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					                                                   COURT ORDER

                        2011 1794
    ORDER NO.: _ _ _ _ _ _ _ __
    DATE: October 18, 2011
    STATE OF TEXAS                             §
                                               §
    COUNTY OF DALLAS                           §


            BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County, Texas, held
    on October IS, 2011, on motion made by --lobn Wi J ey Prj re, Commissioner of District /13 . and
    seconded by Dr. Elba Garcia, Commissioner of District /14 . the following Order was adopted:


            WHEREAS, a claim was presented by John Morey against Danas County and was presented to the
    Commissioners Court in closed session on October 11, 2011 as pelTI1itted by Texas Govemrnent Code
    §551.071(1)(b) and (2); and

           WHEREAS, the Civil Division of the Dallas County Criminal District Attorney's Office has
    recommended that the claim be denied and good cause appearing to the Court to deny said claim; and

            WHEREAS. the action authorized by this order is consistent with and promotes Strategy 1.3 of Dallas
    County's Strategic Plan.

            IT IS THEREFORE, ORDERED, ADJUDGED and DECREED that the claim by John Morey against
    Dallas County is hereby denied.                !\
                                                   , \
            DONE IN OPEN COURT this the ISth day of Octobe!, 20 '!.
                                                              r




    Mike Cantrell, Comm. Dist. #2                                    Dr. Elba Garcia, Comm. Disl. #4


               oed for Approval:



~ 'G rdon Hikel
    Chief, Civil Division
    Dallas County District Attorney's Office
ORDERNO: _ _ _ __
                                      2011 1795                                                                       COURT ORDER


DATE: October 18, 2011

STATE OF TEXAS

COUNTY OF DALLAS

BE IT REMEMBERED, at a regular meeting of Commissioners Court of Dallas County, Texas, held on the

 ___________ ________________ dayof __________~0~c~t~ob~e=r~_________________ ,2011,on
           18_t_h

a motion made by                                     Jolm Wiley Price, Commissioner of District No, 3                                                                                                     , and seconded by

.:::Dr.:::..:.'-'E::::l::.:b::::a~Ga::::r:..:c::::i::::a:.!.,~Co::::rrmu=·::::s::::s::::io::::n::::e=r'__"o::::f_'D::::l::.:·
                                                                                                                            s::::t:::r.::i.=:c::::t..::Nc.::0:.:.,--'.4________ ,   the following Court Order was adopted:

WHEREAS,                             Commissioners Court was briefed on October 11,2011 concerning a lease agreement with Decker
                                     Corrections, Inc. (DCI) for approximately 23, 436 square feet at the Bill Decker Corrections Center
                                     Jail; and

WHEREAS,                             this portion of the facility will be used by Lessee for offenders on parole or probation who were
                                     residents of County when their offense was committed, and who are referred by the Texas
                                     Department of Criminal Justice and Dallas County Community Supervision and Corrections
                                     Department; and

WHEREAS,                             Dallas County Commissioners Court finds that the health and human services activities provided
                                     at the facility are in the public interest; and

WHEREAS,                             the proposed lease rate is $4.50 per square foot for a total monthly rate of $8,788.50; and

WHEREAS,                             the term of the lease will automatically renew on a monthly basis beginning October 15, 2011 until
                                     such time as terminated as specified in the lease

IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County Commissioners Court does
hereby approve the attached lease agreement with Decker Corrections, Inc. effective October 15, 2011 for
approximately 23, 436 square feet at the Bill Decker Corrections Center Jail and authorizes the County Judge to
execute the lease on behalf of Dallas County.

                                                                                               18th                             day of                           ~6ber




Clay LewiU:7s, County Judge                                                                                     Mau~ey, Distnct #1                                                            Mike Cantrell, Distri t #2



                                                    ~~~A                                                                                                    tfi/u,
                                                                                                                                                     Dr. Elba Garcia, District #4



                                                                  Recommended                              b~ '>I~ }U/k.;,>f~)t/L.C )\,  a..Je
                                                                                                                Shannon S. BDwn, Assistant Administrator
                                                                                                                                                                                                    /
                                      LEASE AGREEMENT

 THIS Agreement is entered into and made as of the 15th of October 2011 by and between
 DECKER CORRECTIONS, INC., a for profit corporation, hereinafter called Lessee, and
 DALLAS COUNTY, hereinafter called County.

                                           WITNESETH

        WHEREAS, County owns certain real property known as the Bill Decker Corrections
 Center Jail located at 899 Stemmons Freeway, Dallas, Texas 75207, and;

       WHEREAS, Lessee, a for profit corporation, has entered into a contract with the Texas
Department of Criminal Justice, Parole Division, to establish a community correctional program
in County, and;

       WHEREAS, a portion of the Bill Decker Corrections Center Jail, hereinafter called the
Premises, will be used by Lessee for offenders on parole or probation who were residents of
County when their offense was committed, and who are referred by the Texas Department of
Criminal Justice and Dallas County Community Supervision and Corrections Department and;

       WHEREAS, the Dallas County Commissioners Court finds that the health and human
services activities provided by Lessee are in the public interest; and

        WHEREAS, Lessee and County have reached an agreement on the terms and
conditions of a lease agreement for the Premises and use of the Cabana Pool Area.

        IT IS THEREFORE, ORDERED, ADJUDGED and DECREED that County in
consideration of the mutual covenants, promises, agreements and other good and valuable
consideration contained herein does agree to lease to Lessee and Lessee does hereby agree to
lease from County the Premises and use of the Cabana Pool area as follows:

                                                 I.

                                          BASIC TERMS

(A) Definitions:

        "Rent" means base rent plus any other sums of money due County by Lessee.

        "County" means Dallas County and its agents, employees, clientele, invitees, licensees,
        or visitors.

        "Lessee" means Decker Corrections, Inc., and its agents, employees, invitees,
        concessionaires, licensee.s, visitors, contractors or subcontractors.

        "Essential Services" means heating, ventilating, air conditioning, water, and utility
        connections reasonably necessary for occupancy of the premises for the use stated
        herein.

        "Common Areas(s)" means all facilities and areas of the building that are intended and
        designated by County from time to time for the common, general, and nonexclusive use
                                                 1

Lease with Decker Corrections, Inc.
         of all Lessees or County of the building. County shall have the exclusive control over and
         right to manage the common areas.

         "Building Operation Hours" means seven (7) days per week, twenty-four (24) hours per
         day.

         "Parking Facility" means the facility or area designated by County for the parking of
         Lessee's vehicles.

        "Operating Expenses" means all expenses that County shall reasonably pay in
        connection with the ownership, operation, and maintenance of the building, except
        principal and interest on any debt, expenditures classified as capital expenditures for
        federal income tax purposes, and expenses for which Lessee is required to reimburse
        County.

        "Complex" means all the land and building comprising the whole property, including but
        not limited to any parking areas, walkways, landscaped areas and other improvements
        appurtenant thereto, of which the Premises are a portion.

        "Premises" means all the land and building comprising that portion of the whole property
        leased to Lessee for the uses hereinafter described. Specifically excluded from the
        Premises are all roofs; the secured area of the Bill Decker Jail Facility, including but not
        limited to the main building; exercise area; loading docks; dumb waiters in both secured
        and nonsecured areas; and all other reasonably associated areas.

(B)     Address of County:             Dallas County Commissioners Court
                                       411 Elm Street, 2 nd Floor
                                       Dallas, Texas 75202-3389

        or other such address as may from time to time be designated by County in writing.

(C)     Address of Lessee:            Decker Corrections, Inc.
                                      c/o Don Smith
                                      13041 Railway Drive .
                                      Oklahoma City, Oklahoma 73114

        or other such address as may from time to time be designated by Lessee in writing.

(D)     Complex: The complex in which the Premises is located is the Bill Decker
        Correction Center Jail which has the common address of 899 Stemmons Freeway,
        Dallas, Texas 75207. The legal description of the parcel of real estate on which the
        Complex is situated is attached hereto as Exhibit "A" and incorporated by reference
        herein.

(E)     Premises: Space in the area of the Complex above described, being the Cabana Area
        Building of the Sill Decker Correction Center Jail Complex containing 23,436 square feet
        of building, more or less, plus use of the outside Cabana Pool area, each of which are
        more particularly described in Exhibit "S" attached hereto and incorporated by reference
        herein.


                                                 2

Lease with Decker Corrections, Inc.
                                                  II.

                                               RENTS

 Lessee agrees to lease the Premises under all other provisions specified herein and to pay Rent
 to County in the amount as follows:

Lessee agrees to pay the monthly rental of Eight Thousand Seven Hundred and Eighty Eight
and 50/100 dollars ($8,788.50) for each month in the term of the lease, in advance, by the 5th of
each month for the lease of the 23,436 square feet of building space. Payments for a partial
month at the beginning or at the end of the lease period will be prorated on a thirty-day mohth.
The initial payment to be made upon the commencement date of the lease shall include the first
month's rent and any partial payment due at the beginning of the lease. The last full month's
rent shall include any partial payments due for the end of the lease period. County has the
option to adjust rental rate in consideration of any in-kind service to be provided by Lessee.

Lessee, as consideration for the use of the Cabana Pool area, agrees to clean, remove all trash,
maintain and repair said area at its sale cost and expense including, but not limited to, all
improvements, landscaping, surfaces and walls.

Lessee further agrees to pay, as additional rent, all other amounts or rental as may be
applicable herein.

Remittance should be made as follows:

                                County of Dallas
                                c/o Dallas County Treasurer's Office
                                509 Main Street, Room 303
                                Dallas, Texas 75202-5701


                                                 III.

                               SERVICE CHARGES AND INTEREST

In recognition of the extra costs to County resulting from Lessee's failure to make timely
payments, any installment of Rent not paid within fifteen (15) days after its due date shall be
subject to a service charge of ten percent (10%) of the unpaid amount, or such lesser amount
as may be the maximum amount permitted by law.

In addition, any such sum not paid within thirty days of its due date shall bear interest at the rate
of twelve percent (12%) per annum or such lesser rate as may be the maximum permitted by
law, from such due date until paid.




                                                  3

Lease with Decker Corrections, Inc.
                                                  IV.

                                         TERM OF LEASE

TERM. The term of the Agreement shall be on an automatically renewing month-to-month
basis beginning, (12:01 a.m.) the 15th day of October, 2011, (the "Commencement Date"). The
term shall end upon County providing Lessee with notice of termination as provided in Section
XIX or as otherwise specified therein.

                                                  V.
                                        USE OF PREMISES

(A)     Specific Use. The Premises shall be occupied and used exclusively for the purpose of
        operation of a community corrections facility containing a maximum of two hundred (200)
        offenders on parole or probation who were residents of Dallas County when their offense
        was committed, and who are referred to Lessee by and under contract with the Texas
        Department of Criminal Justice and the Dallas County Community Supervision and
        Corrections Department and related uses consistent with and incidental thereto, and
        shall not be used for any other purposes.

(B)     Common Area. Lessee and all other persons entering the property at the request of
        Lessee, when duly authorized pursuant to the provision(s) of this Lease, shall have the
        nonexclusive right to use the "Common Area" as constituted from time to time. Such use
        shall be in common with County, other Lessees in the Complex and subject to such
        reasonable rules and regulations governing the use of the Common Area as County, in
        its sale determination, may from time to time prescribe. Specifically excluded from the
        common area are all roofs; the secured area of the Bill Decker Jail Facility, including but
        not limited to the main building; exercise area; loading docks; dumb waiters in both
        secured and nonsecured areas; and all other reasonably associated areas.

(C)     Covenants Regarding Use. In connection with its use of the Premises, Lessee agrees to
        do the following:

        (1)     Lessee shall use the Premises and conduct its business thereon in a safe,
                careful, reputable and lawful manner; shall keep and maintain the Premises in as
                good a condition as they were when Lessee first took possession thereof other
                than normal wear and tear and shall make all necessary repairs to the Premises
                other than those which the County is obligated to make as provided elsewhere
                herein.

        (2)     Lessee shall not commit, nor allow to be committed, in, on or about the Premises
                any act of waste including any act of which might deface, damage or destroy the
                Premises or any part thereof; use or permit to be used on the Premises any
                hazardous or regulated substance, equipment or other thing which might cause
                injury to person or property or increase the danger of fire or other casualty in, on
                or about the Premises; permit any objectionable or offensive noise or odors to be
                emitted from the Premises; or do anything, or permit anything to be done, except
                for ordinary wear and tear which WOUld, in County's opinion, disturb or tend to
                disturb County or other Lessees occupying leased spaces in the Premises.

                                                  4

Lease with Decker Corrections, Inc.
         (3)     Throughout the term of this Lease, Lessee shall prevent the presence, use,
                 generation, release, discharge, storage, disposal, or transportation of an
                 Hazardous Materials (as hereinafter defined) on, under, in, above, to, or from the
                 Premises, or Common Area other than in strict compliance with all applicable
                 federal, state, and local laws, rule regulations and orders. For purposes of this
                 provision, the term "Hazardous Materials" shall mean and refer to any wastes,
                 materials, or other substances of any kind or character that are or become
                regulated as hazardous or toxic waste or substances, or which require special
                handling or treatment, under any applicable local, state or federal law, rule,
                regulation, or order. Lessee shall indemnify, defend, and hold County harmless
                from and against (a) any loss, cost, expense, claim or liability arising out of any
                investigation, monitoring, clean-up, containment, removal, storage, or restoration
                work (herein referred to as "Remedial Work") required by, or incurred by County
                or any other person or party in a reasonable belief that such Remedial Work is
                required by any applicable federal, state or local law, rule, regulation or order, or
                by any governmental agency, authority, or political subdivision having jurisdiction
                over the Premises or Common Area and (b) any claims of third parties for loss,
                injury, expense, or damage arising out of the presence, release, or discharge of
                any Hazardous Materials on, under, in, above, to or from the Premises or
                Common Area. In the event any Remedial Work is so required under any
                applicable federal, state, or local law, rule, regulation or order, Lessee shall
                promptly perform or cause to be performed such Remedial Work in compliance
                with such law, rule, regulation, or order. In the event Lessee shall fail to
                commence the Remedial Work in a timely fashion, or shall fail to prosecute
                diligently the Remedial Work to completion, such failure shall constitute an event
                of default on the part of Lessee under the terms of this lease, and County, in
                addition to any other right or remedies afforded thereunder, may, but shall not be
                obligated to, cause the Remedial Work to be performed, and Lessee shall
                promptly reimburse County for the cost and expense thereof upon demand.

        (4)     Lessee shall not overload the floors of the Premises beyond their designed
                weight-bearing capacity. County reserves the right to direct the positioning of all
                heavy equipment, furniture, fixtures which Lessee desires to place in the
                Premises so as to distribute properly the weight thereof, and to require the
                removal of any equipment or furniture which exceeds the weight limit specified by
                County.

        (5)     Lessee shall not use the Premises, nor allow the Premises to be used for any
                purpose, or in any manner which would, in County's opinion, increase the risk of
                damage, cause partial destruction or destruction of the complex or any portion
                thereof, invalidate any policy of insurance now or hereafter carried on the
                Complex or increase the rate of premiums payable on any such insurance policy.
                Should Lessee fail to comply with this covenant, County may, at its option,
                require Lessee to stop engaging in such activity. Failure to comply with such
                requirement constitutes a breach of this lease and County may terminate this
                lease if such requirement is not met after thirty (30) days written notice to Lessee
                from County.

        (6)     Lessee shall comply with County policy regarding tobacco use on County
                Property and not permit any smoking and/or tobacco use on the Premises,
                Common Area, or in the Cabana Pool area or within 25 feet of any public
                                                  5

Lease with Decker Corrections, Inc.
                entrance to either the Premises or Cabana Pool area. Lessee shall post no
                smoking and tobacco free signs. This lease shall be subject to termination for
                violation of this policy.

 (D)    Compliance with Laws. Lessee shall comply with all laws, statutes, ordinances, rules,
        regulations and orders of any federal, state, municipal or other government agency
        thereof having jurisdiction over and relating to the use, condition and occupancy of the
        Premises, including but not limited to Texas Department of Health Rules for food service
        sanitation, except that Lessee shall not be responsible for or required to make structural
        repairs to the Premises unless, in the case of the latter, they are occasioned by Lessee's
        particular use of the Premises or Lessee's negligence.

(E)     Compliance with Complex Rules and Regulations. Rules and regulations governing the
        use and occupancy of the Premises and all other leased space in the Complex have
        been adopted by the County for the mutual benefit and protection of County and/or all
        Lessees of the Complex. Lessee shall comply with and conform to the rules and
        regulations currently in effect, which are set forth on a schedule attached hereto, made a
        part hereof and marked Exhibit "C". County shall have the right to change such rules and
        regulations from time to time in any manner that it deems necessary or desirable in order
        to insure the safety, care and cleanliness of the Complex and the preservation of order
        therein. Any such amendments to the rules and regulations shall be set forth in writing
        and shall be given to Lessee who shall thereafter comply with and conform to the same.

(F)     Compliance with Zoning. It being understood that applicable zoning ordinances and
        regulations are of public record and that Lessee knows the character of its operation on
        the Premises, Lessee shall have sole responsibility for its compliance therewith, and
        Lessee's inability to so comply shall not be cause for Lessee to terminate this Lease.

                                                VI.

                          UTILITIES AND OTHER BUILDING SERVICES

(A)     Services to be provided by County. County shall furnish Lessee with the following
        utilities and other building services to the extent considered by County to be reasonably
        necessary for Lessee's comfortable use and occupancy of the Premises for the use
        stated herein or as may be required by law or directed by governmental authority:

        (I)     Essential Services;
        (2)     Electricity and lighting for operating business machines and eqUipment in the
                Premises and the common areas and facilities of the Building;
        (3)     Water for lavatory and drinking purposes;
        (4)     Automatic elevator service, where applicable;
        (5)     The washing of exterior windows at intervals established by County;
        (6)     Cleaning and maintenance of the common areas, the walks, driveways, and
                parking lot, including the removal of rubbish and snow; and
        (7)     Repair and maintenance of the Building and certain Systems within the Premises
                to the extent in Section VIII, Paragraph (A) hereof.
        (8)     Dumpster services will be provided.
        (9)     Pest control services will be provided on a one-time per month basis.



                                                 6

Lease with Decker Corrections, Inc.
 (B)     Services to be furnished by Lessee. Lessee shall furnish, at its sole cost and expense:

         (I)     All janitorial services.
         (2)     All services, including but not limited to, health, inspection, or any additional
                 service required for the preparation, distribution, cleaning or any other service or
                 cost associated with any food service operation.
         (3)     All minor repairs such as minor replacement of worn carpet, or spot painting.

 (C)    Additional Services. If Lessee requests any other utilities or building services in addition
        to those identified above or requests any of the above utilities or building services in
        frequency, scope, quality or quantities greater than that which County determines are
        normally required by other Lessees in the Building for general office use, County shall
        use reasonable efforts to attempt to finish Lessee with such additional utilities or building
        services.

          In the event County is able to and does finish such additional utilities or building
         services, the cost thereof shall be borne by Lessee, who shall reimburse County monthly
         for the same as provided in Paragraph VI (E) hereof. If Lessee requests or installs any
         lights, machines or equipment (including but not limited to computers) in the Premises
         that materially affect the temperature otherwise maintained by the Building1s air
         conditioning system or generates substantially more heat in the Premises than that
         which would normally be generated by the lights, business machines and eqUipment
         typically used by other Lessees in the Building or by Lessees in comparable office
         buildings, County shall have the right to install any machinery or equipment wh ich
         County considers reasonably necessary in order to restore the temperature balance
         between the Premises and rest of the Building, including that which modifies the
         Building's air conditioning system. County shall notify Lessee of such need for
         equipment or HV AC upgrade and Lessee shall agree to such changes prior to
         installation of same. All costs expended by County to install any such machinery and
         equipment and any additional cost of operation and maintenance occasioned thereby
         shall be borne by Lessee, who shall reimburse County for the same as provided in
         Paragraph VI(E). All such items become the property of County after installation and
       . acceptance. All warranties, if any, shall be issued in the name of the County for its use
         and benefit.

        Lessee shall not install nor connect any electrical machinery or equipment other than the
        business machines and equipment typically used for general office use by Lessee in
        office buildings comparable to the Building nor any water cooled machinery or
        equipment without County's prior written consent. If County determines that the
        machinery or equipment to be so installed or connected exceeds the designed load
        capacity of the Building's electrical system, or shall increase the cost of utilities over and
        above the average cost prior to such installation, or is in any way incompatible therewith,
        County shall have the right, as a condition to granting this consent, to make such
        modifications to any utility system or other parts of the Building or Premises, or to require
        Lessee to make sLich modification to the equipment to be installed or connected or
        require separate metering. The cost of any such metering or modifications shall be borne
        by Lessee, who shall reimburse County for the same (or any portion thereof paid by
        County) as provided in Paragraph VI (E).

(D)     Interruption of Services. Lessee understands, acknowledges and agrees that anyone or
        more of the utilities or other building services identified above may be interrupted by
                                                   7

Lease with Decker Corrections, Inc.
         reason of accident, emergency or other causes beyond County's control, or may be
         discontinued or diminished temporarily by County or other persons until certain repairs,
         alterations or improvements can be made; that County does not represent or warrant the
         uninterrupted availability of such utilities or building services; and that any such
         interruption shall not be deemed as an eviction or disturbance of Lessee's right to
         possession, occupancy and use of the Premises or any part thereof or render County
         liable to Lessee in damages by abatement of rent or otherwise, or relieve Lessee from
         the obligation to perform its covenants under this lease.

 (E)     Payment for Utilities and Building Services. In addition, the cost of additional utilities
         and other building services finished by County at the request of Lessee or as a result of
         Lessee activities as provided in Paragraph VI (C) shall be paid by Lessee who shall
         reimburse and pay County monthly for the same as additional rent at the same time the
         next monthly installment of monthly Rent and other additional rent is due. See Section II
         on Rents.


                                                 VII.

                                      CAPITAL IMPROVEMENTS

 Lessee shall make no capital improvements, alterations or commence any type of construction
without the prior approval of the Dallas County Commissioners Court by formal order. In the
event that the Lessee shall desire to make a capital improvement, alteration or other
construction (hereinafter "Improvements") Shall, at its sole cost and expense, prepare or have
prepared conceptual drawings and other documents as needed to fully describe in detail the
requested Improvements, an estimated construction cost, and a construction schedule. Such
documentation shall be delivered to the Director of Facilities Management Department
(Facilities) for review and comment. After review, incorporation of any agreed changes, and
approval by Facilities, the request shall be presented to such committees and the
Commissioners Court for approval. In the event that the Improvements shall be approved in
concept by the Commissioners Court to be added as a capital improvements, the Lessee and
County shall enter into a agreement that will specify the availability of funding, payment of all
cost and expense of the Improvements, rights, duties and obligation of each of the parties
regarding the final design and construction of the Improvements.

Notwithstanding any provision of this agreement, title to and ownership of any and all
Improvements shall be in Dallas County without any lien or encumbrance of any type or nature.



                                                VIII.

                           REPAIRS, MAINTENANCE, ALTERATIONS,
                              IMPROVEMENTS AND FIXTURES

(A)     Repair and Maintenance of Complex. County shall keep and maintain in good order,
        condition and repair the roof, exterior and interior load-bearing walls (including any plate
        glass windows comprising a part thereof), foundation, basement, the common areas and
        facilities of the Complex and electrical, plumbing, heating ventilation and air conditioning
        systems serving the Complex.
                                                  8

Lease with Decker Corrections, Inc.
 (8)     Alterations and Improvements. Except as herein shown in Section VII, CAPITAL
         IMPROVEMENTS, Lessee shall not make, nor permit to be made, alterations or
         improvements to the Premises unless Lessee obtains the prior written consent of the
         County thereto, and such consent shall not be unreasonably withheld. If County permits
         Lessee to make any such alterations or improvements, Lessee shall make the same in
         full compliance with the terms and conditions as shown in Section VII, CAPITAL
         IMPROVEMENTS.

         Lessee shall promptly repair any damage to the Premises or the Complex caused by
         any such alteration or improvements. Any alteration or improvements to the Premises,
         except movable office furniture and equipment and trade fixtures, shall, at County
         election, either (1) become part of the realty and the property of County, and shall not be
         removed by Lessee, or (2) be removed by Lessee upon the expiration or earlier
         ternnination hereof and any damage caused thereby repaired at Lessee's cost and
         expense. In the event Lessee fails to remove same, County may have same removed
         and the Premises so repaired at Lessee's sole expense.

 (C)    Trade Fixtures. Any trade fixtures installed on the Premises by Lessee at its own
        expense, such as removable partitions, laundry equipment, kitchen equipment, counters,
        shelving, mirrors, security cameras and the like, shall, at the request of County, be
        removed on the Expiration Date or earlier ternnination of this Lease, provided that
        Lessee is not then in default, at Lessee's sole cost for such removal, and further that
        Lessee shall repair, at its own expense, any and all damage to the Premises resulting
        from such removal.

        If Lessee fails to remove any or all such trade fixtures from the Premises on the
        Expiration Date or earlier termination of this Lease, all such trade fixtures shall become
        the property of County, unless County elects to require their removal, in which case
        Lessee shall promptly remove same and restore the Premises to the prior condition. In
        the event Lessee fails to remove same, County may have same removed and the
        Premises so repaired at Lessee's sale expense.

                                                 IX.

                                               SIGNS

Lessee shall no! inscribe, paint, affix or display any signs, advertisements or notices on or in the
Common Areas of the Complex or the Premises and visible from the outside, without prior
written approval of the type, kind, content and method of attachment by County. Lessee may
place Lessee identification information in form and content as County permits to be included or
shown, on the directory board in the main lobby and on Lessee access doors to the Premises,
without prior written approval of the type, kind, content and method of attachment by County.
Any sign shall comply with all applicable laws, ordinances of the jurisdictional authority.




                                                 9

Lease with Decker Corrections, Inc.
                                                  x.
                                      FIRE OR OTHER CASUAL TV

 (A)    Substantial Destruction of the Building in which Premises is Located. If the Building in
        which the Premises are located should be substantially destroyed (which. as used
        herein. means destruction or damage to at least 75% of such Building). by fire or other
        casualty. either party may. at its option. terminate this Lease by giving written notice
        thereof to the other party within thirty (30) days of such casualty. In such event. the rent
        shall be apportioned to and shall cease as of the date of such casualty. In the event
        neither party exercises this option. the Premises shall be reconstructed and restored. at
        County's expense. to substantially the same condition as they were prior to the casualty.

(B)     Destruction of Premises.

        (1)     Substantial Destruction of Premises. If the Premises should be substantially
                destroyed (which as used herein. means destruction or damage to at least 75%
                of such Premises). or rendered wholly unusable for the purposes for which they
                were leased. by fire or other casualty but the Building is not substantially
                destroyed as provided above. the parties hereto shall have the following options:

                (a)     If such destruction is not the result of the acts or negligence of Lessee.
                        either party may at its option. terminate this Lease by giving written notice
                        thereof to the other party within thirty (30) days of such casualty. In such
                        event. the rent shall be apportioned to and shall cease as of the date of
                        such casualty. In the event neither party exercises this option. the
                        Premises will be reconstructed and restored. at County's expense. to
                        substantially the same condition as they were prior to the casualty. In that
                        event. rent shall be abated from the date of the casualty until substantial
                        completion of the reconstruction of the Premises. whereupon this Lease
                        shall continue in full force and effect for the balance of the term upon the
                        same terms. conditions and covenants.

                (b)     If such destruction is the result of the acts or negligence of Lessee. its
                        employees or agents. County shall have the right and option. to be
                        exercised within thirty (30) days following the destruction. by giving
                        written notice to Lessee.

                        (1)     to reconstruct and restore the Premises to substantially the same
                                condition as they were prior to the casualty. The Lease shall
                                continue in full force and effect for the balance of the term upon
                                the same terms. conditions and covenants as are contained
                                herein; provided. however. that the rent shall not be abated from
                                the date of casualty until substantial completion of the
                                reconstruction of the Premises. or

                        (2)     terminate this Lease as of the date of the casualty. to which date
                                rent shall be apportioned and shall thereafter cease.




                                                  10

Lease with Decker Corrections, Inc.
 (C)    Partial Destruction of the Premises.

        (1)     If the Premises should be rendered partially unusable for the purpose for which
                they were leased (which, as used herein, means such destruction or damage as
                would prevent Lessee from carrying on its business on the Premises to an extent
                exceeding 40% of its normal business activity) by fire or other casualty which is
                not the result of acts or negligence of Lessee, County shall have the options

                (a)     to repair or reconstruct such damaged part of the Premises, at County's
                        expense, to substantially the same condition as it was prior to the
                        casualty; rent shall be abated in the proportion which the approximate
                        area of the damaged part bears to the total area in the Premises from the
                        date of the casualty until substantial completion of the reconstruction
                        repairs; and this Lease shall continue in full force and effect for the
                        balance of the term, or

                (b)     tenminate this lease, as of the date of the casualty, to which date rent
                        shall be apportioned and shall thereafter cease.

                (c)     In the event County shall repair or reconstruct the Premises County shall
                        use reasonable diligence in completing such reconstruction repairs, but in
                        the event County fails to complete the same within two hundred (200)
                        days from the date of the casualty, Lessee may, at its option, terminate
                        this Lease upon giving County written notice to that effect.

        (2)     If such destruction is the result of the acts or negligence of Lessee, County shall
                then have the right and option, to be exercised within Sixty (60) days following the
                destruction, by giving written notice to Lessee,

                (a)     to reconstruct and restore the Premises to substantially the same
                        condition as they were prior to the casualty. The Lease shall continue in
                        full force and effect for the balance of the term upon the same tenms,
                        conditions and covenants as are contained herein; provided however, that
                        the rent shall not be abated from the date of casualty until substantial
                        completion of the reconstruction of the Premises, or

                (b)     terminate this Lease as of the date of the casualty, to which date rent
                        shall be apportioned and shall thereafter cease.

(D)    County's Responsibility County's responsibility to reconstruct and restore the Premises
       as described in Paragraph X (A), X (8) and X (C) shall be limited to the repair and
       restoration of the Premises as were originally required to be made by County in
       accordance with this Lease, or as was tendered to Lessee at the Commencement date
       of this Lease.

(E)    Reservation of Rights. Notwithstanding anything contained herein to the contrary, in the
       event that any damage to the complex, building or premises shall be the result of action,
       in action or negligence of Lessee, County does not waive and speCifically hereby
       reserves a/l rights and remedies as provided by law


                                                 11

Lease with Decker Corrections, Inc.
                                                 XI.

                                  GENERAL PUBLIC LIABILITY.
                               INDEMINIFICATION AND INSURANCE

 (A)     INSURANCE-COUNTY requires and Lessee agrees that the following insurance
        coverage will be met and in effect without interruption for the life of the awarded contract
        and any renewal or extension. Lessee will submit within ten (10) days after the Effective
        Date of this Contact to the Dallas County Purchasing Department a certificate of
         insurance, or if requested by County, a certified copy of the insurance policy, providing
        verification of the herein required coverage. The certificate of insurance shall list Dallas
        County as the certificate holder. Acceptance of the verification of insurance shall not
        relieve or decrease the liability of the Lessee. Dallas County will neither be responsible
        for nor authorize payment for any item or items listed in this agreement in its original
        form or as it may be modified in the future for which the County may be liable without
        having the applicable certificates (or certified policy) on file. All policies shall be issued
        by an insurance company acceptable to County and authorized to do business in the
        Stale of Texas, having a rating of A or better by A.M. Best Co. All insurance cost
        including any deductibles, which shall not exceed ten percent (10%) of the coverage,
        shall be paid in full by Lessee without cost to or contributions from Dallas County. The
        following minimum insurance coverage is required:

        (1)     Property Insurance.
                (a)    County shall at all times during the term of this Lease insure the Complex
                       against all risk of direct physical loss in an amount and with such
                       deductible as County considers appropriate; provided, County shall not
                       be obligated in any way or manner to insure any personal property
                       (including, but not limited to, any furniture, machines, goods or supplies)
                       of Lessee upon or within the Premises, or fixtures installed or paid for by
                       Lessee upon or within the premises, or any improvements which Lessee
                       may construct on the premises. County shall not be obligated to repair
                       maintain, restore, or replace or otherwise be liable for the damage or
                       destruction of any of the foregoing. Lessee shall have no right in or claim
                       to the proceeds of any policy of insurance maintained by County even if
                       the cost of such insurance is borne by Lessee. County shall have the right
                       to self-insure against the above-described risk. Lessee at all times during
                       the term of this Lease shall, at its own expense, keep in full force and
                       effect insur;:Ince against fire and such other risks as are from time to time
                      included in standard all risk insurance (including coverage against
                      vandalism and malicious mischief) for the fall insurable value of Lessee's
                      trade fixtures furniture, supplies, all items of personal property, and any
                       improvements which Lessee may construct on or in the Premises and a/l
                      other items that are the property of Lessee located on or within the
                      premises.

                (b)     Lessee shall provide at his sale cost and expense Fire and other Casualty
                        Insurance in the amount $1,000,000.00, naming both lessee and County
                        as insured parties, insuring the Premises against Loss by Fire or other
                        Casualty. Such policy shall contain a no co-insurance or an agreed
                        amount endorsement.

                                                 12

Lease with Decker Corrections, Inc.
         (2)    General Liability Insurance. Lessee shall procure and maintain throughout the
                term of this lease a policy or policies of comprehensive general liability
                insurance, with "personal injury" coverage and contractual liability coverage, at
                its sale cost and expense, insuring both County and Lessee against all claims,
                demands or actions arising out of or in connection with Lessee's use or
                occupancy of the Premises, Common Area and Complex, or by the condition of
                the Premises, Common Area and Complex, the limits of such policy or policies to
                be in an amount not less than $500,000 in respect of bodily injury to one or more
                persons and in an amount not less than $50,000 in respect of property damaged
                or destroyed.

        (3)     Notice. Lessee shall obtain a written obligation on the part of each insurance
                company to notify County at least ten days prior to cancellation of such
                insurance. Copies of such policies or duly executed certificates of insurance shall
                be promptly delivered to County and renewals thereof as required shall be
                delivered to County at least thirty (30) days prior to the expiration of the
                respective policy terms. If Lessee should fail to comply with the foregoing
                requirements relating to insurance, County may obtain such insurance and
                Lessee shall pay to County on demand as additional rent hereunder the premium
                cost thereof plus interest at the rate often percent (10%) per annum from the date
                of payment by County until repaid by Lessee.

        (4)     Lessee agrees that, with respect to the above referenced insurance, all
                insurance contracts will contain following required provisions:

                (a)     "This insurance shall not be canceled, limited in scope or coverage, or
                        non-renewed until after forty five (45) days prior written notice, and forty-
                        five (45) days for non-payment of premium, has been given by the
                        insurance company to the County."

                (b)     "It is agreed that the Lessee's insurance shall be deemed primary with
                        respect to any insurance or self insurance carried by the County for
                        liability arising out of operations under the contract with the County."

                (c)     "Dallas County, County Commissioners, County Judge, the County's
                        elected officials, director, employees, agents, representatives and
                        volunteers are added as additional insured as respects operations and
                        activities of, or on behalf of the named insured performed under contract
                        with the Owner."

                Lessee must provide for notice to the COUNTY at the address shown below by
                registered mail.

                All Insurance Coverage shall be on an occurrence basis unless specifically
                approved in writing and executed by the County's Director and Risk Manager.

