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Ordinance No. 11,508ORDINANCE NO. 11,508 AN ORDINANCI..''OF THE CHA' COUNCIL OFTHE, CITY OFHAYTOWN, "H`XAS, AuTHORIZING AND DIRECTING' 1 111" CITY MANAGER TO T 1 11 L T1 F'IXECUTI AN INTERLOCAL AGRF'i­N*'NT WITH -11 TEXAS DEPARTMF NT' C)1! TRANSPORTATION FOR TI-IF USE AND, 011'RATION OFTHL' CRASH REPORTING AND ANALYSIS t,'OR SAFER HIGHWAYS (CRASH) SYSTFM AND SEARCH COMPONENTS', AND PROVIIANG FOR TI IE EFFEC'I'IVI�[)ATE'1'111',R]IIOF. 13E IT ORDAINI.."D BY THL" CITY COUNCIL OF "ILIF" CITY 13AY"I'OWN, "I'E'XAS: Section 1: Thill tile City COLHICil eat" the City of' Baytown hem'eby authorizes aml directs the City Manager to execute ain Interlocal Agi-cement with theTexas Department of Tran sport ation for the usc and operation ofthe Crash Reporting and Analysis for Safer Highways (CRASH) System and Search components. A copy ofthe agrcenient is attached hereto, marked I'Ahibil "Al," and madca part hereof for call in vents and j)LIrposcs. Section 2: This ordinance sh.,dI take effect inimediate1v from atid "I ter Its passage by the City Council ofthe City of Baytown, INTRODUCI-J), READ and PASSIJ) by the affirniafl7lte of the City COLUICil 01'111C City of Baytown this the 23`1 day of'Novernber, 2010, 14 APPROVIED ASTO FORM: :"Z, SR,,,' y, Attorney R_ANio,1�4 ISR- 31 _Ivi NAC10 RAMIRI' S'1'1,�-'Il�ll�LL- fONCAIi],OS,'N4a Volisiv I I I evA'Karewh I vs'O N Coma D 1 xPO (CRAS1 Opeemcw doL Contract No. THE STATE OF TEXAS § FI�IIBTT A THE COUNTY OF TRAVIS § INTERLOCAL AGREEMENT THIS CONTRACT is entered into by the Contracting Parties under Govemment Code, Chapter 791. I CONTRACTING PARTIES: Texas Department of Transportation TxDOT City of Baytown Local Government II. PURPOSE: Access to the Crash Reporting and Analysis for Safer Highways (CRASH) System. 111. STATEMENT OF SERVICES TO BE PERFORMED: The Local Government will undertake and carry out services described in Attachment A, Scope of Services. IV. CONTRACT PAYMENT: The total amount of this contract shall not exceed $0.00. V. TERM OF CONTRACT: This contract begins when fully executed by both parties and terminates on September 1, 2015, or when otherwise terminated as provided in this Agreement. VI. LEGAL AUTHORITY: THE PARTIES certify that the services provided under this contract are services that are properly within the legal authority of the Contracting Parties. The governing body, by resolution or ordinance, dated November 23, 2010 has authorized the Local Government to provide the scope of services. This contract incorporates the provisions of Attachment A, Scope of Services, Attachment B, General Terms and Conditions, and Attachment C, Resolution or Ordinance. City of Baytown By AUTHORIZED SIGNATURE TYPED OR PRINTED NAME AND TITLE FOR THE STATE OF TEXAS Date Executed for the Executive Director and approved for the Texas Transportation Commission for the purpose and effect of activating and /or carrying out the orders, established policies or work programs heretofore approved and authorized by the Texas Transportation Commission By Date Janice Mullenix Director, Contract Services Section InterlocaHntedocal_LG Page 1 of 1 Revised 02/01/2008 Contract No. ATTACHMENT A Scope of Services TxDOT will provide access to the Crash Reporting and Analysis for Safer Highways (CRASH) System and Search components for use by the Local Government. The CRASH component allows the Local Government to enter crash reports via a secure public internet; alleviating the need to submit paper crash reports. TxDOT has purchased a site license from AT Solutions for Easy Street Draw software and will purchase the annual maintenance for this software for the life of this agreement. For each crash report submitted to TxDOT via CRASH, TxDOT will make available to the Local Government the data associated with that crash in a Extensive Markup Language (XMQ document format. The transport mechanism for the Local Government to receive the data will be file transfer protocol (FTP). One month prior to the Local Government using CRASH, the Local Government will coordinate with TxDOT to ensure that it is able to receive the data. TxDOT will provide a CRASH phased, rollout schedule for the Local Government. The TxDOT phased, rollout schedule will include the number of users allowed access CRASH and the date when user access will be available. TxDOT will provide a CRASH training schedule for the Local Government. The TxDOT CRASH training schedule will include the Local Government name, date, time, location and number of users allowed for each training session available. TxDOT will provide user management technical documentation to each Local Government accessing CRASH. TxDOT will provide level 1 Help Desk support for CRASH users. The TxDOT help desk support will not include the following: • Problems related to the Local Government network • User ID and password issues, since the Local Government is responsible for user management The Local Government shall: • Provide proof that the Local Government has downloaded the Shibboleth open source or SAML 2 compliant user management software to comply with CRASH user management