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HomeMy WebLinkAboutOrdinance No. 16,434 (Item 8.e.) ORDINANCE NO. 16,434 AN ORDNANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, ACCEPTING THE BID OF PUBLICATION PRINTERS CORPORATION FOR ANNUAL PRINTING AND DISTRIBUTION SERVICES FOR THE BAYTOWN VOICE MAGAZINE; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN IN THE AMOUNT OF ONE HUNDRED SEVEN THOUSAND SIX HUNDRED TWENTY-FOUR AND 66/100 DOLLARS ($107,624.66); MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. ************************************************************************************* WHEREAS,the City Council of the City of Baytown did authorize the Purchasing Department for the City of Baytown to advertise for bids for Annual Printing and Distribution Services for the Baytown Voice Magazine to be received February 16, 2026 ; and WHEREAS, notice to bidders as to the time and place, when and where the contract would be let was published pursuant to the provisions of Chapter 252 of the Texas Local Government Code; and WHEREAS, all bids were opened and publicly read at City Hall at 2:00 p.m., Tuesday, February 16, 2026,as per published notice to bidders; NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS: Section 1: That the City Council of the City of Baytown hereby accepts the bid of Publication Printers Corporation for Annual Printing and Distribution Services for the Baytown Voice Magazine and the City Manager is hereby authorized and directed to execute, and the City Clerk is authorized to attest to a contract with Publication Printers Corporation for Annual Printing and Distribution Services for the Baytown Voice Magazine. Section 2: That the City Council hereby authorizes payment to Publication Printers Corporation in an amount of ONE HUNDRED SEVEN THOUSAND SIX HUNDRED TWENTY-FOUR AND 66/100 DOLLARS ($107,624.66)based upon the prices specified in the bid. Section 3: That pursuant to the provisions of Texas Local Government Code Annotated §252.048, the City Manager is hereby granted general authority to approve any change order involving a decrease or an increase in costs of FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00) or less, subject to the provision that the original contract price may not be increased by more than twenty-five percent(25%) or decreased by more than twenty-five percent(25%)without the consent of the contractor to such decrease. 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 affirmative to of t City C ncil of the City of Baytown this the 23rd day of March,2026. /} . C_ •e' ES JO ayor ST: • .tL ANGELA SON, Ci e �'N J a�N / • ROVED S O FORK ^ '`�}1 SCOTT LE ND, City Attorney R:\Ordinances and Resolutions\Ordinance Drafts\2026-3-23\Ordinance Accepting Bid of Publication Printers for Annual Printing and Distribution Services for Baytown Voice.kh.docx 2 ACTRI :[ A%,1l .N- 1=OR CONSI_' I TINC_; Sl .RVIC'I .S STATE.0 F TFXAS CONNTN" 01: 1 I:ARRIS This Auveement (this ".A(reenlent") is entered into bv and bet%veen Publication Printers Corp hereinafter "Consultant") and the City of' Bayto\\-n, a home -rule municipality located in I larris and C'hanlbers Counties, Texas (the "Cit` ll). 1. Scope of Services/Consultant Fees a. This A reement authorizes Consultant to perturm printing and mailing services for the Bavto- n Voice ma(,)azine April 2026, and November 2026 services for editions in Denver, Colorado (the 'Ak"ork") for and oil behalf of the C'it\- as specified in the Scope of Work attached as I.xhibit *%A." b. This Aureement shall commence on the date of execution b'y the C'it\, Manager or his designee and Of not terminated in accordance \ ith para raph 10) shall term i nate : upon completion of' tilt; W'ork in accordance with this f reeillent, including Fxhibits: C (twelve) (12) months follow ln) eXecution by the Cite -Mana er or his desivnee. al lowin`, tul- up to one (1 ) anllUal rene\\ als: the earlier of (a) completion of the `Fork in accordance «-ith this Ao reement, including Exhibits: (b) number of' months/days (spelled out) (number of months/days Inumericall) months/days tullo«ing execution by the City Mana er or his designee. allo-winO for up to number of renewals (spelled out) annual renewals. C. The scope of the W'ork is detailed in Exhibit ":v d. The time schedLiles for the «'ork are specified in Exhibit "13." C. Each of these Exhibits ".A" through "l3" is incorporated into this .Aoreement bv reference fur all purposes. 2. Compensation and Professional Fees a. The Cite shall pay Consultant in installments based upon monthly progress reports and detailed irlVOices submitted by the Consllltant based upon the fullo\ti in,.,: I. ,April 2026 Edition Print and binding > 1.2> copies .................. $40 941.80 ii. April 2026 Fdition Mail Preparation and Shipping, .....................