(6)     Indemnity. County shall not be liable to Lessee or to Lessee's employees, clientele,
        agents, or visitors or to any other person whomsoever, for any injury to person or
        damage to property on or about the Premises or Common Area or resulting from the use
        of County furnished property, including, but not limited to, consequential damage, (1)
        caused by any act or omission of Lessee, its employees, clients, sublessee, licenses
                                                  13

Lease with Decker Corrections, Inc.
         and concessionaires or of any other person entering the property or the Complex or
         Premises by express or implied invitation of lessee, or (2) arising out of the use of the
         Complex, Premises, Common Area or use of County furnished property by lessee, its
         employees, clients, sublessee, licensee, concessionaires or invitees, or (3) arising out of
         any breach or default by lessee in the performance of its obligations hereunder, or (4)
         caused by the improvements or County fumished property located ill the Complex,
         Premises or Common Area becoming out of repair or by defect in or failure of
        equipment, pipes, or wiring, or by broken glass, or by backing up of drains, or by gas,
        water, steam, electricity or oil leaking, escaping or flowing into the Complex, Premises or
        Common Area, or (5) arising out of the failure or cessation of any service provided by
        County (including security service and device), or (6) any delay in lessee's occupancy of
        the Premises due to any delay in the completion of any construction. lessee hereby
        agrees to indemnify County and hold County harmless from any liability, loss, expense
        or claim (including, but not limited to reasonable attorney's fees) arising out of such
        damage or injury. County shall not be liable to lessee for any loss or damage that may
        be occasioned by or through the acts or Omissions of other lessees of the Complex or
        of any other person whomsoever. lessee specifically agrees to be responsible,
        indemnify and hold County harmless from any and all damages or expense of whatever
        kind arising out of or caused by a burglary, theft, vandalism, malicious mischief or other
        illegal acts performed in, at or from the Complex, Premises, or Common Area. Further,
        County shall not be liable to lessee for any inconvenience or loss to Lessee in
        connection with any of the construction, repair, maintenance, damage, destruction,
        restoration, or replacement referred to in this lease.

         To the fullest extent allowed by law and equity, lessee agrees to indemnify and hold
         harmless the County, the Dallas County Judge, the Dallas County Commissioners, its
          Department Heads, officers, employees, agents, representatives, invitees, contractors
         and subcontractors against all claims, demands, actions, snits, losses, damages,
         liabilities, costs and/or expenses of every kind and nature (including, but not limited to,
         court costs, litigation expenses and reasonable attorneys fees) and all recoverable
         interest thereon, incurred by or sought to be imposed on the County, the Dallas County
         Judge, the Dallas County Commissioners, its Department Heads, officers, employees,
         agents, representatives, invitees, contractors and subcontractors because of personal
         injury (including death) or damage to property (whether real, personal or inchoate),
         arising out of or in any way related (whether directly or indirectly, causally or otherwise)
         to: (1) the performance of, attempted performance of, or failure to perform, operations or
         work under the lease by lessee, its subcontractors and/or any other person or entity;
        (2) the use or condition of the Premises, including the Building, (3) the selection,
         provision, use or failure to use, by any person or entity, of any tools, supplies, materials,
        equipment or vehicles (whether owned or supplied by County, Contractor, or any other
        person or entity) in connection with said work or operations; (4) the presence on the
         Premises of lessee, its officers, subcontractors, employees, suppliers, vendors, invitees,
        Clients and their invitees, or any other person entering onto the Premises or in the
        Building whether or not such person is acting by or on behalf of lessee; or (5) the
        actions or inactions, intentional or otherwise of Lessee, its officers, employees, agents,
        representatives, subcontractors, vendors, material persons, the Clients and their invitees
        or any other person present in the Premises or the Building or performing any actor
        service on lessee's behalf or at its request; (6) the actions or inactions of Clients while in
        the care, custody and control of Lessee.


                                                  14

Lease with Decker Corrections, Inc.
         This indemnity shall apply, whether or not any such injury or damage has been, or is
         alleged to have been, caused in whole or in part by the negligence, intentional actions or
         fall It of County, the Dallas County Judge, Dallas County Commissioners, its Department
         Heads, officers, employees, agents, representatives, invitees, contractors or on any
         other theory of liability. including negligence, intentional wrongdoing, strict products
         liability or the breach of non-delegable duty.

        Lessee further agrees to defend (at the election of the County) against any claim,
        demand, action or suit for which indemnification is provided hereunder at its sole cost
        and expense, paying same as they shall become due.

         Without in any way limiting or restricting the indemnification and defense agreements
        stated above, Lessee agrees that it is the intention of the parties hereto that Lessee and
         its insurers bear the entire risk of loss or injury to any of Lessee's employees, officers,
        "borrowed servants," agents, representatives, subcontractors, vendors, materialmen,
        clients or their invitees, or any other person present on the Premises or performing any
        other act or service on Lessee's behalf or at its request, or receiving services from
        Lessee, whether or not any such loss or injury is caused in whole or in part by any
        negligence or fault of County, tile Dallas County Judge, Dallas County Commissioners,
        its Department Heads, officers, employees, agents, representatives, invitees, contractors
        and subcontractors and Lessee, its members, employees, agents, invitees, contractors
        and subcontractors and without claim against or seeking any contribution therefore from
        the County, the Dallas County Judge, the Dallas County Commissioners, the
        Department Heads, officers, employees, agents, representatives, invitees, contractors
        and subcontractors and Lessee, its members, employees, agents, representatives,
        invitees, contractors and subcontractors or their insurers. Nothing herein is written to
        create any third parties beneficiaries to this Lease.

        Responsibility for Construction Indemnification and Insurance. Approval by tile
        County of any plans, drawings or specifications, or other construction related items shall
        not constitute nor be deemed a release of the responsibility and liability of Lessee its
        employees, contractors, subcontractors, agents and/or consultants for tile accuracy and
        competency of their designs, working drawings, specifications or other documents and
        work; nor shall such approval be deemed to be an assumption of Such responsibility by
        the County for any defect, error or omission in the designs, working drawings and
        specifications or other documents prepared by Consultant, its employees,
        subcontractors, agents and consultants.

                                                 XII.

                                          SUBROGATION

(A)     Release of Claims/Subrogation. Lessee releases County from any claim, by subrogation
        or otherwise, for any damage to the premises, the building, the parking facility, if any, or
        personal property within the building, by reason of fire or the elements, regardless of
        cause, including negligence of County or Lessee. This release applies only to the extent
        that it is permitted by law, the damage is covered by insurance proceeds, and the
        release does not adversely affect any insurance coverage.

(8)      Notice to Insurance Companies. County and Lessee will notify the issuing insurance
        companies of the release set forth in the preceding paragraph and will have the
                                                 15

Lease with Decker Corrections, Inc.
             insurance policies endorsed, if necessary, to prevent invalidation of the insurance
             coverage.

     (C)     Waiver of Subrogation. All insurance policies will contain a waiver of Subrogation of any
             and all claims against County.

                                                    XII.

                                      ASSIGNMENT OR SUBLETTING

     Lessee shall not assign or hypothecate this Lease or sublet all or any part of the Premises
     without the prior written consent of County,


                                                   XIV.

                                          DEFAULT BY LESSEE

•   In the event Lessee shall be in default in the rentals or other charges hereunder, or shall
    otherwise breach its covenants or obligations hereunder, and shall be and remain in default for
    a period of 30 days after written notice from County of such default, County shall have the right
    and privilege of terminating this Lease and declaring the same at an end, and of entering upon
    and taking possession of said premises, and shall have the remedies now or hereafter provided
    by law for recovery of rent, repossession of the premises and damages occasioned by such
    default.

                                                    XV.

                                          DEFAULT BY COUNTY

    In the event County shall breach or be in default in the performance of any of the covenants or
    obligations imposed upon County by this Lease and shall remain in default for a period of thirty
    (30) days after written notice from Lessee of such default, Lessee shall have as Lessee's sole
    remedy, the right and privilege of terminating this Lease.

                                                   XVI.

                                          ACCESS TO PREMISES

    (A)     County Access, County, its employees and agents and any mortgagee of the Building
            shall have the right to enter any part of the Premises at all reasonable times for the
            purpose of examining or inspecting the same, showing the same to prospective
            purchasers, mortgagees or Lessees and for making such repairs, alternations or
            improvements to the Premises or the Building as County may deem necessary or
            desirable,

            If representatives of Lessee shall not be present to open and permit such entry into the
            Premises at any time when such entry is necessary or permitted hereunder, County and
            its employees and agents may enter the Premises by means of a master key or
            otherwise, County shall incur no liability to Lessee for such entry nor shall such entry

                                                    16

    Lease with Decker Corrections, Inc,
         constitute an eviction of Lessee or a termination of the Lease, nor entitle Lessee to any
         abatement of rent.

 (8)     Lessee Access.

         (1)    Locking Devices and Access. Lessee shall not change or replace any locking
                devices on or within the Premises either during Construction or thereafter without
                the prior written approval of County. County shall finish Lessee such key or keys
                to the existing locking devices so as to allow access. Any employee or other
                individual receiving keys to locking devices (hereinafter referred to as "keys")
                shall be required to sign for same, acknowledging that (I) such keys are to a
                secured area, (2) are not to be duplicated or reproduced, and (3) at the
                termination of need or upon request by Lessee or County shall be returned.
                Lessee shall be solely responsible for and shall account for all keys,
                replacement, or duplicates and return same to County upon expiration or earlier
                termination of Lease.

        (2)     Loading and unloading of goods, merchandise, supplies, laundry, furniture,
                equipment, food, food supplies and all other items shall only be permitted from
                the premises, including the elevator located in the South Underground Garage.
                To facilitate access to such elevator one parking space, to be agreed upon
                between County and Lessee, shall be reserved for the use of Lessee. Lessee
                may not utilize either the loading docks or dumb waiter for access to the
                Premises.

        (3)     County gives no warranty, either expressed or implied, as to the suitability of the
                entrance/exit area of the South Underground Garage to accommodate any
                specific or particular type of vehicle, the weight limitations of the elevator, or lack
                of availability. The suitability of access to the premises for the delivery of goods,
                merchandise, supplies, laundry, furniture, equipment, food, food supplies and all
                other items generally delivered in support of the use of the Premises is the sole
                responsibility of Lessee. Lessee hereby agrees to hold harmless and indemnify
                County for any damages caused by lack or limitation of access.

                                                 XVII.

                                              PARKING

Lessee will be restricted to parking in the north parking garage and north open lot and shall pay
the same rate as may, from time to time, be paid by County employees. Parking will be on a first
come, first served basis. No vehicle will be abandoned on the complex. The County reserves
the right from time to time to substitute other parking areas which are reasonably accessible to
the Lessees of the complex, which areas may be elevated or surfaced.

                                                 XVIII.

                                             GARBAGE

County will provide assess to a dumpster located as shown on Exhibit "8". All garbage,
including, but not limited to, food, food scraps, food waste, food packaging, grease, butter, and
other "wet" garbage shall be placed in leak proof bags and delivered to the dumpster within
                                                   17

Lease with Decker Corrections, Inc.
 three (3) hours subsequent to the completion of any mea!. In no event will any garbage be
 allowed to remain within the Premises overnight. Lessee will not permit or allow any leakage or
 discharge of any substance, either in or on the Premises, parking area, common area, or any
 portion of the Complex. In the event of a spill, leak, or other discharge of any substance, Lessee
 shall immediately clean or cause the area of the spill or discharge to be cleaned and hereby
 holds harmless and indemnifies County for any damage to property or injury to person(s},
 including death, that is caused by or is the result of any transportation, spill, leakage or
 discharge of any garbage or other substance.

                                                XIX.

                                           TERMINATION

 This agreement may be terminated at any time, with or without cause, as follows:

        (1)      Upon thirty (30) days written notice from County to Lessee; or

        (2)     Mutual agreement of the County and Lessee.

                                                xx.
                                      SURRENDER OF PREMISES

Upon the expiration or earlier termination of the Lease, Lessee shall surrender the Premises to
County, together with all alterations, improvements and other property as provided elsewhere
herein, in broom-clean condition and in good order condition and repair, except for ordinary
wear and tear. Lessee shall promptly repair any damage caused by removal of its personal
property or trade fixtures, and shall restore the Premises to the condition eXisting prior to the
installation of the items so removed.

                                                XXI.

                                          CONDEMNATION

(A)     Condemnation/Substantial or Partial Taking.

        (1)     If the premises cannot be used for the purposes contemplated by this lease
                because of condemnation or purchase in lieu of condemnation, this lease will
                terminate.

        (2)     If there is a condemnation or purchase in lieu of condemnation and this lease is
                not terminated, County will, at County's expense, restore the premises, and the
                rent payable during the unexpired portion of the term will be adjusted as may be
                fair and reasonable.

        (3)     Lessee will have no claim to the condemnation award or proceeds in lieu of
                condemnation.




                                                18

Lease with Decker Corrections, Inc.
                                                XXII.
                                      LIMITATION OF WARRANTIES

 There are no implied warranties of merchantability, of fitness for the particular purpose, or of
 any other kind arising out of this lease, and there are no warranties that extend beyond those
 expressly stated in this lease.


                                                XXIII.
                                              NOTICES

Any notice, demand or request required or permitted to be given under this Lease or any law
shall he deemed to have been given if reduced to writing and delivered in person or mailed by
overnight or Registered Mail, postage paid, to the party who is to receive such notice, demand
or request at the addresses set forth below, as applicable, or at such other address as County
or Lessee may specify from time to time by written notice. Such notice, demand or request shall
be deemed to have been given three (3) days subsequent to the date it was so delivered or
mailed.

        COUNTY:                                LESSEE:
        Dallas County                          Decker Corrections, Inc.
        Office of County Administrator         Attn: Don Smith
        411 Elm Street, 2 nd Floor             13401 Railway Drive
        Dallas, Texas 75202-3389               Oklahoma City, Oklahoma 73114


                                               XXIV.

                                           HOLDING OVER

In the event Lessee remains in possession of the Premises Of any part thereof without the
consent of County after the expiration or earlier termination of this Lease, Lessee shall be
deemed, at County's election, either to hold the Premises as a Lessee at will or to have
extended this Lease for one year, in either case subject to all of the terms, conditions, covenant
and provisions of the Lease (which shall be applicable during the holdover period), except that
Lessee shall pay County such rent as County shall then specify, or in the absence of such
specification, 150% of last current Rent, which rent shall be payable to County on demand. In
addition, Lessee shall be liable to County for all damage occasioned by such holding over.
Lessee shall vacate and surrender the Premises to County upon Lessees receipt of notice from
County to vacate. No holding over by Lessee, whether with or without the consent of County,
shall operate to extend this Lease except as otherwise expressly provided herein.




                                                 19

Lease with Decker Corrections, Inc.
                                                 xxv.
                                         OUIET ENJOYMENT

 So long as Lessee pays the prescribed rent and performs or observes all of the terms,
 conditions, covenants and obligations of this Lease. Lessee shall at all times during the Term
 hereof have the peaceable and quiet enjoyment, possession, occupancy and use of the
 Premises without any interference from County.


                                                XXVI.

                                      REAL ESTATE COMMISSION

 County and Lessee agree that all real estate commissions, if any, shall be timely paid by the
 party incurring same and the party incurring same shall hold the other party harmless from the
 payment thereof.

                                                XXVII.

                            MISCELLANEOUS GENERAL PROVISIONS

(A)     Applicable Law. This lease is expressly made subject to County's Sovereign Immunity.
        Title 5 of the Texas Civil Remedies Code and all applicable State of Texas and Federal
        Laws. This Lease and all matters pertinent thereto shall be construed and enforced in
        accordance with the laws of the State of Texas and venue shall lie exclusively in Dallas
        County. Texas.

(B)     Entire Agreement. This Lease, including all Exhibits, and Addendum, constitutes the
        entire agreement between the parties hereto and may not be modified except by an
        instrument in writing executed by the parties hereto.

(C)     Binding Effect. This Lease and the respective rights and obligations of the parties hereto
        shall inure to the benefit of and be binding upon the successors and assigns of the
        parties hereto as well as the parties themselves; provided, however, that County, its
        successors and assigns shall be obligated to perform County's covenants under this
        Lease only during and in respect of their successive periods as County during the term
        of this Lease.

(D)     Severability. If any provision of this Lease shall be held invalid, void or enforceable the
        remaining provisions hereof shall not be affected or impaired, and such remaining
        provisions shall remain in full force and effect.

(E)     Default Waiver Mitigation. It is not a waiver of default if the non-defaulting party fails to
        immediately declare a default or delays in taking any action. Pursuit of any remedies set
        forth in this lease does not preclude pursuit of other remedies in this lease or provided
        by law. County and Lessee have a duty to mitigate damages.

(F)      Rights and Remedies Cumulative. The rights and remedies provided by this lease are
        cumulative, and either party's using any right or remedy will not preclude or waive its

                                                  20

Lease with Decker Corrections, Inc.
         right to use any other remedy. These rights and remedies are in addition to any other
         rights the parties may have by law, statute, ordinance, or otherwise.

 (G)    Binding Agreement/Parties Bound. Lessee certifies that the person executing this
        Agreement has full authority and is authorized to execute this Agreement on behalf of
        Decker Corrections, Inc. A resolution, duly passed by Lessee, evidencing such authority
        shall be furnished to County on the date of execution of this Lease and constitutes a
        legal, valid and binding obligation of the parties, their successors and permitted assigns.

 (H)    Amendment. This Agreement may not be amended except in a written instrument
        specifically referring to this Agreement and signed by the parties hereto.

(I)     Number and Gender. Words of any gender used in this Agreement shall be held and
        construed to include any other gender and words in the singular shall include the plural
        and vice versa, unless the context clearly requires otherwise.

(J)     Counterparts. This Agreement may be executed in multiple counterparts, each of which
        shall be deemed an original but all of which shall constitute one and the same
        instrument.

(K)     Franchise Tax. Lessee certifies and covenants that it is a non-profit Texas corporation
        and is not delinquent in the payment of any franchise taxes owed to the State of Texas.

(L)'    MBEIWBE. All construction bids will comply with County WBE/MBE policy.




                                                21

Lease with Decker Corrections, Inc.
                                                                XXVIII.

                                                      SPECIAL CONDITIONS

              (A)   Lessee will be responsible for holding an annual meeting with the surrounding neighbors
                    to be aware of any concerns that might arise from the use of the property as a community
                    corrections facility. Notice of the public meeting shall be made by publication in a local
                    newspaper of general circulation in Dallas County, with written notice to be given to Dallas
                    County Commissioners Court a minimum of two (2) weeks prior to such meeting.

              (8)   Lessee will establish a pedestrian route for its clients to and from a bus stop location.

              (C)   Dallas County has installed and will receive all revenue from nine (9) telephones currently
                    installed in the facility. Any new telephones installed, Lessee will receive the revenues on.

             (D)    Lessee will receive all revenue from any vending machines and coin operated machines it
                    installs on the Premises.

             EXECUTED THIS THE 18th                DAY OF _--"o.;:c::.:,to::..:b:.;:e::.r_ _ _ _ • 2011.

             COUNTY:                                                      DECKER CORRECTIONS, INC.:




         ~
                           (J
             Clay Lewis   ;~nki                                           Donald E. Smith
              ounty Judge                                                 President

                       d as to form·:



r: 1'.-'1 Chief,onCivil Section
i   ,j   /
          Gor      Hikel                                                 Rodney A. Nixon
                                                                         Corporate Counsel

             'By law, the District Attorney's Office may only advise or approve contracts or legal documents on behalf
             of its clients. It may not advise or approve a contract or le9al document on behalf of other parties. Our
             review of this document was conducted solely from the legal perspective of our client. Our approval of
             this document was offered solely for the benefit of our client. Other parties should not rely on this
             approval, and should seek review and approval by their own respective attorney(s).




                                                                  22
             Lease with Decker Corrections, Inc.
                                      Exhibit" A"




                                         23
Lease with Decker Corrections, Inc.
                                      Exhibit "8"




                                         24

Lease with Decker Corrections, Inc.
                                             Exhibit "c"
                                      RULES AND REGULATIONS

The following standards shall be observed by Lessee (Lessee) for the mutual safety, cleanliness
and convenience of all occupants of the Building. These rules are subject to change from time
to time, as specified in the Lease.

        1.      Lessee shall not use the Premises or the Building to sell any items or services at
                retail price or cost without written approval of County. Stenography, typewriting,
                blueprinting, duplicating services of any kind, and similar businesses, shall not be
                conducted from or within the Premises or Building for the service or
                accommodation of other occupants of the Building without prior written consent
                of County.

        2.      Sidewalks, halls, passageways and stairwells shall not be obstructed or used by
                Lessee for purposes other than ingress and egress to and from the Premises and
                Building.

        3.      Flammable, explosive or other hazardous liquids and materials shall not be
                brought on the Premises or into the Building without prior written consent of
                County. All Christmas decorations shall be made of flame retardant materials.

        4.      All contractors and technicians performing work for Lessee within the Building
                shall be approved in writing by Lessee with initial one-time written notice of all
                such contractors and technicians being given to County for approval before
                performing such work. Lessee will also notify County, in writing, of any changes
                in contractors and technicians performing work for Lessee. All work, including,
                but not limited to, installation of telephone and telegraph equipment, electrical
                and electronic devices and attachments, and all installations affecting floors,
                walls, windows, doors, ceilings or any other physical feature of the Building, shall
                not commence prior to written approval by County.

        5.      Lessee shall not conduct any auction on the Premises nor store goods, wares or
                merchandise on the Premises, except for Lessee's own personal use.

        6.     Movement into or out of the Building of freight, furniture, office equipment or
               other material for dispatch or receipt by Lessee which requires movement
               through public corridors or lobbies or entrances to the Building shall be limited to
               the use of service elevators only. Licensed, commercial movers and/or Lessee
               movers may be used for the purpose of moving freight, furniture or office
               equipment to and from the Premises and Building. All hand trucks shall be
               equipped with rubber tires and rubber side guards. Lessee will provide on-site
               supervision.

        7.     Requests by Lessee for building services, maintenance or repair shall be made
               in writing to the Facilities Management Department of the County. Routine
               maintenance calls, i.e., thermostat adjustments, may be made verbally to
               Facilities Maintenance Department dispatcher 653-6776.

       8.      Lessee shall not change locks or install additional locks on doors without prior
               written consent of County. Lessee shall not make or cause to be made duplicates
                                                 25
Lease with Decker Corrections, Inc.
                of keys procured from County without prior approval of County. All keys to the
                Premises shall be surrendered to County upon termination of tenancy.

         9.     Lessee shall give prompt notice to the Facilities Management Department of any
                damage to or defects in plumbing, electrical fixtures or heating and cooling
                equipment. Liquids, or other materials or substances, which will cause injury to
                the plumbing, shall not be put into the lavatories, water closets or other plumbing
                fixtures, by Lessee, its agents, employees or invitee.

        10.     Lessee shall not place, install or operate on the Premises, or in any part of the
                building, any stoves or cooking equipment, with the exception of coffee pots and
                crock pots, without prior written approval by County.

        11.     Large files, safes, electronic data processing equipment and other heavy
                equipment shall not be moved into the Building or installed in the Premises
                without written approval of County.

        12.     Lessee shall not lay floor covering within the Premises without written approval of
                County. The use of cement or other similar adhesive materials not easily
                removed with water is expressly prohibited.

        13.     Lessee shall place solid pads under all rolling chairs unless said chairs have
                carpet casters.

        14.     Lessee agrees to cooperate and assist County in the prevention of canvassing,
                soliciting and peddling within the Building.

        15.     Nails, screws or picture hangers shall not be driven into the walls or wood finish
                of any common area without prior consent of County. Animals or birds shall not
                be kept in or about the Premises or the Building. Excessive nails/screws or
                picture hangers will not be considered normal wear and tear.

        16.     No sign, advertisement, notice or handbill shall be exhibited, distributed, painted
                or affixed by Lessee on, about or from any part of the common area without prior
                written consent of the County.

        17.     County reserves the right to exclude from the Building, between the hours of
                5:00 p.m. and 7:00 a.m. on weekdays and at all hours on Saturday, Sunday and
                legal holidays, all persons who are not known to the Building Security, and who
                do not present a pass to the Building signed by Lessee. Lessee shall be
                responsible for escorting their clientele in and out of the building during non-
                business hours. They will also be responsible, within reasonable limits, for
                following any special procedures that the Dallas County Security Department
                may want implemented for security reasons




                                                 26

Lease with Decker Corrections, Inc.
                                                              COURT ORDER
ORDER NO:       2 0 11 1 ii 9 6
DATE: October 18, 2011

STATE OF TEXAS              §

COUNTY OF DALLAS            §

BE iT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County, Texas, held on the

_ _ _---'-'18"'tuh_ _ _ _ _ _ day of _ _-"O"'c"'to"'b"'eccr_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ , 2011, on motion made by

_J_o_1Ul W_i_l_e~y~P_r_l_'_c_e~,_C_o_roml_'_s_s_i_o_n_e_r_o_f_D_l_'s_t_r_l_'c_t_N_o_,_3__________ ,andseconded
      __
by   Dr. Elba Garcia, Commissioner of District No, 4                                                        , the following order was adopted:



WHEREAS,           Dallas County leases 3,590 square feet of office space for the Dallas County Juvenile Department at 7220 Westmoreland
                   Road in Dallas by Court Order 2006-1712, dated September 26,2006; and

WHEREAS,           The lease has been amended for an additional three (3) year period and expires September 30, 2014; and

WHEREAS,           the current leased rate of $4,113.54 per month will remain in effect for 18 months of the new three (3) year term; and

WHEREAS,           the rate will increase to $4,263.13 per month beginning in month nineteen (19) through the end of the term; and

WHEREAS,           the landlord will be responsible for utilities, janitorial, pest control, waste disposal, and maintenance; and

WHEREAS,           the landlord has requested all future payments to be sent to EL SNPR I, LLC for Westmoreland, C/O Easton Lynd, 8000
                   1-10 Hwy West, Suite 1200, San Antonio, Texas 78230; and

WHEREAS,           the Dallas County Juvenile Department and the Civil District Attorney's office have reviewed the amendment and concur;
                   and



iT is THEREFORE ORDERED, ADJUDGED AND DECREED by the Commissioners Court of Dallas County, Texas that the County Judge is
hereby authorized to execute an amendment to the lease for the Dallas County Juvenile Probation Department with EL SNPR REO
HOLDINGS, LLC for 3,590 square feet of office space located at 7220 Westmoreland Road, Dallas, Texas 75237



DONE iN OPEN      COUR~~iS the                                   da:~_.-_-- -~--'O"'c"'to"'b"'e'-r/2----::"""--,2011.
                                                                         .....



                       /i            ;;;                                      /~
=-,--,-,>,,.,.,""'!;;.,.."""'--       Mauhfle-Dickey                       Mike Cantrell
                                      Commissioner District #1             Commissioner Distric.t #:


                                                                                                 /
                                                             ~ -~/// ~
                                                            "'G/;;I. -::f~ /~A"/                        .

                                                        Dr. Elba Garcia
                                                        Commissioner District #4




                             Recommended by:    '\AIL ~ktU'~J0
                                                ~ ,,1/
                                                   ':)
                                                  Shannon Brown
                                                  Assistant Commissioners Court Administrator
                                             THIRD AMENDMENT TO THE
                                    7220 WESTMORELAND, LTD, LEASE AGREEMENT

This Third Amendment Lease Agreement is entered into this _ _ day of                      , 20 II between
EL-SNPR REO HOLDINGS, LLC (the "Landlord"), and the County of Dallas (the "Tenant"), a political
subdivision of the State of Texas, for the purpose of amending the Lease Agreement between Landlord and
Tenant, dated September 4, 1996, and as amended (the "Agreement"). This Agreement covers 3,590
rentable square feet of office space located at 7220 S. Westmoreland, Suite 225, Dallas, Texas.
Both parties do hereby mutually agree to extend and amend said Agreement in accordance with the terms
of the existing Agreement and Amendments, except as modified below:

1. The Lease Term in section two of the First Amendment shall be extended from October 1,2011 through
September 30, 2014.

2. The Base Rental Rate of $4, 113.54 monthly shall remain for the first (18) eighteen months of the tenn.
However, at month (19) nineteen, the Base Rental Rate will increase to $4,263.13 through the end of the
lease.

3. The Base Year is hereafter amended to 2011 for all additional rents including operating expenses, taxes,
and insurance.

4. Subject to the repairs, replacement, or reproduction of the Premises due to fire or other casualties, this
Agreement may be terminated as follows: 1) Expiration of the term, or (2) by either party upon 90 days
written notice; or (3) if funding has not been appropriated by the County or approval by the Commissioners
Court is not received (either party may terminate).

Executed as of the date first written above.

TENANT:                                                                       LANDLORD:
County of Dallas


                            I
                                /

                                /
                                    ;u)
                                    ,/
                                          .I
                                         ,/    _._
                                                                              EL-SNPR REO HOLDINGS, LLC




                                ounty Judge




*By law, the District Attorneys' Office may only advise or approve contracts or legal documents on behalf of its clients, It may not advise or approve a
contract or legal document on behalf of other parties. Our review of this document was conducted solely from the legal perspective of our client. Our
approval of this document was offered solely for the benefit of our client. Other parties should not rely on this approval, and should seek review and
ORDER NO:
                  2011 1'797                     COURT ORDER


DATE: October 18, 2011

STATE OF TEXAS

COUNTY OF DALLAS

BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County, Texas, held on

the 18th day of October             ,2011, on motion made by        Jolm Wiley Price, District No.3

and seconded by Dr. Elba Garcia, District No.4                                   , the following Order was adopted:

WHEREAS, on October 18, 2011, the Dallas County Commissioners Court was briefed by the Office of
               Budget and Evaluation concerning the submission of the Texas Task Force on Indigent Defense
               FY2012 Formula Grant for the Dallas County Courts; and

WHEREAS, the intent of the projects is for counties to improve the manner in which they provide indigent
               defense services; and

WHEREAS, the total request of funding is in the amount of $1,054,157; and

WHEREAS, Dallas County designates the County Judge, as the grlli1tee's authorized official. The authorized
               official is given the power to apply for, accept, reject, alter or terminate the grant on behalf of the
               applicant agency; and

WHEREAS, this request is aligned with the County's Strategic Pllli1 and specifically impacts Vision 3; Dallas
               County is a safe, secure, and prepared.

IT IS THEREFORE ORDERED, ADJUDGED AND DECREED, that the Dallas County Commissioners
Court approves submission of the grant application for the Dallas County Courts FY2012 Formula Grant to the
Texas Task Force on Indigent Defense. Dallas County designates the County Judge, as the grlli1tee's authorized
official.


                                                                October



                                                                                    Mike Cantrell
                                                                                 Commissioner I1~triet 2

                                                                    ~d£.4!~1
                                                                   Dr. Elba Garcia
                                                                 Commissioner District 4

                       Recommended By:      K '/- 'B row ........
                                      Ryan Brown, Budget Officer
                                              COURT ORDER


ORDER NO:, _ _ _ __

DATE: October 18, 2011

STATE OF TEXAS

COUNTY OF DALLAS

BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County,
Texas, held on the 18th           day of October                             ,2011 on a motion made by
 J~ol~m~W~i=l=e~y~P=r=ic=e=,~C~o=ffiffil=='=s=sl='o=n=e=r~o=f~D=i=st=r=1=·c=t~N=0=.~3___________,andsecondedby
__
 Dr. Elba Garcia, COIllIllissioner of District No.4, the following Order was adopted:


WHEREAS, the Office of Budget and Evaluation briefed the Commissioners Court on
         September 20, 2011 regarding the FY2012 contract with the Association for
         Retarded Citizens of Dallas (ARC) to provide guardianship services to the Dallas
         County Probate Courts; and

WHEREAS, the Commissioners Court intends to contract for the services described in the
         attached contract; and

WHEREAS, funding for the services to be provided is available in the Probate Escrow Account
         (91048) and shall not exceed $75,000 annually.

IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County
Commissioners Court hereby approves the attached contract and authorizes the County Judge to
sign the contract on behalf of the County.


L.1f:=,#~,:::::,::--:C-:-O_U_R_T<hi"b" 18tl~ Of_-,o",c"""t7~Ob""€!,,,,~=---~

                                                urine Dickey                           Mike Cantrell
                                                District #1                             District #2



                                                                   ::U~dJ'
                                                                    Dr. Elba Garcia
                                                                        District #4



                  Recommended by:          .2 '/- ~       ro w--"
                                          Ryan Brown, Budget Officer
STATE OF TEXAS                       §      AGREEMENT BETWEEN DALLAS COUNTY
                                     §      AND ASSOCIATION FOR RETARDED CITIZENS
COUNTY OF DALLAS                     §      OF DALLAS FOR GUARDIANSHIP SERVICES


1. CONTRACTING PARTIES

Whereas, Dallas County, Texas ("County"), a governmental entity, is one of the larger Counties
that desires to contribute funding for guardianship programs for certain qualified County residents
who are incapacitated ("Proposed Wards"); and

Whereas, Texas Probate Code § 683 mandates that the Court with jurisdiction initiate and create
guardianships upon probable cause for Proposed Wards; and

Whereas, the Texas Department of Family and Protective Services ("DFPS") needs supplemental
guardianship resources; and

Whereas, the Association for Retarded Citizens of Dallas ("Arc"), a private non-profit organization
also known as "The Arc of Dallas", is able to provide additional guardianship services for Dallas
County court-initiated guardianships; and

Whereas, providing additional guardianship services and resources will benefit the County as well
as serve and further the public purpose.

Now, therefore, this Agreement is entered into by and between County and Arc for and in
consideration of the mutual covenants and agreements as follow:

2. TERM

This Agreement shall be effective from October 1, 2011 through September 30, 2012, unless
otherwise stated in this Agreement.

3. Arc's RESPONSIBILITIES

A.     Comply with all applicable federal, state, and municipal laws, ordinances, rules, and
       regulations, including the Texas Human Resources Code and the Texas Probate Code
       provisions regarding all aspects of guardianships, including guardian qualifications, as well
       as all applicable requirements of any accreditation authority; and certify such compliance
       upon request by County;

B.     Accept up to thirty (30) County court-referred guardianships of Proposed Wards under the
       age of fifty (50) years, who are incapacitated, who require assistance with managing
       personal affairs, and who do not have family members or friends who are willing and able
       to serve as guardians, and whom Arc has assessed and determined to be appropriate for
       its programs;

C.     Visit personally with each of the Wards at least once a month;

D.     Provide quarterly performance measures to the County Office of Budget and Evaluation
       ("OBE") by the fourth (4th) Monday of the first month of each calendar quarter.

E.     Medicaid 670 Reimbursement-Guardianship Fees ("670 fees"). Provide quarterly


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                    1
       reports of the 670 fees that Arc receives to the Manager of the County Probate Court
       Investigator's Office and to the County Office of Budget and Evaluation. Each quarterly
       report shall be in a Microsoft Excel electronic document which lists the names of all of the
       Wards; the 670 fees received per quarter per Ward; the 670 fees received per year per
       Ward; the total 670 fees ever received per Ward; the 670 fees due, but not received per
       Ward; and the dates of death of any deceased Wards. The 670 fees shall be kept in a
       separate bank account subject to audit. Any 670 fees spent on a Ward shall be
       documented. Arc shall not spend any 670 fees without prior approval of the County
       Probate Court.

4. PAYMENT FOR SERVICES

A.     Arc agrees to submit to the aBE complete, fully documented and accurate itemized
       statements of invoices with appropriate/applicable attachments, statistical and
       programmatic documentation reports, as required by County for the prior month's
       performed services on or before the Fifth (5 th ) of the month.

B.     Arc agrees to submit no more than one such billing/invoice per month.

C.     Each statement shall be in a form acceptable to the Dallas County Auditor, and shall
       include details of the services rendered as may be requested by the Auditor for verification
       purposes. The statement shall, at a minimum, include a description of the services, the
       day(s) and the amount of time during the day(s) that Contractor performed the services,
       and the total amount billed for services rendered.