requirements. • Provide the total number of users by rollout phase. • Adhere to the TxDOT rollout phase schedule and help desk procedures. • Attend TxDOT CRASH training per the TxDOT training schedule. • Use AT Solutions Easy Street Draw (version four or higher) software to meet the diagramming tool requirement within CRASH. • Submit crash reports via a secure public internet using the CRASH component. • Provide the number of users allowed to access CRIS authorization for each CRASH user within one month prior to using CRASH in production. • Provide proof the authorization has been tested and that TxDOT can authenticate the CRASH users. • Review and accept the data sharing format approved by TxDOT. • Use the Shibboleth user management software within one month prior to using CRASH in production. • Download a new version of Shibboleth upon TxDOT notification to ensure that TxDOT and the Local Government are in sync from a Shibboleth software perspective. Interlocal- Interlocal_LG Page 1 of 1 Attachment A Contract No. ATTACHMENT B General Terms and Conditions Article 1. Additional Work A. If the Local Government is of the opinion that any assigned work is beyond the scope of this contract and constitutes additional work, it shall promptly notify TxDOT in writing. The written notice shall present the relevant facts and show how the work constitutes additional work. B. If TxDOT in its sole discretion finds that the work does constitute additional work. TOOT shall so advise the Local Government and a written amendment will be executed. The Local Government shall not perform any proposed additional work or incur any additional costs before the execution of an amendment. C. TOOT shall not be responsible for actions by the Local Government or for any costs incurred by the Local Government relating to additional work that is performed before an amendment is executed or that is outside the scope of the contract, as amended. Article 2. Amendments This contract may only be amended by written agreement executed by both parties before the contract is terminated. Article 3. Notice to Proceed If Attachment A requires a notice to proceed, the Local Government shall not proceed with any work or incur any costs until TxDOT issues a written notice to the Local Government authorizing work to begin. Any costs Incurred by the Local Government before receiving the notice are not eligible for reimbursement. Article 4. Conflicts Between Agreements If the terms of this contract conflict with the terms of any other contract between the parties, the most recent contract shall prevail. Article 5. Nonconforming Work If the Local Government submits work that does not comply with the terms of this contract, Tx0OT shall instruct the Local Govemment to make any revisions that are necessary to bring the work into compliance with the contract. No additional compensation shall be paid for this work. Article S. Termination This contract terminates at the end of the contract term, when all services and obligations contained in this contract have been satisfactorily completed, by mutual written agreement, or 30 days after either party gives notice to the other party, whichever occurs first. TOOT shall compensate the Local Government only for those eligible expenses that are incurred during this contract and that are directly attributable to the completed portion of the work covered by this contract and only if the work has been completed in a manner satisfactory and acceptable to TxDOT. The Local Government shall neither incur nor be reimbursed for any new obligations after the date of termination. Article 7. Funding (NOT APPLICABLE) TOOT shall pay for services from appropriation items or accounts from which like expenditures would normally be paid. Payments received by the Local Government shall be credited to the current appropriation items or accounts from which expenditures of that character were originally made. If for any reason subcontractors and suppliers, if any, are not paid before TOOT reimburses the Local Government for their services, the Local Government shall pay the subcontractors and suppliers all undisputed amounts due for work no more than 10 days after the Local Government receives payment for the work unless a different time is specified by law. This requirement also applies to all lower -tier subcontractors and suppliers and must be incorporated in all subcontracts. If the Local Government fails to comply with this Article. TxDOT ,may withhold payments and suspend work until the subcontractors and suppliers are paid. The Local Government is authorized to submit requests for reimbursement no more frequently than monthly and no later than ninety (90) days after costs are incurred. Interlocal— Interlccal LG Page 1 of 4 Attachment B Contract No. Article 8. Basis for Calculating Reimbursement Costs (NOT APPLICABLE) TxDOT will reimburse the Local Government for actual costs incurred in carrying out the services authorized in Attachment A, Scope of Services, subject to the cost categories and estimated costs set forth in Attachment B, Budget. TxDOT shall compensate the Local Government for only those eligible expenses