$12.870.5 Agreement tur ('011sultin_ Services. Paige I EXHIBIT "A" November Edition 2026 Print and Binding 51.255 copies ..........$40.941.80 iv. Nov -ember :dition 2026 Mail Preparation and Shipping ..............$ I ?4BU.UU V. ......... ............................................................................ $0.00 V1. Total Not to Exceed ..................................................................S 107.624.66 b. Consultant shall not exceed the fixed contractual amount w-ithout written authorization in the term of' a Contract amendment. C. Reimbursable Expenses are itemized by Mork cate;(lory. Reimbursable Expenses shall be invoiced ,A'F COST, Without subsequent markup by Consultant. ,Ail invoices containing a request for Reimbursable Expenses shall include copies of' the original expense receipts itemized per allowable category. 1) Allowable reimbursable Expenses include: a) Hard copy reproductions. copies, and/or binding casts: b) Postage: c) IN/1 i leage, for travel From Consultant's office to meetings at the City or .lobsite only if Consultant does not have a local oft ice within a fifty (50) milt; radius of Ba\-to\vn. Mileage shall be charged at the current IRS rates: d) 1Fravel Expenses, mileage: from local office to state or federal regulatoragency otlf ic;e be\ and 100 mi les: and e) bodging expenses for destinations beyond 100 milers from Consultant' s local office .AND wlien business hours exceed eight hours \\ ithin one business day OR when Consultant's services require more than one eight -hour day at the: destination: provided such expenses has been approved in \riting by the Citv. d. Disallowed l:xpcnscs i f' Consultant has an office in Harris or Chambers Counties. Texas. Disallo« ed Expenses shall Include travel expenses for professionals tray- eling into Harris or Chambers CoUntieS from Consultant's offices outside oH larris or Chambers Counties. e. 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 tor services or expenses that \\ere incurred more than sixty (60) days before the date: ofthe invoice. Failure to timely invoice the Cite for services or expenses ~hall result in Consultant's invoice being, denied. f. In the event ofa disputed or contested in\ oice, the City may \\ ithhold from payment that portion so disputed or contested, and the undisputed portion \\ill be paid. 3. Personnel of Consultant a. Consultant's Project \N-lanager oreement for Professional Serv*ccs. Pa`e 2 re\ isccf ?. 6.?026 Consultant shall designate: Nini Rosenberg. to serve as Project Manager for the Work performed under this Agreement. Any change of' Project Manager shall require thirty (0) days advance written approval from the City's Representative. b. Licensed and Registered Add type of Professional Consultant shall keep full-time registered Add tti,pe of' }'rotessional licensed in the State o Texas on staffand assigned to the Work for the duration of its performance of the Work. C. Data on Consultant's Employees Prior to commencement ofthc: Work. Consultant shall forward to the Cite a detailed resume of the personnel that will he assigned to t11e Work. 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 Ilepresentathv-e a. The Director Of' Public Affairs or his." de si`(nee shall act as the City's 1Zepresentative. b. The C'ity's Representative shall use his hest efforts to provide nonconfidential City, records for Consultant's use. Flo ever, the Citv does not Warantee the accuracy or correctness of the: documents so provided. Notwithstandingy the foregoing, Consultant shall be entitled to use and rely upon information provided by the City in performing the services required under this Agreement on1v to the extent and level specified by the City in \kritin; g for each document provided. Nothing contained herein shall be construed to require the Cite to provide such records in any certain format. The format in \,hich the existing data and documentation will he provided shall be at the sole discretion of the City. 5. Standards of Performance a. Consultant shall perform all services under this Agreement % ith the care and skill ordinarilv 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 hest judgment as an experienced and qualified professional. Each submittal of opinion of' probable cost shall he c:o111111e'.nsurate %% ith the project design. Consultant shall be responsible for the; technical accuracv of' its services and documents resulting therefrom, and the Cite shall not he responsible for discovering