D.     After receipt of the statement, the aBE shall review the statement and approve it with any
       modifications deemed appropriate and thereafter forward the statement with any
       modifications to the County Auditor for payment. Contractor shall hold harmless and
       indemnify the County for any discrepancy between the amount submitted for
       payment and the actual payment finally approved by the OBE.

E.     Upon receipt of invoice, County agrees to compensate Arc in the pro-rated amount of Six
       Thousand Two-Hundred Fifty and 00/100 Dollars ($6,250.00) per month for such
       guardianship services by the last day of the month that the invoice is due. County will
       make payment to Arc upon receipt of a verified and proper billing for services actually
       rendered. Any payments by County to Arc may be withheld if Arc fails to comply with
       County's contract provisions, deliverables, or other requirements relating to Arc's
       performance of work and services under this Agreement. County shall pay Arc only for
       those costs that are allowable under applicable laws, including, without limitation, the
       federal rules, regulations, cost principles, and any other applicable guidelines, including
       those stated in this Agreement. County shall have the right to withhold all or part of any
       payments to Arc to offset any payment or reimbursement made to Arc for ineligible
       expenditures, undocumented units of service billed, and any profit made from the program
       by Arc.

F.     Not to Exceed Amount. The annual not to exceed amount of compensation to Arc is
       Seventy-Five Thousand and 00/100 Dollars ($75,000.00).

G.     Arc agrees that a temporary delay in making payments due to the County's accounting
       and disbursement procedures shall not place the County in default of this Agreement and
       shall not render the County liable for interest or penalties, provided such delay shall not
       exceed thirty (30) calendar days after its due date. Any payment not made within thirty


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                   2
       (30) calendar days of its due date shall bear interest in accordance with Chapter 2251 of
       the Texas Government Code.

H.     Prior Debts. County shall not be liable for costs incurred or performances rendered by Arc
       before or after the Agreement Term; for expenses not billed to County within the
       applicable time frames set forth in this Agreement; or for any payment for services or
       activities not provided pursuant to the terms of this Agreement.

5. REPORTING AND ACCOUNTABILITY

A.     Arc agrees to submit all required documentation and reports on a timely basis and in
       accordance with the specified time frames.

B.     Arc agrees that all information, data and supporting documentation that relates to the
       services under this Agreement shall remain the property of the County.

C.     ShOUld County determine it reasonably necessary, Arc shall make all of its records and
       books reasonably related to this Agreement available to authorized County personnel, at
       reasonable times and within reasonable periods, for inspection or auditing purposes or to
       substantiate the provisions of services under this Agreement. Required documents may
       include, but are not limited to, documents pertaining to services provided for purposes of
       programming, creation and modification of data fields, and records of telephone hours of
       support provided.

D.     All documents shall be maintained and kept by Arc for a minimum of four (4) years and
       ninety (90) calendar days after the termination of the Agreement period. If any litigation,
       claim or audit involving these records begins before the specified period expires, Arc must
       keep the records and documents until the later occurrence of the end of the four (4) years
       and ninety (90) calendar days from the date of court filings/audit findings, or until all
       litigation, claims, appeals or audit findings are resolved.

6. INDEMNIFICATION

To the fullest extent authorized by law, Arc, including its officers, subcontractors, assigns,
agents, employees, and volunteers (referred collectively as "Arc"), shall forever waive,
release, indemnify and hold harmless County, including its Commissioners, Judge,
assigns, officers, directors, employees, agents, and representatives (referred collectively
as "County"), from and against any and all losses, damages, injuries (including death),
causes of action, claims, demands, liabilities, judgments, suits, losses, damages, fines,
assessments, penalties, adverse awards and expenses (whether based upon tort, breach
of contract, patent, trademark or copyright infringement, or other intellectual property
infringement, failure to pay employee taxes or withholdings, failure to obtain worker's
compensation insurance, or otherwise), whether known or unknown, including, without
limitation, legal and related legal fees and expenses, of any kind or nature arising out of or
on account of, or resulting from (1) any actual or alleged intentional or negligent act or
omission of, or default in the performance of, attempted performance of, or failure to
perform, its obligations pursuant to this Agreement by Arc, (2) Arc's involvement in the
specified services under this Agreement, (3) Any terms or conditions or provisions or
underlying provisions of this Agreement, including but not limited to, any premises or
special defect known or unknown to County, and any injury to individuals present during
Arc's involvement under the terms and conditions of the services and Agreement,
including willful acts such as assault, copyright, licensing and patent infringement relating


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                  3
to any software and lor equipment provided by Arc; and wrongful imprisonment or other
intentional torts as a result of incorrect and/or scrambled information downloaded from
any software and/or equipment provided by Arc, and (4) the selection, provision, misuse,
use or failure to use, by Arc or any person or entity, of any medical devices, tools,
supplies, materials, equipment, any other devices, tools, supplies, materials, equipment, or
vehicles (whether owned or supplied by County, or any other person or entity) in
connection said work or operations;

AND FURTHER, Arc, to the fullest extent allowed by law, agrees to waive, release,
indemnify and hold harmless County against any and all losses, damages, InJunes
(including death), causes of action, claims, demands, liabilities, judgments, suits, losses,
damages, fines, assessments, penalties, adverse awards and/or other expenses, of any
kind or nature whatsoever (whether based upon tort, breach of contract, patent, trademark
or copyright infringement, or other intellectual property infringement, failure to pay
employee taxes or withholdings, failure to obtain worker's compensation insurance, or
otherwise), including, without limitation, legal and related legal fees and expenses, of any
kind or nature that are incurred by or sought to be imposed on County arising out of or on
account of, or resulting from injury (including death), whether known or unknown,
including, but not limited to, exposure to any disease, by any manner or method
whatsoever, or damage to property (whether real, personal or inchoate), ariSing out of or in
any way related (whether directly or indirectly, causally or otherwise) to the Agreement
and/or the performance of, attempted performance of, or failure to perform, operation or
work by County, and/or any other person or entity. This indemnification shall apply,
whether or not any such injury or damage has been brought on any theory of liability,
intentional wrongdoing, strict product liability, or breach of non-delegable duty, but
excluding County's negligence. Arc further agrees to defend (at the election of County) at
its sole cost and expense against any claim, demand, action or suit for which
indemnification is provided herein.

Approval and acceptance of Arc's services by County shall not constitute nor be deemed a
release of the responsibility and liability of Arc for the accuracy and competency of their
services; nor shall such approval and acceptance be deemed to be an assumption of such
responsibility by the County for any defect, error or omission in the services performed by
Arc in this regard. Arc shall defend, hold harmless and indemnify the County for damages
resulting from such defects, errors or omissions.

These provisions shall survive termination, expiration or cancellation of this Agreement or
any determination that this Agreement or any portion hereof is void, voidable, invalid or
unenforceable.

7. INSURANCE

A.     Without limiting any of the other obligations or liabilities of Arc and each of its
       subcontractors, Arc agrees that it will have and maintain, and will require its
       subcontractors to have and maintain, at own expense, in full force and effect minimum
       insurance for themselves, including their officers, employees, agents, representatives,
       volunteers and subcontractors (collectively, "Arc") with companies approved by the State
       of Texas and satisfactory to County

B.     As a condition precedent to commencement of any work, within ten (10) calendar days
       after the Effective Date of this Agreement, Arc shall furnish to the Dallas County Director
       of Purchasing (at the same address given below under this Insurance heading) the


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                  4
       following minimum insurance coverage that show the County as the certificate holder and
       covers the period of the Term of this Agreement and any renewals:

       1)     Statutory Workers' Compensation Insurance that meets the requirements of the
              Texas Workers' Compensation Act, Title 5, Subtitle A of the Texas Labor Code, or,
              if self-insured, then Arc must provide to County evidence of a certificate issued by
              the Workers' Compensation Commission approving such self-insurance. If Arc has
              no employee (as defined by the Texas Workers' Compensation Act), Arc shall
              provide County with a sworn Affidavit in lieu of a Certificate of Insurance, which
              Affidavit shall be attached and incorporated into this Agreement by reference for ali
              purposes, and which shall state that there is no employee. In the event that any
              work is subcontracted, Arc shall require the subcontractors to similarly provide
              Workers' Compensation Insurance for all of the subcontractors' employees, unless
              such employees are afforded protection by Arc. Arc shall bear the burden of all
              workers' compensation coverage for all of its subcontractors and subcontractors'
              employees who do not have workers' compensation coverage. Arc also represents
              that the coverage will be based on proper reporting of classification codes and
              payroll amounts, and that all coverage agreements will be filed with an appropriate
              insurance carrier, or in the case of self insurance, with the Texas Workers'
              Compensation Commission. Providing false or misleading information may subject
              Arc to administrative penalties, criminal penalties, civil penalties or other civil
              actions.

              Types of Coverage                            Limits of Liability
              Workers' Compensation                        Statutory
              Employer's Liability
                     Bodily injury by Accident             $500,000.00 Each Accident
                     Bodily injury by Disease              $500,000.00 Each Employee
                     Bodily injury by Disease              $500,000.00 Policy Limit

       2)     Professional Liability Insurance or Errors and Omissions Insurance. Arc shall
              indemnify County for damages resulting from defects, errors or omissions and shall
              secure, pay for and maintain in full force and effect during the Term of this
              Agreement and any subsequent extensions hereto and thereafter for an additional
              five (5) years from the effective date of cancellation, termination or expiration of
              this Agreement or any subsequent extensions hereto, sufficient errors and
              omissions insurance in a minimum amount of Five Hundred Thousand and 00/100
              Dollars ($500,000.00) per occurrence with certificates of insurance evidencing
              such coverage to be provided to the County.

       3)     Commercial General Liability Insurance, including Contractual Liability Insurance.
              Arc shall maintain Commercial General Liability Insurance coverage for the
              following: (a) Premises Operations; (b) Independent contractors or consultants; (c)
              Products/Completed operations; (d) Personal injury; (e) Contractual liability; (f)
              Explosion, collapse and underground; (g) Broad form property damage, to include
              fire legal liability. Such insurance shall carry a limit not less than Five Hundred
              Thousand and 00/100 ($500,000.00) for bodily injury, property damage, and
              blanket contractual coverage per occurrence with a general aggregate of Five
              Hundred Thousand and 00/100 ($500,000.00) and products and completed
              operations aggregate of Five Hundred Thousand and 00/100 ($500,000.00). There
              shall not be any policy eXClusion or limitations for personal injury, advertising
              liability, medical payments, fire damage, legal liability, broad form property


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                   5
              damage, and/or liability for independent contractors and volunteers, or such
              additional coverage or increase in limits, including those contained within any bid
              specifications.

       4)     Commercial Automobile Liability Insurance. Any liability associated with the
              operation of a vehicle by Arc, its agents or employees, in connection with the
              performance of services under this Agreement shall not be the responsibility of the
              County.

C.     Arc agrees that, with respect to the above referenced insurance, all insurance
       contracts/policies will contain the following required provisions:

       1)     Name County as an additional insured (as the interest of each insured may
              appear) as to all applicable coverage.

       2)     This insurance shall not be canceled, limited in scope or coverage or non-renewed
              until after thirty (30) calendar days prior written notice, or ten (10) calendar days for
              non-payment of premium, has been given by the insurance company to the
              County.

       3)      Provide for an endorsement that the ",other insurance" clause shall not apply to the
               County where the County is an additional insured on the policy.

       4)     Provide for notice to the County to the person and at the address shown below by
              certified mail, return receipt requested, and full postage paid, sent to:

                             Dallas County Director of Purchasing
                             Records Building, 6th Floor
                             509 Main Street, Room 623
                             Dallas, Texas 75202-5799

       5)     Arc agrees to waive subrogation, and each applicable policy of insurance shall
              state a waiver of subrogation, against County, including its elected officials,
              officers, employees, volunteers, agents and representatives, for injuries, including
              death, property damage and/or any other loss.

D.     Arc shall be solely responsible for all cost of any insurance as required here, any and all
       deductible amount, which in no event shall exceed ten percent (10%) of the amount
       insured and in the event that an insurance company should deny coverage.

E.     It is the intent of these requirements and provisions that Arc's insurance covers all cost
       and expense so that the County, including its elected officials, officers, employees,
       volunteers, agents and representatives will not sustain any expense, cost, liability or
       financial risk as a result of the performance of services under this Agreement.

F.     Insurance certificates. The certificates of insurance shall list Dallas County as the
       certificate holder. Any and all copies of Certificates of Insurance shall reference any
       applicable RFP (Request for Proposal) number for which the insurance is being supplied.
       All insurance policies or duly executed certificates for the same required to be carried by
       Arc under this Agreement, together with satisfactory evidence of the payment of the
       premium thereof, shall be delivered to the Dallas Countr,: Director of Purchasing located at
       the Dallas County Records Building, 509 Main Street, 6 h Floor, Dallas, Texas 75202 within


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                      6
       ten (10) calendar days of execution and/or renewal of this Agreement and upon renewals
       and/or material changes of such policies, but not less than fifteen (15) calendar days prior
       to the expiration of the term of such coverage, or such non-delivery shall constitute a
       default of this Agreement subject to immediate termination at County's sole discretion.

G.     All insurance coverage shall be on a per occurrence basis or a per claim basis if Arc
       provides for five (5) year tail coverage, unless specifically approved in writing and
       executed by the County's Director of Purchasing and Risk Manager.

H.     All insurance required to be carried by Arc and/or subcontractors under this Agreement
       shall be acceptable to the County in form and content, in its sole discretion. All policies
       shall be issued by an insurance company acceptable and satisfactory to County and
       authorized to do business in the State of Texas. Acceptance of or the verification of
       insurance by County shall not relieve or decrease the liability of Arc.

I.     Minimum insurance is a condition precedent to any work performed under this Agreement
       and for the entire Term of this Agreement, including any renewals or extensions. In
       addition to any and all other remedies County may have upon Arc's failure to provide and
       maintain any insurance or policy endorsements to the extent and within the time herein
       required, or such insurance lapses, is reduced below minimum requirements or is
       prematurely terminated for any reason, County shall have the right to:

       1)     Order Arc to stop work hereunder, which shall not constitute a Suspension of
              Work;

       2)     Withhold any payment(s) which become due to Arc until Arc demonstrates
              compliance with the requirements and assurance and proof acceptable to County
              that there is no liability to County for failure to provide such required insurance;

       3)     At its sole discretion, declare a material breach of this Agreement, which, at
              County's discretion, may result in:

              a)      termination of this Agreement;

              b)      demand on any bond, as applicable;

              c)      the right of the County to complete this Agreement by contracting with the
                      "next low proposal." Arc will be fully liable for the difference between the
                      original Agreement price and the actual price paid, which amount is payable
                      to Cou nty by Arc on demand; or

              d)      any combination of the above;

       4)     Any combination of the above.

J.     Approval, disapproval or failure to act by the County regarding any insurance supplied by
       Arc shall not relieve Arc of full responsibility or liability for damages and accidents as set
       forth herein. Neither shall bankruptcy, insolvency or denial of liability by any insurance
       company exonerate Arc from liability.

K.     Acceptance of the services, or failure to act by County shall not constitute nor be deemed
       a release of the responsibility and liability of Arc, its employees, associates, agents or


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP   sves 2011-2012                                  7
       subcontractors for the accuracy and competency of their services; nor shall such
       acceptance be deemed an assumption of responsibility or liability by County for any defect
       in the services performed by Arc, its employees, subcontractors, and agents.

L.     Nothing herein contained shall be construed as limiting in any way the extent to which Arc
       may be held responsible for payments of damages to persons or property resulting from
       Arc's or its subcontractor's performance of the work covered under this Agreement.

M.     Survival. The provisions of this Section shall survive termination or expiration of this
       Agreement or any determination that this Agreement or any portion hereof is void,
       voidable, invalid or unenforceable.

N.     Insurance Lapse. Pursuant to Section 94.73 of the Dallas County Code, if Arc fails to
       maintain the insurance required under the Agreement continuously at all times during the
       period stated in the Agreement, or otherwise has a lapse in any of the required insurance
       coverage, including workers' compensation coverage, Arc shall reimburse the County for
       any and all costs, including attorney's fees incurred by the County in curing said default.
       In the event of any insurance lapse, the County shall retain five percent (5%) of the value
       of the total Agreement Surn for a period of six (6) months from the date of the cure of the
       insurance lapse or the date the Agreement has ended, whichever is later, to cover the
       County's potential exposure to liability during the period of the insurance lapse.

       In the event that Arc does not maintain insurance as required by the Agreement, Arc shall
       immediately cure such lapse at Arc's sale cost and expense, and pay the County in full for
       all costs and expenses incurred by the County under the Agreement as a result of Arc's
       failure to maintain insurance, including, but not limited to, any and all costs and reasonable
       attorney's fees relating to the County's efforts to cure such lapse in insurance coverage.
       Such costs and attorney's fees, which shall not exceed One Thousand Five Hundred and
       00/100 Dollars ($1500.00), shall be automatically deducted from monies owed to Arc by
       the County under the Agreement. If the monies owed to Arc under the Agreement are less
       than the amount required to cure the lapse in coverage, Arc shall pay such monies to the
       County upon written demand. Moreover, upon any lapse of the required insurance by Arc,
       the County shall immediately retain five percent (5%) of the total value of the Agreement to
       cover the County's potential exposure to liability during the period of such insurance lapse.
       The five percent (5%) retainage shall be immediately deducted from any monies due to
       Arc by the County under the Agreement and held by the County for a period of six (6)
       months from the date of the cure of the insurance lapse or a period of six (6) months from
       the date the Agreement has terminated, expired, or otherwise ended, whichever is later. If
       no claims is received by or lawsuits filed against the County for any applicable matters,
       accidents or injuries that occurred during the lapse of insurance, the retainage shall be
       promptly returned to Arc upon written request. Notwithstanding the foregoing, in the event
       a claim is received by or lawsuit is filed against the County for applicable matters,
       accidents, or injuries that occurred during Arc's insurance lapse, the County shall use the
       retainage to defend, pay costs of defense, or settle any and all such claims, lawsuits, or
       judgments, with any and all amounts in excess of the retainage to be paid by Arc upon
       written demand by the County.

8. SUSPENSION / TERMINATION

A.     Suspension. Should County desire to suspend the services, but not terminate the
       Agreement, County shall issue a written order to stop work. The written order shall set out
       the terms of the suspension. Arc shall stop all services as set forth in this Agreement and


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                     8
       will cease to incur costs to County during the term of the suspension. Arc shall resume
       work when notified to do so by County in a written authorization to proceed. If a change in
       the terms and conditions of payment for services of this Agreement is necessary because
       of a suspension, a mutually agreed contract amendment will be executed in accordance
       with this Agreement.

B.     Termination. Either party may, at its option and without prejudice to any other remedy to
       which it may be entitled to at law or in equity, or elsewhere under this Agreement,
       terminate this Agreement, in whole or part, by giving prior written thirty (30) calendar days
       notice thereof to the other party with the understanding that all services being performed
       under this Agreement shall cease upon the date specified in such notice. County shall
       compensate Arc in accordance with the terms of this Agreement for the services
       performed prior to the date specified in such notice. In the event of cancellation, Arc shall
       cease any and all services under this Agreement on the date of termination and to the
       extent specified in the notice of termination. Upon receipt of such notice, Arc shall not
       incur any new obligations or perform any additional services and shall cancel any
       outstanding obligations or services to be provided. To the extent federal funds are
       available and reimbursement is permitted, County will reimburse Arc for non-canceled
       obligations that were incurred prior to the termination date. Upon termination of this
       Agreement as herein above provided, any and all unspent funds that were paid by County
       to Arc under this Agreement and any and all County data, documents and information in
       Arc's possession shall be returned to County within five (5) business days of the date of
       termination. In no event shall County's termination of this Agreement, for any reason,
       subject County to liability.

       1)     Without Cause: This Agreement may be terminated, in whole or in part, without
              cause, by either party upon prior written thirty (30) calendar days notice to the
              other party.

       2)     With Cause: County reserves the right to terminate this Agreement immediately, in
              whole or in part, at its sole discretion, for the following reasons, without limitation:

              a)      Lack of, or reduction in, funding or resources;

              b)      Non-Performance. Arc's non-performance of the specifications of this
                      Agreement or non-compliance with the terms of this Agreement shall be a
                      basis for termination of the Agreement by the County. Termination, in
                      whole or in part, by the County under this Section may be made at County's
                      option and without prejudice to any other remedy to which County may be
                      entitled to at law or in equity, or elsewhere under this Agreement. County
                      shall not pay for work, equipment, services or supplies that are
                      unsatisfactory or unauthorized. At County's sole discretion and with written
                      notice by County, Arc may be given a reasonable opportunity prior to
                      termination to correct any deficiency in the work or services performed
                      under this Agreement. County may consider a reasonable time to be thirty
                       (30) calendar days to cure any problems and/or deficiencies with Arc's
                      performance, such problems and/or deficiencies being determined by
                      County. Nothing herein, however, shall be construed as negating the basis
                      for termination for non-performance or shall in no way limit or waive
                      County's right to terminate this Agreement under any other provisions
                      herein.



AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                     9
                c)      Arc's improper, misuse or inept performance of services under this
                        Agreement;

                d)      Arc's failure to comply with the terms and provisions of this Agreement;

                e)      Arc's submission of invoices, data, statements and/or reports that are
                        incorrect, incomplete and/or false in any way;

                f)      In County's sole discretion, if termination is necessary to protect the health
                        and safety of clients;

                g)      If Arc becomes or is declared insolvent or bankrupt, or is the subject of any
                        proceedings relating to its liquidation or insolvency or for the appointment of
                        a receiver or similar officer for it, has a receiver of its assets or property
                        appointed or makes an assignment for the benefit of all or substantially all
                        of its creditors, institutes or causes to be instituted any proceeding in
                        bankruptcy or reorganization or rearrangement of its affairs, enters into an
                        agreement for the composition, extension, or adjustment of all or
                        substantially all of its obligations, or has a material change in its key
                        employees; and/or

                h)      Arc's inability to perform under this Agreement due to judicial order,
                        injunction or any other court proceeding.

9. NOTICE

Any notice to be given under this Agreement shall be deemed to have been given if reduced to
writing and delivered in person or mailed by overnight or Registered Mail, postage pre-paid, to the
party who is to receive such notice, demand or request at the addresses set forth below. Such
notice, demand or request shall be deemed to have been given three (3) days subsequent to the
date it was so delivered or mailed.

        Clay Lewis Jenkins                              Sherry Wacasey
        Dallas County Judge                             Executive Director
        Dallas County Administration Building           The Arc of Dallas
        411 Elm St., Suite 200                          12700 Hillcrest, Suite 200
        Dallas, TX 75202                                Dallas, TX 75230
        (214) 653-7949 (phone)                          (214) 634-9810 (phone)
        (214) 653-6586 (fax)                            (214) 636-9815 (fax)

10. SEVERABILITY

If any provision of this Agreement is construed to be illegal or invalid, this will not affect the legality
or validity of any of the other provisions in this Agreement. The illegal or invalid provision will be
deemed stricken and deleted, but all other provisions shall continue and be given effect as if the
illegal or invalid provisions had never been incorporated.

11. SOVEREIGN IMMUNITY

This Agreement is expressly made subject to County's Sovereign Immunity, Title 5 of the
Texas Civil Practices and Remedies Code, and all applicable federal and State law. The
parties expressly agree that no provision of this Agreement is in any way intended to


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                         10
constitute a waiver of any immunities from suit or from liability that the County has by
operation of law. Nothing in this Agreement is intended to benefit any third party
beneficiary.

12. COMPLIANCE WITH LAWS AND VENUE

In providing services required by this Agreement, Arc must observe and comply with all applicable
grant requirements, licenses, legal certifications, or inspections required for the services, facilities,
equipment, or materials, and all applicable federal, State, and local statutes, ordinances, rules,
and regulations. Texas law shall govern this Agreement and exclusive venue shall lie in Dallas
County, Texas.

13. AMENDMENTS AND CHANGES IN THE LAW

No modification, amendment, novation, renewal or other alteration of this Agreement shall be
effective unless mutually agreed upon in writing and executed by the parties hereto. Any
alteration, addition or deletion to the terms of this Agreement which are required by changes in
federal or State law are automatically incorporated herein without written amendment to this
Agreement and shall be effective on the date designated by said law.

14. ENTIRE AGREEMENT

This Agreement, including all Exhibits and attachments, constitutes the entire agreement between
the parties hereto and supersedes any other agreement concerning the subject matter of this
transaction, whether oral or written.

15. BINDING EFFECT

This Agreement and the respective rights and obligations of the parties hereto shall inure to the
benefit and be binding upon the successors and assigns of the parties hereto, as well as the
parties themselves.

16. GOVERNMENT FUNDED PROJECT

If Agreement is funded in part by either the State of Texas or the federal government, the
Arc agrees to timely comply without additional cost or expense to County, unless otherwise
specified herein, to any statute, rule, regulation, grant, contract provision or other State or federal
law, rule, regulation, or other similar restriction that imposes additional or greater requirements
than stated herein and that is directly applicable to the services rendered under the terms of this
Agreement.

17. DEFAULT/CUMULATIVE RIGHTS/MITIGATION

It is not a waiver of default if the non-defaulting party fails to immediately declare a default or
delays in taking any action. The rights and remedies provided by this Agreement are cumulative,
and either party's use of any right or remedy will not preclude or waive its right to use any other
remedy. These rights and remedies are in addition to any other rights the parties may have by
law, statute, ordinance or otherwise. Arc has a duty to mitigate damages.

18. FISCAL FUNDING CLAUSE

Notwithstanding any provisions contained herein, the obligations of the County under this


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                       11
Agreement are expressly contingent upon the availability of funding for each item and obligation
contained herein for the term of the Agreement and any extensions thereto, Arc shall have no
right of action against County in the event County is unable to fulfill its obligations under this
Agreement as a result of lack of sufficient funding for any item or obligation from any source
utilized to fund this Agreement or failure to budget or authorize funding for this Agreement during
the current or future fiscal years, In the event that County is unable to fulfill its obligations under
this Agreement as a result of lack of sufficient funding, or if funds become unavailable, County, at
its sole discretion, may provide funds from a separate source or may terminate this Agreement by
written notice to Arc at the earliest possible time prior to the end of its fiscal year.

19. COUNTERPARTS, NUMBER/GENDER AND HEADINGS

This Agreement may be executed in multiple counterparts, each of which shall be deemed an
original, but all of which shall constitute one and the same instrument Words of any gender used
in this Agreement shall be held and construed to include any other gender any words in the
singular shall include the plural and vice versa, unless the context clearly requires otherwise,
Headings herein are for the convenience of reference only and shall not be considered in any
interpretation of this Agreement

20. PREVENTION OF FRAUD AND ABUSE

Arc shall establish, maintain and utilize internal management procedures sufficient to provide for
the proper, effective management of all activities funded under this Agreement Any known or
suspected incident of fraud or program abuse involving Arc's employees or agents shall be
reported immediately by the County to the Office of the Inspector General for appropriate action,
Moreover, Arc warrants to be not listed on a local, county, State or federal consolidated list of
debarred, suspended and ineligible contractors and grantees, Arc and County agree that every
person who, as part of their employment, receives, disburses, handles or has access to funds
collected pursuant to this Agreement does not participate in accounting or operating functions that
would permit them to conceal accounting records and the misuse of said funds, Arc shall, upon
notice by County, refund expenditures of Arc that are contrary to this Agreement and deemed
inappropriate by the County,

21. INDEPENDENT CONTRACTOR

Arc, including its agents, employees and volunteers, is an independent contractor and not an
agent, servant, joint enterpriser, joint venturer or employee of the County, and is responsible for
its own acts, forbearance, negligence and deeds, and for those of its agents, volunteers or
employees in conjunction with the performance of services under this Agreement

22. ASSIGNMENT

Arc assures that it will not transfer or assign his interest in this Agreement without the prior written
consent of the County, Arc understands that in the event that all or substantially all of Arc's
assets are acquired by another entity, Arc is still obligated to fulfill the terms and conditions of this
Agreement In the event of the assignment or sale of Arc assets, the County, at its option, may
terminate this Agreement and at no cost to the County retain the use of any of the equipment,
software and other items provided under this Agreement. Arc shall deposit all system and
application software with an independent escrow agent In the event of sale or assignment,
County has the right of use of all source codes and at no cost perpetual license to use all
software.



AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                       12
23. SUBCONTRACTING

Arc may not enter into agreements with subcontractors for delivery of the designated services
outlined in this Agreement without prior written consent of the County. which consent shall not be
unreasonably withheld. The costs of all subcontracted services are included in the fees paid
herein. Subcontracts, if any, entered into by Arc will be in writing and subject to all requirements
herein. Arc agrees that it will solely be responsible to County for the performance of this
Agreement. Arc shall pay all subcontractors in a timely manner. County shall have the right to
prohibit Arc from using any subcontractor.

24. ASSURANCES

A.     Arc agrees to establish safeguards to prohibit employees from using their positions for a
       purpose that constitutes or presents the appearance of personal or organizational conflict
       of interest or personal gain.

B.     Arc assures that it shall not receive personal benefits or gains in performance of the
       services outlined in this Agreement. Furthermore, Arc agrees to disclose prior to
       commencement of a particular assignment any material/financial interests that it or a third
       party may have in the services required under this Agreement.

C.     No-Discrimination. This Agreement is subject to applicable federal and state laws and
       executive orders, including the Fair Labor Standards Act of 1938, relating to equal
       opportunity and nondiscrimination in employment.             Neither Arc nor its agents or
       subcontractors shall discriminate in their employment practices against any person by
       reason of disability, age, race, creed, national origin, color, religion, sex, pOlitical affiliation,
       or veteran status. In addition Arc assures that no person will, on the grounds of disability,
       age, race, creed, national origin, color, religion, sex, political affiliation, or veteran status,
       be excluded from, be denied the benefit of or be subjected to discrimination under any
       program or activity funded in whole or in part under this Agreement. Arc agrees to comply,
       and to cause its agents and subcontractors to comply, with the provisions of said laws and
       orders to the extent any such laws and orders are applicable in the performance of this
       Agreement.

D.     Arc, by acceptance of funds provided under this Agreement, agrees and ensures that
       personnel paid from these funds are duly licensed and/or qualified to perform the required
       services. Arc further agrees and ensures that all program and/or facility licenses
       necessary to perform the required services are current and that County will be notified
       immediately if such licenses become invalid during the term of this Agreement.

E.     Arc assures that funds received pursuant to this Agreement will not be used for lobbying
       the Texas legislature or any governmental agency in connection with a particular contract.

F.     Arc shall pay all subcontractors in a timely manner. County shall have no liability to any
       subcontractors in the event Arc does not payor delays payment to any subcontractors. At
       termination or expiration of this Agreement, Arc shall deliver to County an affidavit of all
       bills paid. Final payment shall be contingent upon receipt of such affidavits as resolution
       of all accounting for which County is or may be liable under this Agreement.

G.     Arc certifies that neither it nor any of its principals is presently debarred, suspended,
       proposed for debarment, declared ineligible, or voluntarily excluded from participating in
       this Agreement by any Federal department or agency.


AGMT BETW OALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                          13
H.     Best Efforts to Minimize Costs to County. Arc shall use its best efforts to complete each
       assigned task in as economical a manner as possible and to minimize any charges
       incurred in connection therewith to the maximum extent possible, consistent with Arc's
       other obligations under this Agreement.

I.     Governmental Consent. Arc warrants that no consent, approval, or withholding of
       objection is required from any governmental authority with respect to the entering into or
       the performance of this Agreement.

J.     No Actions, Suits, or Proceedings. Arc warrants that there are no actions, suits, or
       proceedings, pending or threatened, that will have a material adverse effect on Arc's ability
       to fulfill its obligations under this Agreement. Arc further warrants that it will notify County
       immediately if Arc becomes aware of any action, suit, or proceeding, pending or
       threatened, which will have a material adverse effect of Arc's ability to fulfill the obligations
       under this Agreement.

K.     Warrantv of Arc's Capability. Arc warrants that it is financially capable of fulfilling all
       requirements of this Agreement and that Arc is a validly organized entity that has the
       authority to enter into this Agreement. Arc warrants that it is not prohibited by any loan,
       contract, financing arrangement, trade covenant, or similar restriction from entering into
       this Agreement.

L.     Professional Qualltv. Arc warrants to County that all materials and services will be of
       professional quality conforming to generally accepted practices.         Any work that is
       determined by County to be less than professional quality will be corrected without charge.
       This warranty is limited to rework of the unsatisfactory product without change to the
       original specifications and without regard to the amount of the effort expended on the
       original work product.

M.     Pursuant to Article 2.45 of the Business Corporation Act, Texas Civil Statutes, which
       prohibits County from entering into a contract with a corporation which is delinquent in
       paying taxes under Chapter 171 of the Texas Tax Code, Arc, by executing this
       Agreement, hereby certifies that it is not delinquent in its Texas franchise tax payments, or
       that it is exempt from, or not subject to such a tax.

N.     Under Section 231.006 of the Texas Family Code, Arc certifies to County that the owner(s)
       of at least a 25% interest in Arc, if applicable, is not delinquent in any child support
       obligation that renders him/her/any of them ineligible to receive payment under the terms
       of this Agreement. Arc hereby acknowledges that this Agreement may be terminated and
       payment may be withheld if this certification is inaccurate.

O.     Failure to comply with any of these assurances or any other requirements specified within
       this Agreement will put Arc in default and/or breach of this Agreement and may result, at
       the sole discretion of County, in the disallowance of funds and the withholding of future
       awards, in addition to any other remedies permitted by law.

25. CONFIDENTIAL INFORMATION AND OWNERSHIP

A.     Arc, including, without limitation, its employees and agents, shall not disclose privileged or
       confidential communications or information acquired in the course of the performance of
       the services under this Agreement, unless authorized by law. Arc agrees to safeguard


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                      14
       and adhere to all confidentiality, privacy and security requirements according to this
       Agreement and the applicable federal, State and local rules and regulations for all
       information deemed confidential.

B.     Confidentiality. "Confidential Information" means information designated as confidential or
       which would be recognized as confidential by a reasonable person from its nature and the
       circumstances surrounding its disclosure. Confidential Information includes, without
       limiting the generality of the foregoing, County Software, County Data, the terms of this
       Agreement, and information: (1) relating to the Disclosing Party's current or planned
       software (whether in object code or source code form) or hardware products or services,
       technical and non-technical information, formulae, tools, patterns, compilations, programs,
       devices, techniques, drawings, methodologies and processes; (2) relating to Disclosing
       Party's business, policies, strategies, operations, finances, plans or opportunities,
       including the identity of, or particulars about, the County's clients, customers or service
       providers; (3) marked or otherwise identified as confidential, restricted, secret or
       proprietary, including, without limiting the generality of the foregoing, information acquired
       by inspection or oral disclosure provided such information acquired by inspection or oral
       disclosure provided such information was identified as confidential at the time of disclosure
       or inspection; or (4) relating to individual health information, including without limitation,
       mental health information, sexually transmitted diseases information, and HIV-AIDS
       related information.

C.     Exceptions. Notwithstanding the foregoing, Confidential Information does not include
       information that the Receiving Party can establish: (1) has become generally available to
       the public or commonly known in either Party's business other than as a result of a breach
       by the Receiving Party of any obligation to the Disclosing Party; (2) was known to the
       Receiving Party prior to disclosure to the Receiving Party by the Disclosing Party by
       reason other than having been previously disclosed in confidence to the Receiving Party;
       (3) was disclosed to the Receiving Party on a non-confidential basis by a third party who
       did not owe an obligation of confidence to the Disclosing Party with respect to the
       disclosed information; (4) was independently developed by the Receiving Party without
       any recourse to any part of the Confidential Information; or (5) in the case of County, any
       information related to the services which County has publicly disclosed in connection with
       an RFP for information technology services, including, without limitation, information of an
       operational, technical or financial nature related to County.