Incurred during this contract that are directly attributable to the completed portion of the work covered by this contract, provided that the work has been completed in a manner satisfactory and acceptable to TxDOT. The Local Government shall not incur or be reimbursed for any new obligations after the effective date of termination. The Local Government shall bill TxDOT for actual travel expenses, not to exceed the limits reimbursable under state law. Out-of -state or out -of- country travel by the Local Government requires prior approval by TxDOT. Article 9. Gratuities Any person who is doing business with or who reasonably speaking may do business with TxDOT under this contract may not make any offer of benefits, gifts, or favors to employees of TxDOT. The only exceptions allowed are ordinary business lunches and items that have received the advanced written approval of the Executive Director of the Texas Department of Transportation. Article 10. Conflict of Interest The Local Government shall not assign an employee to a project if the employee: A. owns an interest in or is an officer or employee of a business entity that has or may have a contract with the state relating to the project; B. has a direct or indirect financial interest in the outcome of the project; C. has performed services regarding the subject matter of the project for an entity that has a direct or indirect financial interest In the outcome of the project or that has or may have a contract with TxDOT; or D. Is a current part-time or full -time employee of TxDOT. Article 11. Local Government Resources All employees of the Local Government shall have adequate knowledge and experience to enable them to perform the duties assigned to them. The Local Government certifies that it currently has adequate qualified personnel in its employment to perform the work required under this contract or will be able to obtain adequate qualified personnel from sources other than TxDOT. On receipt of written notice from TxDOT detailing supporting factors and evidence, the Local Government shall remove from the project any employee of the Local Govemment who is incompetent or whose conduct becomes detrimental to the work. Unless otherwise specified, the Local Government shall fumish all equipment, materials, supplies, and other resources required to perform the work. Article 12. Assignment Subcontracts (NOT APPLICABLE) A subcontract may not be executed by the Local Government without prior written authorization by TxDOT. Subcontracts in excess of $25,000 shall contain all applicable terms and conditions of this contract. No subcontract will relieve the Local Government of its responsibility under this contract. Neither party shall assign any interest in this agreement. Article 13. Responsibilities of the Parties Each party acknowledges that it is not an agent, servant, or employee of the other party. Each party is responsible for its own acts and deeds and for those of its agents, servants, or employees. Article 14. Disputes The Local Government shall be responsible for the settlement of all contractual and administrative issues arising out of procurements entered in support of contract services. TxDOT shall be responsible for the settlement of any dispute concerning this contract unless the dispute involves a subcontract. Article 16. Records and Ownership A. The Local Government agrees to maintain all books, documents, papers, accounting records, and other evidence pertaining to costs at its office during the contract period and for four years from the date of final payment under the contract. These materials shall be made available for inspection and copying by TxDOT, by the State Auditor's Office, and by their authorized representatives. If the contract is Interlocal4nterlocai_LG Page 2 of 4 Attachment B Contract No. federally funded, these materials shall also be made available for inspection and copying by the U.S. Department of Transportation and by the Office of the Inspector General. B. ARer completion or termination of this contract, atl documents prepared by the Local Govemment or furnished to the Local Government by TxDOT shall be delivered to and become the property of TxDOT. All sketches, photographs, calculations, and other data prepared under this contract shall be made available, on request, to TxDOT without restriction or limitatlon of further use. C. TxDOT shall own all title to, all interests in, all rights to, and all intellectual property (including copyrights, trade and service marks, trade secrets, and patentable devices or methods) arising from or developed under this contract. D. Except to the extent that a specific provision of this contract states to the contrary, all equipment purchased by the Local Government or its subcontractors under this contract shall be owned by TxDOT and will be delivered to TxDOT at the time the contract is completed or terminated, E. The State Auditor may conduct an audit or investigation of any entity receiving funds from TxDOT directly under the contract or indirectly through a subcontract under the contract. Acceptance of funds directly under the contract or indirectly through a