deficiencies therein. Consultant shall correct such deficiencies without additional compensation. b. Codes and Standards Agreement for Professional Scr< ic•s, Pa ro, ised 2.26.2026 i. All references to cedes. standards. environmental regulations and./or material specifications shall be to the latest revision. including all effective supplements or addenda thereto, as ofthe date that the requestor four Work is made by the: City. ii. The Vork shall be desi t2ned and furnished in accordance with the rllost current cedes and/or standards adapted by city. , state. or federal government or in general custom and usage b` the profession and shall comply- ith Texas Department of Licensing and Regulation's rules and regulations. The codes and standards used in the: profession set tOrth minimum requirements. These may be exceeded by the Consultant if Superior methods are available for successful completion ofthe Work. Anti, alternative cedes or regulations used shall have; requirements that are equivalent or better than those in the above -listed cedes and regulations. Consultant shall state the alternative cedes arid regulations used. i v . Consultant agrees the services it provides as an experienced and qualified printing and mailing service \\ ill reflect the professional standards. procedures and perfiormanccs camnion in the.• industry for this project. Consultant further agrees that anti 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 contract \\ iil be pursuant to the standard of performance common in the profession. V . Consultant shall promptly correct an\, delec,•tive analysis caused by Consultant at no cost to Cite. The City's approval. acceptance. use of or payment for all or any part of*Consultant's services hereunder or ofthe work itself shall in no wav alter Consultant's obligations or the: Citv's rights under this At2reement. As applicable. Consultant shall provide the Cite with record "as -built" dra\\ ings relating to the; \N,-ork in an electronic format that is acceptable to the; C'it` . City shall be in receipt of' record dra« ings, if applicable, prier to final pay ment. 6. Schedule Consultant shall not proceed \ ith the \,`ork or an\- stage: thereof until \\-Titten notice to proceed is pro\ ided b\ the C'ity's Representative. 7. Insurance Consultant shall procure and maintain at its sale cost and expense fir the; duration of the A0reement. insurance against claims tOr injuries to persons or damages to property \thich rna\ arise from or in connection with the performance ofthe kl`ork hereunder by Consultant. its agents. representatives. volunteers, employees or subconsultants. tireement tOr Professional Scr% *ces. Pa e 4 r ked ?."6.1016 a. Consultant's insurance covera0e shall be primary insurance %N ith respect to the C~itN, its officials, employees and agents. An}, insurance or self-insurance maintained by tilt; City, its officials. emplovees 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 entitv. All coveraoes for subconsultants and assivns shall be subject to all or the requirements stated herein. The 1`611oW int is a list of' standard insurance politics along, mL ith their respective Illinimum covcrage amounts required in this Agreement: i. Commercial General Liabilit\ General A„regate: S2,000.000 Products & Completed Operations A,()re,ate: .$?.000.000 Personal & Advertising injury: $1.000.000 Per Occurrence: S 1.000.000 Fire Damage .` 500.000 W'aiverof'Subrogation required Coverage shall be bread term No coverage shall be deleted from standard polic\' Without notification of' individual eXclusions being attached for revie«- and acceptance. Business Automobile Pol icy, Combined Single Limits: S. 1.000.000 Coverage for "An\ :auto" Waiver of' Subrogation required. ill. Errors and Omissions Limit: S 1.000.000 for this project Claims -made form is acceptable Coverage «ill be: in torce for one ( 1 ) year after completion of the Project. W'aiverof'Subrogation required. Workers' Compensation Statutory Limits LIrlplover's Liability S 00.000 WVaiver of' Subro`ulation required. b. The follow in(,) 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' I\ : V I I i or better. Ag r«ment for Protess*onal Ser% ices. Palle revised 2.26. 