings electronic files shall be submitted to the City in PDF/TIF format. 6. Schedule Consultant shall not proceed with the Work or any stage thereof until written notice to proceed is provided by the City's Representative. Consultant's obligation to render services specified in Exhibit "B" will be for the entire period necessary for the final completion of the construction of the Work. If the Consultant contributes to any delay in the schedule,Consultant will have no right to seek and shall not be entitled to any additional compensation. 7. Instruments of Service Upon execution of this Agreement, Consultant grants to the City an ownership interest in the Instruments of Service. Consultant shall obtain similar interests from the City and Consultant's consultants consistent with this Agreement. Consultant shall be required to tender to City all Instruments of Service. With such ownership interest,it is expressly understood by the parties hereto that the City may use the Instruments of Service for any purposes which the City sees fit, including, but not limited to, subsequent construction, reconstruction, alteration, and/or repairs of the Project. As a condition to the City's use of the Instruments of Service, the City hereby expressly agrees to remove Consultant's name and all references to Consultant and its consultants from the Documents. Provided that this Agreement is not terminated for cause by the City,the City shall release any and all claims which the City could make arising out of or in connection with any reuse of the documents by the City. 8. Insurance Consultant shall procure and maintain at its sole cost and expense for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work hereunder by Consultant, its agents, representatives, volunteers,employees or subconsultants. a. Consultant's insurance coverage shall be primary insurance with respect to the City, its officials, employees and agents. Any insurance or self-insurance maintained by Agreement for Professional Services,Page 6 the City, its officials, employees or agents shall be considered in excess of Consultant's insurance and shall not contribute to it. Further, Consultant shall include all subconsultants,agents and assigns as additional insureds under its policy or shall furnish separate certificates and endorsements for each such person or entity. All coverages for subconsultants and assigns shall be subject to all of the requirements stated herein. The following is a list of standard insurance policies along with their respective minimum coverage amounts required in this Agreement: i. Commercial General Liability ■ General Aggregate: $2,000,000 ■ Products & Completed Operations Aggregate: $2,000,000 ■ Personal & Advertising Injury: $1,000,000 ■ Per Occurrence: $1,000,000 ■ Fire Damage $500,000 ■ Waiver of Subrogation required ■ Coverage shall be broad form ■ No coverage shall be deleted from standard policy without notification of individual exclusions being attached for review and acceptance ii. Business Automobile Policy ■ Combined Single Limits: $1,000,000 ■ Coverage for "Any Auto" ■ Waiver of Subrogation required iii. Errors and Omissions ■ Limit: $1,000,000 for this project ■ For all architects, engineers, and/or design companies ■ Claims-made form is acceptable ■ Coverage will be in force for one (1) year after completion of the Project ■ Waiver of Subrogation required iv. Workers' Compensation ■ Statutory Limits ■ Employers Liability$500,000 ■ Waiver of Subrogation required b. The following shall be applicable to all policies of insurance required herein. i. Insurance carrier for all liability policies must have an A.M. Best Rating of A:VIII or better. Agreement for Professional Services,Page 7 ii. Only insurance carriers licensed and admitted to do business in the State of Texas will be accepted. iii. Liability policies must be on occurrence form. Errors and Omissions can be on claims-made form. iv. Each insurance policy shall be endorsed to state that coverage shall not be suspended,voided,canceled or reduced in coverage or in limits except after thirty (30) days prior written notice by mail, return receipt requested, has been given to the City. V. The City, its officers, agents and employees are to be added as Additional Insureds to all liability policies, with the exception of the Workers' Compensation and Errors and Omissions Policies required herein. vi. Upon request and without cost to the City, certified copies of all insurance policies and/or certificates of insurance shall be furnished to the City. vii. Upon request and without cost to the City, loss runs (claims listing) of any and/or all insurance coverages shall be furnished to the City. viii. All insurance required herein shall be secured and maintained in a company or companies satisfactory to the City, and shall be carried in the name of Consultant. Consultant shall provide copies of insurance policies and endorsements required hereunder to the City on or before the Effective Date of this Agreement. 9. Indemnification and Release CONSULTANT AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES (HEREINAFTER REFERRED TO AS THE "CITY") FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS AND LIABILITY OF EVERY KIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR INJURY TO OR DEATH OF ANY PERSON, FOR DAMAGE TO ANY PROPERTY OR FOR ANY BREACH OF CONTRACT TO THE EXTENT ARISING OUT OF OR IN CONNECTION WITH AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT,OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER COMMITTED BY THE CONSULTANT OR THE CONSULTANT'S AGENT,CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE CONSULTANT Agreement for Professional Services,Page 8 EXERCISES CONTROL (COLLECTIVELY, CONSULTANT'S PARTIES). IT IS THE EXPRESS INTENTION OF THE PARTIES HERETO, BOTH CONSULTANT AND THE CITY, THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY CONSULTANT TO INDEMNIFY AND PROTECT THE CITY FROM THE CONSEQUENCES OF CONSULTANT'S PARTIES' OWN WILLFUL MISCONDUCT, JOINT OR SOLE NEGLIGENCE AS WELL AS THE CONSULTANT'S PARTIES' INTENTIONAL TORTS, INTELLECTUAL PROPERTY INFRINGEMENTS, AND FAILURES TO MAKE PAYMENTS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. SUCH INDEMNITY SHALL NOT APPLY, HOWEVER, TO LIABILITY ARISING FROM THE PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE OF PERSONS THAT IS CAUSED BY OR RESULTS FROM THE NEGLIGENCE OF ANY PERSON OTHER THAN THE CONSULTANT'S PARTIES. IN THE EVENT THAT ANY ACTION OR PROCEEDING IS BROUGHT AGAINST THE CITY FROM WHICH THE CITY IS INDEMNIFIED, CONSULTANT FURTHER AGREES AND COVENANTS TO DEFEND THE ACTION OR PROCEEDING BY LEGAL COUNSEL ACCEPTABLE TO THE CITY. THE INDEMNITY PROVIDED HEREINABOVE SHALL SURVIVE THE TERMINATION AND/OR EXPIRATION OF THIS AGREEMENT, SUBJECT TO THE LIMITATIONS IN TEXAS LOCAL GOVERNMENT CODE SECTION 271.904 AND TEXAS CIVIL PRACTICE AND REMEDIES CODE SECTION 130.002. By this Agreement, the City does not consent to litigation or suit,and the City hereby expressly revokes any consent to litigation that it may have granted by the terms of this Agreement or any other contract or agreement, any charter, or applicable state law. Nothing herein shall be construed so as to limit or waive the City's sovereign immunity. Consultant assumes full responsibility for its services performed hereunder and hereby releases, relinquishes and discharges the City, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to or death of any person (whether they be either of the parties hereto, their employees, or other third parties)and any loss of or damage to property(whether the property be that of either of the parties hereto, their employees, or other third parties) that is caused by or alleged to be caused by, arising out of, or in connection with Consultant's services to be performed hereunder. This release shall apply with respect to Consultant's services regardless of whether said claims,demands,and causes of action are covered in whole or in part by insurance. Agreement for Professional Services,Page 9 10. Subcontractors and Subconsultants Consultant shall receive written approval of the City's Representative prior to the use of any subcontractors or subconsultants. A copy of all proposed contracts with subconsultants and/or subcontractors shall be given to the City before execution of such contracts. 