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Ordinance No. 7,579951.214 -3 ORDINANCE NO. 7579 ® AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, ACCEPTING THE BID OF TEXAS MUNICIPAL SERVICES, INC., FOR THE COLLECTION OF OUTSTANDING CITY OF BAYTOWN WARRANTS AND AUTHORIZING PAYMENT OF TWENTY PERCENT (200) OF ALL AMOUNTS COLLECTED; MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. WHEREAS, the City Council of the City of Baytown, Texas, did authorize the Purchasing Department for the City of Baytown to advertise for bids for the collection of outstanding City of Baytown warrants to be received December 4, 1995; 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 Section 74 of the Charter of the City of Baytown; and WHEREAS, all bids were opened and publicly read at City Hall at 2:00 p.m., Monday, December 4, 1995, 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 Texas Municipal Services, Inc., for the collection of outstanding City of Baytown warrants and authorizes payment of twenty percent (200) of all amounts collected. Section 2: 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 FIFTEEN THOUSAND AND N01100 DOLLARS ($15,000.00) or less, subject to the provision that the original contract price may not be increased by more than twenty -five (25 %) or' decreased by more than twenty -five (25 %) percent without the consent of the contractor to such decrease. Section 3: 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 vote of the City Council of the City of Baytown this the 14th day of December, 1995. e ey� PETE C. ALFARO, Mayor • 0 ATTEST: EILEEN P. HALL, City Clerk APPROVED AS TO FORM: RAMIM, L99P 1 City Attorney legal /council/dccember/ 12 -14 -95 awdB I Dwarrams u 951214 -3a CONTRACT FOR THE COLLECTION OF OUTSTANDING CITY OF BAYTOWN WARRANTS STATE OF TEXAS § COUNTY OF HARRIS § This Collection Services Agreement, hereinafter known as "Agreement," is made and entered into this day of J Z �„n/��,� 19 'by and between the City of Baytown, a municipal corporation located in Harris and Chambers Counties, Texas, hereinafter known as the "City," and Texas Municipal Services, Inc-'a Texas corporation, hereinafter known as the "Company." I. DEFINITIONS As used in this Agreement, the following words and phrases are defined to mean: City: means and refers to the City of Baytown, Texas, and all attendant boards, agencies, commissions and related bodies, along with their respective officers, agents and employees. City Manager: means the City Manager of the City of Baytown or his designated representative. Company: means Texas Municipal Services, Inc. its volunteers, officers, directors, agents, employees and assigns. Representative of the Company: means Robert S. Sawyer or his duly designated representative. II. COMPANY'S OBLIGATIONS 1. General: The Company is hereby authorized to collect outstanding Class C Misdemeanor Warrants ("Warrants") issued by the City of Baytown and made available to the Company in a professional, ethical, and lawful manner via the mail, telephone or any other means which the Company deems appropriate. Collection Services Aa reement, Page 1 2. Payment of Collections: The Company hereby agrees to remit any and all funds collected as a result of this Agreement to the City on or before the tenth (1 Oth) day of each month throughout the term of this Agreement. Additionally, at such time, the Company agrees to submit a complete and accurate report detailing its collection efforts during the period and during the term of the contract, which report shall include, but not be limited to, an accounting of the cases and docket numbers cleared, the monies and the date collected,the cases in which a partial payment has been received, the outstanding accounts to be collected, and any other information which the City may reasonably require. The report shall be in a form and format approved by the City. 3. Form of Collections: The Company will use its best efforts to ensure that all monies collected will be in the form of a cashier's check or money order made payable to the order of the City. Personal checks and cash payments will be discouraged. III. CITY'S RIGHTS AND DUTIES I. Exclusivity of Services: During the term of this Contract, the City agrees not to refer its warrants to any other party for the purpose of collecting same. However, both the Company and the City agree that nothing contained herein shall prohibit the City's Police Department, any other public law enforcement agency or court personnel to serve or collect a Warrant, for the City expressly reserves the right for the above-enumerated persons to collect Warrants. 2. City's Records of Collections Subject to Agreement: City will maintain a daily record of the warrants and bills which have been assigned to the Company and collected and/or paid to the City. Such report shall be made available to the Company upon request. 3. Other Available Information: The City will provide, through the Municipal Court, current lists of outstanding warrants subject to this Agreement, along with out-of-town/out-of-state addresses,including the names,dates of birth,home addresses,and telephone numbers,and business addresses and telephone numbers, which the City may have in its open records. 