026 ii. Only insurance carriers licensed and admitted to do business in the State: of' Texas v ill be accepted. Liability policies must be on occurrence term. Errors and (missions can be oil claims -made term. Each insurance policy shall be endorsed to state that coveratle shall not be suspended. voided. canceled or reduced in covera(le or in limits except after thirty (_30) days prier `written notice by mail, return receipt requested. has been t1i'ven to the CitV. The City, its officers, aorents and employees are to be added as additional Insureds to all liability, policies. with the exception of' the: Workers' Compensation and Frrors and Omissions Policies required herein. vi. C_`pon 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 N ithout cost to tilt: City, lass runs (claims listing) of' any and/or all insurance: coverac)es 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 C ontiultant. Consultant shall provide copies Of' insurance: policies and endorsements required hereunder to the City on or before the effective date cif this a(Ureement. 8. 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 PROFESSIONAL OR THE CONSULTANT'S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE CONSULTANT EXERCISES CONTROL (COLLECTIVELY., CONSULTANT'S A41reement for Profiessional Services. Pagc 6 re\ ised ?. 6. 026 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. By this Agreement, the City does not consent to litigation or suit, and the City hereb`p expressly revolves any consent to litigation that it may have granted by the terms of this Contract 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 propertN (whether the propertti• be that of either of the parties hereto, their employees, or ether third parties) that is caused by or alleged to be caused b`*, 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. 9. Subcontractors and Subconsuitants C'011su ltant shall receive written approv a l of' the C' itV's Representative prier to the use of' any subcontractors or sUbconsultants. A copy- of all proposed comracts %'ith subconsultants andi"or subcontractors shall he given to the C'itN, before execution ot' such contracts. il,reement for Professional Services. Patle 7 revised 2.26.2026 10. Termination of Consultant i'he City, besides all ether ri(ihts or remedies it may have. shall have the rit)ht to terminate this A freement without cause upon written notice from the City Manager or his designee to Consultant of the C'ity's election to do so. Furthermore, the Cite may immediately and Nv ithout notice terminate this Agreement if' Consultant breaches this Aoreement..A breach of this A reenlent shall include. but not be limited to, the tolluwing: a) failinO to pav insurance premiums, liens, claims or ether charges: b) fai I in to pav any payments due the city, state, or tederal oovernrnent from Consultant or its principals, includin(), but 110t limited to, any. tales. fees. assessments, liens. or any payments identified in this Agreement: c) the institution 01' voluntary or involuntary bankruptcy proceedinO a0ainst C'011sultant: d) the dissolution of C'011SUltant: e) refusing or failing to prosecute the k\,"cork or any- separable part with the diligence that «ill ensure its completion within the time specified in this Agreement: t tailing to complete \York \\ ithin the time period specified in this Agreement: and/or the violation of any provision of this Aorcement. 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 ofthe notice oftermination. Consultant shall submit a final statement showint) in detail the services satisfactorily performed and accepted and all ether appropriate documentation required herein for payment of services. At the same time that the final statement is tendered to the City. C'onsultant shall also tender to the City's Representative all of Consultant's instruments of service, includin` all dra« inns, special provisions. field survey notes. reports. estimates, and any- and all other documents or work product generated by C'unsultant under this Agyreement. whether complete or not. in an acceptable form and format to`ether \\ ith all unused materials supplied by the (ity. No final payment \vill be made until all such instruients of service and materials supplied are so tendered. It' this A ureement i s terminated f )r cause. C'onsu itant shalll1 be I iable for anv da na`,e to the City resultin() therefrom. This liability includes any increased casts incurred b`- the City In completing Consultant's services. 'Che ri hts and remedies o f the C' itv in this section are in addition to ally ether riuhts and remedies provided by la%\ or under this Agreement. 11. Records Vithin ten (10) days of' the Oty's request and at no cast to the (Ity. the City be entitled to re\ ie« and receive a copy of al I documents that indicate: work on the Project that is subject to this Xureenlent. 12. Superv-ision of Consultant Consultant is an independent contractor. and the City neither reserv-es nor possesses any rig3llt to control the details of the Work pertlormed by Consultant under the terms of this .,Noreement. A,re mcnt tbr Proti sslonal Scrviccs. Page 8 rcvIscd 2. 