11. Termination of Consultant The City, besides all other rights or remedies it may have, shall have the right to terminate this Agreement without cause upon written notice from the City Manager to Consultant of the City's election to do so. Furthermore, the City may immediately and without notice terminate this Agreement if Consultant breaches this Agreement. A breach of this Agreement shall include, but not be limited to,the following: (a) failing to pay insurance premiums, liens, claims or other charges; (b) failing to pay any payments due the city, state, or federal government from Consultant or its principals, including, but not limited to, any taxes, fees, assessments, liens,or any payments identified in this Agreement; (c) the institution of voluntary or involuntary bankruptcy proceeding against Consultant; (d) the dissolution of Consultant; (e) refusing or failing to prosecute the Work or any separable part with the diligence that will ensure its completion within the time specified in this Agreement; (f) failing to complete Work within the time period specified in this Agreement;and/or (g) the violation of any provision of this Agreement. Upon delivery of any notice of termination required herein, Consultant shall discontinue all services in connection with the performance of the Agreement. Within ten (10)days after receipt of the notice of termination,Consultant shall submit a final statement showing in detail the services satisfactorily performed and accepted and all other appropriate documentation required herein for payment of services. At the same time that the final statement is tendered to the City, Consultant shall also tender to the City's Representative all of Consultant's instruments of service, including all drawings, special provisions, field survey notes, reports, estimates, and any and all other documents or work product generated by Consultant under this Agreement, whether complete or not, in an acceptable form and format together with all unused materials supplied by the City. No final payment will be made until all such instruments of service and materials supplied are so tendered. If this Agreement is terminated for cause, Consultant shall be liable for any damage to the City resulting therefrom. This liability includes any increased costs incurred by the City in completing Consultant's services. The rights and remedies of the City in this section are in addition to any other rights and remedies provided by law or under this Agreement. 12. Records Within ten (10) days of the City's request and at no cost to the City, the City will be entitled to review and receive a copy of all documents that indicate work on the Project that is subject to this Agreement. Agreement for Professional Services,Page 10 13. Supervision of Consultant Consultant is an independent contractor, and the City neither reserves nor possesses any right to control the details of the Work performed by Consultant under the terms of this Agreement. 14. Billing The City shall have thirty (30) days to pay Consultant's invoices from the date of receipt of such invoices and necessary backup information. All invoices must identify with specificity the work or services performed and the date(s) of such work or services. In the event of a disputed or contested invoice, the parties understand and agree that the City may withhold the portion so contested, but the undisputed portion will be paid. Consultant shall invoice the City for work performed no more than once a month and may not invoice the City for work not performed. Invoices shall be received by the City no later than sixty(60)calendar days from the date Consultant and.ror its subconsultants perform the services or incur the expense. Failure by Consultant to comply with this requirement shall result in Consultant's invoice being denied and the City being relieved from any liability for payment of the late invoice. 15. Indebtedness If Consultant, at any time during the term of this Agreement, incurs a debt, as the word is defined in Section 2-662 of the Code of Ordinances of the City of Baytown, it shall immediately notify the City's Director of Finance in writing. If the City's Director of Finance becomes aware that Consultant has incurred a debt, the City's Director of Finance shall immediately notify Consultant in writing. If Consultant does not pay the debt within thirty (30) days of either such notification, the City's Director of Finance may deduct funds in an amount equal to the debt from any payments owed to Consultant under this Agreement, and Consultant waives any recourse therefor. 16. Verifications If Consultant has ten (10) or more full-time employees and Consultant's total compensation under this Agreement has a value of One-Hundred Thousand Dollars($100,000.00)or more,Consultant makes the following verifications in accordance with Chapters 2271 and 2274 of the Texas Government Code: a. Consultant does not boycott Israel and will not boycott Israel during the term of the contract to be entered into with the City of Baytown; b. Consultant does not boycott energy companies and will not boycott energy companies during the term of the contract to be entered into with the City of Baytown; and C. Consultant does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate during the term of the contract against a firearm entity or firearm trade association. Agreement for Professional Services.Page l 1 17. Reputation in the Community Consultant shall retain a high reputation in the community for providing professional architecturaVengineering services. Consultant shall forward a copy of any current petition or complaint in any court of law which(a)asserts a claim for$50,000 or more for errors or omissions in providing arch itecturallengineering services and/or (b) seeks to deny Consultant the right to practice arch i tectureleng i neeri ng or to perform any other services in the state of Texas. 18. Payroll and Basic Records a. Consultant shall maintain payrolls and basic payroll records during the course of the work performed under this Agreement and shall preserve them for a period of three(3)years from the completion of the work called for under this Agreement for all personnel working on such work. Such records shall contain the name and address of each such employee, social security number, correct classification, hourly rates of wages paid, daily and weekly number of hours worked, deductions made and actual wages paid. b. Consultant shall make the records required to be maintained under the preceding subsection(a)of this section available at no cost to the City for inspection, copying or transcription or its authorized representatives within fifteen (15) days of the City's request therefor. Should the City request copies of the records, Consultant may redact employee social security numbers andr+or addresses. Consultant shall permit such representatives to interview Consultant's employees during working hours on the job. 19. Governing Law This Agreement has been made under and shall be governed by the laws of the State of Texas. The parties further agree that performance and all matters related thereto shall be in Harris County, Texas. 20. Notices Unless otherwise provided in this Agreement, any notice provided for or permitted to be given must be in writing and delivered in person or by depositing same in the United States mail,postpaid and registered or certified, and addressed to the party to be notified, with return receipt requested, or by delivering the same to an officer of such party. Notice deposited in the mail as described above shall be conclusively deemed to be effective, unless otherwise stated in this Agreement, from and after the expiration of three (3) days after it is so deposited. For the purpose of notice, the addresses of the parties shall be as follows unless properly changed as provided for herein below: For the City: CITY OF BAYTOWN Attn: City Manager P. O. Box 424 Baytown,Texas 77522-0424 Agreement for Professional Services,Page 12 For Consultant: ARDURRA GROUP, INC. Attn: Yue Sun, P.E. 3115 Allen Parkway, Suite 300 Houston, Texas77019 Each party shall have the right from time to time at any time to change its respective address and each shall have the right to specify a new address, provided that at least fifteen (15) days written notice is given of such new address to the other party. 21. No Third-Party Beneficiary This Agreement shall not bestow any rights upon any third party, but rather, shall bind and benefit Consultant and the City only. No person or entity not a signatory to this Agreement shall be entitled to rely on Consultant's performance of its services hereunder, and no right to assert a claim against Consultant by assignment of indemnity rights or otherwise shall accrue to a third party as a result of this Agreement or the performance of Consultant's services hereunder. 