4. Warrants Subject to Agreement: During the first six (6) months of the initial term, outstanding warrants and capias with out-of-town/out-of-state addresses will be assigned for collection. After such six-month period,the City may, in its sole discretion, assign ninety (90) day past due warrants with local addresses to the Company for collection. Additionally the City may at any time assign to the Company such other warrants as it deems advisable and in the best interest of the City. Collection Services Agreement, Page 2 IV. TERM 1. Initial Term: This contract shall be in effect and shall continue for an initial term of one year from and after the date of this contract is executed by the City, unless sooner terminated under the provisions of this Agreement. 2. Renewal Period: At the City's sole option, the contract may be renewed for two (2) additional twelve (12)month periods. The services provided under this Agreement may be subject to price adjustment at the time of the renewal based on the compensation provided for herein plus an inflation factor equal to the increase in the Consumer Price Index for the United States for the prior calendar year as published by the United States Government. 3. Extension: Additionally, the Company understands and agrees that, upon the City's written request, the Agreement may be extended for a period of time not to exceed two (2) months after the expiration of the initial term or any renewal thereof for the same compensation as the initial term or the renewal period immediately preceding the extension. Nothing contained herein, however, shall obligate the City during the extension period to renew and/or relet an agreement for collection services with the Company. V. COMPENSATION FOR SERVICES 1. Fees: The Company shall receive, as compensation for services to be rendered under this Agreement, a fee equal to twenty (lox) of all funds and bills collected or for n each case cleared, which has been turned overre tot the Company. A case cleared shall mean payment of the fine in full or the posting of a bond, and such definition expressly exclude the arrest or imprisonment of an individual. 2. Invoices and Records Submitted: Company will send an invoice along with other billing information and substantiating documentation to the City each month indicating the amount allegedly due. The City shall make the payment which the City deems in its sole discretion is appropriate within thirty (30) days of the later of the receipt of the invoice or the receipt of the money due the City for the invoice period. VI. INDEPENDENT CONTRACTOR It is mutually understood and agreed that nothing in this Agreement is intended or shall be construed as in any way creating or establishing the relationship of partners or co-partners between the parties hereto, or as constituting the Company as an agent or representative of the City for any purposes or in any manner whatsoever. The relationship of the Company to the City shall be that of an independent contractor. Collection Services Agreement, Page 3 VII. PARTIAL PAYMENTS Company may propose a payment plan for Individuals with outstanding warrants. Such payment plan shall consist of not more than two payments if the overall fine is $125.00 or less and not more than four payments for any fine in excess of$125.00. VIII. ACCESS TO COMPANY'S RECORDS AND FINANCIAL INFORMATION Company will keep its records on a computer and will post payments on a daily basis. City can contact Company from 7:00 a.m. to 6:00 p.m. Monday through Friday, exclusive of City holidays concerning any and all Warrants. Furthermore, the City shall have the right through its agents and employees to audit and examine at all reasonable times, the Company's books and financial and operational records which may be reasonably required by the City in order to enforce the terms of this Agreement or to evaluate the Company's performance. Financial records will be maintained with such adequacy so as to allow identification of the source of all revenue and expenditures related to this Agreement. The Company shall make copies of information as and when requested by the City at no additional charge to the City. IX. INDEMNIFICATION The Company agrees to and shall indemnify, hold harmless,and defend the City, its officers agents and employees, 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 attorneys' fees, for injury to or death of any person, or for any and all damages arising out of or in connection with the work done by the Company pursuant to this Agreement, the conduct or management of the Company's business or activities, or from any act or omission by the Company,where such injuries, death or damages are caused by the sole or joint negligence of the City and any other person or entity. It is the expressed intention of the parties hereto, both the Company and the City, that the indemnity provided for in this paragraph is indemnity by the Company to indemnify and protect the City from the consequences of the City's own negligence, whether that negligence is the sole or a concurring cause of the resulting injury, death or damage. In the event that any action or proceeding is brought against the City by reason of any of the above,the Company further agrees and covenants to defend the action or proceeding by legal counsel acceptable to the City. Collection Services Agreement, Page 4 X. NOTICE All notices required to be given hereunder shall be given in writing either by telecopier, overnight, or