Ordinance No. 14,450ORDINANCE NO. 14,450
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS,
AUTHORIZING AN INTERLOCAL AGREEMENT WITH HARRIS COUNTY FOR
THE PRELIMINARY ENGINEERING SERVICES FOR THE MARKET STREET
REVITALIZATION PROJECT; AUTHORIZING PAYMENT BY THE CITY OF
BAYTOWN IN AN AMOUNT NOT TO EXCEED SIX HUNDRED TWENTY-FOUR
THOUSAND AND NO100 DOLLARS ($624,000.00); MAKING OTHER
PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTIVE
1009:R1.91009
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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 an Interlocal Agreement with Harris
County for the Preliminary Engineering Services for the Market Street Revitalization Project. 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 Harris
County in an amount not to exceed SIX HUNDRED TWENTY-FOUR THOUSAND AND NO/100
DOLLARS ($624,000.00) 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 NO100 DOLLARS ($50,000.00) or less, provided
that the amount authorized in Section 2 hereof may not be increased by more than twenty-five percent
(25° 0)•
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 a' iative vote of the Cit ouncil of the City of
Baytown this the 23' day of July, 2020.
DON CAPETIL O,Ifayor
ATT
L ICIA BRYSCH, C Clerk
APPROVED AS TO FORM:
N L. HORNER, Interim City Attorney
R:'.Karen .Files •.City Council Ordinances\2020Vuly 23 HamsCountylnterlocal.doc
Exhibit "A"
JOINT PARTICIPATION INTERLOCAL AGREEMENT
This Joint Participation Interlocal Agreement ("Agreement") is entered into by and between Harris
County ("County") and City of Baytown ("City") pursuant to the Interlocal Cooperation Act, Tex. Gov't
Code Ch. 791.001, et seq. County and City may each be referred to herein individually as a "Party" or
collectively as the ("Parties").
RECITALS
It is of mutual benefit to both Parties to conduct a study of road and sidewalk improvements in and
around Market Street from Bayway Drive to West Sterling Avenue ("Project") as generally illustrated on
Exhibit A attached hereto and incorporated herein by reference;
Both Parties desire to cooperate in accordance with the terms of this Agreement to jointly
accomplish the completion of the Project; and
Both Parties agree that all funds used under this Agreement shall be from current fiscal funds.
Now therefore, in consideration of the mutual promises, obligations, and benefits herein set forth,
the Parties agree as follows:
TERMS
Section 1. Responsibilities of the Parties
A. County's Responsibilities
(i) The County will provide or cause to be provided, engineering services and related support
services necessary to prepare a study report for the completion of the Project.
(ii) The County shall be responsible for obtaining all necessary permits and jurisdictional
approvals for completion of the project.
(iii) The County will provide an invoice to the City for their cost share percentage for completion
of the Project in accordance with Section 2 of this Agreement.
(iv) Upon completion of the study report the County will submit the study report to the City for
review and approval; and
B. City's Responsibilities
(i) City will review the study report provided by the County and provide its approval within ten
(10) business days. Should the City desire to make changes to such study report, the Parties
agree to meet and resolve all issues within ten (10) business days after the City meeting to
review the study report in order to finalize an agreed upon study report for the Project. If
the City does not provide a response on the study report provided by the County within ten
(10) business days from its receipt of the study report, then the study report submitted to the
City by the County will be deemed approved.
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Section 2. Funding of the Project
Notwithstanding any provision in this Agreement to the contrary, the following provisions will
apply to all payments made under this Agreement:
A. The County agrees to provide (50%) of the study report cost, not to exceed $624,000.00, necessary
for the completion of the Project and the City agrees to provide (50%) of the study report cost, not
to exceed $624,000.00 ("City Funding Share") necessary for the completion of the Project.
B. County will invoice City for the City Funding Share after Commissioners Court approves the
professional services agreement for the study report and all Parties execute this Agreement.
C. The City agrees to provide payment of the City Funding Share to the County within thirty (30)
days of receipt of the invoice.
D. The County agrees that in the event it is unable to perform the Project at a cost that does not exceed
the total to be paid by each Party as set forth in Section 2.A. above, the County will provide notice
of such event to the City. At that time, either Party may choose to terminate this Agreement or the
Parties may mutually agree in writing how the additional funding of the Project will be paid.
Section 3. Term and Termination
A. This Agreement shall commence upon final execution by all the Parties (the "Effective Date") and
shall remain in full force and effect until the completion of the Project or the County's receipt of all
payments due from the City under this Agreement, whichever occurs later ("Term").