22. No Right to Arbitration Notwithstanding anything to the contrary contained in this Agreement, the City and Consultant hereby agree that no claim or dispute between the City and Consultant arising out of or relating to this Agreement shall be decided by any arbitration proceeding, including, without limitation, any proceeding under the Federal Arbitration Act (9 U.S.C. Sections 1-14), or any applicable State arbitration statute, including, but not limited to, the Texas General Arbitration Act, provided that in the event that the City is subjected to an arbitration proceeding notwithstanding this provision, Consultant consents to be joined in the arbitration proceeding if Consultant's presence is required or requested by the City of complete relief to be recorded in the arbitration proceeding. 23. Waiver No waiver by either party to this Agreement of any term or condition of this Agreement shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver of the same term or condition. 24. Complete Agreement This Agreement represents the entire and integrated agreement between the City and Consultant in regard to the subject matter hereof and supersedes all prior negotiations, representations or agreements, whether written or oral, on the subject matter hereof. This Agreement may only be amended by written instrument approved and executed by both of the parties. The City and Consultant accept and agree to these terms. 25. No Assignment Consultant may not sell or assign all or part interest in this Agreement to another party or parties without the prior express written approval of the City Manager of such sale or assignment. The City may require any records or financial statements necessary in its opinion to ensure such sale or assignment will be in the best interest of the City. Agreement for Professional Services,Page 13 26. Headings The headings used in this Agreement are for general reference only and do not have special significance. 27. Severability All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. 28. Ambiguities In the event of any ambiguity in any of the terms of this Agreement, it shall not be construed for or against any party hereto on the basis that such party did or did not author the same. 29. Authority The officers executing this Agreement on behalf of the parties hereby represent that such officers have full authority to execute this Agreement and to bind the party he/she represents. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple copies, each of which shall be deemed to be an original, but all of which shall constitute but one and the same Agreement on the_day of , 20_,the date of execution by the City Manager of the City of Baytown. CITY OF BAYTOWN JASON E. REYNOLDS, City Manager ATTEST: ANGELA JACKSON, City Clerk APPROVED AS TO FORM: SCOTT LEMOND, City Attorney Agreement for Professional Services.Page 14 CONSULTANT: ARDURRA GROUP, INC. (Signature) Yue Sun (Printed Name) Project Director (Title) STATE OF TEXAS § COUNTY OF HARRIS § Before me on this day personally appeared Yue Sun in his/her capacity as Project Director , on behalf of , ® known to me; ❑ proved to me on the oath of. _ _ _ _ ; or ❑ proved to me through his/her current (description of identification card or other document issued by the federal government or any state government that contains the photograph and signature of the acknowledging person) (check one) to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that heishe executed the same for the purposes and consideration therein expressed. SUBSCRIBED AND SWORN before me this 18 day of May _ , 20 23 . " "'o. DOROTW IMMOOFAC HEADY ' r Notary 1►ut�tlo,Smte of retw Notary Public in and for the State of Texas Conan,En*es 09.24-2025 k�►,tv` Notary 10 133363155 R 1Karen Anderson/CONTRACTS'.TEMPLATES1Architectural or Engineering Services Agreement Template-ARPA.docx Asreement for Professional Services,Page 15 CITY OF BAYTOWN—WASTEWATER SYSTEM SCADA ADDITION EXHIBIT A SCOPE OF SERVICES BACKGROUND The City of Baytown desires to develop and implement a wastewater SCADA system inclusive of four wastewater treatment plants(Central District, East District, Northeast District,West District)and 87 lift stations(see Appendix A for lift station list)to enable them to have reliable operations for their wastewater collection,delivery, and treatment.The objective is to achieve a SCADA system that is both reliable and functional, is able to manage historical data,and provides automatic report generation. Scope items include a SCADA system that will consist of a unified platform (VTScada),standardize programming, programming methods for modularity and simplicity, production of standards and conventions,training City staff on the new system, and providing responsive on-call services. Currently,there is no SCADA system to monitor the collection and treatment systems.The project is to allow the City to obtain its desire to implement a SCADA system that is all-encompassing for all their wastewater facilities. This project is being funded through the American Rescue Plan Act(ARPA)which stipulates construction activities must commence by September 2024 and all construction must be complete by December 31,2026. Ardurra Group, Inc. (ENGINEER)will perform all services as described in the scope of services including preliminary design,final design, bid phase, and construction phase engineering services for proposed improvements as defined in this scope document. Scope of Services The scope of services for this project includes services for the following improvements. ■ SCADA addition to the Central District WWTP ■ SCADA addition to the Northeast District WWTP ■ SCADA addition to the West District WWTP ■ SCADA addition to the 87 Remote Lift Stations ■ Develop eight(8)Control Block Diagrams(one for each plant and collection district) ■ Develop up to twenty(20) Piping&Instrumentation Diagrams(P&IDs) ■ Develop up to forty(40) P&IDs of typical processes ■ Develop up to fifteen(15) panel drawings for each of the three WWTPs for a total of forty-five (45) drawings ■ Develop up to 87 detail drawings, i for each of the 87 lift stations ■ Develop an overall electrical site plan for each WWTP ■ Develop up to four control equipment plan view drawings per WWTP ■ Develop duct bank drawings ■ Develop cable and conduit schedules ■ SCADA addition to the East District WWTP (ED WWTP)is currently included in the ED WWTP Improvement Phase 2 project and thus not covered in the proposed scope ■ Evaluate existing SCADA and communication devices at lift stations A-1 ■ Evaluate the existing communication system ■ Upgrade the communication system ■ Conduct SCADA workshops ■ Develop SCADA Standards and Conventions Task 1—General Project Management and Coordination ENGINEER shall: 1. Attend a project kick-off meeting with City staff.The project kick-off meeting will discuss project objectives,expectations,schedule, deliverables, and confirm project goals. 2. Conduct monthly progress meetings during the project phase with City staff to review work completed to date, project schedule,and other issues. It is assumed that design will be sixteen months with sixteen(16) project progress/coordination meetings will be held and each progress/coordination meeting is approximately one hour. 3. Coordinate with project team to complete project tasks and meet project objectives. 4. Perform quality assurance/quality control(QA/QC) procedures during the project phase.Those procedures will include a technical review of interim deliverables (Preliminary Design/30%, 60%and 90%)and Final Bid-Ready documents. Full technical specifications for review will be submitted at 60%. 5. Coordinate client review meetings in accordance with City procedures. Reviews are anticipated at Preliminary Design/30%,60%and 90%completion of design.City review meetings will be held in conjunction with monthly progress meetings. Engineer will review,consolidate and prepare written response to City's review committee. 6. Coordinate with grant administrator. It is estimated that up to six(6) coordination meetings will be conducted. 