D.     Use of Confidential Information. During the term of this Agreement, the Receiving Party
       may: (1) disclose Confidential Information received from the Disclosing Party only to its
       employees, agents, officers, directors, attorneys, and subcontractors who have a need to
       know such information exclusively for the purpose of performing pursuant to this
       Agreement and who have executed a non-disclosure agreement containing provisions no
       less restrictive than those contained herein, who are subject to other equivalent means to
       ensure confidentiality; (2) reproduce the Confidential Information received from the
       Disclosing Party only as required to perform pursuant to this Agreement; and (3) disclose
       Confidential Information as required by law, provided the Receiving Party gives the
       Disclosing Party prompt notice prior to such disclosure to allow the Disclosing Party to
       make a reasonable effort to obtain a protective order or otherwise protect the
       confidentiality of such- information. Except as otherwise specifically provided in this
       Agreement, the Receiving Party shall not during the term and after expiration or earlier
       termination of this Agreement: (1) disclose, in whole or in part, any Confidential
       Information received directly or indirectly from the Disclosing Party; or (2) sell, rent, lease,
       transfer, encumber, pledge, reproduce, publish, market, transmit, translate, modify,


AGMT BETW DALLAS COUNTY & ARC FOR GUAROIANSHIP SVCS 2011-2012                                     15
       reverse engineer, compile, disassemble or otherwise use the Confidential Information in
       whole or in part.

E.     Care. The Receiving Party shall exercise the same care in preventing unauthorized
       disclosure or use of the Confidential Information that it takes to protect its own information
       of a similar nature, but in no event less than reasonable care.

F.     Return of Confidential Information. Immediately upon the Disclosing Party's request, and
       at the expiration or earlier termination of this Agreement or any other applicable renewal or
       extension hereto, the Receiving Party shall return or destroy all materials containing
       Confidential Information, including without limitation, all originals, copies, reproductions
       and summaries, and all copies of Confidential Information present on magnetic media,
       optical disk, volatile memory or other storage device, in a manner that assures the
       Confidential Information is rendered unrecoverable.

G.     Notwithstanding the foregoing, County agrees, to the extent permitted by the Public
       Information Act, to keep confidential (and store in a secure area with limited access) and
       will not copy, publish, sell, exchange, disclose, or provide to others or use any information,
       documents or data, provided to or disclosed to County, or any information related to this
       Agreement, including, but not limited to, any exhibit, attachment, amendment, addendum,
       or other incorporated document, for any purposes other than performing County's
       obligations under this Agreement, unless prior written notification is given by County that
       such specified item will be released under the Public Information Act.

H.     Confidential or Proprietary Marking. Any information or documents Arc uses in the
       performance of the services provided under this Agreement that Arc considers confidential
       or proprietary or that contains trade secrets must be clearly marked accordingly. This
       marking must be explicit as to the designated information. The deSignation, however, may
       not necessarily guarantee the non-release of the documents or information under the
       Texas Public Information Act or otherwise required by law

I.     Ownership of County Data. All County Data shall remain the property of County. The
       County Data shall not be used by Arc other than in connection with providing the services
       pursuant to this Agreement, disclosed sold, assigned, leased or otherwise provided to third
       parties by Are, or commercially exploited by or on behalf of Arc, its employees, officers,
       agents, subcontractors, invitees, or assigns in any respect. Arc shall not delete or destroy
       any County Data or media on which County Data resides without prior written
       authorization of County (acting through the County Commissioners Court). At no cost to
       County, Arc shall upon request promptly return to County, in the format and on the media
       in use as of the date of the request, any and all requested portion of any County Data it
       may possess or control.

J.     Survival. The provisions of this Section shall survive termination or expiration of this
       Agreement or any determination that this Agreement or any portion hereof is void,
       voidable, invalid or unenforceable

26. TRANSITION SERVICES REQUIRED OF Arc

Upon notice of termination and/or expiration of this Agreement, the County shall immediately have
the right to audit any and all records of Arc relating to this Agreement. Moreover, upon
termination and/or expiration date of this Agreement, Arc agrees to transition the services
provided herein in a cooperative manner and provide anything requested from the County at no


AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP svcs 2011-2012                                   16
        additional cost, including, but not limited to the following, upon date of termination and/or
        expiration: (i) All Agreement and services documentation identified in a complete, neat and
        orderly manner; and (ii) Good faith pledge to cooperate with County upon transition of services to
        another contractor or County department providing the same or similar services; and (iii) Final
        accounting of all income from the Agreement; and (iv) Downloading and removal of all County
        information from Arc's equipment and software; and (v) Removal of Arc services without affecting
        the integrity of County's systems; and (vi) All. Records and County property. This provision shall
        survive Agreement termination, Arc agrees to allow County to continue to utilize Arc's software
        until such time as County has completed processing all citations begun within term of Agreement,
        or any extension thereto,

        27. SIGNATORY WARRANTY

        Each party represents that it has the full right, power and authority to enter and perform this
        Agreement in accordance with all of the terms and conditions, and that the execution and delivery
        of this Agreement has been made by authorized representatives of that party to validly and legally
        bind the same party to all terms, performances and provisions set forth in this Agreement.



                  EXECUTED THIS         18th          DAY OF             October                     2011


        COUNTY:                                                 , Arc:

,
    \   BY:                                                       BY:     Sherry Wacasey
                                                                          Executive Director


        Recommended:



        BY:       Ryan Brown
                  Budget Officer


                                                 ~.


              /
                     ,-'
        *Approved as to Form:

                  ~...              1tU-·)
                                   ,''/
                                      .. '
                                            ..




        BY/        ordon R, Hikel
                  Chief, Civil Division
                  Assistant District Attorney

        'By law, the District Attorney's Office may only advise or approve contracts or legal documents on behalf of
        its clients, It may not advise or approve a contract or legal document on behalf of other parties, Our review
        of this document was conducted solely from the legal perspective of our client. Our approval of this
        document was offered solely for the benefit of our client. Other parties should not rely on this approval, and
        should seek review and approval by their own respective attorney(s),


        AGMT BETW DALLAS COUNTY & ARC FOR GUARDIANSHIP SVCS 2011-2012                                            17
                                                                                          COURT ORDER

ORDER NO: _ _ _ __
                                2011 1799
DATE:October 1S, 2011

STATE OF TEXAS

COUNTY OF DALLAS

BE IT REMEMBERED, at a regular meeting of Commissioners Court of Dallas County, Texas, held on the

                                                            _____________________ ,2011, on
______~l~S~t~h~________________ dayof ________~O~c~to~billedr

                                      W 1e i
a moti on made by---=-J0",I:.::illc:....::.:::.:::.::-,-y-=-P::.rl::.'c",e"",---,C:.::o::::TIlffi=i::::.S:::Sl::.'o::.:n",e::r:....:o:.::f'--.::D=.i::.st::.r::.:l::.:'c::.:t=-:N:.::oc:,,-=.3________ , and seconded by

       E_l_ba               C_oTIlffil
                                    '         of                        _______ , the following Court Order was adopted:
                                                     s_t_r_i_c_t_N_o,-,_4
_D_r_,__ __G_,a_r_c_i_a-".,__ __s_s_i_o_n_e_r____D_l_'

WHEREAS, the Dallas County Commissioners Court was briefed on October 11, 2011 regarding the District
         Clerk's request for staffing adjustments; and

WHEREAS, the request recommended 1) the cost of position #5258 be moved from the General Fund to the
         District Clerks Records Management Fund, 2) the creation of a new Clerk II Grade 7 position to be
         funded out of the General Fund and assigned to the District Clerk's Criminal Courts Division and 3)
         the transfer of position #5075 from District Clerk Administration at George Allen Courts Building to
         District Clerk Criminal Courts Division at the Crowley facility; and

WHEREAS, funding for the new position will be offset by the movement of position #5258 from the General
         Fund to the District Clerks Records Management Fund meaning there is no cost to the County
         General Fund:

IT IS THEREFORE ORDERED, ADJUDGED AND DECREED, that the Dallas County Commissioners
Court hereby authorizes the District Clerk's request for staffing adjustments as detailed above.

DONE IN OPEN COURT this the __--"l""S""tl"-l__ day of ________"'-Ocwt"'-O'-Lh""PLr________ , 2011.




                                                                                                                                                                Mike Can?l, District #2


                                                                                                                                           r,&- 4/~
                                                                                                                             Dr. Elba Garcia, District #4




                                                   Recommended by:                         K'l- prow .....
                                                                                                 R y~n Brown, Budget Officer
                                                                     SUBSTITUTE FOR 16

                                           COURT ORDER



ORDER NO: _ _ _ __
                  2011 1800
DATE:         cctoter 18, 2O11
STATE OF TEXAS                         §
                                       §
COUNTY OF DALLAS                       §


BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County, Texas,
held on CCtoter 18th, 2011, on motion made by John Wiley Price, Comm. of Dist. 113 ,
and seconded by     Dr. Elba Garcia, Comm. of Dist. 114                    , the following Order was
adopted:

WHEREAS,       on October 18, 2011, the Dallas County Commissioners Court was briefed on a
               request to provide a tax abatement so as to help facilitate the location of a major e-
               commerce fulfillment facility for Kohl's within the City of DeSoto; and

WHEREAS,       this project, which will involve the construction of about a one-million-square-foot
               facility, create over 200 full-time permanent jobs and 200 FTE part-time jobs, and
               increase the County's tax base by over $60 million, is one of the largest yet
               undertaken in the County's southern half; and

WHEREAS,       the provision of the requested tax abatement is consistent with both the County's
               strategic plan and the County's abatement policy.

IT IS THEREFORE, ORDERED, ADJUDGED and DECREED that the Dallas County
Commissioners Court authorizes the provision of a ten-year, 75% abatement on both real property
and business personal property for the construction of a major e-commerce fulfillment facility in the
City of DeSoto for Kohl's, effective no later than January 1, 2015, subject to the project having
created 200 full-time permanent jobs, 200 FTE part-time jobs, and a $60 million increase in the
County's tax base by this effective date.

IT IS FURTHER ORDERED, ADJUDGED and DECREED that the County Judge is authorized to
sign the related tax a atement agreement.

                        T this the _-'--_ day of -'-'-'---'f'-----' ~



b~~Pi+';.,.,..,'----                  Mau' e     ickey                        ik - =-a-n-:t-re""I1:------
                                                                          ""M:7:-e C
                                      Commissioner Distriot #             Commissioner Dis rict #2



                                                         Dr. Elba Garcia
                                                         Commissioner District #4



                    Recommended by:         ~cl.-~
                                            COURT ORDER
ORDER NO.     20 11 18 0 t
DATE: October 18, 2011


STATE OF TEXAS                  §

COUNTY OF DALLAS                §


BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County, Texas, held on the
                              October
_18th _.day of _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ , 2011, on motion made by
 __

 Jolm Wiley Price, Cormnissioner of District No.3                                         , and seconded by

 Dr. Elba Garcia, Commissioner of District No.4, the following Order was adopted:

WHEREAS,        The Office oflnformation Technology request for Amendment No.1 to the Desktop Technical Support
                contract was briefed to the Commissioners Court on October 11, 2011; and

WHEREAS,        QNet, Inc. has provided Desktop Technical Support since March 2011; and

WHEREAS,        Amendment No. 1 to the contract for Desktop Technical Support will provide the use of an Asset
                Management System in order to track the IT related assets of Dallas County; and

WHEREAS,        The annual expense for Amendment No.1 is not to exceed $36,000 annually; and

WHEREAS,        This request is consistent with Strategy 1.4 of the County's strategic plan: Improve the Customer
                Experience by implementing Standards of Operation, Innovation and Technology.

IT IS THEREFORE ORDERED, ADJUDGED AND DECREED that the Dallas County Commissioners Court
authorizes the County Judge to sign Amendment No.1 to the contract for Desktop Technical Support Services between
Dallas County and QNet, Inc. and approves the expenditure of $36,000 annually to provide an Asset Management
System during the term!\' the contract.

D~N»NtP"c6uJT this the                18th      day of      Octo~
/;Z,'                                   ~                   J:
~:ft;::o                                    tJt~""
             I,"


                                                                1    t;               Mike Cantrell
                                                                                      commiSSiOner]trict 2


                                                                 ~L.           5tdL!
                                                                    Dr. Elba Garcia
                                    lct 3                        Commissioner, District 4



                                Recommended     bQ;?;at;.;~~~=::::::;:::::--:=::::>·"-"'"
                                                   Stanley Victrum, CIa
                                  AMENDMENT NO.1
                       TO DESKTOP SUPPORT SERVICES AGREEMENT

                        BETWEEN DALLAS COUNTY, TEXAS ("County")
                       AND QNET INFORMATION SERVICES ("QNET ")
-----------------

        This Amendment No.1 (this "Amendment") is to the Desktop Support Services Agreement
entered into by and between QNET and the County pursuant to Commissioners Court Order 2011 382,
and shall become effective as of October 4, 2011 (the "Effective Date").

        WHEREAS, on February 22, 2011, QNET and the County entered into that certain Desktop
SUppOlt Services Agreement (the "Agreement") under which, among other things, QNET agreed to
provide certain IT desktop support services to County; and

       WHEREAS, QNET continues to provide County with services under the subject Agreement; and

        WHEREAS, pursuant to Section 28 of the Agreement, QNET and the County desire to amend the
terms of the Agreement as more pmticu1arly described herein.

         NOW, THEREFORE, in consideration of the mutual promises contained herein, along with other
good and valuable consideration, the receipt and sufficiency of which both parties mutually acknowledge
the parties agree as follows:

1.     IT Asset Management System ("AMS"l. The parties have agreed that QNET will assume
       responsibility for providing to the County an ASM system for all County desktop assets in a
       manner set forth in the Scope of Work attached as Exhibit A to this Amendment. To the extent
       any item included in Exhibit A duplicates or restates work also included in the Agreement,
       Exhibit A shall not be construed to limit or diminish QNET's obligations under the Agreement.

2.     Pricing. The AMS provided under this Amendment shall be considered an additional service from
       those provided under the pricing provided in the Agreement. All services, equipment, and
       software required under the SOW for the AMS shall be provided by QNET at an all inclusive
       monthly usage charge of $3,000.00. There will be no additional charges for maintaining or
       replacing equipment or for installing or updating licensed software. This flat usage fee will
       additionally include QNET transferring ownership of20 scanners and related software to the
       County at the time the AMS is terminated.

3.     Term. The pmties intend for the term of this Amendment to run concurrent with the term of the
       Agreement, and shall expire or terminate at the time of the Agreement in accordance with the
       provisions thereof. Notwithstanding this provision, or any other provision in the Agreement, the
       County has the option of terminating the AMS authorized under this Amendment at any time
       upon 30 days notice without affecting or terminating the Agreement. Furthermore, the County
       has the option of terminating the Agreement without terminating the AMS provided under this
       Amendment.                               .

4.     Remaining Terms Unchanged. Except as specifically provided in this Amendment, all remaining
       terms and provisions of the Agreement shall remain unchanged and in full force and effect.




                                                   1
5.        Counterparts. This Amendment may be executed in one or more counterparts, each of which
          shall be deemed an original, but all of which together shall constitute one and the same
          instrument.




IN WITNESS WHEREOF, this Amendment No. I has been executed by the Parties authorized
representatives.

QNET INFORMATION SERVICES,

By       //'=~
         L;:?"
Date:       q - :, 0       " \ \

Name:       La r    , '1
                       \
                             H '" \ \               Name:

Title:     Vt-eS. Je~ /LE 0    7
                                                    Title:    Dallas County Judge




                                                    2
            SCOPE OF WORK for
       IT Asset Management System
     Amendment Number One to Court
Agreement Between Dallas County and Qnet for
          Desktop Support Services




                     1
Objective:

Dallas County has prepared this Scope of Work (SOW) for management of its IT asset inventory. The process
will generally be implemented as follows: Qnet will initially load the inventory database into their asset
management system immediately upon possession from Buchannan Associates. Qnet will use Wasp
WPA1200CE scanners (20) and related licensed software for asset management. Scanner maintenance and
software updates will also be provided as needed. Upon termination ofthe desktop contract between the
parties, Qnet will transfer ownership of the twenty (20) scanners and the applicable database to Dallas
County. All scanners will be in certified working condition. The database and all records developed for Dallas
County will be provided to Dallas County in readable hard copy and electronic format.

The SOW for IT asset management more fully includes:

Receipt. Entry of Records into Asset Management System. Distribution of Assets to County Staging Areas

A Business Process Flow will be implemented by QNET to ensure that all IT Desktop assets (Desktop Systems,
laptops, Printers and Peripheral Devices), are located, tagged and entered into the system. This process will
include all IT Desktop assets routed through QNET Central Receiving facility as well as IT Desktop assets
shipped directly to the various County locations.

For orders received at QNET Warehouse, the receiving personnel will perform the following:

   •   Inspect all shipments for damages and where necessary, initiate damage claim processes
   •   Collect all shipping documentation (packing slips, bill of lading, etc.)
   •   Cross-reference shipping documentation to county purchase orders
   •   Stage equipment in the assigned warehouse area
   •   Provide reports of received equipment to designated Dallas County personnel.

QNET Asset Management Team will perform the following for all IT Desktop equipment:

   •   Open all product to cross-reference equipment received to equipment ordered, and create scanned
       product data for entry into the Asset Management System
   •   Attach bar-code asset tags to the equipment. Pink tags for grant assets and white for county assets.
   •   Scan location of asset at the warehouse
   •   Enter scanned asset information in the Asset Management System
   •   Enter Dallas County internal control attributes such as: grant number, purchase order number, receipt
       date, etc.
   •   Provide reports, as required, for new asset records.
   •   Notify QNET Project Management Team of project-specific assets ready for deployment
   •   Notify QNET Central Receiving/Distribution Team of non-project specific County assets ready for
       distribution to the various County locations.
   •   Update Asset Management System with distribution of assets to County locations, from the Central
       Receiving/Distribution location.




                                                       2
Custodial Transfer of Assets from Qnet Receiving Areas to County Production Environment
All assets to be distributed will be transferred from Qnet warehouse to a secure location in the county
buildings. Control numbers will be updated to reflect the new location. As the asset is distributed to the
production environment the asset record will be scanned and updated to show the final destination.

Custodial Transfer of Assets from County Production Environment to Surplus/Idle Asset Storage
All County desktop equipment removed from the production environment will be recorded and stored in a
designated surplus/idle asset storage area. The status indicator in the Asset System is set to "Inactive" at this
time. The control numbers for these areas will be cross referenced to Dallas County IT Services to identify the
storage area as Surplus/Idle assets. To maximize the usage of County equipment, devices that are within the
County standards, and are eligible for assignment, will be separated and reported to Dallas County personnel.

Note: Grant funded product will be separated and reports provided to Dallas County personnel for review of
custodial transfer options/restrictions pertaining to this equipment.

Custodial Transfer of Assets from Surplus/Idle Asset Storage to Disposal Facility
County equipment identified as "non-standard" equipment, which is not eligible for re-utilization, and has no
disposal restrictions (Grant Funded), will be separated and inventoried. Reports will be provided to Dallas
County personnel to initiate the surplus disposal process. Upon release of this equipment to the County's
Surplus/Salvage Operations Team, the status indicator will be set to "retired".

The grant equipment will be separated from non grant county equipment. These will be palletized separately
in sets of PCs and wrapped in plastic on the pallets and labeled as grant or non grant. Each pallet will show a
list of equipment with serial numbers and asset tags. A copy of the lists will be attached to a form P280 and
submitted to the Purchasing Department. All lists will be typed. A hand written list is not acceptable. A
electronic copy of the lists will also be provided to the Auditors office.

Note: All records will remain within the Asset Management System regardless of their status indicator setting.

QNET Central Receiving/Distribution and Asset Management Teams will ensure the integrity of asset
recordings by managing all phases of the asset life cycle.




                                                        3
Asset Management System Processing IT Desktop Equipment




General Asset Information Screen
The General Asset Information Screen will include the following asset attributes in separate fields:

Attribute                            Example/Description
Barcode Number:                      00065243
Auditors Tag Number:                 86520
Description:                         Microcomputer, Printer, Monitor 17" FP, Peripherals
Manufacturer:                        Dell, HP, Toshiba etc.
Model:                               Optiplex GX 745
Serial Number:                                54Y1234
Location (Building):                 Frank Crowley Courts Building
Floor:                               11
Room Number:                         County assigned designation (if it exists)
Control Number:                      00001402
                                     Note: The control number is a barcode placed in the door jam of
                                     assignable space to facilitate scanned cross-reference of assets to
                                     assignable space.
Department:                          3132 Sheriff Civil (Owner of assignable space i.e. control number)
Purchase Order:                      Official County Purchase Order Reference Number Ex: 193203
Grant Number:                        Granting Agency's Contract Number Reference
Active/Inactive Indicator:           Indicator reflecting current asset status
Receipt Date:                        Date the equipment was initially received
In Service Date:                     Date the equipment was placed into service
In Active Date:                      Date the equipment was decommissioned
Retired Date:                        Disposal date of the equipment

Data Relationships:

Control Number (Owner of Assignable Space) to Barcode Number (Asset) Relationship

All County assignable space areas have a barcode label that has been attached to either (a) the entrance to the
area, or (b) a permanent component of the building within the assignable area. The preferable location of the
control number is the door hinge. If an area is missing a control number one should be assigned and recorded.

The Asset Management Team and Desktop Technicians will utilize hand held scanners to perform and record
all inventories and IMAC activity. These scanners should be equipped with function-specific programming to
complete these tasks.

When the technicians conduct an inventory, the scanner programming should prompt them to scan/record
the following information:

   •   Control Number
                                                        4
    •   Auditors Tag Number
    •   Description
   •    Model
   •    Manufacturer
   •    Serial Number
   •    Barcode Number
   •    In Service Date

When the technicians are processing an IMAC activity, the scanner programming should prompt the
technician to scan/record the following information:

   •    Control Number
   •    Barcode Number

The scanner programming should allow for scanning of multiple assets within respective control numbers
(inventory and IMAC modes).

When the inventory or IMAC data has been collected, the following data download should be completed. See
illustration 1 and 2:

Illustration 1
Inventory Data Download

00001821,00089163,   PRINTER, HP, U 4350TN, 00032332
00001821,00089161,   PRINTER, HP U 4350TN, 3DIFJ, 00015160
00001821,00089153,   LAPTOP, DELL, LATITUDE D620, 3HUL9, 00015161
00001821,00090881,   LAPTOP, DELL, LATITUDE D620, 18F96, 00015162
00001821,00000000,   LAPTOP, DELL, LATITUDE D620, 8KJQD21, 00032333

Upon upload of the inventory data to the Asset Management Module (batch upload), the relationship
between the scanned assets, location, floor and ownership should be made through the asset data scanned
during the inventory collection phase and utilizing defined relationships between supporting tables (Ref:
Illustration 4 below).

Illustration 2
IMAC Data Download

00001822,00032332
00001822,00032333
00001822,00015162

When the above !MAC data is uploaded to the Asset Management Module (batch upload), the ownership of
the asset{s) would be updated (if the control numbers are owned by different departments) based on the
defined relationships between the supporting tables.



                                                    5
        Illustration 3
        Controlled Number to Ownership Relationship

        As noted, each control number has one owner (department).                                     However, one department can have many
        control numbers. For example:

        Control Number                                             Owner

        00000001                                                   IT Services -             1090 - QN ET Warehouse
        00000002                                                   IT Services -             1090 - QNET Warehouse
        00000003                                                   Purchasing -              1080
        00000004                                                   Purchasing -              1080

        This relationship should allow the Asset Management Team a batch mechanism to update ownership when
        processing IMAC activity. When an asset is moved from control number 00000001 to control number
        00000003, ownership is updated from IT Services to Purchasing.

        The Asset Management Team should maintain all changes to departments and control numbers within the
        asset module. Subsequently, all IT Desktop asset reports will reflect these changes.

        Illustration 4
l-----------------------------------------------~
I                                 Asset Collection File Upload                                       :

I   Control #      Auditors#     DescriQt     Manu           Model      Serial#
    Barcode#
I   00001821     00089163       PRINTER HP, U        4350TN            1P5VOOB           00032332
    00001821     00089161       PRINTER HP, U        4350TN             3DIFJ            00015160
    00001821     00089153       LAPTOP DELL LATITUDE 0620              3HUL9             00015161




!----------------------------------------~                                                          1-----------------------------,
I                            Control Number Table                                        I           I             Building Table
                                                                                                     ,
                                                                                                     ,
I   Floor      Dept      Camp      Bldg       Control #         Dept Name                :~.r---~.:         Bldg Code     Building Name
    1          1090      01        218        00001821          DATA SERVICES '                             218          Frank Crowley Building
,                                                                                                                                                 ,
,------------------1----------------------''                                                         ! ______________________________ I




    ------------------~--------------------,'
    ,
    ,             Department Table
    ,                                       ',
                Dept Code           Dept Name            Dept Head
                 1090              DATA SERVICES          LARRY HALL
    ,
    t_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
                                                                                     ,
                                                                                     ~




        The defined relationships between the supporting tables in the repository will allow for accurate maintenance of
        departmental recordings.




                                                                                     6
Reporting

QNET IT Desktop Reports should provide "Drill-down" functionality to allow flexibility in defining report selection
criteria.




1/1ustratian 5

Example of Report Drill-Down Functionality:

Report Option    1      All County Assets Sorted Numerically
Report Option    2      All County Assets Sorted Numerically within Building Code
Report Option    3      All County Assets Sorted Numerically within Building Code then Floor
Report Option    4      All County Assets Sorted Numerically within Building Code then Floor then Department Code
Report Option    5      All County Assets Sorted Numerically within Building Code then floor then Department Code
                        then Control Number
Report Option    6      All County Assets Sorted Numerically by Description
Report Option    7      All County Assets Sorted Numerically by Manufacturer
Report Option    8      All County Assets Sorted Numerically by Model
Report Option    9      All County Assets Sorted Numerically by Serial Number
Report Option    10     All County Assets Sorted Numerically by Building Code then Floor then Department Code then
                        Control Number then by Description or Manufacturer or Model etc.
Report Option 11        All assets sorted by department, location and floor

In addition to hard copy reports, reports should be available as electronic report data for shared usage.




Software Discovery

Upon request QNET should provide software discovery-based reports to support Dallas County IT Management's
internal controls of County Software. The discovery application must be deployed on the County's network. The
discovery application will only be executed during off-hours periods and not on proprietary networks, i.e., Civil Court
ABOTA network.



SOW APPROVED by QNET:




                                                             7
                                                                 COURT ORDER

                               '
                            201 1 1°(,,)
                                   aU /,;.'
ORDER NO:

DATE:                       October 18, 2011

STATE OF TEXAS '

COUNTY OF DALLAS '

BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County, Texas, held on the
  18th         day of October                      ,2011, on motion made by John Wiley Price, District 113                                            , and
seconded by Dr. Elba GarCia, District 114                                  , the following Order was adopted:


WHEREAS,           Commissioners Court was briefed on October 11, 2011, regarding new policy language in Chapter 86
                   (Nepotism Policy) of the Dallas County Code; and

WHEREAS,           The Human Resources/Civil Service Department with input from the Civil Section of the District
                   Attorney's Office included the addition of specific policy langnage regarding the application offhe policy
                   and removed all references to elected officials who are covered under chapter 573 of the Texas
                   Government Code; and

WHEREAS            Upon review, Commissioners Court approved immediate adoption of the policy changes for inclusion in
                   the Dallas County Code to allow ease of interpretation, implementation, and administration; and

WHEREAS            The policy has been reviewed by the Civil Section of the District Attorney's Office, with recommendations
                   in these policies consistent with Dallas County's Strategic Plan Vision 1,5: Maintain a strong, motivated
                   Dallas County Workforce,

IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County Commissioners Court               hereby
                        la7guage (Chapter 86 - NepotIsm POI:::::::ded In Attachment Afar lmmedzate Incluszon
~t::r;;;I~~;~;~:;d!:~:fCYf                                                                                                                                 In




                   IN,tou                                                                                    ~20
        / : / //
DONE IN7!P'


         "     I
                              T his}he


                                  '    ----
                                               18th              day of


                                                                   Ala              2r1. ?t.~
                                                                                                               ,               r


                                                                                                                                   '~:1~~~~
                                                                                                                                   c:
    L/   CIa                                                      Maurine Dickey                           -~---::M-:C:ik-e-C=-a-n-t-re-:-ll;----

                   ~~~~~4~~~;e..:.cZodmt<.m:..i~ss=-tio:::n:...e_rDistr_ic_t_#_1_~""""",::-,-=.::--"a.",~",oL,-,m,:-m-=-:_sl_'0__n..--,e7r<;!D~f/~iS,=,!
                                                                                                  Dr. Elba Garcia
                                                                                               Commissioner District #4


Recommended by:

                                                                uldin-Taylor, Ph,D"
                                                               ources/Civil Service Dep
                                                                                     Attachment A




DIVISION 6. NEPOTISM* (This section reflects court approved policy language: Court Order
#20101711 -October 12, 2010).

 *State law references: Nepotism, VTCA, Government Code § 573.001 et seq.




Sec. 86-240 Policy Statement.
       The purpose of this policy is to reduce potential conflicts or perceptions of favoritism that
may occur with the hiring of immediate family members in the workplace. The following
language will clearly define dallas county's policy regarding the standards for hiring relatives, or
employees who become related by blood, marriage or adoption.

Sec. 86-241    Application.

        This policy only applies to department heads appointed by the commissioners court and
individuals who are supervised directly or indirectly by those department heads or their
designees.

Sec. 86-24'1-6. Prohibited according to applicable law.
         The hiring of employees shall not violate the laws against nepotism as contained in the
state law or other applicable laws. This policy applies to all applicants and employees (regular
full-time, temporary full-time, regular part-time, or temporary part-time capacity) to include
applicants/temporary employees provided through temporary employment agencies. Sheriff's
Department employees should consult the Sheriff's Department Civil Service Rules and
Regulations for departmental guidance.
(Admin. Policy Manual, § A(2.13))

Sec. 86-242;l.. Immediate family members enumerated.
        Applicants who have any of the following immediate family members (related by blood,
marriage, or adoption) presently working for the county will not be allowed to work in the same
department: parent, husband, wife, child, stepchild, brother, sister, nephew, niece, stepbrother,
stepsister, half-brother, half-sister, stepparent, cousin, grandparent, grandchild, uncle, aunt and
any person serving as parent/guardian, or any relative living in the same household.
       For example, John has applied for a security officer position in the Office of Security and
Emergency Management Department. His stepmother has a nephew currently employed in the
department. John cannot work in the Security and Emergency Management Department
because he currently has a cousin (by marriage) currently employed in the department.
(Admin. Policy Manual, § A(2.14))

Sec. 86-2431. Additional persons classified as immediate family.
       Applicants and employees who have any of the foHowing family members (related by
blood, marriage, or adoption) currently working for the county may work in the same department
                                                                                       Attachment A


but may not work in the same section or division, nor maya supervisory relationship exist;
parent-in-law, child-in-Iaw, daughter-in-law, son-in-law, brother-in-law, and sister-in-law. A
section or division is defined as a formal organizational structure or unit that has been formally
established by the office of budget and evaluation.
       For example, John has applied for a position in the Juvenile Detention Center of the
Juvenile Department. His sister-in-law is currently employed at the LETOT Center of the
Juvenile Department. John may be employed to work in the Juvenile Department because he
and his sister-in-law would be employed in a different division of the department where no
supervisory relationship exists.
(Admin. Policy Manual, § A(2.15); Ord. No, 2003-1097, 6-24-2003)

Sec. 86-2442. Becoming relatives after employment.
        Employees who become relatives (by blood, marriage, or adoption) after employment
are treated in accordance with sections 86-242 or 86-243). If the elected official/department
head is unable to make an acceptable accommodation (e.g" move to a different section or
division), the elected official/department head shall notify the employee(s) in writing that one of
the employees must separate from the county within sixty (60) days, The employees shall make
the decision about who will separate from county service. In the event the employees do not
agree, the employee with the least seniority shall be separated from Dallas County,
(Admin. Policy Manual, § A(2, 16); Ord. No, 2003-1097, 6-24-2003)

Sec. 86-24e§. Consequences for violations.
        It is the employee's responsibility to conform to this policy and failure to do so will result
in termination.
(Ord, No, 2003-1097, 6-24-2003)

Sec. 86-246Z. Exceptions to policy.
        Exceptions to this policy must be briefed and approved by commissioners court as
outlined below:
           a. Written justification for the exception must be submitted to the human
               resources/civil service director for review; and
           b, The written justification must include a formal organization chart(s) that identifies
               the placement of employees in regards to the exception; and
           c, The human resources/civil service director will submit the request for exception
               to commissioners court for review and approval; and
           d. If commissioners court approves the exception, any further movement/changes
               of the employees' status within the department (e.g., transfer, promotion,
               demotion, reclassification, etc,) must be briefed to commissioners court through
               Human ResourceslCivil Service for review and approval; and
           e, The Human Resources/Civil Service Department will follow-up annually with
               departments who have been granted an exception to ensure continuing
               compliance,

Secs, 86-247--86-270, Reserved,
                                                  COURT ORDER

                         2011 1803
ORDER NO:

DATE:

STATE OF TEXAS'
                      October 18, 2011
                                                                                        \9
COUNTY OF DALLAS '

BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County, Texas, held on the
 18th       day of     October         ,2011, on motion made by         John Wiley Price, District 113           , and
seconded by Dr. Elba Garcia, District 114                 ,tbe following Order was adopted:


WHEREAS,       Commissioners Court, as part of its FY2012 budget balancing strategies, identified various positions
               (vacant and filled) for deletion throughout Dallas County with tenure as the recommended criteria for
               offices witbout sufficient historical performance evaluations, effective upon official notification to
               impacted employees; and

WHEREAS,       Commissioners Court recommends elected officials and department heads notifY all affected employees as
               soon as possible that their employment with Dallas County will be terminated immediately, upon official
               notification; and

WHEREAS,       In an effort to minimize the impact of the immediate termination, Commissioners Court will authorize two
               weeks of additional pay from date of separation for all employees impacted under the Reduction in Force;
               and

WHEREAS,       This recommendation supports Strategic Vision 1.3: Dallas County provides sound, financially
               responsible, and accountable governance.

IT IS THEREFORE ORDERED, ADmDGED, AND DECREED that the Dallas County Commissioners Court hereby
approve two weeks of additional pay from date ofseparation (immediate termination) for all employees affected by the
deletion ofselected positions throughout Dallas County due to its FY2012 budget balancing strategies.

