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Ordinance No. 9,896ORDINANCE NO. 9896 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, • RENEWING THE INTERLOCAL AGREEMENT WITH THE TEXAS MUNICIPAL LEAGUE WORKERS' COMPENSATION JOINT INSURANCE FUND TO PROVIDE ADMINISTRATIVE SERVICES FOR THE CITY'S WORKERS' COMPENSATION PROGRAM; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN FOR MONTHLY CLAIMS AS INCURRED, ADJUST ESCROW NECESSARY TO MEET SIXTY (60) DAYS' AVERAGE CLAIMS REQUIREMENT AND PROJECTED PAYMENT OF EIGHT HUNDRED THREE THOUSAND SIX HUNDRED TWENTY -SIX AND NO/ 100 DOLLARS ($803,626.00) FOR CLAIMS COSTS, ADMINISTRATIVE FEES, AND EXCESS WORKERS' COMPENSATION INSURANCE; 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 approves renewal of the Interlocal Agreement with the Texas Municipal League for Workers' Compensation Joint Insurance Fund to provide administrative services for the City's Workers' Compensation Program and for the purchase of Excess Workers' Compensation Insurance with statutory limits for the City's employees. Section 2: The City Council hereby authorizes payment to the Texas Municipal League Workers' Compensation Joint Insurance Fund for monthly claims as incurred, adjust escrow necessary to meet sixty (60) days' average claims requirement and projected payment of EIGHT HUNDRED THREE THOUSAND SIX HUNDRED TWENTY -SIX AND NO /100 DOLLARS ($803,626.00) for claims costs, administrative fees, and excess workers' compensation insurance. Section 3: That the City Manager is hereby granted general authority to approve any change order involving a decrease or an increase in costs of TWENTY -FIVE THOUSAND AND NO /100 DOLLARS ($25,000.00) or less, provided that the original contract price may not be increased by more than twenty-five percent (25 %) at anytime or decreased by more than twenty-five percent (25 %) without the consent of the Texas Municipal League 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 vote of the City Council of the City of Baytown this the 23`d day of September, 2004. _C:��S� CALVIN MUNDINGER, Mayor ATTEST: GAR W. SMITH City Clerk APP OVED AC TO FORM: ACIO RAMIREZ, SR., City A o ey \ \Bdc2 \litigation \Karen \Files \City Council\ dinances\ RenewTMLlnterlocal4WorkersComp20042005 .doe AGREEMENT FOR AUDITING SERVICES STATE OF TEXAS § COUNTY OF HARRIS § This Agreement for the Auditing Services (the "Agreement") is made as of the 151bday of gepk04n6,r , 2004, by and between the CITY OF BAYTOWN, a municipal corporation located in Harris and Chambers Counties, Texas, (the "City") and the BAYTOWN AREA WATER AUTHORITY, a governmental agency and a body politic and corporate of the State of Texas, created pursuant to Chapter 600, Acts of the 63rd Legislature, Regular Session, 1973, located in Harris County, Texas, (the "BAWA"). For and in consideration of the mutual covenants herein contained, it is agreed as follows: Section 1. Description of Program. The City, subject to the terms and conditions herein, agrees to perform or cause to be performed auditing services as required or requested by the Director of Finance for the fiscal years ending September 30, 2004, 2005, and 2006 (the"Audit"). Section 2. Reports. The City shall submit or cause to be submitted the results of each audit after the end of each fiscal year during the term of this Agreement. Section 3. Funds to be provided by the District. For and in consideration of the services to be provided by the City in furtherance of this Agreement, BAWA, subject to the contingency expressed in Section 8 hereof, shall tender funds to the City of Baytown for the Audit based upon the following schedule of costs: Year BAWA Financial Audit 09/30 2004 $ 4,478 2005 $ 4,657 2006 $ 4,843 Total $ 13,978 Agreement for Auditing Services,Page 1 Unless otherwise provided, all payments required to be made herein shall be payable on or before 30 days after BAWA receives an invoice therefor from the City. Section 4. Term. This Agreement shall be effective for a period commencing on the date first mentioned above, and ending 30 days after final completion and acceptance of the 2006 Audit by BAWA, unless sooner terminated by either party hereto pursuant to the terms hereof; and the Agreement may be extended under the same terms and conditions upon the election of the parties for a period of time not to exceed three years after the expiration of the initial term. Section 5. Termination for Cause. A party may terminate its performance under this contract only upon default by the other party. Default by a party shall occur if the party fails to perform or observe any of the terms and conditions of this Agreement required to be performed or observed by that party. Should such a default occur, the party against whom the default has occurred shall have the right to terminate all or part of its obligations under this contract as of the 301h day following the receipt by the defaulting party of a notice describing such default and intended termination, provided: (1) such termination shall be ineffective if within said 30-day period the defaulting party cures or has commenced the cure of the default, or (2) such termination may be stayed, at the sole option of the party against whom the default has occurred,pending cure of the default. Upon the termination of this Agreement, both parties shall be relieved of their respective obligations herein stated, subject to the refund and payment obligations referenced in Section 7 hereof. This Agreement shall not be subject to termination for convenience. Section 6. Force Majeure. Any prevention, delay, nonperformance, or stoppage due to any of the following causes shall excuse nonperformance for the period of any such prevention, delay, nonperformance, or stoppage, except the obligations imposed by this Agreement for the payment of funds. The causes referred to above are strikes, lockouts, labor disputes, failure of power, acts of God, acts of public enemies of this State or of the United States, riots, insurrections, civil commotion, inability to obtain labor or