~z`IZI~ ".!'TRC r~~++~ucre~u~,r C ~'~M~~~FG<1~~~L~ XEPVICES IXC ENGINEERING SERVICE AGREEMENT AGREEMENT made as of Siir~2 27 , 2005 between Kerr County (hereinafter called the "Client") and TRC Enoineering Services, Inc. (hereinafter called the "Engineer"). NOW THEREFORE, in consideration of the mutual understanding herein contained, the parties agree as follows: ARTICLE I Services The Engineer shall render diligently and competently the engineering services described in Attachment A, upon the terms and conditions herein stated. All services to be rendered hereunder shall be subject to the direction and approval of the Client. It is agreed, without limiting the generality of the foregoing, that all drawings, designs, specifications and other incidental engineering work or materials furnished by the Engineer hereunder shall be and remain the property of the Client. ARTICLE II Compensation The Client shall pay the Engineer for services performed hereunder on a "time and expense basis" as defined in the attached Schedule of Fees dated January 20053 ~F The net shall be due and payable within ten 10 days after receipt of the invoice. Interest at the rate of 10% per annum will be charged for invoices not paid within 30 days from invoices e~da~ n nn ~ ~ /1 ~ _ (1_ y~,y~ 7c"~ 5"'"""~ °~ ~ ~~~~~ ~ ARTICLE III General Section 1. License: The Engineer shall comply with all applicable federal, State and local regulations and statutes pertaining to engineering and warrants that he possesses License Number 087106 issued to him by the State of Texas, on July 28, 2000. Page 1 of 3 C"-~HC. ~~~..^. ~.. Section 2. Insurance: The Engineer shall take out and maintain worker's compensation insurance, public liability insurance, and automobile liability insurance in the limits as required by Texas law. Section 3. Qualified Personnel: The obligations and duties to be performed by the Engineer under this Agreement shall be performed by persons qualified to perform such duties efficiently. The Engineer, if the Client shall direct, shall replace any engineer or other person employed by the Engineer in connection with the work. Section 4. Terms of Agreement: This agreement shall become effective as of the date hereof and shall remain in effect until terminated by either party giving thirty days notice to the other party of its intention to terminate. Section 5. Assignment: The obligations of the Engineer under the Agreement shall not be assigned without the approval in writing of the Client. Section 6. Hiring of TRC Engineering Services, Inc. Employees: During the term of and for a period of one-year period following termination of this Agreement, Client shall not employ, solicit the employment of or aid any third party to solicit the employment of any TRC Engineering Services, Inc. employee in any capacity. In the event this provision is breached by the Client, liquidated damages equal to fifty percent (50%) of said employee's annual salary (paid by TRC Engineering Services, Inc. at the time of breach) shall be paid by the Client to TRC Engineering Services, Inc. Section 7. Applicable Law: The validity, construction, and performance of the Agreement shall be governed by the laws of the State of Texas. Section 8. Complete Agreement:. This Agreement is the complete understanding between TRC Engineering Services, Inc. and Kerr County and it supersedes all prior agreements and understandings concerning the subject matter set forth herein. Section 9. Nondisclosure: During the course of performing services, the Engineer may become aware and receive confidential information, including data, designs, ideas, methods, reports, plans or other proprietary matters of the Client. The Engineer agrees to receive and hold in strict confidence for and on behalf of the Client all such confidential information acquired from the Client and all information that the Engineer creates in connection with or as a result of performing services under this agreement, including data, designs, ideas methods, reports, suggestions, or other confidential information. The Engineer shall restrict disclosure of the information solely to those of its employees with a need to know or those designated by the Client as having a need to know, and shall not disclose it to other parties either during or after the termination of this agreement. The Engineer shall advise employees of the obligation of confidentiality. Page 2 of 3 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed. Client, ~~ For the Signed Herman C. Roark, Jr. Exec. VP Printed Name & Title 700 Main Street 718 Alpine Drive Mailing Address Kerrville, TX 78028 Kerrville, TX 78028 City, State, ZIP 700 Main Street Billing Address Kerrville, TX 78028 City, State, ZIP Attention Accounts Payable Page3of3 TRC ENGINEERING SERVICES, INC. Schedule of Fees - 2005 Class Hourly Code Classification Rate 10 Senior Engineering Management Consultant $ 125.00 11 Professional Engineer $ 150.00 14 Network Specialist $ 100.00 16 Contract Administrator $ 50.00 19 Senior Project Manager $ 95.00 20 Project Manager $ 65.00 30 Resident Inspector - OSP $ 65.00 31 Inspector - OSP $ 50.00 34 Engineering Technician $ 50.00 50 Secretary & Word Processor $ 35.00 51 Grant Administrator $ 50.00 61 Draftsperson $ 45.00 64 Plant Record Clerk $ 35.00 Overtime Rate =Regular Hourly Rate x 1.50 Auto Mileage - $.40 per Mile Expenses A. Actual and reasonable expenses paid to employees plus cost of prints, postage and telephone. B. Actual vehicle rental cost. C. Actual air travel cost. D. If special test equipment is required, actual rental charges will be invoiced. E. If outside consultants, architects, or specialized agencies are used, at the request of or as approved by the Owner, actual costs plus 12% will be billed. Page 1 of 1 ATTACHMENT"A" 7o Kerr Countv \ Engineering Service Agreement Dated ~}(a~C./ t3: ~~ DESCRIP710NOFSERVICES: ~u-1oC'VC~ Gt1~~~~~U~tq`G~b~ Q-~fC~~~c?~'~+~~ C~n~i c~t~~1w D ~ ~C ~e~' ~ t'c{~-j C`~.~ Requested Start Date: ~~'(tE 13 ~~ Requested Completion Date: ~ ~G We will assign the following TRC Project Code number(s) to this project. lent. / -a?-o .~ Date Accepted by Herman C. Roark, Jr. Exec. VP Printed Name & Title ~ -~~- r~ Date Page 1 of 1