7. Perform miscellaneous project management and coordination duties throughout the project, maintain and update project schedule,tracking budget, and prepare invoicing and progress reports. Phase A:PRELIMINARY DESIGN PHASE SERVICES Task 2—Preliminary Engineering Design 1. Plant Data Research, Record Drawing Review,and Site Visits 2. ENGINEER will review record drawings and data that were received previously,identify data gaps, and request,obtain,and review record documents on the three existing treatment facilities and 87 lift stations.Some assistance from City will be required to identify and locate necessary documentation.Assistance may be in the form of allowing ENGINEER to borrow the large plan sets and have them scanned off site and/or sitting with City personnel to go through the libraries that are pertinent to the process and control system equipment_ The record documents will include but is not limited to: A-2 ■ All Record Drawings from each treatment plant and lift station including equipment 0&M Manuals and panel drawings. ■ Wastewater Treatment Plant alarm lists ■ Lift Station alarm lists ■ Lift Station communication log data ■ Control system equipment inventories 3. ENGINEER will obtain control system equipment inventories from the wastewater treatment plants and lift stations. 4. After record drawings have been obtained and reviewed, ENGINEER will perform in Site Visits to perform equipment condition assessment; locate equipment;gather equipment name plate, manufacturer,and model numbers;take photos;and understand current process operations. 5. Preliminary Design Evaluation a. During the preliminary design evaluation phase of the project, ENGINEER will complete the following. ■ Develop overall treatment plant site plans for each treatment facility showing the location of SCADA control equipment. ■ Develop a control block/network diagram for each treatment facility. ■ Assess the current SCADA communication network and propose the philosophy for the new wastewater SCADA system. ■ Develop a communication diagram for each of the four collection districts. ■ Assess existing process equipment control panels to determine if there is adequate space to add remote signals,any components that need to be replaced or revised to ensure compatibility with new equipment and functionality. ■ Develop an 1/0 list for the four wastewater treatment plants and the 87 lift stations. ■ Evaluate the space within electrical buildings to house PLC panels, network panels,and UPS. ■ Evaluate and recommend the best location for the SCADA Servers. Locations to be evaluated will include BAWSA East, East District WWTF,and West District WWTF. ■ Assess the current lift station controllers and communication modems. Evaluate multiple lift station pump controllers including VT SCADA Multi-Smart meter, EG Controls DigiGauge Plus,and others. ■ Verify existing HVAC conditions within buildings that will have SCADA equipment installed. ■ Develop process and instrumentation diagrams(PIDs)template to be used for the project. ■ Collaborate with Huitt Zollars for SCADA System infrastructure needs at the West District Operations building. ■ Perform condition assessment on the existing MCCs at the West District WWTF to determine if they need to be replaced. If they are deemed to be replaced,then the design will be under additional services. 6. ENGINEER will perform constructability reviews to identify construction concerns,site constraints, and associated costs. ENGINEER will identify overall construction activities in sequence,and address maintenance of plant operations to minimize impacts during construction. 7. ENGINEER will prepare a quantity take-off and preliminary opinion of construction cost estimate for recommended improvements identified above. A-3 8. ENGINEER will prepare a DRAFT Preliminary Engineering Report(PER)and submit to City for Review. The DRAFT PER will be submitted with the 30%design deliverable. Incorporate review comments and issue FINAL PER. 9. Deliverables: ■ Electronic PDF of Draft PER,30% plans and specification Table of Content ■ Five(5)hardcopy PDFs of Draft PER, 30% plans and specification Table of Content ■ Electronic PDF of Final PER ■ Five(5) hardcopy PDFs of Final PER Task 3—SCADA Standards and Conventions Development Note: This task will be performed in parallel with Task l—Preliminary Design 1. ENGINEER will request all current copies of the existing PLC programs and evaluate them in preparation for the SCADA Standards workshops. 2. ENGINEER will facilitate workshops to help in developing Baytown's SCADA Standards and Conventions document.Workshops will cover PLC programming, HMI configuration,and cybersecurity.Workshops will consist of PLC Programming, HMI Configuration, Cybersecurity,and Process Control narratives. a. PLC Programming Workshops ENGINEER will facilitate PLC Programming Workshops that will cover discussion topics as follows: ■ Desired equipment signals ■ 1/0 scaling ■ Standard programming blocks for various standard equipment ■ Interfacing of standard process equipment programming objects with standard graphic objects Discussion on equipment signals may not reflect actual conditions in the field but will be forward-looking in nature. b. HMI Configuration Workshops ENGINEER will facilitate HMI Configuration Workshops that will cover discussion topics as follows: ■ Use of traditional vs.situational awareness graphics ■ Color schema for objects and actions ■ Faceplate functionality ■ Animation ■ Engineering units ■ Screen layout and navigation ■ Alarm and event management including categories ■ The practice of shelving or silencing alarms and event logging ■ Trending in real-time vs. historical ■ Security roles A-4 ■ Reporting,who needs them,what data needs to be reported, and any ad hoc report needs. ■ Standard HMI objects o Screen navigation o Equipment control o Alarm management c. Process Control Narratives Workshops ■ Engineer will facilitate Process Control Narratives Workshops to discuss desired process control with the city operations staff in order to develop control narratives according to the developed Standards and Conventions. 3. Cybersecurity a. Engineer will perform a cybersecurity assessment being performed on any equipment that will be part of the new SCADA system. b. Engineer will facilitate Cybersecurity Workshops that discuss the results of the cybersecurity assessment. c. Engineer will develop a cybersecurity plan that includes policies and procedures per AWWA, IEC 62443, and NIST guidance for ICS security. 4. Programming Gap Analysis a. ENGINEER will perform a Programming Gap Analysis for each piece of equipment monitored by SCADA, Equipment functionality will be defined and compared to actual 1/0 at sites/facilities to determine what gaps exist. b. ENGINEER will perform an audit of each site to document what 1/O is present. Gaps will be documented to 5. ENGINEER will develop a draft SCADA Standards and Conventions for City review. After the City review, adjustments to the document will be made. Phase B: DESIGN PHASE SERVICES Task 4—Final Design 1. Plans and Specifications: a. ENGINEER and Subconsultants,will prepare complete contract documents(plans and specifications)for constructing the proposed improvement work. Plans and specifications will be developed at 60%,90%,and Final Bid-Ready Documents. b. ENGINEER and Subconsultants,will use a combination of City and Ardurra's standard specifications modified as necessary to accommodate local conditions.Specification format will be Ardurra standard format. 2. Cost Estimate: ENGINEER and Subconsultants will develop a quantity take-off and prepare an opinion of probable construction cost(OPCC) and include it with each submittal. 3. Coordinate with City Building Permitting review. A-5 4. Sub-discipline design support to address electrical, instrumentation control and SCADA required for the project_ 5. Deliverables: ■ Electronic PDF of the submittal drawings,Technical Specifications,and OPCC for each deliverable ■ Five(S) hardcopy PDFs of the submittal drawings,Technical Specifications,and OPCC for each deliverable Phase C: BID PHASE SERVICES 1. ENGINEER and Subconsultants will provide electronic copy of bid-ready set to the city.The City is responsible for bid advertising. Engineer will attend the pre-bid meeting and site walkthrough and bid opening. 2. ENGINEER and Subconsultants will respond in writing to questions from bidders,prepare and issue addenda, including drawings and specifications and necessary interpretations and clarifications of the Contract Documents, coordinate with City,as necessary. 3. ENGINEER will prepare bid tabulation, evaluate bids,and submit a letter of recommendation of award.The evaluation will include: a. Check for math errors and reconcile any mathematical discrepancies b. Review for unbalanced bid items c. Certified Bid Tabulation including Engineer's estimate d. Review of contractor's financial standing and references e. Explanation of discrepancies between the Engineer's estimate and bids f. Recommendation to award 4. ENGINEER and Subconsultants will prepare conformed documents. Conformed Documents including ■ Electronic PDF of conformed plans and specifications ■ Three full size sets of plans and specifications 5. ENGINEER will attend Council Meeting and Recommendation for award of Construction Contract. Phase D:CONSTRUCTION PHASE SERVICES 1. ENGINEER will attend pre-construction meeting to provide information&answer questions. 