facsimile transmission, certified or registered mail at the respective addresses of the parties set forth herein or at such other address as may be designated in writing by either party. Notice given by mail shall be deemed given three (3) days after the date of mailing thereof to the following addresses: Company Texas Municipal Services, Inc. 801 East Border Arlington, Tx. 76010 Arru. Roberr S. Sawyer CITY City of Baytown Attn: City Manager P.O. Box 424 Baytown, TX 77522 XI. TIME OF THE ESSENCE Both the Company and the City acknowledge that time is of the essence in this Agreement. XII. LIQUIDATED DAMAGES Both the Company and the City agree that time is of the essence in the payment of all monies due the City pursuant to this Agreement and that the time allotted for each monthly payment described herein is reasonable times for the payment of each,taking into consideration all conditions, including, but not limited to, the economic environment and conditions prevailing in the City of Baytown. The City and the Company understand and agree that a breach of this contract as to time of payment will cause damage to the City and further agree that such damage cannot be accurately measured and that ascertainment will be difficult. Therefore, as part of the consideration for the awarding of this Agreement,the parties agree that for each and every calendar day any payment due hereunder or any portion thereof remains delinquent as set forth in this Agreement, the City may charge and the Company shall pay, as part of the monthly collection amount owed, the sum of one hundred dollars ($100) as minimum liquidated damages. However, the foregoing agreement as to liquidated damages constitutes only an agreement by the City and the Company as to the minimum amount of damages which the City will sustain in any event by reason of the Company's failure to Collection Services Agreement, Page 5 make payments within specified time periods. Should the City suffer damage over and above the minimum amount specified by reason of the Company's failure to timely pay in strict accordance with this Agreement,the City may recover such additional amount. The City will have the right to recover such amount from the Company; all such remedies shall be cumulative and the City shall not be required to elect any one nor deemed to have made an election by proceeding to enforce any one remedy. XIII. INSURANCE The Company shall at all times during this Agreement maintain in full force and effect insurance as provided herein and which meets the minimum amounts listed below. A certificate of insurance, or a copy of the insurance policies, shall be furnished to the City and shall provide that the City shall receive thirty (30) days' prior written notice before any change or cancellation of any policy. (1) Commercial general liability : This coverage must have an aggregate of $2,000,000 with a minimum of$1,000,000 per occurrence. (2) Statutory workers' compensation: This coverage must comply with all statutory amounts as required by Texas law and shall include a Waiver of Subrogation on behalf of the City. (3) Automobile Liability: This coverage shall have combined single limits of $500,000, or limits of$100,000/$300,000/$100,000 are acceptable. All automotive coverage is to include all owned and hired autos, if applicable. (4) All policies are to be of the occurrence form. (5) Should any insurance required by this Agreement lapse, the Company shall immediately cease all operations as of the time and date of such lapse, and shall not resume any operations until authorized in writing by the City. If the lapse period extends fifteen (15) days, this Agreement shall automatically terminate with no notice to the Company required and the Company shall be in breach of this Agreement. (6) The City of Baytown shall be named as an ADDITIONAL INSURED on said policies of insurance. The Company shall provide the City with a certificate evidencing the City of Baytown as ADDITIONAL INSURED for coverage after award of bid and prior to the performance of any services pursuant to this Agreement. (7) All insurance carriers providing coverage should have an A.M. Best rating of A or higher and be licensed to do business in the State of Texas. Collection Services Agreement, Page 6 (8) All certificates of insurance required herein shall be provided to the City as soon as practical and in no event later than ten (10) days prior to the performance of any services by the Company under this Agreement. XIV. BOND REQUIRED Both the Company and the City agree that the Company will execute and deliver to the City a fidelity bond in an amount of at least$50,000 to protect the City against fraud, embezzlement or misappropriation of public funds by the Company. The parties hereto expressly agree that this Contract shall not be in effect until such bond is furnished to and approved by the City. The cost of the premium for the bonds shall be borne by the Company. The bond required herein must be issued by a reliable surety company authorized to do business in the State of Texas. No other bonds shall be required. XV. TERMINATION The City, besides all other rights or remedies it may have, shall have the right to terminate this Agreement without cause upon thirty (30) days' written notice from the City Manager to the Company of the City's election to do so. Furthermore,the City may