16.20-26 13. Billing The City shall have thirty (_30) daNl,s to pa`- Consultant's invoices from the date of' receipt of such invoices and necessary backup int'ormation. All invoices must identify %N ith specificitN., the work or services performed and the date(s) of' such %pork or services. In the event of' a disputed or contested invoice, the parties understand and agree that the Cit`- may \v ithhold 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 \ ork not performed. invoices shall be received by the City no later than sixty (60) calendar dati-s from the date: Consultant and/or 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 Cite being relieved from any liahilit for payment of the late invoice. The City shall pay Consultant the maximum rate permitted by Chapter 2251 of the Texas Government Code on an\.- past due payment not received within thirty (0) days after the pay inent due; date. In accordance with § ??> 1.04 . in a formal administrative or judicial action to collect an invoice payment or interest due under this chapter. the opposing part\. tivhich may- he the Cite or Consultant. shall pa\ the reasonable attorne` tees of tile: prevailing party. 14. Indebtedness 1 f' Consultant, at anti- time during the term of this Agreement. incurs a debt, as the word is defined in section 2-662 otthe Code of Ordinances ofthe City of'13aytown, it shall immediately notify the C'ity's Director of Finance in writing. It' the: C'itv's Director of' Finance becomes aware that Consultant has incurred a debt. the: City's Director of Finance shall immediate)}- notit`! Consultant in writing. It Consultant does not pav the debt \ ithin thirty (30) days of either suci1 notification. the; C'itV's Director of' Finance may deduct funds in an amount equal to thedebt from any payments O". ed to Consultant under this Agreement, and Consultant m,,aives an\ recourse therefor. 15. Verifications I f Consultant has ten (10) or more full-time employees and Consultant's total compensation under this Agreement has a value of One-ffundred Thousand Dollars (.S100.000.00) or more. Consultant makes the: 1611ow-ing verifications in accordance with Chapters 2) and 2174 of' the: Texas Government Code: a. the Consultant does not bovc:ott Israel and «ill not boycott Israel during the: term of the contract to be entered into «Ith the Cit` of Bayto«n: h. the Consultant does not boycott energ} companies and «ill not bo},cott eneroy companies during the: team of the contract to be entered into \ ith the City of Baytown: and c. the Consultant does not have a practice,. police, guidance. or directive that discriminates auainst a firearm entity or firearm trade association and \% ill not discriminate during the term ofthe contract a(lainst a firearm entity or firearm trade association. 16. Govern ina Lav;- toThis Agreement has heen made under and shall he governed by the lav s of the State of Femas. The: parties further agree that performance and all matters related thereto shall he in I larris C'ount\., Texas. Aoreeni nt for Professional Ser\ ices. Page 9 re\ ised 2. 6. 0-16 17. Notices t. nless other« anyiseprovidedinthisAgreement, annotice provided for or permitted to be liven must be in writing) and delivered in person or by depositino same in the united States mail. postpaid and registered or certified. and addressed to the party to be notified. with return receipt requested. or b` deliverinu. 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 .A,reement. from and after the expiration otthree (3) days after it is so deposited. For the: purpose of' notice:. the addresses of the parties shall be as follows unless properly changled as provided for herein below: For the C'it` : For Consultant: CITY OF BA YTC)W"N Attn: City Manauer 1). 0. Box 42)4 Baytown. Texas 77i22-0424 Publication Printers Corp Attn: 2001 Platte River Dr Denver. Co 8022 Each part` shall have the right from time to time at any time to chance its respective address and each shall have the right to specify a new address, provided that at least fifteen teen ( 15) days written notice is uiven of such new address to the other party. 18. No Third-Partv Beneficiar-*• This A(Ureement shall not bestow anv ri()hts upon an\- third party, but rather, shall bind and benefit Consultant and the City only. No person or entity not a sionatory to this ;Noreement shall be entitled to rely on Professional's performance of' its services hereunder, and no riuht to assert a claim aujainst Professional by assiunment of indemnity rityhts or other« ise shall accrue to a third party as a result of this ,Agreement or tilt: performance of Professional's services hereunder. 