2. ENGINEER will attend monthly construction progress meetings and site visits. It is assumed that construction duration will include twenty-four(24)months from start to substantial completion,and two(2)more months to final acceptance_ Construction Management and field inspection services will be provided by the City. 3. In conjunction with monthly progress meeting, ENGINEER will make site visits to observe,as an experienced and qualified design professional,the progress and quality of the various aspects of A-6 Contractor's work. Such visits and observations by ENGINEER are to include spot checking,selective review,and similar methods of general observation of the work based on Engineer's exercise of professional judgment. Based on information obtained during such visits and such observations, ENGINEER shall endeavor to determine in general if such work is proceeding in accordance with the Contract Documents and Engineer shall keep City informed of the progress of the work. 4. ENGINEER will Review and approve contractor pay applications coordinating with City Construction Manager. Construction Management and Inspection services are provided by Others. 5. Perform project management and contract administration duties similar to those in the previous phases,throughout construction. 6. Submittal, RFI,and RCO Review a. ENGINEER and Subconsultants will review and comment on Contractor's submittals, RFIs, RCOs including coordination with the City on Change Directives and Change Orders. b. ENGINEER and Subconsultants will provide interpretive guidance for Contractor and City in resolution of problems. 7. Commissioning and Testing The system supplier shall provide a minimum of 14-day notice prior to the testing. If any of the test are concluded as unsuccessful,the test shall be repeated and the System Supplier shall be responsible for additional travel expenses incurred in connection with attending repeated testing. a. ENGINEER will attend up to six(6) 5-day Witnessed Factory Acceptance Testing(WFAT)at the system supplier's location. b. ENGINEER will witness the field wiring checkout and loop testing at each facility for a total of up to fifteen(15) S-day trips. c. ENGINEER will attend the Site Acceptance Testing at each WWTP and remote lift station District for a total of up to eight(8) 1-day trips. 8. Process Control System Training a. ENGINEER will oversee training by the Process Control System Training to ensure that all training is being performed as directed in the specifications.City staff training shall include operation and maintenance on all new equipment and devices installed under this project. b. ENGINEER will receive and review all training outlines,agendas,and supplemental training documentation. c. ENGINEER will provide supplemental process training for any process systems that were automated as part of this project. Phase E:POST-CONSTRUCTION PHASE SERVICES 1. Substantial Completion and Final Acceptance A-7 a. ENGINEER and Subconsultants will review progress of work for Substantial Completion(in the form of a Substantial Completion walkthrough inspection);with production of punch list; substantiation that items are completed; and issue Certificate of Substantial Completion with concurrence of the City. b. ENGINEER and Subconsultants will conduct a final inspection to substantiate that the completed work of Contractor is acceptable to certify work completion and issue Certificate of Final Acceptance with concurrence of the City. 2. Record Drawings a. ENGINEER will coordinate with general contractor and sub-contractors to obtain complete record of As Built"redlines". b. ENGINEER and Subconsultants will prepare Record Drawings from Contractor's As Built "redlines" in electronic format(CD) & hard copy format. c. Deliverables: ■ Electronic PDF of Record Drawings. ■ Five (5) hardcopy PDFs of the Record Drawings. 3. Operations and Maintenance(O&M) Manuals Submittal Review a. ENGINEER and Subconsultants will review and comment on Contractor's O&M submittals. 4. Project Closeout Support a. ENGINEER will provide support during the project closeout period. The building commissioner's report and other closeout documents will be reviewed. b. ENGINEER will issue the Final Completion and Acceptance letter to the City recommending acceptance. 5. Warranty Administration Services a. ENGINEER will provide Warranty Administration services for 1 year after substantial completion. b. ENGINEER will issue Warranty Reports and review items after the Contractor has notified the City that warranty items are fixed. 6. On-Call Services a. The ENGINEER shall provide four,two-day(64.hours)quarterly post startup service trips over a one-year period to make adjustments, perform additional programming, and answer the City's questions regarding the PLC/HMI configuration. The efforts to be accomplished during these service trips will be coordinated with the City to address desires they may have. b. The ENGINEER will provide a one-year period after final acceptance for SCADA on-Call Services to make corrective actions for the Central District, Northeast District, and West District WWTPs and the 87 remote lift station's PLC program or HMI configuration to ensure systems are within compliance with the design intent. Items that are found to not be the fault of the PLC/HMI configuration will be considered one of the quarterly post startup service trips. This will be A-8 billed as Time and Material not to exceed the amount in Exhibit B. 2S6-hours have been reserved for this task. ADDITIONAL SERVICES These items are not part of the basic engineering services and will be added to the scope of services upon written authorization from the City. The services provided under this task will be used at the City's discretion on an as-needed basis. 1. Schedule of Maintenance a. ENGINEER will develop a Schedule of Preventative Maintenance for all new equipment being installed on the project. Schedule of maintenance will list equipment, maintenance schedule, and end-of-life. 2. West District WWTF MCC Replacement ENGINEER will develop design documents to replace the MCCs identified during the condition assessment evaluation as part of this project for the West District WWTF. Design development will consist of the following tasks: a. Preliminary Design i. Coordination with gear vendors, ii. PDR write-up to include: applicable codes and standards, Load summaries, Description of electrical systems,develop OPCC,Regulatory back up power discussion,one-line diagram and coordination and review meetings. b. Detailed Design i. Detail includes coordination meetings with gear vendors and progress meetings ii. Demolitions drawings including Overall Site Plan,MCC Room Demo plans x3,overall one-line diagram demo, MCC one-line diagram demo x3 iii. Development of electrical drawings including enlarged site plan x2,overall one-line diagram, MCC one-line diagram x3,power cable schedule x2,control cable schedule x2,control schematics x4,electrical details iv. Electrical specifications V. Electrical calculations vi. Electrical deliverables and comment incorporations. vii. Site visit Assumptions 1. Information received indicated that the WWTPs and lift stations had air-conditioned electrical rooms. Therefore,any assessment of or design of building improvements including architectural, A-9 structural,and building mechanical systems is not included. Should building improvements be needed,additional services can be performed. 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Wrr`li��� ��i�iiw4i:P11�.+�SIf�rS]���+-.r�r�r+� ����..--�—��ia���o�o��ii�rrrr�irrdr�m�cn r�r�n i^�www�iar�.rar�+m��r�r�rn iiA�iior�r®��r�rrr!rTv ����I�f.���ii�ii����,rrrz:x-ram i:cr� a����r-^:.^i=�rir�rir�rir�r:rr�� ��ww�rw��w ice` ��_�_�_�_���:x���rr�f�rr����rc:��_�_�_�,-.�r�-,.T,o�^�w.w�sr�.�.,� — _ ��w����i�:��ii�����r�-r.�rir�:c r:�-s EXHIBIT C Supplemental Federal Laws and Regulations 1. Equal Employment Opportunity. If this Agreement forms part of a construction project in which compensation and professional fees exceed the total amount of TEN THOUSAND AND N0/100 DOLLARS ($10,000.00),Consultant agrees as follows: A. Consultant will not discriminate against any employee or applicant for employment because of race,color,religion,sex,sexual orientation,gender identity,or national origin.Consultant will take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race,color,religion,sex,sexual orientation,gender identity, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. B. Consultant will, in all solicitations or advertisements for employees placed by or on behalf of Consultant,state that all qualified applicants will receive consideration for employment without regard to race,color, religion,sex,sexual orientation,gender identity,or national origin. C. Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information,unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer,or is consistent with Consultant's legal duty to furnish information. D. Consultant will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. E. Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules,regulations, and relevant orders of the Secretary of Labor. F. Consultant will furnish to any federal Administering Agency (as that term is defined in 40 C.F.R. § 60-1.3)and the Secretary of Labor all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to its books, records, and accounts by the Exhibit"C"to Agreement for Professional Services,Page 1 Administering Agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules,regulations,and orders. G. In the event of Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended, in whole or in part, and Consultant may be declared ineligible for further Government contracts or Federally Assisted Construction Contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965.Such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965,or by rule,regulation,or order of the Secretary of Labor,or as otherwise provided by law. H. Consultant will include the portion of the sentence immediately preceding paragraph A of this Section I and the provisions of paragraphs A through G in every Subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each Subcontractor or vendor. Consultant will take such action with respect to any Subcontract or purchase order as the Administering Agency may direct as a means of enforcing such provisions, including sanctions for noncompliance; provided,however, that in the event Consultant becomes involved in,or is threatened with, litigation with a Subcontractor or vendor as a result of such direction by the Administering Agency, Consultant may request the United States to enter into such litigation to protect the interests of the United States, II. Copeland "Anti-Kickback" Act. Consultant and any Subcontractors performing work under the Agreement shall comply with 18 U.S.C. §874.The City shall report all suspected or reported violations to Treasury. III. Contract Work Hours and Safety Standards Act. A. Overtime Requirements. No Contractor or Subcontractor contracting for any part of the Work which may require or involve the employment of Laborers or Mechanics shall require or permit any such Laborer or Mechanic in any workweek in which he or she is employed on such work to work in excess of forty (40) hours in such workweek unless such Laborer or Mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty(40)hours in such workweek. B. Violation; Liability for Unpaid Wages; Liquidated Damages. In the event of any violation of the clause set forth in Section III.A(Overtime Requirements),above,Consultant and any Subcontractor responsible therefor shall be liable for the unpaid wages. In addition,Consultant and Subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory,to such District or to such territory)for liquidated damages.Such liquidated damages shall be computed with respect to each individual Laborer or Mechanic, including watchmen and guards, employed in violation of the clause set forth in Section III.A (Overtime Requirements), above, in the sum of$27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty (40) hours without payment of the overtime wages required by the clause set forth in Section III.A (Overtime Requirements),above. Exhibit"C"to Agreement for Professional Services,Page 2 C. Withholding for Unpaid Wages and Liquidated Damages. The City shall, upon its own action or upon written request of an authorized representative of the Department of Labor,withhold,or cause to be withheld, from any monies payable on account of work performed by Consultant or Subcontractor under the Agreement or any other federal contract with Consultant, or any other federally assisted contract subject to the Contract Work Hours and Safety Standards Act,which is held by Consultant, such sums as may be determined to be necessary to satisfy any liabilities of Consultant or Subcontractor for unpaid wages and liquidated damages as provided in Section III.B (Violation; Liability for Unpaid Wages; Liquidated Damages)of this section. D. Subcontracts. Consultant or Subcontractor shall insert in any Subcontract the clauses set forth in Sections III.A through iII.D and also a clause requiring Subcontractors to include these clauses in any lower-Tier Subcontracts. Consultant shall be responsible for compliance by any first-Tier Subcontractor or lower-Tier Subcontractor with the clauses set forth in Sections III.A through III.D. E. Payroll and Records. For all Laborers and Mechanics,including guards and watchmen,working on the Agreement, Consultant or Subcontractor shall maintain payrolls and basic payroll records during the course of the work and shall preserve them for a period of three (3) years from the completion of the Agreement. Such records shall contain the name and address, social security number, correct classifications, hourly rates of wages paid, daily and weekly number of hours worked,deductions made,and actual wages paid for each such employee.Records to be maintained under this provision shall be made available by Consultant or Subcontractor for inspection, copying, or transcription by authorized representatives of the Department of the Treasury and the Department of Labor,and Consultant or Subcontractor will permit such representatives to interview employees during working hours on the job. IV. Rights to Inventions Made Under a Contract or Agreement. A. The City reserves a royalty-free, non-exclusive and irrevocable license to reproduce, publish, or otherwise use, and to authorize others to use for "Government purposes," any subject data or copyright described below: 1. any subject data developed under the Agreement,whether or not a copyright has been obtained; and 2. any rights of copyright purchased by Consultant using federal assistance funded in whole or in part by the Department of the Treasury. "Government purposes" means use only for the direct purposes of the Government. B. Unless Treasury determines otherwise, a Consultant performing experimental, developmental, or research work required as part of this Agreement agrees to permit Treasury to make available to the public either(1)Treasury's license in the copyright to any subject data developed in the course of the Agreement or(2)a copy of the subject data first produced under the Agreement for which a copyright has not been obtained. If the experimental,developmental,or research work which is the subject of this Agreement is not completed for any reason whatsoever,all data developed under the Agreement shall become subject data as defined herein and shall be delivered as the City may direct. Exhibit"C"to Agreement for Professional Services,Page 3 C. Nothing contained in this clause shall imply a license to the City under any patent or be construed as affecting the scope of any license or other right otherwise granted to the City under any patent. D. Data developed by Consultant and financed entirely without using federal assistance that has been incorporated into Work required by the Agreement is exempt from the requirements herein, provided that Consultant identifies such data in writing at the time of execution of the Agreement. Consultant agrees to include Sections IV.A through IV.D in each Subcontract for experimental, developmental, or research work financed in whole or in part with federal assistance. V. Clean Air Act and Federal Water Pollution Control Act. A. Clean Air Act. Consultant agrees to comply with all applicable standards, orders, and regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq. Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn,report each violation as required to Treasury and the appropriate United States Environmental Protection Agency Regional Office ("EPA"). Consultant agrees to include Section V.A in each Subcontract exceeding ONE HUNDRED FIFTY THOUSAND AND NO.100 DOLLARS ($150,000.00) financed, in whole or in part, with federal assistance provided by Treasury. B. Federal Water Pollution Control Act. Consultant agrees to comply with all applicable standards, orders,and regulations issued pursuant to the Federal Water Pollution Control Act, as amended,33 U.S.C. §§ 1251 et seq. Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn,report each violation as required to assure notification to Treasury and the appropriate EPA Regional Office. Consultant agrees to include Section V.B in each Subcontract exceeding ONE HUNDRED FIFTY THOUSAND AND N0/100 DOLLARS ($150,000.00) financed, in whole or in part,with federal assistance provided by Treasury. Vl. Debarment and Suspension. A. Consultant hereby certifies as of the date hereof that Consultant,Consultant's principals(defined at 2 C.F.R. § 180.995), and the affiliates (defined at 2 C.F.R. § 180.905) of both Consultant and Consultant's principals are not excluded (defined at 2 C.F.R. § 180.935) and are not disqualified (defined at 2 C.F.R. § 180.935). If any of the foregoing persons are excluded or disqualified and the Secretary of the Treasury has not granted an exception pursuant to 31 C.F.R. § 19.120(a), (1) this Agreement shall be void, (2) the City shall not make any payments of federal financial assistance to Consultant, and (3) the City shall have no obligations to Consultant under this Agreement. B. Consultant must comply with 2 C.F.R. Part 180,Subpart C and 31 C.F.R. Part 19 and must include a requirement to comply with these regulations in any lower-Tier covered transaction into which it enters.This certification is a material representation of fact relied upon by the City,and all liability arising from an erroneous representation shall be borne solely by Consultant C. If it is later determined that Consultant did not comply with 2 C.F.R. Part 180, Subpart C and 31 C.F.R. Part 19, in addition to remedies available to the City, the City may pursue available remedies, including, but not limited to, suspension and/or debarment. Exhibit"C"to Agreement for Professional Services,Page 4 VII. Byrd Anti-Lobbying Amendment. Consultant certifies to the City, and Consultant shall cause each Contractor and Subcontractor below it to certify that it has not used and will not use federally appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Consultant shall, and shall cause each Contractor and Subcontractor below it,to disclose any lobbying with non-federally appropriated funds that takes place in connection with obtaining any federal award. Such disclosures (to be set forth on Standard Form- LLL, contained in 31 C.F.R. Part 21, Appendix B) shall be forwarded from Contractor/Subcontractor to Consultant,then to the City, which will,in turn, forward the certification(s)to Treasury. Consultant shall cause the language of this Section VII to be included in all Subcontracts. This certification is a material representation of fact upon which the City has relied when entering into this Agreement, and all liability arising from an erroneous representation shall be borne solely by Consultant. V111. Procurement of Recovered Materials. A. Section VIILB shall apply if(1)this Agreement involves the purchase of an item designated by the Environmental Protection Agency("EPA") in 40 C.F.R. Part 247 that exceeds TEN THOUSAND AND NO/100 DOLLARS ($10,000.00) or (2) the total value of such designated items acquired during the City's preceding fiscal year exceeded TEN THOUSAND AND NOI100 DOLLARS ($10,000.00). B. In the performance of the Agreement,Consultant shall make maximum use of products containing recovered materials that are EPA-designated items, unless the product cannot (1) be acquired competitively within a timeframe providing for compliance with the Agreement performance schedule,(2) meet Agreement performance requirements, or(3)be acquired at a reasonable price. Information about this requirement,along with the list of EPA-designated items,is available on the EPA's website. Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act. IX. Prohibition on Contracting for Covered Telecommunications Equipment or Services. A. Definitions. 1. "Backhaul" means intermediate links between the core network,or backbone network,and the small subnetworks at the edge of the network(e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet). 2. "Covered Foreign Country" means the People's Republic of China. 3. "Covered Telecommunications Equipment or Services" means (a) telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation(or any subsidiary or affiliate of such entities); (b) for the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company(or any subsidiary or affiliate of such entities); (c)telecommunications Exhibit"C"to A reement for Professional Services,Page 5 or video surveillance services provided by such entities or using such equipment; or (d) telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a Covered Foreign Country. 4. "Critical Technology" means (1) defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under Subchapter M of Chapter I of Title 22, Code of Federal Regulations;(2) items included on the Commerce Control List set forth in Supplement No. 1 to Part 774 of the Export Administration Regulations under Subchapter C of Chapter VII of Title 15, Code of Federal Regulations and controlled (a) pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology, or (b) for reasons relating to regional stability or surreptitious listening; (3) specially designed and prepared nuclear equipment,parts and components,materials,software, and technology covered by Part 810 of Title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities); (4) nuclear facilities, equipment, and material covered by Part 110 of Title 10, Code of Federal Regulations(relating to export and import of nuclear equipment and material); (5) select agents and toxins covered by Part 331 of Title 7, Code of Federal Regulations; Part 121 of Title 9 of such Code; or Part 73 of Title 42 of such Code; or (6) emerging and foundational technologies controlled pursuant to Section 1758 of the Export Control Reform Act of 2018(50 U.S.C. § 4817). 5. "Interconnection Arrangements" means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered(e.g., connection of a customer of telephone provider A to a customer of telephone company B)or sharing data and other information resources. 6. "Roaming" means cellular communications services (e.g., voice, video, data) received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high. 7. "Substantial or Essential Component" means any component necessary for the proper function or performance of a piece of equipment, system, or service. 8. "Telecommunications Equipment or Services" means telecommunications or video surveillance equipment or services, such as, but not limited to, mobile phones, land lines, internet,video surveillance,and cloud services. B. Prohibitions. 1. In accordance with Section 889(b)of the John S. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C.F.R. § 200.216, unless an exception in Section IX.0 applies, neither Consultant nor any Subcontractors may use grant, cooperative agreement, loan, or loan guarantee funds (including, without limitation, Fiscal Recovery Funds)received from a federal government to: Lxhibit"C"to Agreement for Professional Services,Page 6 a. Procure or obtain any equipment, system, or service that uses Covered Telecommunications Equipment or Services as a Substantial or Essential Component of any system or as Critical Technology of any system; b. Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses Covered Telecommunications Equipment or Services as a Substantial or Essential Component of any system or as Critical Technology of any system; c. Enter into, extend, or renew contracts with entities that use Covered Telecommunications Equipment or Services as a Substantial or Essential Component of any system or as Critical Technology as part of any system; or d. Provide, as part of its performance of this Agreement, any Subcontract; any other contractual instrument; or any equipment, system, or service that uses Covered Telecommunications Equipment or Services as a Substantial or Essential Component of any system or as Critical Technology as part of any system. C. Exceptions. 1. This Section does not prohibit Consultant or Subcontractors from providing: a. a service that connects to the facilities of a third party, such as Backhaul, Roaming, or Interconnection Agreements,or b. telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. 