DONE IN OPEN COURT thi               18th
                                                  day Of _ _ _     o_c_to-,~<-p---- _ _~ ~
                                                                             __



                                                  Maurine Dickey                                 Mike Cantrell
                                                                                          Wl2strict~2
                                        ___-bQ;miimlliISsioner District # 1
                                                        l

                                                                                 Dr. Elba Garcia
                                                                              Commissioner District #4


Recommended by:

                                              Mauldin-Taylor, Ph.D     irector
                                    Hum       esources/Civil Service Department
                                                    COURT ORDER
           2011 1804
ORDERNO. ____________

DATE: October 18, 2011

STATE OF TEXAS                   §
                                 §
COUNTY OF DALLAS                 §

BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas

County, Texas, held on the       18th        day of     October                        , 2011 , on motion made by

 J_ohn W_i_l_ey~P_r_i_c_e~,_C_o_mmi_ss_l_'o_n_e_r____
__ ___                          __                                 __      _________________ ,and seconded by
                                                  of D_i_s_t_rl_·c_t N_o_,_3

 D_r_,      Ga_r_c_i_a_,_C_o_mmi_s_sl_'0_n_e_r__
__ _E_l_b_a__                __                                 __      _______ , the following order was adopted:
                                               o_f_D_i_s_t_r_i_ct N_o_,_4

WHEREAS,         The Dallas County Commissioners Court was briefed on October 11, 2011, concerning the
                 recommendation of election judges and alternate election judges to fill vacancies; and

WHEREAS,         on August 30, 2011, Commissioners Court approved the appointrnent of election judges and
                 alternate election judges for the 2011-2012 term; and

WHEREAS,         in accordance with Commissioners Court Order #2011-1465, the Court may fill vacancies in the
                 position of election judges and alternate election judges before an election; and

WHEREAS,        approval of the recommended appointments is in compliance with the County's Strategic Plan
                Vision 1, Strategy 1.5, "maintain a diverse, talented and capable workforce to execute core
                Dallas County functions."

IT IS THEREFORE ORDERED, ADJUDGED AND DECREED by the Dallas County Commissioners Court of
Dallas County, Texas, approves the persons narned in the list attached hereto and made a part of this order, to
serve as election judges and alternate election judges as designated for voting precincts in which their narnes
appear.
                   0,
DONE IN OPEN            O~RT this the 18th    day of _0""c"'t"'o:.:::b""er=--_--;>'~.2011.

  o
                  p.'




       (i         LN----
  I                 '                          Maurine Dic ey                                     Mike Cantrell
                                          Commissioner, District No.                         Commissioner, District No.2
                                                                                                            /
                                                                           11 /~y /
                                                                          odf,~~
                                                                          Dr. Elba Garcia
                                                                    Cornmissioner, District NO.4



Recommended by                                    ~"'=---=
                        ----""~__"_'___"··~C0'l"'!= I-=~"Qg~,_",---­
                                               . ·(
                           Toni P i P P i =Elections Administrator
                                              Election Judge - Alternate Judge Changes
                                                CHANGES SINCE AUGUST 30, 2011 COURT ORDER

MPCT           VUID#                    J/A        Ply                         Name                                                               COMMENTS                                    Date
1102          10856075                   J         D            REMOVED STEPHEN CARTER                                                       PER DEM. PARTY                                10/05/11


1104          10810421                   A         R            REMOVED TOM MCCORMACK                                                         PER REP. PARTY                               09/19/11


1112          10801046                   A         R            REMOVED RALPH LARA                                                            PER REP. PARTY                               10/03/11


1118          10864111                   J         R             REMOVED JAMES GRAY                                                           PER REP. PARTY                               08/24/11


1118           10804476                  J         R             SUBMITTED STEVE GERDES                                                       PER REP. PARTY                               08/24/11


1120           10813697                  J         D             SUBMITTED SHANNON CRUMBY                                                     PER DEM. PARTY                               10/05/11


1120           10806206                  J         D             REMOVED CHARLES SMITH                                                        PER OEM. PARTY                               10/05/11


1121           10809901                  J         R             REMOVED EDWARD JOHN                                                          PER REP. PARTY                               09/15/11
                                                                 WILLIAMS

1121           10813468                   J        R             SUBMITTED SHIRLEY SUZANNE                                                    PER REP. PARTY                               09/15/11
                                                                 POLLOK

1127           10806180                  A         R             SUBMITTED INA RAE WALLS                                                      PER REP. PARTY                               09/22/11


1127           10786761                  A         R             REMOVED LINDA BATCHELOR                                                      PER REP. PARTY                               09/22/11


1132           10816803                  A         D             SUBMITTED JILL KIRSCHNER                                                     PER DEM. PARTY                               10/05/11


1133           10808659                   A         R            SUBMITTED ELAINE TRAVIS                                                      PER REP. PARTY                               09/12/11


1133           11564912                   J         D            SooMITTED LASHAUNDRA                                                         PER OEM. PARTY                               10/05/11
                                                                 HAMMONDS



m Ii i III i ill I1IiU ! II tI!W liB i I II (! Ii I i Bn III I 1Ii1 lll!li ! I til UWIl U II i 111m mi i 11111811 Ufn i!l! ill Ii fI i 1111 t IIllilU 1111: 1I!t!li! i 1111 Uf! ~ 1m i Iii i I 1111 em ri!lHIBII
Wednesday, October 12, 2011                                                                                                                                                                 Page 1 of 8
MPCT        VUID#               J/A     Ply                   Name                                                COMMENTS                          Date
1137       10775565             A       D         SUBMITIED KRISTINA HAHSLER                                  PER DEM. PARTY                      10/05/11


1137       10832694             J       R         REMOVED RICHARD M. COX                                      PER REP. PARTY                      10/05/11


1137       10812231             J       R         SUBMITIED SALLY ANNE BYRD                                   PER REP. PARTY                      10/05/11
                                                  JILEK

1141       10834378             J       R         SUBMITIED SUZANNE                                           PER REP. PARTY                      09/12/11
                                                  HAWTHORNE

1203       10880577             A       R         SUBMITIED JENNIFER PRICE                                    PER REP. PARTY                      09/12/11


1205       11517691             J       R          REMOVED ELISE PATIERSON                                    PER REP. PARTY                      10/05/11


1205       10813884              J      R          SUBMITIED ELIZABETH TURNAGE                                PER REP. PARTY                      10/05/11
                                                   BIESEL

1213       10823913              J      D          REMOVED LAWRENCE COTILE                                    PER DEM. PARTY                      09/16/11


1235       10790355             A       R          REMOVED DOUG LUKASIK                                       PER REP. PARTY                      09/19/11


1500        10888595             J      R          SUBMITIED RICHARD F. GILLMAN                               PER REP. PARTY                      09/29/11


1500        10814606             J      R          REMOVED SAM ACEVES                                         PER REP. PARTY                      09/26/11


1708        11740991             J      D          REMOVED WILLIAM GREKIAN                                    PER DEM. PARTY                      09/15/11


1715        10873039            A       D          SUBMITIED MELANIE MACLENNAN                                PER DEM. PARTY                      10/05/11


1721        10883554             A      R          SUBMITIED KENNETH W.                                       PER REP. PARTY                      09/22/11
                                                   WILLIAMSON

1723        10820719             J      D          REMOVED ESSIE NDOKWU                                       PER DEM. PARTY                      10/05/11




1~litlillifimiii!lli!III!l'dil:;mil!lil!llllllll'i!liltilillllllilli'lli~lllIl!lIijl!liil!liillllmiitl~i!lillltll!lilllliilllii1lliMflllll.ttl!lllIli!liiIIliBllmt
Wednesday, October 12, 2011                                                                                                                        Page 2 of 8
MPCT        VUID#               J/A Ply                       Name                                                 COMMENTS                          Date
1800       10866366             A       D         REMOVED SHARON FRIEDENSOHN                                   PER DEM. PARTY                      09/26/11


1800       10809890             J       R         REMOVED MARLA KILDAY                                          PER REP. PARTY                     09120111


1805       10809109             J       R         REMOVED LAWRENCE TIPTON                                       PER REP. PARTY                     09119111


1820       10831158             A       R          REMOVED JANIS EVERHART                                       PER REP. PARTY                     09119111


2105       10836777             J       D          SUBMITIED DIANNE VAUGHN                                     PER DEM. PARTY                      10105111


2111       10837788             J       R          REMOVED CAROL ARNOLD                                         PER REP. PARTY                     09112111


2111       10807224             J       R          SUBMITIED WILLIAM "BILL" LENK                                PER REP. PARTY                     09112111


2121       10836956             J       R          REMOVED BARBARA SHORT                                        PER REP. PARTY                     09115111


2124        10781591            A       R          SUBMITIED PAULINE DEDRICK                                    PER REP.PARTY                      09112111


2128        10837328             J      R          REMOVED DAWN COLEMAN                                         PER REP. PARTY                     09115111


2129        10809564             J      R          REMOVED ROBERT KING                                          PER REP. PARTY                     09120/11


2137        10805466             J      R          REMOVED ROBERT DAY, JR.                                      PER REP. PARTY                     09127111


2206        10812208             J      R          REMOVED RAYMOND HARLAN                                       PER REP. PARTY                     09115111


2214        10788468             A      R          REMOVED JAMES MENEFEE                                        PER REP. PARTY                     09119111


2235        10863549             J      D          SUBMITIED RONALD M. WARD                                     PER DEM. PARTY                     10105111




111!llllIlllIlillilmiiilllillil!lililllllillllfl!llliiR!llIlllIliilllillilIll!ltllllllliilltlmlll!il!lltlllll!lllI~ll!lt!ll!llmll~111I111!!!I111I111l11lllllIlllIIil
Wednesday, October 12, 2011                                                                                                                         Page 3 of 8
MPCT        VUID#              J/A     Ply                  Name                                                COMMENTS                         Date
2236       10810131            J       D         REMOVED ONA HARRIS                                         PER OEM. PARTY                     10103/11


2238       10804674            A       R         REMOVED MARY BARNES                                         PER REP. PARTY                    08/24/11


2238       10808038            A       R         SUBMITIED BARBARA L. KING                                   PER REP. PARTY                    08/24/11


2241       10808231            A       R         REMOVED JUDY MONTGOMERY                                     PER REP. PARTY                    09/28/11


2244       10804733            A       R         REMOVED GEORGIA KING                                        PER REP. PARTY                    09/27/11


2244       10835500            J       D         REMOVED STEPHEN JOHNSON                                    PER OEM. PARTY                     10105/11


2247       10827598            A       R         SUBMITIED WILLIAM "BILL"                                    PER REP. PARTY                    09/12/11
                                                 HAUGEN

2313       10834500            A       R         SUBMITIED ELIZABETH JONES                                   PER REP. PARTY                    09/23/11
                                                 DEGALIA

2315       10803303             J      R         REMOVED DUDDL Y HARGROVE                                    PER REP. PARTY                    09/26/11


2320       10803064             A      R         REMOVED KEITH SUITIS                                        PER REP. PARTY                    10104/11


2502       10833370             A      D          REMOVED TIMOTHY W. FOSTER                                  PER OEM. PARTY                    10105/11


2502       10825653             J      R          REMOVED TODD GOTIEL                                        PER REP. PARTY                    09/15/11


2505       10788221             J      R          REMOVED MICHAEL GALLOPS                                    PER REP. PARTY                    09/15/11


3005       10818220             A      R          SUBMITIED MARY KATHRYN                                     PER REP. PARTY                    09/12/11
                                                  O'KEEFE

3008       10837952             J.     D          REMOVED SE-GWEN TYLER                                      PER OEM. PARTY                    08/24/11




~illllllliillilmliillt!lIlll11itm!illtiMil(llIllmllllllillialilmiilliilliiimllililllllllll16lll1il:lllll1lll1lillllmtii!l!lIIWllllillllll'lllIilllllIIlllllilli
Wednesday, October 12, 2011                                                                                                                     Page 4 of 8
MPCT       VUID#               J/A    Ply                   Name                                               COMMENTS                         Date
3008       10816745            J       D         SUBMITIED HATIlE SNEED HODGE                              PER OEM. PARTY                     08/24/11


3200       10796553            J       D         SUBMITIED PAM CURRY                                       PER OEM. PARTY                     10104/11


3217       11567961            J       D         SUBMITIED SANDRA                                          PER OEM. PARTY                     10104/11
                                                 NICKELBERRY

3319       10812610            J       D         SUBMITIED JACQUELINE FAIN                                 PER OEM. PARTY                     10/04/11


3329       10827710            A       R         REMOVED JERRY BASSON                                       PER REP. PARTY                    09/19/11


3336       10813474            J       D         SUBMITIED MARY FREEMAN                                    PER OEM. PARTY                     10104/11


3344       10805269            J       D         SUBMITIED JOYCE HARRIS                                    PER OEM. PARTY                     09/15/11


3346       10835955             J      D         SUBMITIED CARLENE                                          PER OEM. PARTY                    09/15/11
                                                 WASHINGTON

3354       10857659             J      D         SUBMITIED CARLA CRAIG                                      PER OEM. PARTY                    10104/11


3403       10836515             J      D         SUBMITIED LINDA E. LOGAN                                   PER OEM. PARTY                    09/15/11


3403       10782311             J      D         REMOVED CHARLOTIE HAYES                                    PER OEM. PARTY                    09/15/11


3404       10842024             A      R         REMOVED JOE JURCAK                                         PER REP. PARTY                    09/26/11



3514       10842456             J      D         REMOVED BEVERLY A. WILSON                                  PER OEM. PARTY                    09/15/11


3514       10840817             J      D         SUBMITIED LOREnA HALLMAN                                   PER OEM. PARTY                    09/15/11


3525       10837054             J      D         SUBMITIED WILLIE CALLAHAN                                  PER OEM. PARTY                    10104/11




illllilllrmlimiillltilillllifllIM!fllliliil!lilllllll!lI;!ll~ml'm!lltMllm!illll!1iilltlmli!liiBllllli!i'i!:iillflilliIllIIDtlllilllii!lli!l!llIii1111111111111
Wednesday, October 12, 2011                                                                                                                    Page 5 of 8
MPCT       VUID#            J/A   Ply                Name                                         COMMENTS                     Date
3527      10839120          J     D        SUBMITIED CLAUDIA BATIS                             PER DEM. PARTY                10/04/11


3532      10855953          A     R        REMOVED RALPH MCAFEE                                PER REP. PARTY                09/22/11


3537      10847079          A     R        SUBMITIED GERALD L. "JERRY"                         PER REP. PARTY                09/12/11
                                           WHITE

3537      10855817          A      R       REMOVED KAREN WIEGMAN                               PER REP. PARTY                09/12/11


3549      10844028          A      R       REMOVED BURTON L. CHASE                             PER REP. PARTY                09/27/11


3550      10781591          A      R       REMOVED PAULINE DEDRICK                             PER REP. PARTY                09/12/11


3601      10855953          A      R       SUBMITIED RALPH MCAFEE                              PER REP. PARTY                09/22/11


3606      10811942          A      R        REMOVED JOHN SEELIGER                              PER REP. PARTY                09/19/11


3607      10844707          J      D       REMOVED HARRIET HOUSTON                             PER DEM. PARTY                10/04/11


3616      10839791          J      D       SUBMITIED VERA WILLIAMS                             PER DEM. PARTY                10/04/11


3800      10844028          A      R        SUBMITIED BURTON L. CHASE                          PER REP. PARTY                09/27/11


3800      10857786          A      R        REMOVED CLIFFORD CORNELL                           PER REP. PARTY                09/27/11
                                            VENTERS

3809      10855447          J      D        REMOVED HILDA J. HENDERSON                         PER DEM. PARTY                09/15/11


3809      10851479          J      D        SUBMITIED EDWARD K. WILLIAMS                       PER DEM. PARTY                09/15/11


4203      10852782          A      R        SUBMITIED PEGGY J. MCDANIEL                        PER REP. PARTY                10/03/11
                                            EGELAND



tUIUlllnm!lllillliiIIflIlHI!!!I!UIJ!IIHiIlilIUllmlllllltiIlMHiliIIlWIIHIIIIIlillH!!Ullliii5IIi1HrliillmmUi!!lll1IUlIlIIlIUlllnUIIlUlIllIHMl
Wednesday, October 12, 2011                                                                                                   Page 6 of 8
MPCT        VUID#               J/A      Ply                   Name                                                 COMMENTS                           Date
4204       10855134              J      D          REMOVED MARILYN MASSEY                                       PER DEM. PARTY                       10104/11


4208        10843664             J       D         SUBMITIED BARNIE RAYFORD                                     PER DEM. PARTY                       10/05/11


4418        10396688             A       R         REMOVED BARBARA GAINER                                        PER REP. PARTY                      09/19/11


4418        10841060             A       R         SUBMITIED DAVID OLDFATHER                                     PER REP. PARTY                      10/03/11


4425        10839973             A       R         SUBMITIED ANITA CONRAD                                        PER REP. PARTY                     09/12/11


4520        10852124             A       D         REMOVED JAMES D. HOGLAND                                     PER DEM. PARTY                      09/19/11


4525        10849298             J       R          REMOVED JANE SMITH                                           PER REP. PARTY                      09/27/11


4609        10856844             A       R          REMOVED HAROLD JENKINS                                       PER REP. PARTY                      09/23/11


4611        10857614             J       R          REMOVED LINDA MATIHEWS                                       PER REP. PARTY                      09/22/11


4612        10841115             J       R          SUBMITIED DELORIS CURINGTON                                  PER REP. PARTY                      10103/11


4614        10904337             J       R          SUBMITIED BILLY J. READ                                      PER REP. PARTY                      10/05/11


4632        10841999             J       R          REMOVED JULIE GRANT                                          PER REP. PARTY                      09/22/11


4633        10790888             A       D          SUBMITIED CYNTHIA DIXON                                     PER DEM. PARTY                       10/05/11


4634        10856844             A       R          SUBMITIED HAROLD JENKINS                                     PER REP. PARTY                      09/23/11


4636        11571288              J      R          REMOVED CATHY MEYER                                          PER REP. PARTY                      09/22111




tiimillllilllfill!ti1lf!!l!lilillllllllt!lI!ili'llifllililimilill!llIillii!lIiIllflnlltllllllllimll!!!'iII!'l!IG.llilllll!lllmJilllllllllflillli!lflilllJllllll~gliBI
Wednesday, October 12, 2011                                                                                                                           Page 7 of 8
MPCT        VUID#                J/A     Ply                     Name                                                  COMMENTS                            Date

4703       10831674              A        D          SUBMITIED ABEL SALDANA                                         PER OEM. PARTY                       10105/11




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Wednesday, October 12, 2011                                                                                                                               Page 8 of 8
                                                 COURT ORDER
ORDER NO.     2 011 18 0 5
DATE: October 18, 2011

STATE OF TEXAS                 §

COUNTY OF DALLAS               §

BE IT REMEMBERED, at a regular meeting of Commissioners Court of Dallas County, Texas, held on the

 18th day of __O_c_t_o_b_e_r_ _ _ , 2011, on motion made by John Wiley Price, Comm. of District 113 ,

and seconded by Dr. Elba Garcia, Comm. of District 114                               , the following Order was adopted:

WHEREAS,      on October 11, 2012, the Department of State Health Services (DSHS), contract #2012-039953-001,
              (Refugee) was briefed in Commissioners Court; and

WHEREAS,      This contract will continue to fund eleven (11) full-time positions; and

WHEREAS,      This contract provides $623,953 for salaries and fringe benefits, $20,410 for travel, $113,732 for office
              supplies, medications, vaccines, lab supplies, software, all-in-one printer, computer credenzas, and a
              Destroyit 3803 cross-cut shredder, $199,980 to contract with Laboratory Corporation of America for
              contractual, $59,762 for other which includes rental space, utilities, interpretation, internet access,
              copier rental, printing, postage, registration fees, telephone and cell phone service, AT&T air card, and
              patient nourishment, and $175,803 for indirect charges. No discretionary County match is required for
              this attachment.

WHEREAS,      recommendations are consistent with the Dallas County Strategic Plan, Vision 2: Dallas County is a
              healthy community; and

WHEREAS,      the term of this attachment is October 1,2011 through September 30,2012.


IT IS NOW THEREFORE ORDERED, ADJUDGED AND DECREED thatthe Dallas County Commissioners Court does
hereby approve the Department of State Health Services Contract #2012-039953-001 (Refugee), and authorizes the
County Judge to sign the contract and all related documents on behalf of Dallas County.

                 Iu   I T this the   18th               October         ,   ~.
           t!
                                                                                         Mike Santrell, District#2


                                                                              jf{'4J
                                                      Dr. Elba Garcia, District #4
                       DEPARTMENT OF STATE HEALTH SERVICES




This contract, number 2012-039935 (Contract), is entered into by and between the Department
of State Health Services (DSHS or the Department), an agency of the State of Texas, and
DALLAS COUNTY HEALTH AND HUMAN SERVICES DEPARTMENT (Contractor), a
Government Entity, (collectively, the Parties).

1. Purpose of the Contract. DSHS agrees to purchase, and Contractor agrees to provide,
services or goods to the eligible populations as described in the Program Attachments.

2. Total Amount of the Contract and Payment Method(s). The total amount of this Contract
is $1,193,640.00, and the payment methodes) shall be as specified in the Program Attachments.

3. Funding Obligation. This Contract is contingent upon the continued availability of funding.
If funds become unavailable through lack of appropriations, budget cuts, transfer of funds
between programs or health and human services agencies, amendment to the Appropriations Act,
health and human services agency consolidation, or any other disruptions of current appropriated
funding for this Contract, DSHS may restrict, reduce, or terminate funding under this Contract.

4. Term of the Contract. This Contract begins on 10/0112011 and ends on 09/30/2012. DSHS
has the option, in its sole discretion, to renew the Contract as provided in each Program
Attachment. DSHS is not responsible for payment under this Contract before both parties have
signed the Contract or before the start date of the Contract, whichever is later.

5. Authority. DSHS enters into this Contract under the authority of Health and Safety Code,
Chapter 100 I.

6. Documents Forming Contract. The Contract consists of the following:

          a. Core Contract (this document)
          b. Program Attachments:

             2012-039935-001 REFUGEE

          c. General Provisions (Sub-recipient)
          d. Solicitation Document(s) N/A
          e. Contractor's response(s) to the Solicitation Document(s) N/A
          f. Exhibits

Any changes made to the Contract, whether by edit or attachment, do not form part of the
Contract unless expressly agreed to in writing by DSHS and Contractor and incorporated herein.



92648-1
7. Conflicting Terms. In the event of conflicting terms among the documents forming this
Contract, the order of control is first the Core Contract, then the Program Attachment(s), then the
General Provisions, then the Solicitation Document, if any, and then Contractor's response to the
Solicitation Document, if any.

8. Payee. The Parties agree that the following payee is entitled to receive payment for services
rendered by Contractor or goods received under this Contract:

          Name:    DALLAS COUNTY
          Address: 509 MAIN ST STE 407
                   DALLAS, TX 75202-5717
          Vendor Identification Number: 17560009056005

9. Entire Agreement. The Parties acknowledge that this Contract is the entire agreement of
the Parties and that there are no agreements or understandings, written or oral, between them
with respect to the subject matter of this Contract, other than as set forth in this Contract.

By signing below, the Parties acknowledge that they have read the Contract and agree to its
terms, and that the persons whose signatures appear below have the requisite authority to execute
this Contract on behalf of the named party.

DEPARTMENT OF STATE HEALTH SERVICES               DALLAS COUNTY HEALTH AND HUMAN
                                                  SERVICES DEPARTMENT


By: _ _ _ _ _ _ _ _ __
Signature of Authorized Official


Date                                              Date

Adolfo M. Valadez, M.D., M.P.H.                   Zachary Thompson, Director
                                                  Printed Name and Title

Assistant Commissioner for Prevention and         2377 N. Stemmons Freeway, ste. 600
Preparedness Services                             Address
                                                  Dallas, Texas          75207
1100 WEST 49TH STREET
AUSTIN, TEXAS 78756                               City, State, Zip

512.458.7111
                                                  214/819-2100
                                                  Telephone Number

adolfo.valadez@dshs.state.tx.us                   zthompson@dallas>;outG;.org
                                               . E-mail Address1or.pfJ/cifrl .oIT!'spondence
                                               I            11;)"11"
                                             'f\Y:       .' /     /r~'1:~ p~~son ::-thorized to sign
92648-1
                                              \       Clay      t:;}l   Jenkins, County JiJdge
                            CONTRACT NO. 2012-039935
                          PROGRAM ATTACHMENT NO. 001
                          PURCHASE ORDER NO. 0000378524

CONTRACTOR: DALLAS COUNTY HEALTH AND HUMAN SERVICES
                   DEPARTMENT

DEPARTMENT OF STATE HEALTH SERVICES (DSHS) PROGRAM: REFUGEE

TERM: 10101/2011 THRU: 09/30/2012

SECTION I. STATEMENT OF WORK:

Contractor shall provide health screening, assessment, referral services, and follow-up for
Official Refugees, Amerasian-Immigrants, entrants and parolees from Cuba and Haiti,
asylees, U. S. Department of Health and Human Services Office of Refugee Resettlement
(ORR)-certified victims of severe forms of trafficking, certain Iraqis and Afghanis
granted special immigrant status by the United States Citizenship and Immigration
Services (SIVs), and other populations, as designated by ORR, who are resettled by
voluntary refugee resettlement agencies ("volags") within Contractor's normal service
area (as specified in the final approved work plan, attaChed). Henceforth, all eligible
populations described above will be included in the terms "refugee", "client", "patient",
and "person".

Services provided under this contract shall be conducted in a manner that takes into
account the ethnic and cultural origins of the recipient of the services, and shall utilize the
support of an appropriately-trained interpreter if the client does not speak English well.

Contractor shall comply with all applicable federal and state statutes, regulations,
standards, policies and guidelines, including, but not limited to:

   •    The Immigration and Nationality Act, 8 U.S.C. §§ 1522;
   •    Chapter 81, Texas Health and Safety Code;
   •    DSHS Standards for Public Health Clinic Services, Revised August 31, 2004,
        available at www.dshs.state.tx.us/gmb/dshsstndrds4clinicservs.pdf;
    •   DSHS Texas Notifiable Conditions, available at
        www.dshs.state.tx.uslidcu/investigationlforms/l01A.pdf; and
   •    State letters, recommendations, or guidance's which may be issued by ORR
        and/or CDC, and forwarded to Contractor by DSHS, during the course of this
        contract.

Contractor shall initiate screening, assessment, referral, and follow-up services, through
initial appointments for identified conditions, within a preferred period of thirty (30) days
and a maximum of ninety (90) days from the official refugee's arrival in the United
States, date asylum granted, or certification of eligibility by ORR, and which shall
include the following activities:
•   Review each refugee's medical history, chest x-ray(s), and other medical records
    as available, Follow-up (evaluation, referral for treatment) of: Class A
    communicable diseases of public health significance identified during the
    overseas medical exam and requiring medication or other type of treatment after
    resettlement; and Class B conditions,

    Communicable diseases of public health significance conditions are defined in
    http://www ,cdc. govlimmigrantrefugeeheal thlexams!diseases-vaccines-
    included.html, and are reported on "Medical Examination of Applicants for
    United States Visas", forms DS-20S3, DS-3024, DS-302S, and DS-3026.

•   Review of immunization status, utilizing available alTival documents, and
    Subsequent administration of required vaccines, as listed under 'Vaccine
    preventable Diseases", at
    http://www.cdc.gov/immigrantrefugeehealthlexams/diseases-vaccines-
    included.html,
    and as recommended by the Advisory Committee on Immunization Practices
    (AClP)/CDC: http://www .cdc. gov!vaccines/recs/schedules!defaul t.hlm.
    See CDC Guidelines for Evaluating and Updating Immunizations during the
    Domestic Medical Examination for Newly Arrived Refugees.
    http://www .cdc. gov/immi grantrefugeehealth/ guidelines/domesti c/immunizations-
    guidelines.htm!.

•   Tuberculosis screening, including questioning for signs and symptoms, the giving
    and reading of a Mantoux Purified Protein Derivative (PPD) skin test and/or
    interferon gamma release assay (IGRA) tests, and appropriate referral to
    locallregional Tuberculosis Programs for evaluation and follow-up treatment or
    prophylaxis, as medically indicated. See CDC Guidelines for Screening for
    Tuberculosis Infection and Disease during the Domestic Medical Examination for
    Newly Arrived Refugees:
    http://www .cdc. gov!immigrantrefu geeheal th/ guidelines/domestic!tubercul os is-
    guidelines.html).

•   Parasite examination, including collection and laboratory examination of stool
    Specimens, or presumptive treatment and appropriate follow-up treatment of
    identified infections; the submission of serology specimens for Schistosomiasis
    and Strongyloides are also required. See CDC Domestic Intestinal Parasite
    Guidelines:
    http://www .cdc. govlimmigrantrefu geehealthl gui delines! domesticlintestinal-
    parasites-domestic.html.

•   Obtain patient medical history, and conduct physical examination, according to
    the following:

    Medical Screening Protocol for Newly Arriving Refugees ("Medical Screening
    Protocol"), United States Department of Health and Human Services,
    Administration for Children and Families (ACF), Office of Refugee Resettlement
    (ORR) State Letter (SL) 95-37, November 21, 1995, and all subsequent revisions;
    http://www.acf.hhs.gov/programs/orr/benefits/SL95-37.pdf.
CDC      "Domestic Examination for Newly Arrived Refugees: Guidelines and
Discussion of the History and Physical Examination".
http://www .cdc. gov!immigrantrefugeehealth/pdf! guidelines-hi story-ph ysical. pdf
Contractor duties include, but are not limited to:
        o Conducting nutritional assessment with provision of (or referral for)
           appropriate nutritional and supplemental therapy, if indicated;
        o Treatment of routine!minor conditions not requiring formal referral;
        o General assessment of mental status (orientation to place, date, time),
           and mental health (presence of depression, suicidiation, post-traumatic
           stress disorder, etc.); and
        o Prescribing of initial or continued medications for chronic conditions,
           when medical! y indicated.

    Laboratory services and screening tests, including:

          o   Complete Blood Count (CBC) with differentials, including eosinophil
              count, hemoglobin, and hematocrit;
          o   Hepatitis A screening and subsequent vaccination of all susceptible (ie.
              non-immune) patients;
          o   Hepatitis B (Anti-HBs, HBsAg, Anti-HB) screening and subsequent
              vaccination of all susceptible (ie. non-immune) patients;
          o   Syphilis screening for al! patients 15 years of age and above and
              follow-up for STls identified on overseas medical examination forms.
              When medically indicated, screening for other sexually transmitted
              infections;
          o   Blood Lead Level of all children 6 mos. to 16 years old, including
              internal re-testing of Elevated Blood Lead Levels. See CDC Refugee
              Health Guidelines: Lead Screening
              http://www.cdc.govlimmigrantrefugeehealthlguidelines!lead-
              guidelines.html; and
          o   HIV screening of all patients. See Screening for HIV Infection during
              the Domestic Refugee Medical Examination:
              http://www .cdc. gov limmigrantrefugeehealthl guidelines!domestic! scree
              ning-hiv-infection-domestic.html.

•     Conduct laboratory services and/or screening tests when medically indicated
      by history, initial assessment, age, gender, or particular refugee subpopulation,
      such as:
          o Pregnancy Human Chorionic Gonadotropin test;
          o Basic or Complete Metabolic Panel;
          o Stool exam for blood (hemoccult);
          o Urinalysis to screen for renal diseases;
          o Fasting glucose;
          o Cholesterol screening;
          o Hepatitis C screening (risk factors include injection drug use, overseas
              surgeries or blood transfusions, dialysis, organ transplantation, etc.);
              and
                o Malaria screening. See CDC Malaria Domestic Guidelines:
                  http://www .cdc. gov limmigrantrefugeehealthl guidelinesldomestic/mala
                  ria-guidelines-domestic.html.

Activities, or referrals to external health services, including;

             o Case management, including but not limited to: client tracking; provision
               of, or arrangement for, necessary transportation; home visits andlor other
               client contact (e.g., telephone); and trained interpreter support, sufficient
               to carry out effective screening and follow-up, through initial referral
               appointments for identified conditions needing referral;

             o Referrals for further evaluation (preferably to a health care facility that
               will ultimately provide routine care) for any identified conditions and any
               screening tests are abnormal (according to standard medical practice and
               CDC and DSHS guidelines); and

             o Routine medical, vision, hearing and dental care, medical specialists; and
               community health referrals as appropriate, e.g. social services, mental
               health, public heath (women, infants, and children (WIC), family
               planning, children's health, rehabilitation), and any other services not
               listed but deemed necessary, may be referred upon request by Contractor.

Other specific screening procedures may be included with a particular refugee
subpopulation as pre-approved or directed by DSHS.

Contractor shall provide additional special outreach and follow-up services, when such
need is directed by DSHS.

Contractor must submit (within fourteen (14) days of the completion of a health
assessment/return of laboratory tests) complete refugee health assessment information for
each client by submitting an assessment form to DSHS, or entering the data into the
eSHARE        information      system     when     so    directed    by     DSHS       (see
https:llrefugee.dshs.state.tx.us/RefugeelReflindex.jsp). If Contractor is instructed to use
the eSHARE system, DSHS will first provide training to Contractor staff regarding this
system. This provision applies to 100% of eligible patients resettled in, and/or served by,
the voluntary agencies in the Contractor's service area.

Contractor will provide equivalent services to secondary arrivals into their service area
upon notification by local voluntary refugee resettlement agencies (volags) andlor DSHS,
or by self-referral.

Contractor must establish and/or maintain capability, within its refugee health andlor
immunization programs, for completion of the vaccination portion of USC1S form 1-693,
Report of Medical Examination and Vaccination Record; and sign-off, as a designated
Civil Surgeon, for official Refugees (only) seeking to adjust status to permanent lawful
resident, as described in 2009 Technical Instructions for Vaccination for Civil Surgeons
http://www .cdc. govlimmi grantrefugeehealthlexams/ti/ci vii/vaccination -civil-technical-
instructions.htm!.
Refugee Medical Assistance (RMA) funds (DSHS Fund 350) provided to Contractor
under this Program Attachment are intended to support and defray actual costs incurred
by local governments in providing health screening services and assessments to officiall y
arriving Refugees and other eligible patients in their approved program area. Other
specifically designated funds from the ORR Refugee Preventive Health Grant (DSHS
Fund 545) may be used for other appropriate program support and enhancement activities
such as program staff conference or training attendance and travel; and emergency
purchases of equipment, major supply items, emergency staff support; and other
necessary activities, upon request by Contractor and pre-approval by DSHS.

Funding to Contractor can only be used to support Refugee Health Program
requirements. Funds used outside of this scope are considered supplanting. If
supplanting is identified, DSHS reserves the right to decrease funding and avail itself of
any other remedies available by law.

Costs of assessments and treatments should be first recovered by Contractor through
Medicaid, Early Periodic Screening, Diagnosis and Treatment (EPSDT), and/or the State
Child Health Insurance Program(s) (SCHIP) whenever possible (all official Refugees are
eligible for Medicaid upon arrival in the US). Maximum use of ot:her public health
program resources (funds for immunizations, prevention of tuberculosis, etc.) should be
used to the extent that they are available for use for these patients.

Contractor shall maintain thorough and complete financial records that identify the
source and application of funds provided; and makes those records immediately available
to DSHS upon request.

Contractor shall perform all activities in accordance with Contractor's final, approved
workplan (see attached Exhibit A Workplan) and detailed budget as approved by DSHS
and with DSHS Program guidelines.            New and/or revised guidelines will be
communicated to Contractor, and/or posted on the DSHS Refugee Healt:h Program
website.

DSHS reserves the right, where allowed by legal authority, to redirect funds in t:he event
of financial shortfalls. DSHS will monitor Contractor's expenditures on a quarterly basis.
If expenditures are below those projected in Contractor's total contract amount.
Contractor's budget may be subject to a decrease for t:he remainder of the Attachment
term. Vacant positions existing after ninety (90) days may result in a decrease in funds.


SECTION II. PERFORMANCE MEASURES:

The following performance measures will be used to assess, in part, Contractor's
effectiveness in providing the services described in this Program Attachment without
waiving the enforceability of any of the other tenns of the Program Attachment.
Contractor shall maintain sufficient documentation to allow DSHS to evaluate
Contractor's full compliance with these performance measures.