immediately and without notice terminate this Agreement if the Company 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 the Company 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 the Company; (d) the dissolution of the Company; (e) the violation of any provision of this Agreement; and/or (f) the abandonment of the Agreement or any portion thereof and discontinuance of the Company's services or any portion thereof. Upon delivery of any notice of termination required herein, the Company shall discontinue all services in connection with the performance of the Agreement and shall proceed to cancel promptly existing orders and contracts insofar as such orders or contracts are chargeable to the City pursuant to this Agreement. Within ten (10) days after receipt of the notice of termination, the Company shall forward all revenues collected to date and submit a final statement showing in detail the services satisfactorily performed. Collection Services Agreement, Page 7 XVI. COMPLIANCE WITH RULES AND REGULATIONS The Company shall comply with all rules, regulations, and laws of the United States of America,the State of Texas,and all laws,regulations,and ordinances of the City of Baytown as they now exist or may hereafter be enacted or amended. XVII. SALE OF INTEREST The Company may not sell, transfer or assign all or part interest in its rights or obligations under this Agreement to another party or parties without the prior express written approval of the City Manager of such sale or assignment, nor shall Company assign any monies due or to become due to it hereunder without the previous consent of the City Manager. 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; however, the City hereby reserves the right to withhold its consent for any reason or no reason whatsoever. XVIII. NON-WAIVER Failure of either party hereto to insist on the strict performance of any of the agreements herein or to exercise any rights or remedies accruing thereunder upon default or failure of performance shall not be considered a waiver of the right to insist on and to enforce by an appropriate remedy, strict compliance with any other obligation hereunder to exercise any right or remedy occurring as a result of any future default or failure of performance. XIX. GOVERNING LAW This Agreement shall in all respects be interpreted and construed in accordance with and governed by the laws of the State of Texas and the City, regardless of the place of its execution or performance. The place of making and the place of performance for all purposes shall be Baytown, Harris County, Texas. XX. 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. Collection Services Agreement, Page 8 XXI. CONDITIONS BEYOND CONTROL Neither the City nor the Company shall be required to perform any term, condition or covenant of this Agreement so long as performance is delayed or prevented by force majeure, which shall mean acts of God,drought,floods,material or labor restrictions by any governmental authority, and any other cause not reasonably within the control of either party in which, by the exercise of due diligence, the City or the Company is unable to prevent or overcome. XXII. VENUE This Agreement shall in all respects be interpreted and construed in accordance with and governed by the laws of the State of Texas and the City, regardless of the place of its execution or performance. The place of making and the place of performance for all purposes shall be Baytown, Harris County, Texas. XXIII. NO RIGHT TO ARBITRATION Notwithstanding anything to the contrary contained in this Agreement, the City and the Company hereby agree that no claim or dispute between the City and the Company 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, the Company consents to be joined in the arbitration proceeding if the Company's presence is required or requested by the City of complete relief to be recorded in the arbitration proceeding. XXIV. MISCELLANEOUS PROVISIONS This Agreement shall not bestow any rights upon any third party, but rather, shall bind and benefit the Company and the City only. This Agreement contains all the agreements of the parties relating to the subject matter hereof and is the full and final expression of the agreement between the parties. This Agreement shall not be amended or modified without the express written consent of both parties hereto. XXV. 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. Collection Services Agreement, Page 9 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 19 day of December , 1995,the date of execution by the City Manager of the City of Baytown. COMPANY Signature Robert S. Sawyer Printed Name President Title CITY OF BAYTOWN: B AYROUZ�TREE, City Manager ATTEST: EILEEN P. HALL, City Clerkf APPROVED AS TO FORM: I ACID RAMIRE R., City Attorney Collection Services Aa reement, Page 10 STATE OF TEXAS § COUNTY OF HARR4 § 7Z�rtZc.vt-t' efore me on this day personally appeared , in his capacity as of ,X on behalf of such corporation,known to me to be the person whose name i�ubscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and consideration therein expressed. SUBSCRIBED AND SWORN before me thisv?5?Nay of .UC-Q-M b er , 1995. E:lz 1C.J�'dtC Ot f?%83 ` .. � C� �vgow��Ir%1`�-sT Notary Public in and for the Sta" of Texas c:\klhl t\clerk\warrant.txt Collection Services Agreement, Page 1 1