19. No Riaht to Arbitration Not« ithstandin0 anvthim) to the contrary contained in this .Aureement. the Cite and Consultant hereb\,, a0ree that no claim or dispute bet\veen the Cite and Consultant arising out ofor relating) to this , A`12re:ement shall be decided b%- an\ arbitration proceeding, including. \\-ith()ut limitation. any proceeding under the Federal Arbitration Act (9 U.S.C. Sections 1- l 4). or any applicable State: arbitration statute. includin(3. but not limited to, the Texas General .Arbitration ;'1ct. provided that in the event that the City is subjected to an arbitration proceedin0 not« ithstandint this provision. Consultant consents to be pined in tilt-: arbitration proceeding if Consultant's presence is required or requested by the Cite ofcomplete relief to he recorded in the arbitration proceedin`. Aigreement ti) r Profiessional Services. Pa e 10 revised 2.26.2026 20. Waiver No % aiver by either party to this Auvreement of any term or condition of this Agreement shall be dee.•nied or construed to be a \.vaiver of an`- ether term or condition or subsequent waiver of' the same term or condition. 21. Complete Agreement This A`rccmcllt represents the entire and inteorated agreement betwveen the Cite and Consultant in regard to the subject matter hereof' and supersedes all prier negotiations. representations or a`ilreements. either \vhether written or oral. on the subject matter hereof. This Agreement may only be amended by .vritten instrument approved and executed by both of the parties. The Cite and Consultant accept and a rce to these terms. 22. No Assignment Consultant may not sell or assi(in all or part interest in this Agreement to another party or parties ithout the prior express written approval of the City 1\/1ana(ler or his desi nee of such sale or assi(inment. The Cite may require any records or financial statements necessary in its opinion to ensure such sale or assignment ill be in the: best interest of the Cite. 23. Headings The heading(Us used in this A(ireement are for general reference only and do not have special si,un i ficance. 24. Severa bi I ity All parties a0ree that should an pro\'ision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect an\, other term of this At2reement. v hich shall continue in full force and effect. 25. Ambiguities In the event of any ambi uitV in any of the terms of this A(Ureement. it shall not be construed for or against anv party hereto on the basis that such party did or did not author the same. 26. Authority The officers executin U, this A(Ureement on behalf of the parties hereby represent that such officers have Full authority to execute this A`.Ureement and to bind the party he./she represents. Attire ment for Professional Services. Page I I re\ iced 1.26.2026 IN WITNESS WHEREOF. the parties hereto have executed this Agreement in multiple copies. each of which shall be deemed to be • ori-inal, but all of which shall constitute but one and the same Agreement on the_)IjWay ofi&P, 20& the date of execution by the City. Manager or his designee of the City of Bayfown CITY OF BAYTOWVi Signature) Printed Name) AT :ST: ANGF.I AC KS0\. Uit% 0erk,' APPROVED AS TO FOR.M: =. Si(nature) Printed Name) ci Title) A-ireement for Professional Services. Pase 12 revised ? 26.2026 Exhibit A Scope of Work for Printing Services City of Baytown — Baytown Voice Magazine Vendor: Publication Printers Corp. 1. Overview Publication Printers Corp. Scope of Work The City of Baytown is contracting Publication Printers Corp. for the printing of two editions of the Baytown Voice magazine. This document outlines the scope of work, including printing specifications, deliverables, and terms. 2. Printing Specifications Page Count: 64 interior pages + 4-page cover Trim Size: 7.75" x 10.5" Ink: Full -color, 4-color process Paper Interior: 100# #2 Matte Text Cover: 60# #3 Gloss Binding: Perfect Binding Prepress Requirements: Print -ready PDF files Proofs: Digital press proofs 3. Packaging & Delivery Packaging: Carton pack for Public Affairs direct ship copies Delivery Locations: Baytown, TX (77522) — liftgate & inside delivery Remaining copies: FOB Publication Printers Corp. Dock 4. Additional Services (Optional Costs) UV Coating: Semi -matte UV F&B cover Mailing Services: Preparation for simplified mail Inkjet standard A mailing Freight ship to USPS for marketing mail copies Freight ship to City Hall Baytown for Public Affairs copies Exhibit B Project Timeline Overview Publication Printers Time Schedule Total Production Time: 30 days from receipt of final print -ready files Shipping &Delivery: 14 days (2 weeks) after production completion