Contractor shall ensure that:
1. Health assessment/outcome data is submitted within fourteen (14) days of the
    completion of health assessment/return of laboratory tests for 100% of eligible
    patients resettled in, and/or served by the vOluntary agencies in, the Contractor's
    service area.
2. Health assessments are provided for 100% of patients within 90 days of arrival to
    the U.S. for parolees, refugees, and Special Immigrant Visa holders, asylum
    granted date for Asylees, or date of certification for Victims of Trafficking.
    (unless patient refuses, relocates, or cannot be located, all of which should be
    documented in the medical file and on submitted forms).
3. Health assessments are provided for at least 50% of patients within 30 days of
    arrival to the U.S. for parolees, refugees, and Special Immigrant Visa holders,
    asylum granted date for Asylees, or date of certification for Victims of
    Trafficking. (unless patient refuses, relocates, or cannot be located, all of which
    should be documented in the medical file and on submitted forms).
4. Physical Exams are performed on a minimum of 100% of eligible patients.
5. Immunization series is initiated or continued according to recommended
    immunization schedules for a minimum of 100% of eligible patients.
6. Tuberculosis screening is completed and necessary referrals are made for a
    minimum of 100% of eligible patients.
7. Hepatitis A screening is completed for a minimum of 95% of eligible patients.
    The expectation is that Contractor will perform this screening on all eligible
    patients. If data indicates a rate of less than 95%, DSHS may (at its sole
    discretion) require additional measures be taken by Contractor to improve that
    percentage. In that scenario, Contractor must follow those additional. measures,
    and do so according to the timetable mandated by DSHS.
8. Hepatitis B screening is completed for a minimum of 95% of eligible patients.
    Hepatitis B screening includes: HBsAg, Anti-HBs, and Anti-HBc. The
    expectation is that Contractor will perform this screening on all eligible patients.
    If data indicates a rate of less than 95%, DSHS may (at its sole discretion) require
    additional measures be taken by Contractor to improve that percentage. In that
    scenario, Contractor must follow those additional measures, and do so according
    to the timetable mandated by DSHS.
9. Intestinal parasite screening or presumptive treatment is completed for a
    minimum of 95% of eligible patients. The expectation is that Contractor will
    perform this screening on all eligible patients. If data indicates a rate of less than
    95%, DSHS may (at its sole discretion) require additional measures be taken by
    Contractor to improve that percentage. In that scenario, Contractor must follow
    those additional measures, and do so according to the timetable mandated by
    DSHS.
10. Blood lead levels are obtained for a minimum of 95% of eligible patients
    between 6 months and 16 years of age. The expectation is that Contractor will
    perform this screening on all eligible patients. If data indicates a rate of less than
    95%, DSHS may (at its sole discretion) require additional measures be taken by
    Contractor to improve that percentage. In that scenario, Contractor must follow
    those additional measures, and do so according to the timetable mandated by
    DSHS.
11. A Complete Blood Count (CBC) is obtained on a minimum of 95% of eligible
    patients. The expectation is that Contractor will perfonn this screening on all
        eligible patients. If data indicates a rate of less than 95%, DSHS may (at its sole
        discretion) require additional measures be taken by Contractor to improve that
        percentage. In that scenario, Contractor must follow those additional measures,
        and do so according to the timetable mandated by DSHS.
    12. HIV screening is completed for a minimum of 100% of eligible patients.

In addition, Contractor shall:
    1. Submit summary reports (one per Contractor) of attended sessions, 'best
        practices', issues, challenges, and potential solutions, etc. regarding funded
        conference or training attendance, within 14 working days after return, to
        sam.householder@dshs.state.tx.us.
    2. Submit tri-annual reports, either electronically to:
        sam.householder@dshs.state.tx.us and mitra.kookma@dshs.state.tx.us or,
        by mail, to DSHS, Refugee Health Program, Mail Code 1939, P.O. Box 149347,
        Austin, Texas 78756-9347, with a copy to DSHS Contract Management Unit.


       Tri-annual reports shall include, bnt are not limited to:
             a. Noteworthy achievements and/or major problems in providing timely
                 health assessment and referral services in general, or to any specific
                 population group, under this contract;
             b. Medically remarkable, or medically complex cases, or unusually
                 prevalent medical conditions identified, along with referral/treatment
                 outcomes; and information on arriving refngees with disabilities,
                 including the nature of the disability and care reqnired;
             c. Programmatic changes (such as changes in staff and/or major
                 subcontracting changes);
             d. A description of any best practices and innovative methods and
                 procedures; and
             e. Feedback on program needs, or suggestions regarding DSHS process
                 changes, activities, or actions that will enhance Contractor's ability to
                 perform requirements of this contract.

       Reporting periods for tri-annual reports and due dates are as follows:

                PERIOD COVERED                    DUE DATE
                October - January                 February 8, 2012
                February - May                    June 8, 2012
                June - September                  October 8,2012

In accordance with the General Provisions, Reports Article, failure to submit reports shall
constitnte a breach of contract.

Contractor shall provide services to all eligible patients who have been resettled by the
voluntary resettlement agency, who live in, or receive services in, but not limited to, the
following area/county: Dallas

SECTION III. SOLICITATION DOCUMENT:
Exempt - Governmental Entity


SECTION IV. RENEWALS:

None


SECTION V. PAYMENT METHOD:

Cost Reimbursement

Funding is further detailed m the attached Categorical Budget and, if applicable
Equipment List.

SECTION VI. BILLING INSTRUCTIONS:

Contractor shall request payment using the State of Texas Purchase Voucher (Form B-13)
and acceptable supporting documentation for reimbursement of the required
services/deliverables. Voucher Support Form (Exhibit B) will be sent in with the B-13.
Vouchers and supporting documentation should be mailed or submitted by fax or
electronic mail to the addresses/number below.

Invoices and reports shaIl be submitted to the following address:

        Department of State Healtb Services
        Claims Processing Unit, MC1940
        1100 West 49 th Street
        PO BOX 149347
        Austin, Texas 78714-9347

The fax number for submitting State of Texas Purchase Voucher (Form B-13) to the
Claims Processing Unit is (512) 458-7442. The email address is
invoices@dshs.state.tx.us.

Invoices should include supporting categorical budget detail and documentation of
expenditures to be reimbursed from DSHS. Expenditures should be clearly identified as
eitber Refugee Medical Assistance (RMA) fund 350 or USDHHS Office of Refugee
Resettlement Refugee Preventive Healtb fund 545, as appropriate.

SECTION VII. BUDGET:

Cost Reimbursement

SOURCE OF FUNDS: CFDA # 93.566, 93.576
SECTION VIII. SPECIAL PROVISIONS:


General Provisions, Article XIII. General Terms, Section 13.15 Amendment, is
amended to include the following:

      Contractor must submit all amendment and revision requests in writing to the
      Division Contract Management Unit at least 90 days prior to the end of the term
      of this Program Attachment.
2012-039935-001

Categorical Budget:

                                  PERSONNEL                        $444,397.00
                           FRINGE BENEFITS                         $179,556.00
                                      TRAVEL                         $20,410.00
                                  EQUIPMENT                                $0.00
                                    SUPPLIES                       $113,732.00
                               CONTRACTUAL                         $199,980.00
                                       OTHER                         $59,762.00
                    TOTAL DIRECT CHARGES                         $1,017,837.00
                         INDIRECT CHARGES                          $175,803.00
                                        TOTAL                    $1,193,640.00
                                 DSHS SHARE                      $1,193,640.00
                        CONTRACTOR SHARE                                   $0.00
                               OTHER MATCH                                 $0.00




Total reimbursements will not exceed $1,193,640.00



Financial status reports are due: 01/30/2012,04/30/2012,07/30/2012,11/29/2012
                                     TEXAS DEPARTMENT OF STATE HEALTH SERVICES



                                     CERTIFICA TION REGARDING LOBBYING

            CERTIFICATION FOR CONTRACTS, GRANTS, LOANS AND COOPERATIVE

                                                        AGREEMENTS

     The undersigned certifies, to the best of his or her knowledge and belief that:


               (1)     No federal appropriated funds have been paid or will be paid, by 01' on behalf of the undersigned, to
                       any person for influencing or attempting to influence an officer or an employee of any agency, a
                       member of Congress, an officer or employee of Congress, or an employee of a member of Congress in
                       connection with the awarding of any federal contract, the making of any federal grant, the making of
                       any federal loan, the entering into of any cooperative agreement, and the extension, continuation,
                       renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement.


               (2)     If any funds other than federal appropriated funds have been paid or will be paid to any person for
                       influencing or attempting to influence an officer or employee of any agency, a member of Congress,
                       an officer or employee of Congress, or an employee of a member of Congress in connection with this
                       federal contract, grant. Joan, or cooperative agreement, the undersigned shall complete and submit
                       Standard Form LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions.


                 (3)   The undersigned shall require that the language of this certification be included in the award
                       documents for all subawards at all tiers (including subcontracts, sub grants, and contracts under grants,
                       loans and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.


     This certification is a material representation of fact upon which reliance was placed when this transaction
     was made or entered into. Submission of this certification is a prerequisite for making or entering into this
     transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required
     certification shall be sUbject to a civil penalty of not less that $10,000 and not more than $100,000 for each
     such failure.
                                        \
\\
 t\' -=----~~\~---­
                                     \)~/
                                                                             Date
                                                                                    October 18, 2011
     Signature                  ,)

     Clay Lewis Jenk':ns
     Print Name of Authorized Individual

     2012-039935
     Application or Contract Number

     DALLAS COUNTY HEALTH AND
     HUMAN SERVICES DEPARTMENT
     Organization Name




                                                                                  CSCU # EF29-12374 - Revised 08.10.07
                                                                                            DALLAS COUNTY HEALTH AND HUMAN SERVICES
                                                                                                             REFUGEE GRANT
                                                                                              Itemized Listing of Equipment and Other Items

ITEM NO.,. ITEM CATEGORY'
   -i·      -- .. __ .-                         DESCRIPTION OF ITEM
                                                     -            -----
                                                                                     (QUANTITY: UNIT COST               TOTAL COST                                          PURPOSE & JUSTIFICATION
                Personnel
                  --    ----
                                                       Salaries                           ···--11-$444,397.00 ,         $444.397.00                                                           Salaries
    2        Fringe Benefits                           Fringe Benefits                         11      ; $17(556.00 .   $179,556:00                                                       Fringe benefits
    3
         1-- --    -Travel - - - -      Confe,ren~-frainJngi[oca-1 _Miie~_ge-                           $20,41000'       $2(),41000- .                                  Loc8i_, mile,age_' ana::~_nfe're_n_ce_tra-_ini,~g_
   4              sup-piies              ~     - --offia;;-suppliei--- -- -----                      ··.$2o.o60.()0       $20,000~O()- ....                                      VaE[Ol1_~-office_ supp.iies --          -
   5              supplies                  . .-- Lab supplies                                         .. $32,249.00      $32,24900
                                                                                                                        . $56,969:60 ..... .
                                                                                                                                                                                Various medical suPPlies
   6          -Supplles                      _~rugs{Medit::?tjon1Ja~Clri_~s                               $56:969()()                                         Y~fi~us_,dr~9s-an~::dje_~j~tlo'n~:~_~_E3~dJ9! _~linic
    7             Supplies                  Adobe Acrobrat Pro SoftWare                                    $1 go.a6          $190.06                                                     Computer software
   8              s~ppjjes­           Ai!-:in-One j5riri.tef, _f.:Ip _6ffT~ejen:;ri~-te-r       1          $:300.00          $300.00··             -- prin~ng ne'eds;,:a,lso s~n_~jn~~--?_~'~ faxjng_~o diHerentic;cations
   9              -~lJPpji~s         --           Computer credenzas" ----                      :3         $677.00         $2]3100-                            ----             -"       ~epla_Ce   o,ld ,d_~_~ks --              -- - -- ----
   10          su:ppiies                       [)e~~royi-t 3893-__~hr_e_~deI~_                  1$1,99ioo                  Sf993.00-- .                                          -HIPfA-r~.9_~Jati~_ns
   11         Contractual                      Scree~jngs Ih_ru L~bCorp -                       12$16,665.0-6           $199.980.00 .                                 ~eciujre~ ,scr~enfnij~ _for Refugee -serii_Ges-
   12               Other-                         - _CoPi~r ~~_~!(3J -- ---                   12         -$55000          $il,60000--                            - -- .         --_gOEiljj?_~bI~_~r~~~L                 -- -- --
   13               Other                                  Prin~in~l                            1"         $500.06·          $560.00 .                                               Various printing costs
   14               Other               -_ S-pr!,ng '/~J~y_Reh!ClLp_':lY~~Q~s_                 12         $2.5000{)       $30JjOOOO-                                         ~e0i r()r_ R~fu-g,~~~'cH_nIC:'space
   15               Other                              Internet Access                          T          $§60.oo        .. $5015:00 -                 - int€nnet access and separate fax TIile-for-Refugee Clinic--
   16               Other                     __ Interp~~~ti~ll ,~~,rvi<?~s                    T$2,0(j()()0-               $2.000.00                         --- --------~' i~terr_re~~j~~_ S~0'ice_s_f~!:J3~,fug~e~_-- .- -
   17               o'ther---                              Po_s~age_                             1            600            $600.00                                            Various mail outs
   18               Other                             Registration Fees -                        1..      $2.90000          $2,900:00                      -_ReQis_traHon _fees"J6r_up~om-i~~-corifej-e~~s!irainjii~s
   19              -Other                         ----  .Te-iepho~e      ------                12          $450.00      . $5,400.ob                          --- - Refu-gee-Clinic telephone seiV-ice
   20               Other                                 Cel! Phon~                            12$30.00···                  ~36[j 00 ...                                        -'-',   _g~i,i:ph9je   -foT Rt,j""------ -----
   21               Other                             AT&T    Air Card                                 $60.00              $720.00        i   Air card for Outreach Worker to access internet when doing field assignments
   22               Other-                   _~ph,~g ~~:!.l~y Util_lh~ P-~ymi~.t:s                  -~?~~9(tQO           ~§,9Q9·QX~    _--------- .., --'-' ------ ---- u{iiW_~ .foX::_~~f~i9~i--~~~1.~::_Cfi~1~_ ~pa,~' -----', --- - - ----
   23               Other                          Patient Nourishment                               $2,182.00. $2,182.00                                                    Water and Cracker for Clients
   24              Indirect                           -IndireCt costs                                $14,65If25 $17S.803.00·                                                               Indirect Costs
                                                   COURT ORDER

                  2011 1806
ORDER NO: _ _ _ _ _ __

DATE:     October 18, 2011

STATE OF TEXAS                   §

COUNTY OF DALLAS                 §


BE IT REMEMBERED at a regular meeting of Commissioners Court of Dallas County, Texas, held on the
       18th              day of       October                 ,   2011,  on   motion   made    by
 Jolm Wiley Price, Comm. District 113   ,and seconded by Dr. Elba Garcia, Comm. District 114, the
following Order was adopted:

WHEREAS,        the Commissioners Court was briefed on October 11, 2011 by the Institute of Forensic
                Sciences regarding an interlocal agreement (ILA) between the City of Dallas and Dallas
                County for forensic laboratory services provided by the Criminal Investigation Laboratory
                utilized by the Dallas Police and Fire Departments; and

WHEREAS,        the ILA calls for the provision of various forensic analytical services that are consistent with
                the services currently provided to the City of Dallas by the Criminal Investigation Laboratory;
                and

WHEREAS,        payment for the provision of forensic laboratory services will be in accordance with the
                Institutc of Forensic Sciences fee schedule approved by the Commissioners Court, with a
                requirement ono days advance written notice of any changes to the fee schedule that impact
                services received by the City; and

WHEREAS,        thc proposed ILA is compliant with the Dallas County Strategic Plan by virtue of its support
                of Vision I regarding interagency partnership and collaboration and the strategies contained
                in Vision 3 for public safety; and

WHEREAS,        the term of the ILA is October 1,2011 through September 30, 2012;

IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County Commissioners Court approves
the attached Interlocal Agreement between Dallas County and the City of Dallas and authorizes the County Judge to sign the
agreement on behalf of Dallas County.




                Recommended by:
STATE OF TEXAS                             §           INTERLOCAL AGREEMENT
                                           §                     FOR
COUNTY OF DALLAS                           §        FORENSIC LABORATORY SERVICES


      THIS CONTRACT is made and entered into by and between the CITY OF DALLAS, a
municipal corporation, located in Dallas, Texas, hereinafter called "City," and DALLAS
COUNTY, acting through the SOUTHWESTERN INSTITUTE OF FORENSIC SCIENCES AT
DALLAS, hereinafter called "County."

1.   DESCRIPTION OF WORK

        For the consideration hereinafter agreed to be paid to County by City, County shall
provide toxicological, environmental and physical evidence analysis and other similar forensic
analytical services for the Dallas Police Department and Dallas Fire Department, in the City and
County of Dallas, Texas, hereinafter called the "Services." The Services are to be performed in a
competent and professional manner, and performance shall conform to applicable professional
standards for the Services. County shall also perform the Services in a timely manner, consistent
with the needs of the Dallas Police and Fire Departments.

2.   PAYMENT FOR SERVICES

       Upon completion of periodic work by County, City will pay County in accordance with
the approved County fee schedule for the Services (Exhibit A), within 30 days of receipt of
County's invoices. Each invoice shall be accompanied by sufficient backup information as
required by City. However, total payments by City during the term of this Contract shall not
exceed $3,800,000.00 (three million eight hundred thousand and noll 00 dollars) which amount
(or a portion thereof where the Contract term may exceed one year) is hereby set aside and
segregated for the purpose of paying for the Services in accordance with the terms of this
Contract. City shall be solely responsible for monitoring payments under this Agreement, and
the not-to exceed amount shall not relieve City of its obligation to pay County for Services
rendered at City's request. County shall provide at least thirty (30) days advance written notice
of any changes in the fee schedule for any of the Services performed under this Agreement. Any
changes in the fee schedule that require an increase in the not-to-exceed amount of funding for
this Agreement shall be approved by written supplemental agreement approved by both the
Dallas City Council and the Dallas County Commissioners Court.

3.   TERM

       The term of this Agreement shall commence on October 1, 2011 and terminate on
September 30, 2012, unless sooner terminated in accordance with the provisions of this
Agreement. City may annually renew this Agreement on the same terms and conditions, subject
to mutual agreement between City and County regarding the fee schedule for each year of the
Agreement.
4.   INDEPENDENT CONTRACTOR

        County's status in the performance of the Services under this Agreement is that of an
independent contractor and not an agent, employee, or representative of City. County and its
officers and employees shall exercise independent judgment in performing duties and
responsibilities under this Contract, and County is solely responsible for setting working hours,
scheduling or prioritizing the work flow and determining how the work is to be performed. No
term or provision of this Agreement or act of County in the performance of this Agreement shall
be construed as making County or its officers or employees the agents or employees of City, or
making any of County's employees eligible for the fringe benefits, such as retirement, insurance
and worker's compensation, which City provides its own employees.

5.   RESPONSIBILITY

       Both City and County each agree to be responsible for their own negligent acts, errors or
omissions in the performance of this Agreement, without waiving any governmental immunity
available to either City or County under Texas law and without waiving any defenses of either
party under Texas law. The provisions of this paragraph are solely for the benefit of the parties
hereto and not intended to create or grant any rights, contractual or otherwise, to any other
person or entity.

6.   TERMINATION

In the event of a non-appropriation of funding by the City Council, the City may terminate this
Agreement in whole or in part by giving at least ten (10) days prior written notice thereof to
County, with the understanding that all performance under this Agreement shall cease upon the
date specified in such notice.

Either party may terminate this Agreement in whole or in part for their convenience upon thirty
(30) days advance written notice to the other party. City will compensate County in accordance
with the terms of this Agreement for all Services performed for the benefit of City prior to the
effective date of such notice.

7.   NOTICES

        Any notice, payment, statement, or demand required or permitted to be given hereunder
by either party to the other may be effected by personal delivery in writing or by mail, postage
prepaid. Mailed notices shall be addressed to the parties at the addresses appearing below, but
each party may change its address by written notice in accordance with this section. Mailed
notices shall be deemed communicated as of three days after mailing.

        If intended for City, to:
        David Brown                                        Louie Bright, III
        Chief of Police                                    Interim Chief
        City of Dallas                                     Dallas Fire Department
        1400 South Lamar Street                            1500 Marilla - 7la/South
        Dallas, Texas 75215-1815                           Dallas, Texas 75201
        If intended for County, to:

        Jeffrey J. Barnard, M.D.
        Director and Chief Medical Examiner
        Dallas County
        Southwestern Institute of Forensic Sciences at Dallas
        2355 N. Stemmons Fwy
        Dallas, Texas 75207

8.   RIGHT OF REVIEW AND AUDIT

        City may review any and all of the services performed by County under this Agreement.
City is hereby granted the right to audit, at City's election, all of County's records and billings
relating to the performance of this Agreement. County agrees to retain such records for a
minimum of three (3) years following completion of this Agreement.

9.   APPLICABLE LAWS

        This Agreement is entered into subject to the Charter and ordinances of the City of
Dallas, as amended, and all applicable state and federal Laws.

10. VENUE

        The obligations of the parties to this Agreement will be performed in Dallas, Dallas
County, Texas, and if legal action is necessary in connection therewith, exclusive venue shall lie
in Dallas County, Texas.

1 I. GOVERNING LA W

       This Agreement shall be governed by and construed in accordance with the laws and
court decisions ofthe State of Texas.

12. LEGAL CONSTRUCTION

       In case anyone or more of the provisions contained in this Agreement shall for any
reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or
unenforceability shall not affect any other provision thereof and this Agreement shaH be
considered as if such invalid, illegal, or unenforceable provision had never been contained in this
Agreement.

13. COUNTERPARTS

      This Agreement may be executed in any number of counterparts, each of which shaH be
deemed an original and constitute one and the same instrument.
    14. CAPTIONS

           The captions to the various clauses of this Agreement are for informational purposes only
    and shall not alter the substance of the terms and conditions of this Agreement.

    15. ENTIRE AGREEMENT

            This Agreement embodies the complete understanding and agreement of the parties
    hereto, superseding all oral or written previous and contemporary agreements between the parties
    relating to matters contained in this Agreement. Except as otherwise provided herein, this
    Agreement cannot be modified without written supplemental agreement of the parties.


    EXECUTED this the _ day of                        , 2011, by City, signing by and through its
    City Manager, duly authorized to execute same by Resolution No. 11-2407, adopted by the City
    Council on September 14, 2011, and by County, actina: through its duly authorized officials
    pursuant to County Commissioners Court Order No. 2 11-1806 , dated October 18                ,
    2011.

    Recommended By:


    David O. Brown                                     Louie Bright, III
    Chief of Police                                    Chief, Dallas Fire Department

    APPROVED AS TO FORM:                               CITY OF DALLAS
    THOMAS P. PERKINS, JR.                             MARYK.SUHM
    City Attorney                                      City Manager



    BY -,--_-:-_ _ _ _,---                             BY-:-_~~~_______
     Assistant City Attorney 0&-                         Assistant City Manager


    APPROVED AS TO FORM:                                                            through the
                                                                                    UTE OF
                                                                                    DALLAS



/          Gordon I-Iikel
           Assistant District Attorney
           Chief, Civil Division
                                                    Exhibit A
                                              COURT ORDER



DATE:     July 5, 2011

STATE OF TEXAS                 §


COlJNTY OF DALLAS              §



BE IT REMEMBERED at a regular mecting.ofCommissionersConrtofDaUas County, Texas, held on the
        5th            day of      .July                     , 2011, on motion made by
 John Wiley Price, District No.3      ,.andseconded by Mike Cantrell, District No.2
the following Order was adopted:


WHEREAS, the Commissioners Court was briefed on June 28, .2011 regarding.an update to the Institute of
         Forensic Sciences fee schedule; and

WHEREAS, the update to thefeeschedule.addsa$25feefor the issuance ofcremation certificate by the Office
         of the Medical Examiner; and

WHEREAS, implemenration of the revised fee schedule is consistent with Strategy 1.3 regarrlingsound,
         financially responsible and accountable governance; and

WHEREAS, the effective date of the revised fee schedule isJuly 1,201+;


IT ISTHEREFOREDRDEREj),ADJUDGED,ANDDECR.EEJ)thettheDallas Collllty CommissionersCoun
approves the attached fee schlldti1e for.thelnstitute ofForensic'Sciencesllnd.lluthorizes1he.implementation of the
revised fee schedule effective JUly 1, 2011.


                                     _ _.;..5t.;.:h'--_ _ _ day of----=:.:?l"''7''----;;,.c;....-r--, 2011



                                       Maurine Dickey ,District II 1
                                                                              Mike. Cantr.~'2.          2

                                                                       J1.~~
                                                                       Dr. Elba Garcia, District /I 4
                                                                                                            -
       Recommended by:
                                                                       Exhibit A

                                                                    pallasPOll!lt' .                 ....   .   .   Z355 N. ~temm~n$frwy.
                                         Southwestem:Iristituteiof.Forensic.Sciences                                  DaUas;,.,..75Z/J1
                                                                                                                     Phone: 214.9Ul590Q
                                                                      at Dallas




.
Office of the MedicafExamfner :Service Fees
    Code                                                                                                                           Fee
      3312        1000       Autops~7·~~1I·                                                                                               1950
       3312       1007       At.ltQ~Y-~!lI41. .                                                                                           2350
       3312       1001       Extemal~I~~on                                                                                                1000
       3312       1004       At.ltQP~~';~rt£~t!(Q'1fn6~P9!sal09                                                                           1.850
       3312       1010       1WtQPSY·L;ov!JIll:..;191o,119§.·.~.OW;;Oi09                                                                  2250
       3312       10m;       Ex!emal··5xamiJj~n~1{)lG,1~p'fS·iPSI3P1!J9                                                                    900
       33.12      1002       ExpertWIb\~s'{~ng,trlal~minlil.~~~f~.day                                                                      700
       3312       10nS       E!'JlE!rtCol1$9tt{ll~f)t!;V119W,!Ti!!etlryg) -ciimln?li~elper hour                                            175
       3312       1000       Expert Wjtn'_{!lf)~itlOrJ;118;1l1'1l).g;Jfjal>·-cl\lll·.orn.on'IFS·caseiperhour                                500
       3312       1003       ExpertConsultiCl¥!erellil9W.TIl!l6tlng)-Civil.ornon-lFScaseiper hour                                           350
       3312       1006       Photomicroscopy.ofTisll\.fe'SPIlC\I1!'enslper hour                                                              55
       3312       1200       A\Jtopeyi'&tB~~am!~liCll]·iRf)I'OfiI:'Notorj~CoPY                                                               15
       3312       1201       AutoPSyJE~~mini!.~Or\l'tePcrt"Copy                                                                               5
       3312       1202       CrematlCll]~ •          .                                                                                       25
       3312       1203       l~l!i{f~~~                                                                                                      25
       3312       1204       ?roofoflllSa1h)~                                                                                                 5
       3312       1205       Cause ofPe.at!rT9rm.'                                                                                            5
      .3312       1206       Non-Contagious PlseaseCertnOOtiO!) letter                                                                       20
      '3312       1207       AfijOavtt .. ....; .• . . . .   ..."     . • ..         • ...                                                   10
       3312        1208      peath~~!~~l"~MR.~gl\'l~!1'lent                                                                                  20
      3312         1209       Copyclilltg6'!llj'1~l!?!1elJ.llStper~ge                                                                     0.10
      3312·        1210 .    DVO/CD1CllpYcJlt\\;le' . . .                                                                                    1
      3312         1301      CoIcrPrinttomisllde-S" )(10'                                                                                    7
      3312        1307       X-ray duplication .                                                                                            10
      3312        1400       Hll;~OlogyJf~rI&5.st?inl~r .sli~e ....                                                                           5
      3312        1402        Histologyfte~fJsp~!iI$lailil!lerslide                                                                          20
      3312        1500       EVidence'Sbipping/°estr.ll<:l!ionlperJl?dkage                                                                   32
      3312         1501      Ctash o?gltlbiiY:m>g Tapliacement                                                                               25
      3312         1502      Use·of lnStl~fedullies.                                                                                        128
      3312         1503      Indigent mJl)'l;llloll ... adottrelrnl;)ursamenl                                                               500
      3312        1507       Indlgent·cremation·.~·irifatl\lskell!tohlzedre!mbursement                                                      125
      3312        150B        Jndlgent.bu~iaJ"'-~dult.r~lmbursement                                                                         900
      3312        1509       In<iigentbul'!al.;.·jilfantlske1e1Oilized reimbUrsement                                                        600
      3312        1504       SJ.lpportd;serviCl¥!/pernour                .     ...           .   .                                           15
      3312        1505       iVI;leageIPerdilim.JelTllb~t1;~nt{IF~·''ll\llfftravelfor.otherjUrlsdictions)1per unit                            1
      3312        1506       Reimborsemenl.;;extemal:agency senljoesfper .untt                                                                1




Payment is required .in advance {iWohOUl'$mlnimUlll.)for.,;IISEll'Vi9es.prOllld7.d;!o)jJtlvste attor]'leys ana any costs
ine~oessofthe. minimum are paysbleatlhe'timesenlioois .rendered. Aftheliiscretionofthe ·Director, ·payment
may be required before any service Is rendered.                                     .

        Effective 7/1111
                                                                                                                              ,
                                                                                                                              ,
                                                                                                                              I
                                                                Exhibit A                                                     I
                                                                                                                              !
Criminal!lnveStigation1..ablflrsfory'Serv'J.cefe,es. '(aIIJSectfons)                                                          t
  Code
      3:311
      3311
                  7700
                  7702                                                                                                204
                                                                                                                              I
      3311        7703                                                                              hour              306<·
      3311        7706                                                                                                 77
      3311
      3311
      3311
                  7708
                 7709
                 7710                                                                    package
                                                                                                                       15
                                                                                                                       27
                                                                                                                       32
                                                                                                                              I
      3311
      3311
      3311
       3311
                 7711
                 7712
                 7713
                 7714
                                                                                                                       60
                                                                                                                        33
                                                                                                                        33
                                                                                                                        15
                                                                                                                              I
       3311      7715                                                                                                 0.10
      3311       7716       Affidavit                                                                                   10
       3311      7717          Use.ofI~~if~ltl~                                                                        128
      .3311      7718       .' Evideniie,!p~~~1')9~perjI2 hOlir                                                        33
      3311       7728       1)yr:r!~~ORY~~!'>                                                                           1
      3311       7720       Col<!tiB~~}~l-'\'!1::~ll~~7"!8"?i?).P:!.   ...•...•.. . ..•.. ..... .                       7
      3311       7728       Mileag~per d!e!1!!reill1RlJ~m,li'r\t.(lf'!)~~fftrave!for.~jurisdjctlons)!per'unit           1
      3311       7727       Relmbiirsement";2ell.temala9IlneyBentlceslpertIllft                                         1

Payment Is required inadvance.{twohou~SzmjI11!)1um)toF~lservi~sprovjded!JgprlW1teattcrnllYs aild anyccsts
                                                           is
In excess of the minimum are Pl!Ym>!i;at!lI'ietiJ'l'i6!!Sel'\1ice rendered. AtthedlSctefton ofdhe Director, payment
maY !rerequlred !refore any service'ls rendered.




       Effective 07101/11
                                                                 Exhibit A
Toxic%gyLaboiiitory'Service·P!i!es

  Code                                                                                                                        Fee
    3311          2001        .Drug Scl'eedlP.cidiCNeultal                                                                           78
     3311         2002        .On,gSoreen;Alkallne                                                                                   78
      3311         2003        Alc6ho1SlACetone                                                                                      26
      3311         2004      . SolventsNolat~es                                                                                      82
      3311         2005        Opi<lteNarcotics(GCIMS)                                                                               83
      3311         :m08        Cannabili91d 9Cr~n                                                                                    33
      3311         2007       LelJaIAlc6ha!lI\!1~y$ISai'ld Affidavit                                                                 43
      3311         2009       OflJg!,\;lluseScreel1iadditlOOaI drng                                                                   5
      3311         2011       Pestlcldes'Scraen                                                                                      81
      3311         2013       Metais'(ReinsCh)                                                                                       39
      3311         2015       Metal (AAfICP)                                                                                         97
      3311         2016      .GasChromatcgrllp~y~ssSpeWometry                                                                        83
      3311         2018       VolatRe'tlrllgs,{Valpro1c>Acld,\etc.)                                                                  49
      3311         2021       !nfrared~l'OscoPY                                                                                      77
      3311         2024       BenZodiazepfnes.i$CIMS)                                                                                82
      3311         2025      MarlhuahatCa~'a~il;Olc!~(GC1~or.·LCl!v1S)                                                               83
      3311         2026      Cocaineali<:lM~~,,?llt~(GC1MS i;,r LClMS)                                                               83
      3311         2027      Acetamirc1opnl!'pSQUanlitatl!lh                                                                         49
      3311         2034      Cal'bOn!v1on'Oxidl';.                                                                                   33
      3311        2036        Gamma~hydr~~J.ltytica!:lld(GHB)                                                                        83
      3311        2036       Cyanlde,'QUaIitltalive                                                                                  64
      3311         2044      EthYlene'G!ycol                                                                                         64
      3311        2050       Lead{AA)                                                                                                64
      3311         2060      Other Analytica.J.Speclalserviceslhalf hour                                                             33
      3311         2068      Salicylalas                                                                                             51
      3311        2076       Vitreous Humor Electrolytes                                                                             39
      3311.       2086       pH                                                                                                      26 .
      3311        2094       Immunoassay                                                                                             33
      3311        2097        D1'Ilg~creen                                                                                          188
      3311        2017        Fentanyl                                                                                                83
      3311        2020        LlquldChromatograjll1ylMassSpectrometry                                                               ·'83

Payment Is required In advsnce.(twoho~~~~im\:lm}ifor~l~servjCljlsprG).l1lje;cJtc.Pfiv<Jteattome)l$andany costs
in excess of the minimum arll'1>IlY1lbtE(s!?ihl';ti111e servioa: isrendered.;Il,t'!fle 'discretion of the Director, payment
may be reoulred before any service is fiimd'areli




        Effective 07101111
                                                            Exhibit A
Regulated Substances Laboratory Service Fees

Code                                          Service Descripiion                                                  Fee
    3311        2302        Exploratory Qualitative                                                                      25
     3311       2303        Sample Preparation                                                                           31
     3311       2304        Infrared Spectroscopy                                                                        77
     3311       2305        Gas ChromatQllrflphyiMass Spectrometry                                                       83
    3311        2306        Thin LayerChromalography                                                                     77
     3311       2307        Quantitative Analysis                                                                        7',
     3311       2308        Maril1uanaiCannabinoids                                                                      45
     3311       2309        MarihUana Seed Germination                                                                   33
     3311        2311       Otl1er Analytical'Speoial Services/half hour                                                 33
     3311        2312       Tentative Identification                                                                     25
     3311        2313       Liquid Chromatcgraphy/MassSpectrometry                                                       83

Payment is required in advance (1Wo hours minimum) for all services provided tc privare attorn",ys and any costs
in excess of the minimum are payable a! lhe'time.service is rendered. At the,discretion oflne Director. payment
may be required before any service is rendered.