materials or reasonable substitutes for either, governmental restrictions or regulations or controls, casualties or other causes beyond the reasonable control of the party obligated to perform. Agreement for Auditing Services,Page 2 Section 7. Refund and Payment upon Termination. Upon termination of this Agreement pursuant to Section 5 hereof due to an uncured default by the City, the City hereby agrees to refund all unexpended, unappropriated monies, if any, previously paid by BAWA to the City pursuant to this Agreement. If at the time of termination BAWA owes the City monies, BAWA shall remit to the City the appropriate amount computed as of the effective date of the termination. Upon termination of this Agreement pursuant to Section 5 hereof due to an uncured default by BAWA, BAWA hereby agrees to pay the total amount committed in Section 4 hereof less any amount which the City will not be obligated to pay for BAWA's audit, on or before the effective date of the termination. Section 8. Contingency. It is expressly understood and agreed that this Agreement for fiscal years 2005 and 2006 are contingent upon funds being appropriated by the Board of Directors of the Baytown Area Water Authority for financial auditing services. Should funds not be appropriated, this Agreement shall become null and void and both parties shall be relieved of any and all obligations hereunder without liability to the other party or to any other person or entity. Section 9. Parties in Interest. This contract shall bind and benefit the City and BAWA and shall not bestow any rights upon any third parties. Section 10. 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 or to exercise any right or remedy occurring as a result of any future default or failure of performance. Section 11. Compliance with Applicable Laws. The parties hereto 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. Agreement for Auditing Services,Page 3 Section 12. Choice of Law; Venue. This contract is subject to and shall be construed in accordance with the laws of the State of Texas, the laws of the federal government of the United States of America and all rules and regulations of any regulatory body or officer having jurisdiction. This contract is performable in Harris County, Texas. Section 13. Notices. All notices required or permitted hereunder shall be in writing and shall be deemed delivered when actually received or, if earlier, on the third day following deposit in a United States Postal Service post office or receptacle with proper postage affixed (certified mail, return receipt requested) addressed to the respective other party at the address described below or at such other address as the receiving party may have theretofore prescribed by notice to the sending party: BAWA Baytown Area Water Authority Attn: President, Board of Directors P.O. Box 424 Baytown, Texas 77522-0424 Fax: (281)420-6586 CITY City of Baytown Attn: City Manager P.O. Box 424 Baytown, Texas 77522-0424 Fax: (281)420-6586 Section 14. Audits. The City and BAWA may, at any reasonable time, conduct or cause to be conducted an audit of the other parties' records and financial transactions concerning the Audit. The cost of said audit will be borne by the entity requesting the audit. The City and BAWA shall make available all of its records in support of the audit. Section 15. Ambiguities. In the event of any ambiguity in any of the terms of this contract, it shall not be construed for or against any party hereto on the basis that such party did or did not author the same. Agreement for Auditing Services,Page 4 Section 16. Captions. The captions of the sections and subsections, if any, of this Agreement are for convenience and ease of reference only and do not define, limit, augment or describe the scope, content or intent of this Agreement or of any part or parts of this Agreement. Section 17. Entire Agreement. 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. Any oral representations or modifications concerning this instrument are of no force or effect excepting a subsequent modification in writing signed by all the parties hereto. Section 18. Assignment or Transfer of Rights or Obligations. The City shall not sell, assign, or transfer any of its rights or obligations under this Agreement in whole or in part without prior written consent of the BAWA. Section 19. 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. Section 20. 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, this ?7.9 day of Seem be,- , 2004. CITY OF BAYTOWN CALVIN MUNDINGER, Mayor Agreement for Auditing Services,Page 5 .Iv ATTEST: n GARY W. SMITH, City Clerk BAYTOWN AREA WATER AUTHORITY ROBERT L. GILLETTE, President ATTEST: GORY 4W. SMITH, Assistant Secretary \Bdc2,litigation\Karen\Files\BAWA',Interlocal\Agreement for auditing services.doc Ajzreement for Auditing Services,Page 6 CERTIFICATION I, GARY W. SMITH, the duly appointed and acting City Clerk of the City of Baytown, Harris County, Texas, do hereby certify and attest that as part of my duties, I do supervise and act as lawful custodian of the records of the City of Baytown; that the attached document is a true and correct copy of Ordinance No. 9896 ORDINANCE NO. 9896 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, RENEWING THE INTERLOCAL AGREEMENT WITH THE TEXAS MUNICIPAL LEAGUE WORKERS' COMPENSATION JOINT INSURANCE FUND TO PROVIDE ADMINISTRATIVE SERVICES FOR THE CITY'S WORKERS' COMPENSATION PROGRAM; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN FOR MONTHLY CLAIMS AS INCURRED, ADJUST ESCROW NECESSARY TO MEET SIXTY (60) DAYS' AVERAGE CLAIMS REQUIREMENT AND PROJECTED PAYMENT OF EIGHT HUNDRED THREE THOUSAND SIX HUNDRED TWENTY-SIX AND NO/100 DOLLARS ($803,626.00) FOR CLAIMS COSTS, ADMINISTRATIVE FEES, AND EXCESS WORKERS' COMPENSATION INSURANCE; MAKING OTHER PROVISIONS RELATED THEREO; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. Adopted by the City Council at its meeting held on September 9, 2004. WITNESS MY HAND AND SEAL of the City on September 29, 2004. ary iN. Smith, City Clerk (SEAL)