subcontract under this contract acts as acceptance of the authority of the State Auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. An entity that is the subject of an audit or investigation must provide the State Auditor with access to any information the State Auditor considers relevant to the investigation or audit. Article 16. Reference to Costs Principles and Circulars (NOT APPLICABLE) Reimbursement with state or federal funds will be limited to costs determined to be reasonable and allowable under cost principles establish in OMB Circular A -21, "Cost Principles for Educational Institutions," or OMB Circular A -87, "Cost Principles for State and Local Governments." The parties shall comply with the requirements of the Single Audit Act of 1984, P.L. 98 -502, ensuring that the single audit report includes the coverage stipulated in OMB Circular A -133. Article 17. Equal Employment Opportunity The Local Government agrees to comply with Executive Order 11246, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 and as supplemented by Department of Labor regulations, 41 CFR Part 60. The Local Government agrees to consider minority universities for subcontracts when the opportunity exists. The Local Government warrants that it has developed and has on file appropriate affirmative action programs as required by applicable rules and regulations of the Secretary of Labor. Article 18. Nondiscrimination A. The Local Government shall comply with the regulations of the U.S. Department of Transportation relating to nondiscrimination in federally- assisted programs, including 49 CFR, Part 21; 23 CFR, Subchapter C; and 41 CFR, Part 60 -74 (the Regulations). B. The Local Government, with regard to the work performed during this agreement, shall not discriminate on the basis of race, color, sex, national origin, age, religion, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment. C. In all solicitations either by competitive bidding or negotiation made by the Local Government for work to be performed under a subcontract, including procurements of materials and leases of equipment, but not including routine purchase orders, each potential subcontractor or supplier shall be notified by the Local Government of the Local Government's obligations under this agreement and the Regulations. D. The Local Government shall provide all information and reports required by the Regulations and directives issued under the Regulations and shall permit access to its books, records, accounts, other sources of information, and facilities as may be determined by the Texas Department of Transportation or the U.S. Department of Transportation to be pertinent to ascertain compliance with the Regulations or directives. If any information required of the Local Government is in the exclusive possession of another who fails or refuses to furnish this information, the Local Government shall so certify to the Texas Department of Transportation or the U.S. Department of Transportation, whichever is appropriate, and shall set forth what efforts the Local Government has made to obtain the requested information. IntedocaHnterlocal LG Page 3 of 4 Attachment 8 id Contract No. E. In the event of the Local Government's noncompliance with the nondiscrimination provision of this agreement, the Texas Department of Transportation shall impose such sanctions as it or the U.S. Department of Transportation may determine to be appropriate. F. The Local Government shall include the provisions of paragraphs A through E in every subcontract, Including procurements of materials and leases of equipment, except routine purchase orders, unless exempt by the Regulations or directives. The Local Government shall take such lawful action with respect to any subcontract or procurement as the Texas Department of Transportation may direct as a means of enforcing these provisions, including sanctions for noncompliance. In the event the Local Government becomes Involved in or is threatened with litigation with a subcontractor or supplier as a result of directions given by TxDOT, the Local Government may request the Texas Department of Transportation to enter into the litigation to protect the interests of the State. In addition, the Local Government may request the United States to enter into litigation to protect the interests of the United States. Article 19. Compliance with Laws The parties shall comply with all federal, state, and local laws, statutes, ordinances, rules, and regulations and with the orders and decrees of any courts or administrative bodies or tribunals In any manner affecting the performance of this agreement. After receiving a written request from TOOT, the Local Government shall furnish TxDOT with satisfactory proof of its compliance with this Article. Article 20. Signatory Warranty Each signatory warrants that the signatory has necessary authority to execute this agreement on behalf of the entity represented. Interlocal— Interlocal LG Page 4 of 4 Attachment 8 Contract No. ATTACHMENT C Resolution or Ordinance (Resolution or ordinance is attached and made a part of this agreement.) IntertocaHntedocal LG Page 1 of 1 Attachment C