       Effective 07101111
                                                                  Exhibit A
Breath AlcohorTechnical Supervisor:Service.Fees

  Code                                         ServiceiDescription                                                        Fee
    3313  2600               llasic $ervice(in Counly) ,                                                                        850
    3313  2601               Ba,;;c13ePJil'A {oul-of,Cciunty)                                                               1,000
    3313  2602                                                                                                                 75
    3313  2603                                                                                                                  1
    3313  2604                                                                                                                  1
    33132605                                                                                                                     33
    3313  2700                                                                                                                  408
    3313  2702                                                                                                                  204
    3313  2703                                                                                                                  306
    3313 ,2720                                                                                                                  306
    3313  2706                                                           -criminalrcaselperhour                                  77
     3313         2708                                                                                                           15
     3313         2709                                                                                                           32
     3313         2710                                                                                                           33
     3313         2721                                                                                                           33
     3313         2711                                                                                                           33
     3313         2712                                                                                                            15
     3313         2713                                                                                                          0.10
     3313         2714                                                                                                           10
     33132715          lli;~dfln~tlt\,l\eF~ll1!!~Bl'                                                                            128
     3313  27161;vi~~nc:::tl~f(;!ll'aPlj.Yl~1r.2h()lJr.:.                                                                        33
     3313  2717     '. Mllilla!l\f!Per;~lelji:)'!l)l'rlbil~,em.ElI'!!'{ll"S~~}tr~;,elf()r ofheriurlsdictions )lper unit           1.
     3313 2718         Reimbtirsen;enl;;l3xtemal:agenoY~eivj~lperunlt'                                                            1
     3313    ,   2719CDIQVOdo;ly                                                                                                  1
Payment is required in ativance(\vIOhoursminimriljllfbi.alf'ser\t~:pr.o\Med:to,priva~attorneysand any costs
in excess of the minimum are payable at the time service is renderectAt thetiiscreti.on ofthe Director, payment
may be required before any service is rendered.




       Effective 07101111
                                                              Exhibit A
Physical Evidence LllboratariesService Fees

 Code                                          $erVioo:Oescription                                                 Fee
Physicaf4:vidimCfi- AII1.:aborafnries
    3311       31 00      Phl'siGaIMatchflt(~If>ES Units)                                                                 41
    3311       3101       PhotographyforqourtJOe,monstratlort{AIIPES .Unlts)/perh",1f hour                                33
    3311       3102       Evide?ce DoCll!l1l?!'itationifc>r .CourtiOemol1strallon (All PES Units)                         67
    3311       3103       Otl1erAnajyiiCill~Speci!llservjceslhajf hour                                                   33
    3311       3104       ArchivedEvidence;l'l:es~cntperl1our                                                            67
    3311       3105       Crime Scene Processlnglhour                                                                    67
Questioned.Documents
     3311      3200       Handwri\ipgE?(lll'llination                                                                     81
    3311       3201       AlteredIOl:Jllfer~tedICharr<:l<iDocument Exam                                                  67
    3311       3202       Indented Wrffil?g'Exal'llin~o,n/E.SDA                                                          67
    3311       3203       Typewrrong/M!3cI1l0e:lmpr!lSSlons                                                               67
    3311       3204       Paperlln~p.nalysls, .                                                                           67
    3311       3205       Imageenhancement·oYp!l!Jlptlter                                                                 84
Latent Print
    3311       3300       Latent·FingerpjjJltfi>,ro~l~erl~                                                               67
    3311       3301       Tire.Treadt,slJj)ef'Tlnt#~!i~!llpj)mpaiison                                                    35
    3311       3302                              eWfiil!s m
                          \dentl!iQi1tion.of!l;:ll1g       ic9 parison                                                   67
     3311      3303       LaI'l1P Filement~i~llon                                                                        67
    3311       3304       La!er11·Prln.tf'rQce~l!1!)9~f.l»><lie~                                                         87
    3311       3305       LatenIPrintPr~i!j9,~j)!,(~etl~dtem                                                             50
    3311       3306       Latent Printf'roces~jT)g~~a09a,ctYl~~lper.iterr                                                50
    3311       3307       LatentPrintPr0cess!!'l9~Nil1llYdriot~llI'item                                                  67
    3311       3308       Late!)t.Prlntpr8~s)!'l9"'"~~i%l'!Ime1peFite;m                                                  67
    3311       3309       LatenlPrint P~C6fi~~7~Anjlll81BfE!~jre!l1                                                      67
    3311       3310       Latent Print ·Prooessl!jg."tilillJCtJn;~aMi~~reenfper·ltem                                     67
    3311       3311       Latel'ltPrintPro~siIl9;:~\1'~t.Villl;jjfP!lrite,m                                              67
    3311       3312       Late!ltPrintPro.~~.9·;>StiqK~lP.g.vtllarJPet'item                                              67
    3311       3313       LatentprlntP~ss.Icij:j~'l':ap~Slo7p1!r'i~                                                      67
    3311       3314       Latent Print pr~iI'!~~gl'!F!lM~1'IenumDiSUl!idetper!!em                                        67
    3311       3315       Latei1tPl'lntEValuationtperl!ltent           .                                                  33
    3311       3316       Latent Print CoI'l1par:ls~.per.la~nt                                                           67
    3311       3317       personallde!ltlflCS.llonbI'Fl~~ril)ts                                                          67
    3311       3318       shcelmprlotProcesS!f!g,~a~~.G\iV~~rlpe;:ffem                                                   50
    3311       3319       Shaelmp1intP~ing~Y!ll'\l.l~!l~pet!!em                                                          50
    3311       3320       S¥ll'l1prlntSPr· .. . .. ·:do.~la~!i!l.tj!e>m                                                   67
    3311       3321       ShO!'<imp[ititP .l)lala:?O~CGr~!)fperJtem                                                       67
    3311       3322       ShaelrnprintPro . .... . ....... . . ..rhj!l~$Gfper!!em                                         67
    3311       3323       Shae. !mprint:Fvalllat!Ontp~\niTprlnt                                                          '50
    3311       3324       Sooe.·ll1lprintCompans!,l'll~sirnPrlnt                                                          67.
    3311       3325       Tire Imprinl·Proces~i!)9;Blllcl<POW~IlI"!peritem                                               B7
    3311       3326       Tire ImprintPr0C6fis1l1g :I!!~bacrylllt6l.perl!em                                              67
    3311       3327       Tire lmprintProcessing-i'modi8Ila1)i</~r1te11l .                                               67
    3311       3328       Tirelmprlnt ProeessingLe;aromalac~ereerl/per item                                              .67
    3311       3329       Tire Imprint.processlng.,..RpodafTjitre6"Gfper.item·                                           67
    3311       3330       Tire. Imprint E.valuiatiOhl.perirT1;lri~!                                                      50
     3311        3331       Tire!mprint··qomp21.~sonlperim,~rl"t                                                         67
     3311        3332       Trace EVidence 'Collecti:>"(perilern                                                         33
      3311       3333       Latent PiintProcessing -DmerCliemlcall.per .Iarem                                            67

Payment is required in advance (two~oursminimllr:n.H?rall~rvices.provid~tQ:priV"'teallomeys and any costs
in excess of the minimum erepll)1ableaHhe iimesef\licels rendered, At tl1edislll'.et\oo of the Director ,payment
may beffl~g 8~6G7.fi1ny service is rendered,




                                                                                                                                -
                                                            Exhibit A

Physical Evidence Laboratories Service Fees

FirearmslToolmarks

  Code                                        Service Description                                                  Fee
      3311       3401       GeneraiRifiing· Charactertsiics File·Searcnlper speciman                                      33
      3311       3403       Mechanical Evaluation of Weapon                                                               67
     3311        3404       Test Fire                                                                                     17
     3311        3406       Restoration of Firearm for Test Firing                                                        81
     3311        3407       Serial Number Restoration                                                                     67
     3311        3408       NIB IN Digitallnput& .Search-Cartrldge Case                                                   67
     3311        3409       NIBIN Identity Verification                                                                   33
     3311        3410       NIBIN Test Fireforlnput                                                                       54
     3311        3411       NIBIN Evidence Registration                                                                   26
     3311        3412       ToolmarkRepiicationlper test mark                                                             33
     3311        3413       Toolmark. Comparison                                                                          67
     3311        3414       Chronograph/SpeClal·Testlng                                                                   67
     3311        3415       BulieUdentification                                                                          ·33
     3311        3416       Cartridge .Case Identification                                                                33
     3311        3417       Microscopic Comparison of Bullet                                                              £7
     3311        3418       Microscopic Comparison of Cartriclge Case                                                     67
     3311        3419       Blood Evidence Searcnlperspeqlmen                                                             33
     3311        3420       Test Firing for DistanooDetermfnation                                                         67
     3311        3421       Trace Evidence Co\lectionlperitem                                                             33
     3311        3422       NIBIN Digttal input &Search-tlullet                                                           82


Payment is required in advance (two hours minimum) ior all.services provided to private attorneys and any costs
in excess of the minimum are payable at the time service is rendered, At the discretion of the Director, payment
may be required before any service is rendered,




       Effective 07101111
                            &m


                                                             Exhibit A
Physical Evidence Laboratories Service Fees

Trace Evidence Laboratory

  Code                                                                                                              Fee
      3311        3500      TraceEvidenceC6llaoti.onirorrfBodies                                                           67
      3311        3501      EvidenoeSearohfRemoval                                                                         41
      3311        3502      Examination of Hair Combin~sfor Foreign Materlaliper hour                                      67
      3311        3503      Identifice1ionofUnusualFeatures                                                                75
      3311        3504      MicrosCOPlcCll;inp~OOln of Hairslper hour                                                      67
      3311        3505      MIcrosCOPlcColll~ison ofFlbers/per hOur                                                        67
      3311        350£      Fiber IdenOOcatiomper .hour                                                                    67
      3311        3507      Microspect;ophotometcYlT~nsmlttance                                                           103
      3311        3508      Micr~pecIrl?Phot~!t¥I~ectance                                                                 103
      3311        3509      Fourl!9f'Tr:BQ,sfotm~l'lMlCr~py,Anallfsis                                                     103
      3311        \1510     Fot,lri<lr;rtl.~fQfml~e~~'Anaiysls                                                             89
      3311        3511      Frl~~am~'f+~atienlpersampla                                                                    67
      3311      ' 3512      IJ'\frlaJ~S~gram , ' •                                                                         54
      3311       :3513       'Mlcrosi::op,f~'ExalT)lrt~i.ll1'S~Ubility                                                     33
      3311       3514         GasChn;)fru~togrli!plJyiMass'Speetrometry                                                   135
      3311       3515        GasChromato~PhY                                                                               81
      3311       3516        Gas 'Ohromatog!'li!P,hfMassl)peetrornetr;y'Sample PreparatIon                                 54
      3311        3517       HandWiping~p~rationf~r AAi'0utofState                                                         76
      3311       3518       'Hanti!",!plqglnl?rpretatton'forAAlOuiof state                                                115
      3311       3519        HandWiplnll. ~Bl'lrti0n>forAA                                                                 50
     3311        3520       Handwlpjgglnt~onfor,AA                                                                         76
     3311        3521       'GUnl!hcl~~~iQU~'l5il,.                                                                         6
     3311        3522       SEMIE!)~.·f\J"\ll~$is~~ei:latMaterlalsl!>er'hour                                              110
     3311        3523       SOdjUnt~hoo~ielGriesSl'esjforeSR                                                               76
     3311        3524       Mjcr~scoplc..searChfor,GSR (Clotblng)                                                          41
     3311        3525       GlSR~y~j$~~co~ir;;;e'                                                                          67
     3311        352£       Rat')~aDflte;m!n~"I:!\;I:"feStFjrlng                                                           67
     3311         3529      EXp!$i'l~BGn1ti'~ldue~allfSls                                                                 103
     3311         35:30     Paint1FiberlPO!ymer~nalysls Qy,PyrolysiS' GCIMS                                                89
     3311        3531        RefraotiveClndax                                                                              67
     33'11       3532        Density                                                                                       48
     3311        3533        Mlcl'f'9hel11icall'eSting                                                                     54
     3311        3534        SeparatlonlSolubility                                                                         41
     3311        3535       ,Mineral,ldelltffiC!ltion                                                                      67
     3311        3536       Mior~ooplrl~j[l~~on>~ Jr:ace§v:idenceJper ,hour                                                67
     3311        3537       BloodSl!li~Rll~!~ntll~sl$ljlel'hour                                                           . 67
     3311        3538       Mi!lrO!'OO\licslidatlfaj')~tionlp<9rSlide                                                      17
     3311        3540.      SE~EIZlX·AI1ll:lys!s.of:GSR·S!ubSlset(2),stuhs                                                408
     3311        3542       Hair,Pfelparalion,ftlT,ONATestinQJper'hair                                                     67
     3311        3543       SlJtrejlri[ltEx3min~,onlhour                                                                   67
     3311        3544       Tir'e'PrlntExamlnatlonlhour                                                                    67
     3311        3545       LafllP ,FllamentExamlrJatj0nlhour                                                              67
     3311        3546       Spe!ldomerer.ExemlllallonlhOur                                                                 67


Payment is required in a(\¥ahce{lW'Ohourl;mlnimum ) tor allservicas pr~lded. to private attorneys and anY costs
in expes$:Of the minlmum.are ,payai>lelat t\1e.ti eservioe Is rendered. Altha discretion of the Director, payment
                                                 rn
may be required before anY seNlce> is rendered. '


       Effective 07101/11
                                                                    Exhibit A
Physical Evidence Laboratories Service Fees

Forensic Biology I-aboratory (DNA)

  Code                                       Service Description                                                   Fee
    3311          3602       DNAyStandlltqC(j'lecti0t¥peri1em                                                             50
      3311       3603        BioIoglcali:v'dencaSfpra9BIper sample                                                        44
      3311       3605        SPecies DetermlnalfOnlpe(sample                                                              53
      3311       3606        PresumptiveSeme~ TeSt/Per sample                                                             62
      3311       3608        Spermat()Z03 .~.                                                                             53
      3311       3609        Confirma!orySE/men'TeSt {p30)lper sample                                                     88
      3311       3610        SexualiAssautt Kit                                                                           29
      3311       3611        Exam lJfFemalesexualAssault Patient                                                         353
      3311       3612        P~aIEiamofF1emaleS6X!JIlI.Assault Patient                                                    36
      3311       3613        EXllrn 01 Male S!!l{\.!Bl"Jl.ssauftPatient                                                   75
      3311       3614        C0DIS.·~Ieln;?SearohlE(1lry                                                                  35
      33J1       3615        DNA Extracti~ i&;:'J(ypl1'\gbySTR -9Locllper~arnple                                         347
      3311      ·3616        DNA~ipt)2&.1>'l'lngby.pll'R-· '1341)ClJper 'llar,uple                                       446
      3311       36n         Mitocln:iPdrial'~~T~lng,iBalrIB~!l?;perEl<lffiple                                       1,662
      3311       3618        Mi)Ophondri~I~;Ai1YmngiT?l~od;'Persample                                                1,022
      3311       3630        ~l1(1lpji1le~~?j;~f!p~,~~m~l~ ......             .'                                        62
      3311.      3631        Alternale4ighl:SBl.Irce<>1;lBlllh ...·.SmalI.Itemlper .Itelll                              62
      3311       3632        Alternatel..fghLiSo"rce~cl1;'iLarge'ltemlperitem                                             88
      3311       3633        DN.,II. :S!l!~ardlfitl1~S,l!il'lg;Jilet:fteIil                                               24
      3311       3634        81000 Evidence;s~rPh1z_lngorSll'lall..I~Jpe(ltem                                             88
     3311        3635        Blood l=VidenceiS~ri:h-~.dlngorulrgeltemfper Item                                           220
     3311        3636        8iOlcglolll··EyidSllOeRempv.all~er!!af!JP!e                                                   8
      3311       3637        SpermatozoaSll~ef'I'6Pal~nIPer"1«.de                                                         24
      3311       3638        SemenE''lidenoelS~arc~·C(otlilnll,or Smallitemiper item                                      88
     3311        3639        Sem.en,Eviden~Seat:oh -i3eddingor.Large Item/per item                                       220
     3311        364D        Sexual AssaultKit-.B!l$is\R«101;lSslng                                                       44
     3311        3641       .Seman:tlN,II.~lIc!J1~;t¥pltJgl?'iSJI'\.~f9.l.p~Ij)llr~ple                                   413
     3311        3642        SemenDNA'E1!tr.!10~ilnll>'iJ"YPlngilYS'T'R-1(3Lo¢IJpersample                                517
     3311        3643        DNAExtractionloriSTRIP~l!arJ1llle                                                           244
     3311        3644        DNA TypingilySTR~~LpolIpersamJlle                                                            80
     3311        3645        Examination of. Hair'Pomi:>iDllS for Foreign ,Material/per .!tem                             24
     3311        3646        Presumptive Saliva Test/per:sample                                                           50
     3311        3647        Saliva Evldenpe'Searoh-CIothing:of.Small. ltemlperltem                                       88
     3311        3648        saliva Evldenoe S1:l3rch~.B9ddjng orLargeltemlper\tem                                       220
     3311        3649        ConfirmatoryB!~dTe;l!lper'SarJ1llle                                                          44
     3311        3650        Bloodstein·F1attemiEv.Bluationlpel"iltem                                                     24
     3311        3651       Trace'EvidencEl;!lt\lleotionlperltem                                                          44
     3311        3652        sample·.Prep(TranSfer,to¥B\rnll.agency)                                                     44
     3311        3653        BloodStandard~es~jngipersample                                                              33
     3311        3654        DatabaseSTRPrcifjlil'lglPropertyiOrlme -9 locilpersemple                                .244
     3311        3655        Database sm ProflHnglPrGperlyCrime - 13 locIIpersampie                                      265

Payment is required in advanoe.(two hours minimum) for allservioas provided to .prlvateattomeys and any costs
in excess ofilie minimum are payable atilie.!lme service is rendered. At:the discretion of loe Director, payment
maybe required before any servioeis rendered.




       Effective 07/01/11



                                                                                                                               fWlw_*
                                                                   COURT ORDER

ORDER NO:
                               2011 1807
DATE:                     October 18, 2011


STATE OF TEXAS                   §

COUNTY OF DALLAS                 §

BE IT REMEMBERED at a regular meeting of the Commissioners Court of Dallas County, Texas, held on the
__1_8_t_h_ _ _ _ day                 of                          October                                  2011,      on    a    motion      made       by
  Jolm Wiley Price, Commissioner of District No. 3                                                                          and       seconded         by

_D_r_._E_l_b_a_G_a_r_c_i_a-,-,_C_o_llllIll_·_s_s_i-,o-,-n-ce.-r-,o-,f,---,Dc:l:c·S=-t:cr=l=-'c=.t=-N=o.:..--.:4_____, the followi ng Orde r was ado pted:


WHEREAS,              The Dallas County Juvenile Board was briefed and approved the TJPC Bridge School Grant-
                      Amendment #16 on September 26,2011; and

WHEREAS,              TJPC is aware that that Dropout Prevention and Recovery are complex issues and that students
                      should be encouraged to obtain a high school diploma; and

WHEREAS,              Technology, along with great teachers and mentors, can engage students and help them stay on
                      track. Determining which students' are at the greatest risk through early warning identification,
                      and designing interventions that are effective is the key to successfully curtailing dropouts; and

WHEREAS,              It is for this reason they have partnered with The Bridge School that has a Texas based history of
                      serving a spectrum of students in crisis and at-risk. The mission of The Bridge School is to enable
                      students - through online course delivery - to become self motivated, independent learners who
                      can take charge of their educational future; and

WHEREAS,              This is accomplished by providing a flexible and individualized opportunity to earn credit and
                      achieve a high school diploma through the use of open enrollment online instruction that is
                      available wherever a student has Internet access; and

WHEREAS,              It is personalized education (competency based, starts at any time, no class grouping) taught by
                      highly qualified/certified teachers; and

WHEREAS,              There are over 160 academic courses, including AP and Dual Credit and focused on Texas based
                      curriculum. In addition, there are over 200 vocational courses; and

WHEREAS,              Finally, they are accredited with TEA through TEPSAC and AdvanceEd SACS CAS!.; and

WHEREAS,              TJPC is budgeting computers at $1500 apiece for computers and software to provide 40
                      workstations (computers and software) @ $1500 each and an additional $130,000 for 40 education
                      spots; and

WHEREAS,              TJPC defines a slot as a seat that can be occupied by one student at a time, but maybe changed
                      from one student to the next as students enter and exit the county JJAEP program. The grant totals
                      approximately $190,000 for everything; and

WHEREAS,              Project schedule is set to be implemented in January, 2012 through December, 2012; and
CC Order TJPC Bridge School Funding                                                                         Page2




WHEREAS,        this request conforms to the Dallas County Strategic Plan - Vision 3: Dallas County is safe, secure,
                and prepared, as evidenced by the implementation of best practices; and

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Commissioners Court of Dallas County grant approval
for Amendment #16 to the State (Texas Juvenile Probation Commission) Financial Assistance Contract for the grant
funding olThe Bridge School Virtual Program.



DONE IN OPEN COURT this the --,I-----r- day of __ October         , 2011.


           /                                /v;~~.-
                                           ~iCkey, District #1                              Mike Cantreli, District #2




                                                                    Dr. Elba GarCia, District #4




                          ecommended by:
                                                  Dr. Terry S. Smith, Direc          :;,.
                                                  Dallas County Juvenile Services
                                                                                    COURT ORDER

ORDER NO: _ _ __
                               '
                              20 11 1808
DATE:              October 18,2011

STATE OF TEXAS                                       §

COUNTY OF DALLAS                                     §

BE IT REMEMBERED, at a regular meeting of Commissioners Court of Dallas County, Texas, held on the

 ________~1~8t~h~_____________ dayof _____O~ct~0~b~er~_____________________ ,2011on

a motion made by                    Jolm Wiley Price, Cormnissioner of District No.3                                                                                , and seconded by

..--::Dc::r":'..--::Ec::l.::b.::8--.:::G8::r=cl:;:·8::.>...,_C::o::rmnl=·::s::s::i::o:.:n::e:.:r'--.::0c:f:...;::Dc:ic:sc:t.=r::::i-=c-=t-=N.=o.::._4-'-___ , the following Court Order was adopted:

WHEREAS,                  the Purchasing Department is requesting that the Commissioners Court authorize a forty-five day
                          extension through November 28, 2011 for RFP No. 2006-092-2054 Request for Proposal for Laboratory
                          Analysis and Drug Testing Services of Urine and Blood Specimens as awarded to Technical Resourcc
                          Management dba Norchem Drug Testing; and

WHEREAS,                  the extension will allow staff time to finalize the evaluation and award process with respect to the new
                          solicitation; and

WHEREAS,                  Technical Resource Management dba Norchem Drug Testing has agreed to extend the eontract through
                          November 28, 2011 in accordance with the existing terms, conditions and pricing structure; and

WHEREAS,                   this action supports Vision 1. Strategy 1.3 ofthe Strategic Plan by providing a sound, financially responsible
                           and accountable governance

IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County Commissioners Court does
hereby authorize a forty-five day extension (October 15, 2011 through November 28, 2011) ofRFP No. 2006-092-2054
Request for Proposal for Laboratory Analysis and Drug Testing Services of Urine and Blood Specimens as awarded to
Technical Resource Management dba Norchem Drug Testing and authorizes all County documents/payments to reflect
accordingly.




                                                                                            e Dickey, District #1


                                                                                                                               /r~.

                                                                                                           Dr. Elba Garcia, District #4
                                                                                           1


                                       Recommended b "'-=:::;;;""""'t=::!£:~....au<~--:--:----:----
                                                        COURT ORDER

ORDER NO: _ _ _ __
                     2011 1809
DATE: _ _ October 18, 2011_ _ _ _ __

STATE OF TEXAS

COUNTY OF DALLAS

BE IT REMEMBERED, at a regular meeting of Commissioners Court of Dallas County, Texas, held on the

_ _ _~I~St~h~_________ dayof_~O~c~t~ob~e~r__________________________ ,20ll,on

a motion made by John Wiley Price, Commissioner of District No, 3                                               , and seconded by

  D_r_, E_l_b_a_G_a_r_c_l_' __ __
__ __                                                     o_f_D_l_'s_t_r_i_c_t__ _4
                          a..,e, C_o_lllffiis_s_i_o_n_e_r__                    N_o_, _______ , the following Court Order was adopted:

WHEREAS, the Purchasing Department briefed Commissioners Court on October IS, 2011, concerning the
         extension of Bid No, 2009-003-3955 Annual Contract for Work Unifonns as awarded to
         Unifirst; and

WHEREAS, Unifirst has agreed to extend the contract for an additional twelve month period; and

WHEREAS, the Court concurred with the recommendation to extend this annual contract; and

WHEREAS, the tenn of this contract is November 18,2011 through November 17,2012; and

WHEREAS, the extension of this contract supports Vision I, Strategy 1.3 of the Strategic Plan by providing a
         sound, financially responsible and accountable governance

IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County Commissioners
Court does hereby authorize the second extension of Bid No, 2009-003-3955, Annual Contract for Work
Unifonns with Unifirst for an additional twelve (12) month period effective November 18,2011 through
November 17,2012 and authorizes all county documents/payments to reflect accordingly,

DONE IN OPEN C               RT this the _1~8'"'th",--_              October

                        )
           t   :;~nkins, County Judge




                                                  " ", y1? <).."
                              Recommendeiby:~"A';(k
                                                      7a S, Boles, Purchasing Agent/ms
ORDER NO: _ _ _ __
                             2011 1810                                       COURT ORDER


DATE:             October 18, 2011


STATE OF TEXAS                                      §

COUNTY OF DALLAS                                    §


BE IT REMEMBERED, at a regular meeting of Commissioners Court of Dallas County, Texas, held on the
         18th
_ _ _ _ _ _ _ _ _ _ _ _ _ day of _ _ _ _ _ _October _ _ _ _ _ _ _, 2011,
                                            ___

on a motion made by                  John Wiley Price, Commissioner of District No, 3                                                              , and seconded by

_D_r_,_E_l_b_a_G_a_r_c_i_a-,-,_C-,-omml:.=",·S.::.S.::.l::.·0",n:::.e=:r=--.c0::.:f=-:D:.:i:.:s::.:t::.:r",i:.:c:.:t'-O,N:.:o:.:,--,4_ _ , the following Court Order was adopted:

WHEREAS,                    on September 27,2011, through Court Order No. 2011-1674, the Commissioners Court rendered
                            Linebarger Goggan Blair & Sampson, LLP as the susceptible finn for award consideration and final
                            contract negotiations with respect to RFP No. 2011-036-5427, Request for Proposals for Collection
                            Services for Justice of the Peace Courts; and

WHEREAS,                    staff has successfully negotiated a contract with Linebarger Goggan Blair & Sampson,
                            LLP; and

WHEREAS,                    this action supports Strategy 1.3 ofthe Strategic Plan by providing a sound, financially responsible and
                            accountable governance

IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County Commissioners Court
does hereby award RFP No. 2011-036-5427, Request for Proposals for Collection Services for Justice of the Peace
Courts to Linebarger Goggan Blair & Sampson, LLP and authorizes the County Judge to sign the attached
contract on behalf of Dallas County.

IT IS FUTHER ORDERED, ADJUDGED, AND DECREED that the Dallas County Conunissioners Court authorize
the cancellation of the existing contract for JP Court Collection Services (RFP No. 2004-054-1471) as awarded to
Linebarger Goggan Blair & Sampson, LLP effective upon execution of the new agreement.

DONE IN OPEN C90r this the                                          lS'h                  day of _ _ _O"""'ct"'o"'be'f--_ _ _ _--::__                         ~--/'v
      :?§               i       (                                          ~
                                                                              --~~--~~~~~y~-,

                                                                              Mauri                                                           Mike      Cantrel~      District #2



                                                                                                       Dr. Elba Garcia, District #4
STATE OF TEXAS                           §

COUNTY OF DALLAS                         §


                                CONTRACT
                                  Between
                      DALLAS COUNTY, TEXAS ("Connty")
      On Behalf Of DALLAS COUNTY JUSTICE OF THE PEACE ("JP") COURTS
                                   And
          LINEBARGER GOGGAN BLAIR & SAMPSON, LLP ("Contractor")
                                    For
                      JP COURTS COLLECTION SERVICES


1. PARTIES & DEFINITIONS

         Whereas, County is a govemmental entity with its principal place of business located at 411 Elm
Street, 2nd Floor, Dallas, Texas 75202; and

        Whereas, Contractor is a limited liability partnership formed and existing under the laws of the
State of Texas with its principal place of business located at 2323 Bryan Street, Suite 1600, Dallas, Texas
75201; and

        Whereas, all references to Contractor shall include "Contractor Personnel", which shall mean,
without limitation, employees, elected or appointed officers, agents; subcontractors, and consultants who
have been authorized by Vendor to perfoml under this Contract; and

         Whereas, "County Personnel" shall mean, without limitation, its elected or appointed officials,
officers, employees, agents and representatives; and

         Whereas, Contractor is the successful bidder to County's Request for Proposal No. 2011-036-
5427 which includes, without limitation, related documents, addendum and general information sheets
(collectively, "RFP 2011-036-5427"), for services relating to collecting outstanding Dallas County Jp
Courts fines and costs in accordance with applicable laws, including Article 103.0031 of the Texas Code
of Criminal Procedure ("Project"), as well as to the use of experienced staff who have produced excellent
results for Contractor's clients in completing similar projects (collectively, "Services").

         Therefore this Contract is entered into by and between County and Contractor for Contractor to
provide Services that are described in the Contract and the Contract Documents, including withont
limitations, RFP 2011-036-5427, its addendums (if any), and Contractor's Proposal, which includes,
without limitation, Contractor's response to IU'P 2011-036-5427, Contractor's Best and Final Offer
("BAFO"), and related and responsive documents (collectively, "Contract") pursuant to the authorities
granted by Chapter 262 of the Texas Lo';:;al Govemment Code, Article 103.0031 of the Texas Code of
Criminal Procedure, and the Dallas County Commissioners Conrt approvaL

        Definitions. In this Contract, the following definitions shall apply and are capitalized throughout.
Other terms used in this Contract that are not defined herein, but defined in any of the several
incorporated documents, or any other incorporated or referenced document, or any exhibit, attachment, or
associated document, shall have the same meaning herein as in such other documents.



CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
       (a) "Account" means any Outstanding Fine/Cost held in the name of a person.

       (b) "Account Holder" is any person having an Outstanding Fine/Cost or an Account with
           County.

       (c) "Basic Commission Rate" means the 23.077 percent commission rate to be paid to Contraetor
           for the collection of any Outstanding Fine/Cost, including the Collection Fee, that is
           applicable for the provision of Collection Services under kticle 103.0031 of the Texas Code
           of Criminal Procedure.

       (d) "Collection Amount" means the amount of the Outstanding Fine/Cost, in addition to the
           Collection Fee when applicable, that Contractor is responsible for collecting on behalf of
           County.

       (e) "Collection Fee" means the thilty percent (30%) collection fee that County is authorized to
           add to each Outstanding Fine/Cost pursuant to kticle 103.0031(b) of the Texas Code of
           Criminal Procedure.

       (f) "Collection Services" means any collection of or effOlts to collect an Outstanding Fine/Cost,
           in addition to the Colleetion Fee (as defined above) when applicable, on behalf of County.

       (g) "Defendant" is any person having an Outstanding Fine/Cost or an Account (as defined above)
           with County.

       (h) "Fine/Cost" means any item and/or amount described in Article I 03.003 I (a)(1 ) and (2) of the
           Texas Code of Climinal Procedure or any other item and/or amount referred to Contractor for
           collection.

       (i) "Fixed Fee" means the fixed fee to be paid to Contractor for the collection of any
           Outstanding Fine/Cost to which the Collection Fee (as defined above) is not applied.

       (j) "Fixed Fee Schedule" is the schedule of fees to be paid to Contractor for the eollection of any
           Outstanding Fine/Cost to which the Collection Fee (as defined above) is not applied.

       (k) "Outstanding Fine/Cost" means any fine/cost and/or account receivable that is more than
           sixty (60) days past due and has been referred to Contractor for collection.

       (I) "Warrant Holder" is any person having an Outstanding Fine/Cost (as defined above) or an
           Account (as defined above) with County where a warrant has been issued.

2. TERM, SUSPENSION AND TERMINATION

2.1    Term. Unless otherwise stated in this Contract, this Contract is for a Term of two (2) years from
       the Effective Date, which is the date of the Commissioners Court Order approving this Contract.
       County may at its discretion, and upon fonnal written consent from Contractor, renew this
       Contract in writing for four (4) additional one year Subsequent Terms based on the same terms,
       conditions and pricing structure set forth by this Contract and any written executed
       Amendment(s).

2.2    Suspension.    Should County desire to suspend the Services, but not tenninate the Contract,


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                  2
       County shall issue a written order to stop Services. The written order shall set out the temlS of
       the suspension. Contractor shall stop all Services as set forth in this Contract and will cease (0
       incur costs to County during (he (enn of the suspension. Contractor shall resume Services when
       notified to do so by County in a written authorization (0 proceed. If a change in (he tenns and
       conditions of payment for Services of this Contract is necessary because of a suspension, a
       mutually agreed Contract amendment will be executed in accordance with this Contract.

2.3    Termination. Either party may, at its option and without prejudice to any other remedy to which
       it may be entitled to a( law or in equity, or elsewhere under this Contract, tenninate this Contract,
       in whole or part, by giving notice thereof to the other party, as specified further below, with the
       understanding (hat all Services being performed under this Contract shall cease upon the date
       specified in such notice. County shall compensate the Contractor in accordance with the tenns of
       this Contract for the Services perfonned prior to the date specified in such notice. In the event of
       cancellation, Contractor shall cease any and all Services under this Contract on the date of
       telmination and to the extent specified in the notice of tennination. Upon reccipt of such notice,
       Contractor shall not incur any new obligations or perfonn any additional Services and shall
       cancel any outstanding obligations or Services to be provided. To the extent funds are available
       and reimbursement is pennitted, County will reimburse Contractor for non-canceled obligations
       that were incuned prior to the tennination date. Upon telmination of this Contract as herein
       above provided, any and all unspent funds that were paid by County to Contractor under this
       Contract and any and all County data, documents and information in Contractor's possession
       shall be returned to County within five (5) business days of the date of tennination. In no event
       shall County's termination ofthis Contract, for any rcason, subject County to liability.

       (a) Without Cause. This Contract may be tenninated, in whole or in part, without cause, by
           either party upon prior written sixty (60) calendar days, or upon such other mutually agreed
           time period, notice to the other party.

       (b) With Cause. County reserves the right to tenninate this Contract immediately, in whole or in
           part, at its sole discretion, for the following reasons, without limitation:

           I) Lack of, or reduction in, funding or resources;

           2) Non-Perfonnance. Contractor's non-performance of the specifications of this Contract or
              non-compliance with the temlS of this Contract shall be a basis for tennination of the
              Contract by the County. Tennination, in whole or in part, by the County under this
              Section may be made at County's option and without prejudice to any other remedy to
              which County may be entitled to at law or in equity, or elsewhere under this Contract.
              County shall not pay for equipment, Services or supplies that are unsatisfactory or
              unauthorized. At County's sole discretion and with written notice by County, Contractor
              may be given a reasonable opportunity prior to termination to conect any deficiency in
              the work or Services perfonned under this Contract. County may consider a reasonable
              time to be five (5) calendar days to cure any problems and/or deficiencies with
              Contractor's performance, such problems and/or deficiencies being determined by
              County. Nothing herein, however, shall be construed as negating the basis for
              tennination for non-perfon11ance or shall in no way limit or waive County's right to
              tenninate this Contract under any other provisions herein.