B. This Agreement may be terminated by the County before award of the professional services
agreement and at any time by mutual written consent of the Parties, or as otherwise provided under
this Agreement.
Section 4. Limitation of Appropriation
A. City understands and agrees, said understanding and agreement also being of the absolute essence
of this Agreement, that the County is not currently appropriating any additional funds for the Project
other than those specified in Section 2.A. County may appropriate funds to complete the Project,
but such funds shall not under any conditions, circumstances, or interpretations thereof exceed the
sum certified available by the Harris County Auditor.
B. City understands and agrees, said understanding and agreement also being of the absolute essence
of this Agreement, that failure of the Harris County Auditor to certify additional funds beyond those
appropriated pursuant to Section 2.A. or to certify sufficient funding beyond those appropriated
pursuant to Section 2.A. for any reason shall not be considered a breach of this Agreement.
Section 5. Miscellaneous
A. Non -Assignability. The County and the City bind themselves and their successors, executors,
administrators, and assigns to the other Party of this Agreement and to the successors, executors,
administrators, and assigns of such other Party, in respect to all covenants of this Agreement.
Neither the County nor the City shall assign, sublet, or transfer its interest in this Agreement without
the prior written consent of the other Party
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B. Notice. Any notice required to be given under this Agreement ("Notice") shall be in writing and
shall be duly served when it shall have been (a) personally delivered to the address below, (b)
deposited, enclosed in a wrapper with the proper postage prepaid thereon, and duly registered or
certified, return receipt requested, in a United States Post Office, addressed to County or the City
at the following addresses:
City: City of Baytown
213 Market Street
Baytown, TX 77520
Attention: Frank Simoneaux
Email: Frank. simoneaux_jct?ba_ytown.org
Phone: 281-420-5312
Attention: City Manager
Email: citv.manageria±aytown.or ;
Phone: 281-420-6500
County: Harris County Engineering Department
1001 Preston Avenue, 7`h Floor
Houston, Texas 77002-1893
Attention: Contract Coordinator
Email: weona.dean@eng.hctx.net
Any Notice given by mail hereunder is deemed given upon deposit in the United States Mail and
any Notice delivered in person shall be effective upon receipt.
Each Party shall have the right to change its respective address by giving at least fifteen (15) days'
written notice of such change to the other Party.
Other communications, except for Notices required under this Agreement, may be sent by electronic
means or in the same manner as Notices described herein.
C. Independent Parties. It is expressly understood and agreed by the Parties that nothing contained in
this Agreement shall be construed to constitute or create a joint venture, partnership, association or
other affiliation or like relationship between the Parties, it being specifically agreed that their
relationship is and shall remain that of independent parties to a contractual relationship as set forth
in this Agreement. The County is an independent contractor and neither it, nor its employees or
agents shall be considered to be an employee, agent, partner, or representative of the City for any
purpose. The City, nor its employees, officers, or agents shall be considered to be employees,
agents, partners or representatives of the County for any purposes. Neither Party has the authority
to bind the other Party.
D. No Third Party Beneficiaries. This Agreement shall be for the sole and exclusive benefit of the
Parties and their legal successors and assigns. The County is not obligated or liable to any party
other than the City for the performance of this Agreement. Nothing in the Agreement is intended
or shall be deemed or construed to create any additional rights or remedies upon any third party.
Further, nothing contained in the Agreement shall be construed to or operate in any manner
whatsoever to confer or create rights or remedies upon any third party, increase the rights or
remedies of any third party, or the duties or responsibilities of County with respect to any third party.
E. Waiver of Breach. No waiver or waivers of any breach or default (or any breaches or defaults) by
either Party hereto of any term, covenant, condition, or liability hereunder, or the performance by
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either Party of any obligation hereunder, shall be deemed or construed to be a waiver of subsequent
breaches or defaults of any kind, under and circumstances.
F. No Personal Liability; No Waiver of Immunity.
(1) Nothing in the Agreement is construed as creating any personal liability on the part of
any officer, director, employee, or agent of any public body that may be a Party to the
Agreement, and the Parties expressly agree that the execution of the Agreement does not
create any personal liability on the part of any officer, director, employee, or agent of the
County or the City.
(2) The Parties agree that no provision of this Agreement extends the County's or the City's
liability beyond the liability provided in the Texas Constitution and the laws of the State
of Texas.
(3) Neither the execution of this Agreement nor any other conduct of either Party relating to
this Agreement shall be considered a waiver by the County or the City of any right,
defense, or immunity on behalf of itself, its employees or agents under the Texas
Constitution or the laws of the State of Texas.