2. By necessary implication and regulation,the prohibitions also do not apply to: a. Covered Telecommunications Equipment that: i. is not used as a Substantial or Essential Component of any system and ii. is not used as Critical Technology of any system. b. Other telecommunications equipment or services that are not considered Covered Telecommunications Equipment or Services. D. Reporting Requirement. In the event Consultant identifies Covered Telecommunications Equipment or Services used as a Substantial or Essential Component of any system or as Critical Technology as part of any system, or if Consultant is notified of such by a Subcontractor at any Tier or by any other source,Consultant shall report the information in paragraph D.2ofthis Section IX to the City as follows: 1. Within one (1) business day from the date of such identification or notification: contract number; order number(s), if applicable; supplier name; supplier unique entity identifier (if known);supplier Commercial and Government Entity(CAGE)code(if known);brand;model number (original equipment manufacturer number, manufacturer part number, or wholesaler Exhibit"C"to Agreement for Professional Services,Page 7 number); item description; and any readily available information about mitigation actions undertaken or recommended. 2. Within ten(10) business days of submitting the information in paragraph 1X.D.1: any further available information about mitigation actions undertaken or recommended. In addition, Consultant shall describe a. the efforts it undertook to prevent use or submission of Covered Telecommunications Equipment or Services and b. any additional efforts that will be incorporated to prevent future use or submission of Covered Telecommunications Equipment or Services. E. Consultant shall cause to be inserted into all Subcontracts and other contractual instruments relating to the performance of this Agreement the substance of this Section IX, including this paragraph E. X. Domestic Preferences for Procurements. A. Definitions. 1. "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coating, occurred in the United States. 2. "Manufactured Products" means items and construction materials composed, in whole or in part, of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe;aggregates such as concrete;glass,including optical fiber;and lumber. B. As applicable, and to the extent consistent with law, Consultant should, to the greatest extent practicable, provide a preference for the purchase, acquisition, or use of goods, products or materials Produced in the United States. This includes, but is not limited to, iron, aluminum, steel, cement, and other Manufactured Products. Consultant shall cause any Subcontractors to include the requirements of this Section X in any Subcontracts. XI. Solicitation of Minority and Women-Owned Business Enterprises. A. If Consultant intends to let any Subcontracts,Consultant shall(1)place qualified small and minority businesses and women's business enterprises on its solicitation lists; (2) assure that small and minority businesses and women's business enterprises are solicited whenever they are potential sources;(3)divide total requirements,when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses and women's business enterprises; (4) establish delivery schedules, where the requirement permits, which encourage participation by small and minority businesses and women's business enterprises; and (5) use the services and assistance, as appropriate, of the Small Business Administration, the Minority Business Development Agency of the Department of Commerce,and the North Carolina Office for Historically Underutilized Businesses. Exhibit"C"to Agreement for Professional Services,Page 8 B. An entity shall qualify as a "minority business" or"women's business enterprise" if it is currently certified as a "historically underutilized business" under Chapter 2161 of the Texas Government Code; Minority Business Enterprise("MBE"),Women Business Enterprise("WBE"),Persons with Disabilities Business Enterprise ("PDBE"), Disadvantaged Business Enterprise ("DBE"), or Airport Concessionaire Disadvantaged Business Enterprise("ACDBE")with the City of Houston's Office of Business Opportunity; or DBE or ACDBE by the United States Department of Transportation. C. An entity shall qualify as a "small business" if it is independently owned and operated and is qualified under the Small Business Administration criteria and size standards described at 13 C.F.R. Part 21. XII. Access to Records. A. Consultant agrees to provide the City, Treasury, Treasury Office of the United States Inspector General, United States Government Accountability Office,and Comptroller General of the United States, or any authorized representatives of these entities, access to any records (electronic and otherwise)of Consultant which are directly pertinent to this Agreement in order to conduct audits or any other investigations. Consultant agrees to permit any of the foregoing parties to reproduce such records by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. B. Consultant agrees to retain all records covered by this Section XII for a period of ten (10) years from the Effective Date of this Agreement or such longer period as is necessary for the resolution of any litigation,claim,negotiation,audit,or other inquiry involving the Agreement. XIII. Conflicts of Interest; Gifts and Favors. A. The expenditure of Fiscal Recovery Funds is governed by the Regulatory Requirements, including, without limitation,2 C.F.R. § 200.318(c)(1)),and Texas Government Code §2252. B. Consultant certifies to the City that as of the date hereof, to the best of its knowledge after reasonable inquiry, no employee, officer, or agent of the City involved in the selection, award,or administration of this Agreement (each a "Covered Individual"); no member of a Covered Individual's immediate family; no partner of a Covered Individual; and no organization(including Consultant) which employs or is about to employ a Covered Individual has a financial or other interest in, or has received a tangible personal benefit from, Consultant. Should Consultant obtain knowledge of any such interest or any tangible personal benefit described in the preceding sentence after the date hereof, Consultant shall promptly disclose the same to the City in writing. C. Consultant certifies to the City that it has not provided,nor offered to provide,any gratuities,favors, or anything of value to an officer, employee, or agent of the City. Should Consultant obtain knowledge of the provision, or offer of any provision,of any gratuity, favor, or anything of value to an officer, employee, or agent described in the preceding sentence after the date hereof, Consultant shall promptly disclose the same to the City in writing. Exhibit"C"to Agreement for Professional Services,Page 9 XIV. Assurances of Compliance with Title VI of the Civil Rights Act of 1964. A. Consultant and any Subcontractor, or the successor, transferee, or assignee of Consultant or any Subcontractor, shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin(42 U.S.C. §§ 2000d et seq.), as implemented by the Department of the Treasury's Title VI regulations,31 C.F.R. Part 22,which are herein incorporated by reference and made a part of this Agreement.Title V1 also provides protection to persons with"Limited English Proficiency" in any program or activity receiving federal financial assistance, 42 U.S.C. §§ 2000d et seq., as implemented by Treasury's Title VI regulations, 31 C.F.R. Part 22, and herein incorporated by reference and made a part of this Agreement. XV. Other Non-Discrimination Statutes. A. Consultant acknowledges that the City is bound by and agrees, to the extent applicable to Consultant, to abide by the provisions contained in the federal statutes enumerated below and any other federal statutes and regulations that may be applicable to the expenditure of Fiscal Recovery Funds: 1. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status,or disability; 2. Section 504 of the Rehabilitation Act of 1973,as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance; 3. The Age Discrimination Act of 1975, as amended(42 U.S.C. §§ 6101 et seq.), and Treasury's implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and 4. Title 11 of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability in programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. XVI. Miscellaneous A. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 Fed. Reg. 19,216 (Apr. 18, 1997), the City encourages Consultant to adopt and enforce on-the-job seat belt policies and programs for its employees when operating company-owned, rented, or personally owned vehicles. B. Reducing Text Messaging While Driving.Pursuant to Executive Order 13513,74 Fed.Reg.51,225 (Oct.6,2009),the City encourages Consultant to adopt and enforce policies that ban text messaging while driving. 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