G. Applicable Law and Venue. This Agreement shall be governed by the laws of the State of Texas
and the forum for any action under or related to the Agreement is exclusively in a state or federal
court of competent jurisdiction in Texas. The exclusive venue for any action under or related to the
Agreement is in a state or federal court of competent jurisdiction in Houston, Harris County, Texas.
H. No Binding Arbitration; Right to Jury Trial. The Parties do not agree to binding arbitration, nor do
the Parties waive their respective right to a jury trial.
I. Contract Construction.
(1) This Agreement shall not be construed against or in favor of any Party hereto based
upon the fact that the Party did or did not author this Agreement.
(2) The headings in this Agreement are for convenience or reference only and shall not
control or affect the meaning or construction of this Agreement.
(3) When terms are used in the singular or plural, the meaning shall apply to both.
(4) When either the male or female gender is used, the meaning shall apply to both.
J. Recitals. The recitals set forth in this Agreement are, by this reference, incorporated into and
deemed a part of this Agreement.
K. Entire Agreement; Modifications. This Agreement contains the entire agreement between the Parties
relating to the rights herein granted and the obligations herein assumed. This Agreement supersedes
and replaces any prior agreement between the Parties pertaining to the rights granted and the
obligations assumed herein. This Agreement shall be subject to change or modification only by a
subsequent written modification approved and signed by the governing bodies of each Party.
L. Severability. The provisions of this Agreement are severable, and if any provision or part of this
Agreement or the application thereof to any person, entity, or circumstance shall ever be held by
any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder
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of this Agreement and the application of such provision or part of this Agreement to other persons,
entities, or circumstances shall not be affected thereby.
M. Survival of Terms. Any provision of this Agreement that, by its plain meaning, is intended to
survive the expiration or earlier termination of this Agreement shall survive such expiration or
earlier termination. If an ambiguity exists as to survival, the provision shall be deemed to survive.
N. Multiple Counterparts'Execution. This Agreement may be executed in several counterparts. Each
counterpart is deemed an original and all counterparts together constitute one and the same
instrument. In addition, each Party warrants that the undersigned is a duly authorized representative
with the power to execute the Agreement.
O. Warranty. By execution of this Agreement, the Parties warrant that the duties accorded to both
Parties in this Agreement are within the Parties respective powers and authority.
HARRIS COUNTY CITY OF BAYTOWN
By:_
Lina Hidalgo
County Judge
APPROVED AS TO FORM:
VINCE RYAN
County Attorney
Philip Berzins
Assistant County Attorney
CAO File No.: 20GEN1630
By:
Name
Title
ATTEST
Secretary
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REA
Oft 12ft Oft 6ft6ft Oft 12ft Oft
Shoulder Drive lane Swale Shared -use path Swale Drive lane Shoulder
Elevation of proposed Market Street
Configuration
ORDER OF COMMISSIONERS COURT
The Commissioners Court of Harris County, Texas, met in regular session at its regular term at the
Harris County Administration Building in the County of Houston, Texas, on
with all members present except
A quorum was present. Among other business, the following was transacted:
ORDER AUTHORIZING EXECUTION OF A JOINT PARTICIPATION INTERLOCAL
AGREEMENT BETWEEN HARRIS COUNTY AND THE CITY OF BAYTOWN TO CONDUCT
A STUDY REPORT OF ROAD AND SIDEWALK IMPROVEMENTS IN AND AROUND
MARKET STREET FROM BAYWAY DRIVE TO WEST STERLING AVENUE AND ALL
RELATED APPURTENANCES IN HARRIS COUNTY PRECINCT 2
Commissioner introduced an order and moved that Commissioners
Court adopt the order. Commissioner seconded the motion for adoption of the
order. The motion, carrying with it the adoption of the order, prevailed by the following vote:
Yes No Abstain
Judge Hidalgo
❑
❑ ❑
Comm. Ellis
0
❑ ❑
Comm. Garcia
❑
❑ ❑
Comm. Radack
0
❑ ❑
Comm. Cagle
❑
❑ ❑
The County Judge thereupon announced that the motion had duly and lawfully carried and that the
order had been duly and lawfully adopted. The order thus adopted follows:
IT IS ORDERED THAT:
The Harris County Judge is authorized to execute on behalf of Harris County the attached Joint
Participation Interlocal Agreement between Harris County and the City of Baytown to conduct a
study report of road and sidewalk improvements in and around Market Street from Bayway Drive
to West Sterling Avenue and all related appurtenances in Harris County Precinct 2.
2. All Harris County officials and employees are authorized to do any and all things necessary or
convenient to accomplish the purposes of this order.
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