           3) Contractor's submission of invoices, data, statements and/or repOlts that are incorrect,
              incomplete and/or false in any way;



CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
                                                                                                          3
          4) In County's sole discretion, if termination is necessary to protect the health and safety of
               clients;

           5) If Contractor becomes or is declared insolvent or bankrupt, or is the subject of any
              proceedings relating to its liquidation or insolvency or for the appointment of a receiver
              or similar officer for it, has a receiver of its assets or property appointed or makes an
              assignment for the benefit of all or substantially all of its creditors, institutes or causes to
              be instituted any proceeding in bankruptcy or reorganization or remnngcment of its
              affairs, enters into an agreement for the composition, extension, or adjustment of all or
              substantially all of its obligations, or has a material change in its key Contractor
              Personnel; and/or

           6) Contractor's inability to perform under this Contract due to judicial order, injunction or
              any other cou,i proceeding,

3. SCOPE OF SERVICES

3.1    Contractor shall perform Services as described in this Contract, inclnding, withont
       limitation:

       (a) JP Courts. Contractor shall provide Collection Services for designated Outstanding
           Fines/Costs and/or Accounts Receivable resulting from unpaid traffic citations on behalf of
           County for those Dallas County Justice of the Peace COllliS (hereinafter, "JP Courts") which
           elect to participate. However, this Contract may be amended to include additional types of
           offenses, inclnding hot checks, at a later date and upon mutual consent of the PaJties. Thc
           addition of any and all other offenses shall be initiated by County and not Contractor.

       (b) Exclusion of Other Courts. Contractor shall provide Collection Services for only the .lP
           Courts which elect to participate and shall not solicit any non-pmiicipating JP COlllts to
           pmiicipate. However, this Contract may be amended to reduce JP Courts or inc1nde
           additional JP COllltS at County's sole discretion, with or without cause, and without the prior
           consent of Contractor, upon County's prior written notice to Contractor or upon mutual
           agreement of the Parties. The addition of any and all non-pmiicipating JP Courts shall be
           initiated by County and not Contractor. Notwithstanding any provisions contained herein, in
           no event shall Contractor provide Collection Services under this Contract for any Outstanding
           Fines/Costs and/or Accounts Receivable of non-participating JP Courts, unless otherwise
           authorized by County to do so by way of a separate contract, agreement or instrument,
           including a formal written amendmcnt to this Contract, that shall be fonnally and specifically
           approved and executed by the Dallas County Commissioners Court and Contractor.

       (c) Description of Services: Providing Collection Services for designated Outstanding
           Fines/Costs and/or Accounts Receivable resulting from unpaid traffic citations on behalf of
           County for pmiicipating Dallas County Justice of the Peace Courts, unless specifically
           excluded or provides otherwise in this Contract.

       (d) Location of Service Performance: All collection services shall be performed at the offices of
           Contractor.

       (e) Applicable Laws: If applicable, Contractor shall operate within the laws and regulations
           governing Fine/Cost collection and agrees to govem itself in accordance with the Federal Fair
           Debt Collection Practices Act ("FDCPA"), 15 U.S.C.S §§ 1692a-16920, and the Texas Debt


CONTRACT BETW OALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                      4
          Collection Practices Act ("TDCP A"), Chapter 392 of the Texas Finance Code, as each Act
          relates or may relate to the Collection Services provided hereunder. If the FDCPA and/or the
          TDCP A are applicable to the services provided hereunder or in any way applicable to
          Contractor in its performance of this Contract, Contractor shall: (1) refrain from engaging in
          any prohibited Fine/Cost collection methods nnder the FDCP A and/or the TDCP A; (2)
          comply with any requirements of the FDCP A and/or the TDCP A, including any bond
          requirements; and (3) indemnify and hold County harmless from any and all liability
          arising from any violations of the .FDCPA and/or TDCPA, including, but not limited to,
          engaging in conduct prohibited by such Acts.

       (1) Cont'hg1. Contractor shall mail notices, telephone, or otherwise contact Defendants, Account
           Holders and/or Warrant Holders who have Outstanding Fines/Costs and/or Accounts
           Receivable or Accounts reSUlting from unpaid traffic citations with Connty in order to notify
           Defendants, Account Holders and/or WaHant Holders of their obligations to County. The
           purpose of the contact is to offer Defendants, Account Holders aud/or WaHant Holders the
           opportunity to resolve their obligations voluntarily, before County contemplates any further
           aetion. Contractor shall have a minimum of 180 days to contact or attempt to contact
           Defendants, Account Holders and/or Warrant Holders regarding their Outstanding
           Fines/Costs and/or Accounts Receivable or Accounts, which shall include the Collection Fee
           when applicable. This time period will begin the first day of the following month in which
           the Outstanding Fine/Cost was referred to Contractor for collection, regardless of whether the
           particular Outstanding Fine/Cost includes the Collection Fee. Upon wlitten request by
           County, Contractor shall cease contacting or attempting to contact a Defendant, Account
           Holder and/or WaHant Holder whose Outstanding Fine/Cost, including the Collection Fee
           when applicable, remains outstanding after the 180-day period has lapsed.

       (g) Accounts. Contractor shall provide the following minimum services for Aecounts:

           (1) Contractor shall attempt to make a minimum of six (6) contacts to each Defendant,
               Account Holder and/or WaHant Holder.

           (2) Contractor shall attempt to make at least three (3) written contacts to each Defendant,
               Account Holder and/or WaHant Holder via the postal services. County shall expressly
               approve the general format and language of all written correspondence. Contractor shall
               bear all costs and expenses associated with or related to the mailing of any written
               correspondence.

           (3) Contractor shall attempt to make at least three (3) verbal telephone contaets to each
               Defendant, Aceount Holder and/or WalTant Holder. County shall expressly approve the
               general fonnat and language of all telephone scripts. Contractor shall bear all costs and
               expeuses associated with or related to any telephone contacts.

           (4) Any and all written eorrespondence or verbal telephone contacts, whether attempted or
               otherwise, shall cease upon verified payment in full of any Outstanding Fine/Cost,
               including the Collection Fee when applicable, by a Defendant, Account Holder and/or
               Warrant Holder, or, upon written request by County, when the appropriate time period to
               provide Collection Services for the Aecount has expired, or when this Contract has
               expired or been tenninated or cancelled.




CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                 5
           (5) Further, Contractor is strictly prohibited from contacting or attempting to contact a
               Defendant, Account Holder and/or Warrant Holder in person, except for verbal telephone
               contact.

       (h) In both written and verbal telephone contacts, whether attempted or otherwise, Contractor
           shall instruct all Defendants, Account Holders and/or Warrant Holders to remit payment to or
           refer all inquiries or other correspondence to the appropriate participating JP Court that
           assessed or levied the Outstanding Fine/Cost being collected by Contractor pursuant to this
           Contract. County shall provide to Contractor the remittance address and telephone number to
           all participating JP Courts upon execution ofthis Contract.

       (i) It shall be Contractor's responsibility to determine what forms of payment are acceptable for
           each participating JP Court and Contractor shall instruct all Defendants, Account Holders
           and/or Warrant Holders accordingly, At any time, County may, at its sole discretion,
           include additional forms of payment such as credit card payments or discontinue
           accepting any form of payment. If and wheu the County accepts credit card payments
           as an acceptable form of payment, County and Contractor shall, by way of a written
           amendment or other docnment, adopt policies and procedures governing such credit
           card payments and Contractor's obligations regarding such,

           (1) Personal Checks, Upon confinnation that a participating JP Court accepts personal
               checks as an acceptable fonn of payment, Contractor shall instruct all Defendants,
               Account Holders and/or Wan-ant Holders that personal checks shall be made payable to
               the specific JP Court, Contractor shall also instruct all Defendants, Account Holders
               and/or Warrant Holders that he or she will be solely responsible for any and all retnmed
               checks, including any and all returned check fees assessed against their account by the
               specific JP COUli, Contractor shall continue to consider the Outstanding Fine/Cost,
               including the Collection Fee when applicable, outstanding until payment is made in full
               and the returned check fees are paid to the specific JP Court, In the event Contractor is
               paid its basic commission rate in accordance with Section 9(a) below on any
               Acconnt that is unsatisfied, in whole or in part, due to a returned check, Contractor
               shall refund such commission to County or issue County a credit for such
               commission, whichever is more practical.

           (2) Cash PaYments, Upon confinnation that a participating JP Court accepts cash as an
               acceptable fonn of payment, Contractor shall instruct all Defendants, Account Holders
               and/or Warrant Holders that County will accept cash payments from any Defendant,
               Account Holder or Wan-ant Holder. Contractor shall warn all Defendants, Account
               Holders and/or Warrant Holders that cash payments should never be sent, remitted or
               forwarded to County by mail, unless absolutely necessary to make payment. Contractor
               shall further warn all Defendants, Account Holders and/or Warrant Holders that he or she
               will be solely responsible for any cash payments sent, remitted or forwarded to County
               by mail that cannot be accounted for and/or verified by County, Contractor shall
               continue to consider the Outstanding Fine/Cost, including the Collection Fee when
               applicable, outstanding until payment is made in full or payment, whether in whole or in
               part, can be velified by County through proper means,

       (j) Once Contractor has fulfilled its minimum requirements described in part (b) above,
           additional written con-espondence and/or verbal telephone contacts may be made or
           attempted at the discretion of Contractor as long as such contact is in compliance with the
           FDCPA and TDCP A. Notwithstanding the foregoing, verbal telephone contacts and any


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                6
           attempts thereof shall be limited between the hours of 7:30 a.m. and 9:00 p.m. central
           standard time or other times as may be required to comply with any applicable law or statute.

       (k) Contractor shall use due diligence, reasonable and ethical methods, and employ lawful means
           to effectuate the collection of any and all Outstanding Fines/Costs and/or Acconnts
           Receivable, including the Collection Fee when applicable. In the event Contractor violates
           any laws or regulations governing Fine/Cost collection or engages in prohibited Fine/Cost
           collection methods under the FDCPA and TDCP A when providing services under this
           Contract, County shall be in no way responsible or liable for such actions of Contractor and
           Contractor agrees to indemnifY and hold County harmless from any and all liability arising
           from such violations.

       (1) Returned Accounts. Contractor shall have a minimnm of twelve months from the date of
           referral to collect any and all Outstanding Fines/Costs and/or Accounts Receivable, inclnding
           the Collection Fee when applicable, referred to Contractor for collection. This time period
           will begin the first day of the following month in which the Outstanding Fine/Cost was
           referred to Contractor for collection, regardless of whether the Outstanding Fine/Cost
           includes the Collection Fee when refelTed to Contractor for collection. Over the twelve-
           month period, Contractor agrees to provide the minimum services as outlined in this Scction
           above at Palts (b)(l), (2) and (3). At County's sole discretion and upon request by County,
           Contractor will cease Collection Services on any and all Outstanding Fines/Costs and/or
           Accounts Receivable, including the Collection Fee when applicable, which remain
           outstanding after the twelve-month period has lapsed.

       (m) County may, at its sole discretion, recall at anytime from Contractor any Outstallding
           Finc/Cost or Account previously referred to Contractor for collection, including, but not
           limited to, those Accounts which remain outstanding after a twelve-month period after
           referral to Contractor for collection as described in part (h) above and those Accounts
           identified as being in bankruptcy. Upon return of such Accounts, neither Party shall have any
           obligation to the other Party under this Contract.

       (n) Referrals to County. Upon oral or written request by a Defendant, Account Holder or
           Warrant Holder who wishes to resolve their obligation directly with County, Contractor shall
           immediately refer such Defendant, Account Holder or Wan-ant Holder to County or the
           specific JP Comt.

       (0) Contractor shall be fully responsible for the quality and accuracy of any and all Collection
           Services perfonmed under or in conjunction with this Contract.

       (p) Contractor shall perfonm all Collection Services required under this Contract in confonmity
           with professional standards, and shall provide qualified personnel (licensed, if applicable) to
           meet such stalldards.

       (q) It shall be Contractor's responsibility to ensure compatibility of County's data files and
           transmittal medium to Contractor's computer system. Contractor shall bear all costs, if
           necessary, for data conversion to make County's computer system compatible with that of
           Contractor's and any incidental costs related to the data transfer. Contractor shall promptly
           infonm County of any problems and/or issues with any data conversion or transfer of
           County's data files.




CONTRACT BE1W DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
                                                                                                        7
       (r) Contractor is responsible for ensuring that all transmittals to County are compatible with
           County's ability to record and read such data. Any and all corrupted or otherwise defective
           data shall be replaced by Contractor at no cost, additional or otherwise, to County.

       (s) Contractor acknowledges and agrees that its failure to perfOlTIl its obligations, duties and
           responsibilities in accordance with all te1ms and conditions of this Contract shall be
           considered in any future awarding of Dallas County contracts to Contractor.

3.2    County will provide the following functions:

       (a) JP Courts. County will provide Contractor with a list of Outstanding Fines/Costs and/or
           Accounts Receivable resulting fi'om unpaid traffic citations, which shall include, at the sole
           discretion of County, the Collection Fee when feasible for County's system to add such
           Collection Fee and when applicable. In the event that it is not feasible for County's system to
           add such Collection Fee, and such Collection Fee is applicablc, County shall request, in
           writing, that Contractor add such Collection Fee upon Contractor's receipt of each such
           Outstanding Fine/Cost. It shall be at County's sale discretion as to which Outstanding
           Fines/Costs and/or Accounts Receivable are applicable to the Collection Fee, as long as the
           applicability of the Collection Fee is in accordance with Alticle 103.0031 of the Texas Code
           of Criminal Procedure. For Accounts which have not yet been referred to the Texas
           Department of Public Safety ("TOPS") under the Failure to Appear Program ("FTA
           Program"), Contractor shall have at least twelve (12) months from the date of refcrral to
           collect snch Accounts, including the Collection Fee when applicable, before snch Accounts
           are referred to TDPS and before an additional $30 administrative fee is added to the Account
           pursuant to TEX. TRANS!'. CODE § 706.006. When in the best interest of County to do so,
           County may, upon written notice, instruct Contractor to add the Collection Fee to each
           Outstanding Fine/Cost referred to Contractor for collection upon Contractor's receipt of any
           and all such Outstanding Fines/Costs and/or Accounts Receivable from County. Otherwise,
           County shall be responsible for adding the Collection Fee on each Outstanding Fine/Cost
           referred to Contractor for collection.

       (b) Extracts. County will provide to Contractor a weekly or monthly extraction of Outstanding
           Fines/Costs and/or Acconnts Receivable that meet the extraction criteria set by the
           participating JP Courts as candidates for collection. The major data items are listed below in
           part (c), but the extract may include any items currently available from Dallas County,
           including, but not limited to, Dallas County's Judicial Case Tracking or Judicial Cash Receipt
           Systems. For unpaid traffic citations, County will use its best efforts to provide the following
           information to Contractor:
           • Defendant Name;
           • Defendant Address;
           • Case Number;
           • Warrant Number;
           • Defendant Phone Number;
           • Defendant Driver License Number;
           • Defendant License Plate Nnmber
           • State oflssuance of Defendant Driver License;
           • Defendant Offense Description;
           • Date of Offense;
           • Balance Assessed;
           • Balance Paid;



CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
                                                                                                         8
           •   Balance Outstanding;
           •   WalTant Status;
           •   Change in WalTant Status.

       (c) Information Supplied by County. County will provide to Contractor what it believes to be
           correct infonnation about any and all Acconnts referred to Contractor for collection and,
           specifically. about any Collection Amount due to County fi'om any Defendant, Account
           Holder, or Warrant Holder. County will provide to Contractor the infonnation contained in
           attachment 1 of Request for Proposal No. 2011-036-5427, which shall include the name and
           last known address of the Defendants, Account Holders, or WalTant Holders, and other
           personal inf01111ation, general information regarding the offense, which may include
           information regarding the daters) of the alleged offense(s), the date judgment was entered
           against the Defendant, Account Holder or Warrant Holder and/or the date the citation was
           filed, and the Collection Amount, which shall include the amount of the Outstanding
           Fine/Cost, in addition to the Collection Fee when both feasible and applicable. When
           appropriate, Contractor shall make every effmi to locate the Defendant, Account Holder or
           WalTant Holder when the last known address or other information supplied by County is
           unreliable or invalid. County will immediately update and COlTect any information it has
           provided to Contractor upon actual notice of its inaccuracy. In patticular, County will
           promptly notify Contractor of atly payment made or other satisfaction of any Outstanding
           Fine/Cost or Account made to County or any other action affecting the Collection Amount or
           timing of the Collection Amount owed by the Defendant, Acconnt Holder or Warrant Holder
           to County.

       (d) l1J2dates. County, at its sale discretion, will provide to Contractor an update process that will
           provide some portion or all of the data items as described above in parts (b) and (c) when
           payment, whether in whole or in part, has been made on any Outstanding Fine/Cost
           designated for collection and refened to Contractor for collection. This extraction process
           can be provided on a monthly, weekly or daily basis.

       (e) When possible and at County's sole discretion, the data contained herein will be provided to
           Contractor electronically via an automated transfer process using File Transfer Protocol
           CFTP") Services. Contractor will be required to provide a secured FTP Server Site for the
           purpose of allowing Dallas County's Information Technology ("IT") Services Department to
           send and receive data files as needed. The FTP Server Site requires an IP address of a web
           address, a U serID and password for secured access. The FTP Server Site shall be available
           seven (7) days a week, twenty-four (24) hours per day. If the required availability is not
           possible or feasible, a specific time period as mutually agreed upon by the Pmties shall be
           established to schedule the daily file transfer process. In addition, Contractor shall provide
           twenty-four (24) hour telephone support for use in the event FTP Services are or becomes
           unavailable or inaccessible for any reason during scheduled FTP Server Site availability
           hours as described herein. Notwithstanding any provision to the contrary, County reserves
           the light to transmit such data to Contractor by any method or medium County, in its sole
           discretion, deems appropriate to provide such data to Contractor.

       (f) County will provide the Contractor with a list of Accounts. The list of Accounts will contain
           a listing of Outstanding Fines/Costs and/or Accounts Receivable that are more than sixty (60)
           days past due. Subsequent account files will be issued reculTing on a weekly or monthly
           basis and shall contain newly established Accounts as well as the removal of satisfied (paid in
           full) Accounts. County may allow such Accounts to be refined earlier and retained if it is
           detennined to be beneficial to County.


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2an
                                                                                                          9
3.3    Performance Progress Review Meetings and Repolis to Identify Problems and Savings.
       During the Tenn hereof and any renewal or extension, and as requested by the Managers (as
       identified in this Contract), as well as additional personnel involved in the performance of this
       Contract, the parties shall periodically meet at a mutually agreed location or conduct a telephone
       conference call to discuss the progress of the Project and Services. In order to facilitate proper
       management of the Services of this Contract, Contractor shall, at each such meeting, provide
       County with a written Notice, in accordance with Section 7.1 (Notice) of this Contract, in which
       Contractor identifies any problem or circumstance, or cost saving method encountered by
       Contractor, or which Contractor gained knowledge of during the period since the last such status
       report (including, without limitation, the failure of either party to perfonn, any delay of either
       party in perfonning, or the inadequacy in the perfonnance of either party) which (i) may prevent
       or tend to prevent Contractor from completing any of its obligations hereunder, or (ii) may lower
       County's cost in this Project, or (iii) may cause or tend to cause County to generate fees, costs or
       other charges under this Contract. Before perfonning any Service that will result in a charge to
       County or unnecessary cost to County, Contractor shall identify the amount of charges, if any,
       and the cause of any identified problem or circumstance and steps taken or proposed to be taken
       by Contractor or County to remedy same.

       (a) To the extent a cost saving method is available to lower Contractor's fee, the charges payable
           by County under this Contract shall be equitably adjusted to refkct such projected cost
           savings.

       (b) For any problem or circumstance included in any of Contractor's status reports that
           Contractor claims was the result of County's failure or delay in discharging County's
           obligations under this Contract, County shall review same and determine if such problem or
           circumstance was in fact the result of such failure or delay. If County agrees as to the cause
           of such problcm or circumstance, then the perfoI111ance time shall be considered extended for
           a period of time equivalent to the time lost because of such delay. Other than such extension
           of time, County shall not be liable to Contractor for delay to Contractor's services by the act,
           neglect, or default of County and County Personnel, or any cause beyond County's controL

 3.4    Non-exclusive Contract. Contractor acknowledges and agrees that this Contract is a non-
        exclusive contraet and that other vendors may, at County's sole discretion, provide Collection
        Services during the Tenn of this Contract or any period of renewal or extension. Additionally,
        County reserves the right to perform any of the required Serviees with County's own resources,
        and County Personnel, and to adjust the hours for payment to Contraetor accordingly.

 3.5    Contractor Manager or designated representative in eharge of executing the Services shall be
        available for a period of not less than five (5) years following completion of this Contract for
        testimony in any administrative or judicial proceedings, as directed by County.

 3.6    Contractor accepts the relationship of trust and confidence established between it and County by
        this Contract. Contractor covenants it will fumish its best skill and judgment and cooperate with
        County, County Personnel, other consultants, vendors, and their Personnel on the Project in
        furthering the interest of County. Contractor shall endeavor to use its best ability and expertise
        to promote and further the goals of the Project and this Contract in the soundest, most
        expeditious, and economical manner consistent with the interests of the County and the
        requirements of this Contract.

 3.7    Contractor shall provide County Manager and County Auditor with monthly Services progress


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                  10
         reports that will inclnde, without limitation:

        (a) Total number of new cases refen-ed in the period;
        (b) Total dollar amount of new cases refen-ed in the period separated hy County Fine/Cost and
            Contractor Collection Fees;
        (c) Total number of cases removed from collection Refen-al in the period:
        (d) Total dollar amount of cases removed from eolleetion refen-al in the period separated by
            County Fine/Cost and Contractor Collection Fees;
        (e) Total number of active refen-ed cases remaining at the end of the period,
        (I) Total dollar amount of active refen-ed cases remaining at the end of the period separated by
            County Fine/Cost and Contractor Collection Fees;
        (g) Total number of phone calls made on referred cases in the period and
        (h) Total number of letters sent on referred cases in the period.

 3.8    Contractor must have and be able to provide at its sale cost and expense throughout the Term of
        this Contract sufficient Contractor Personnel, transportation, machinery, tools, equipment,
        materials, supplies, and any and all other goods and services for the successful performance and
        completion of Services anticipated and desired under this Contract.

 3.9     Contraetor represents that the transportation, maehinery, tools, equipment, materials, supplies,
         and any and all other goods used or fumished by Contractor are of good quality and condition.

 3.10    Contractor is responsihle for the management and coordination of all the details and procedures
         necessary for the successful perfonnance and completion of Services under this Contract,
         including any portion of the Services that is subcontracted.          Contractor assumes full
         responsibility and accountability to the County for any aets or omissions of its Contractor
         Personnel.

 3.11   Independent Obligation of Contractor to Continne Performance. Because of the critical
        importance of the obligations undeliaken by Contractor hereunder to the operations of County
        and the substantial expertise (not otherwise possessed by County) that Contractor has
        represented it will utilize in connection with the Serviees and fulfillment of its obligations and
        the relianee by County of such expertise for the fulfillment of its objeetives, Contractor assumes
        an independent obligation to continue perfomlance of its Serviees to benefit County, and/or to
        mitigate any damages or cost to County regardless of any dispute that may arise between County
        and Contractor in comlection with any claims by Contractor that County has materially breached
        its obligations hereunder. Sueh independent obligation shall eontinne for ninety (90) days from
        the date upon which County receives written notice of any alleged breach from Contractor.
        Contractor undertakes this independent obligation without prejudice to any rights or remedies it
        may otherwise have in connection with any dispute between Contractor and County.

 3.12   Additional Services. During the tenn of this Contract or any period of renewal or extension,
         Connty may desire to obtain services from Contraetor that are not within the scope of
         Contractor's obligations hereunder (hereinafter, "Additional Services"). As SOOn as reasonably
         practicable and in any event, within thirty (30) business days after Contractor's reeeipt of
         County's request for Additional Serviees, Contractor shall submit to County Contractor's
         proposal for the provision of Additional Services, including Contractor's proposed charges for



CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                 11
         the Additional Services. Contractor shall not charge County for professional rates in excess of
         Contractor's rates previously established in Contractor's Work Plans. Notwithstanding any
         other provision of this Contract or any incorporated or refcrenced docnment or any exhibit,
         attachment or associated docnment. County may, in County's sole discretion. obtain Additional
         Services from professionals or professional firms other than Contractor.

 3.13    Personnel.

        (a) Personnel OualificatlOns. Contractor warrants that Contractor and all Contractor Personnel
            are fully qualified and licensed persons and entities who can successfully perform and
            complete the Services covered by this Contract. and who are in compliance with all
            applicable immigration laws. Contractor shall identify to County all Contractor Personnel.
            and their roles and responsibilities, upon request. Contractor shall be solely responsible for
            payment of all wages, benefits. worker's compensation. disability benefits, unemployment
            insUl'ance, as well as for withholding any required taxes for all Contractor Personnel in
            accordance with applicable federal, state, and local law. Contractor agrees to provide County
            with information regarding individual Contractor Personnel or proposed Contractor Personnel
            as Connty may reasonably request.

        (b) Personnel Cooperation. Each p3Ity recognizes the importance of cooperation among their
            respective Personnel. and each party will nse commercially reasonable efforts to ensure
            positive working relationships between the parties so as to ensure timely completion of their
            respective tasks.

        (c) Replacement or Removal of Contractor Personnel

            1) County Initiated Request (Or Removal or Contractor Personnel. County may, upon
               written notice to the Contractor Manager or the person signing this Contract, require
               Contractor to remove an individnal immediately from providing Services for the
               following reasons: violation of the terms and conditions of this Contract; violation of
               County's work rules and regulations; criminal activity; violation of state, federal, or
               municipal statutes; and engagement by said individual in activities that conld be
               detrimental to County or County Personnel. Contractor shall replace the removed
               individual with another similarly qualified Contractor Personnel.

            2) Replacement of Contractor Personnel. Contractor shall have the right to make
               reasonable and necessary changes to Contractor Personnel in order to accomplish the
               purposes of this Contract with prior written notice to the County Manager. Any changes
               in the Contractor Personnel shall be made ntilizing persons of similar background,
               experience and credentials and shall be for the benefit of County. Contractor shall not be
               reqnired to obtain County's prior approval of temporary changes due to vacation or
               illness of Contractor Personnel, but must provide immediate written notice to the County
               Manager. Ifthe temporary change in Contractor Personnel is for a period to exceed thirty
               (30) business days, Contractor shall be obligated to seek the County's approval. which
               will not be unreasonably withheld.

 3.14    Services/Project Managers. Contractor and County at the start of this Contract shall each
         assign a respective Services/Project Manager ("M3I1ager"), who can address all administrative,
         technical, and contractual issues effectively and efficiently. The Managers will be responsible
         for the management and implementation of this Contract and to serve as the primary contact for
         each party throughout the Term of this Contract. Each pmy represents that its Manager is and


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
                                                                                                       12
        will be fully qualified and authorized to perform the tasks assigned to him/her; provided,
        however, that any significant deviation from the intent of this Contract, any increase in cost to
        the County, or any extension to the deliverable due dates will not be effective unless signed by
        the authorized Signatories for both parties via a formal Amendment to the Contract.

       (a) Removal of Manager. Upon at least fourteen (14) days advance written notice, and with the
           written consent of the other pmty, which consent shall not be unreasonably withheld or
           delayed, either party may replace its Manager.

       (b) County Manager ("Countv Manager"). The County Manager, Darryl Martin, or the County
           Manager's designated representative(s) will be responsible for coordinating all aspects of
           Services relating to this Contract. Contractor will work with the County Manager or County
           Manager's designated representative(s) throughout the Term of the Contract. A designated
           representative for the infOlmation technology related Services under this Contract, including
           Section 3.2, will be the County Chief Information Officer, or the Chief Information Officer's
           designee.

           The County Manager shall decide all questions that may arise as to the quality and
           acceptability of any Services performed under this Contrac\. If in the opinion of the County
           Manager the perfon11ance was unsatisfactory, the Connty shall notify the Contractor of such
           and the Contractor shall immediately make such performance acceptable to County at no
           additional cost to County.

       (d) Contractor Manager. Contractor Manager for the performance of Services hy Contractor is
           Sophronia Johnson" who shall, without limitation:

           I) Be reasonably accessible;

           2) Assume group coordination, management, monitoring, administrative, and leadership
              responsibilities for Contractor Personnel that perform the Services;

           3) Have the ability to respond efficiently and effectively to County's immediate concerns
              during the perfon11ance of these Services, including the ability to lead and direct
              Contractor Personnel while they are performing the Services.

3.15    Change Order Procedure.

       (a) Change Order Request. During the Term of this Contract or any extension, County or
           Contractor may propose and request written changes to make adjustments to the Services
           either as "County Change Order Request" or "Contractor Change Order Request." The
           requesting patty shall deliver such Change Order Request to the other party's Manager
           describing the proposed changes and establishing a reasonable period for the other party to
           respond.

       (b) Change Order Response. The responding party shall deliver to the requesting party within
           the time stated a written County/Contractor Change Order Response indicating:

           1) the effect of the Change Order Request, if any, on the amounts payable by or entitled to
              by the requesting party under this Contract and the manner in which such effect was
              calculated;




CONTRACT BElW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                13
            2) the effect of the Change Order Request, if any, on responding party's performance of its
               obligations under this Contract, including the effect on required service levels;

            3) the anticipated time schedule for implementing the Final Change Order; and

            4) any other information as requested in the Change Order Request or reasonably necessary
               for the requesting party to make an infonned decision regarding the Change Order
               Response, including the effect of the Final Change Order on the requesting pmiy's costs
               and expenses relating to the Services provided herein,

        (c) Final Change Order, A Change Order Request or Change Order Response is considered a
            Final Change Order upon mutual agreement as indicated by both parties' signatures; and this
            Contract shall be effectively amended according to the Final Change Order, Under no
            circumstances shall Contractor be entitled to payment for any Services rendered under a
            Change Order that has not been properly approved,

            1) Managers' Signatures, County Manager and the Contractor Manager shall have
               authority to sign the Final Change Order that does not result in any significmlt deviation
               from the intent of this Contract, increased cost to thc Connty or extend deliverable due
               dates,

            2) ADDrov,,1 bv AVDrOimate S,gnatones, Except as otherwise stated in this Final Chmlge
               Order section, no Final Change Order shall become effective without the prior written
               and signed approval by the County Commissioners Court and by the Contractor's
               DeMetris A Sampson, Managing PartneL

 3,16    Reporting and Accountability,

        (a) Contractor agrees to submit all required documeutation and reports to the Connty Managcr on
            a timely basis and in accordance with the specified time frames, Contractor shall account for
            and maintain complete records of its activities and all inventories pursuant to this Contract.

        (b) Contractor agrees that all information, data and supporting documentation that relates to the
            Services under this Contract shall remain the property of the County,

        (c) Access to Records. Should County detennine it reasonably necessary, Contractor shall make
            all of its records and books reasonably related to this Contract available without delay to
            authorized County Personnel dming business hours to fulfill inspection or auditing deadlines
            and purposes or to substantiate the provision of Services under this Contract. Required
            documents may include, but are not limited to, documents pertaining to Services provided for
            purposes of programming, creation and modification of data ficlds, and records of telephone
            hours of support provided, Contractor shall provide such representatives any assistance and
            work space that they may reasonably require to conduct an audit.

        (d) Audits, Audits may be conducted at any time during the Ternl of this Contract mld will cover
            the County fiscal year at the time of the audit. The County fiscal year runs from October 1 of
            each year through September 30 ofthe following yeaI', Audits will be conducted at County's
            expense, However, Contractor shall not charge County for copies of its records or for use of
            its work space, equipment, computer system, or other items. For purposes of this paragraph,
            County will detennine its expenses in the conduct of the audit Additionally, all costs
            incurred by County in conducting any such audit shall be reimbursed by Contractor in the


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                 14
            event snch andit reveals an aggregate discrepancy in any bill or cumulative bills not
            previously audited by County of more than five percent (5%) of the correct amount,

        (e) Results, If an audit by County reveals any errors by County or Contractor, County and
            Contractor shall work together to resolve such en'ors, If an audit reveals underpayments to
            County, Contractor shall pay County the full amount owed County as revealed by the audit,
            within thirty (30) days of the audit findings, If an audit reveals an overpayment to County,
            County shall refund to Contractor the full amount of the overpayment, within thirty (30) days
            ofthe audit findings,

        (I) Maintenance of Records, All documents shall be maintained and kept by Contractor for a
            minimnm of four (4) years and ninety (90) calendar days after the end of the Tel111, If any
            litigation, claim or audit involving these records begins before the specified period expires,
            Contractor must keep the records and documents until the later occurrence of either the end of
            an additional four (4) years and ninety (90) calendar days from the date of court filings/audit
            findings, or until all litigation, claims or audit findings are resolved,

4.    PAYMENT

4,1     County's receipt of required reporting as described in Section 3,7 of this Contract is a condition
        precedent to payment to Contractor.

4.2     Payment to Contractor if Fine/Cost Is Ineligible for Collection Fee under Texas Code of
        Criminal Procedure (CCP) Article 103.0031. Notwithstanding any provision contained herein,
        in the event that any Outstanding Fine/Cost andlor Account Receivable is ineligible for the
        Collection Fee under Article 103,0031 of the Texas Code of Criminal Procedure, the fee to be
        paid to Contractor shall be base on zero percent (0%) of actual monies received by Dallas County
        from referred accounts,

4,3     Payment to Contractor if Fine/Cost Is Eligible for Collection Fee under CCP Article
        103.0031, County agrees to pay Contractor a Basic Commission Rate or Fixed Fee based on the
        Collection Amount received by Connty for each Outstanding Fine/Cost referred to Contractor for
        collection and actually received by County, subject to the following limitations:

        (a) A commissioners court of a county that enters into a contract with a vendor for the provision
            of collection services may authorize the addition of a collection fee in the amount of thirty
            percent (30%) on eacb of the following items:

            1) Fines/Costs and accounts receivable such as unpaid fines, fees, court costs, forfeited
               bonds, and restitution ordered paid by a court selving the county; and

            2) Amounts in cases in which the accused has failed to appear:

                1.      as stated under Subchapter A, Chapter 543 of the Texas Transportation Code, or
                        other law;

                11.     in compliance with a lawful written notice to appear issued under Alticle
                        14,06(b) oftbe Texas Code of Criminal Procedure, or other law;

                lll,    in compliance with a lawful summons issued under CCP Article 15,03(b), or
                        other law; and


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                  15
               IV.     in compliance with a lawful order of a court serving the county.

       (b) Pursuant to CCP Alticle 103.0031, the County Commissioners Court, on behalf of County,
           authorizes the addition of the Collection Fee in the amount of 30% on each eligible
           Outstanding Fine/Cost that is more than sixty (60) days past due and has been refened to
           Contractor for collection.

       (c) When it is feasible for County's system to add such Collection Fee, and when such Collection
           Fee is applicable, County shall add the Collection Fee to any and all eligible Outstanding
           Fines/Costs and/or Accounts Receivable before referring such to Contractor. In the event that
           it is not feasible for County's system to add such Collection Fee, and such Collection Fee is
           applicable, County shall request, in writing, that Contractor add such Collection Fee upon
           Contractor's receipt of each such Outstanding Fine/Cost.

       (d) In the event that an Outstanding Fine/Cost has been or is refen'ed to TDPS under tile FTA
           Program, the 30% Collection Fee shall not apply to the portion of the Outstandiug Fine/Cost
           that constitutes the $30 administrative fee pursuant to TEX. TRANSP. CODE § 706.006.

       (e) However, upon written request by County and when it is in the best interest of County to do
           so, County shall authorize Contractor to add the Collection Fee to each eligible Outstanding
           Fine/Cost referred to Contractor for collection upon Contractor's receipt of each such
           Outstanding Fine/Cost.

       (f) County shall pay to Contractor, in Dallas County, Texas, 23.077% Basic Commission Rate
           on the Collection Amount refened to Contractor for collection and actually received by
           County, whether payment is made in whole or in part. (Example: $100.00 Outstanding
           Fine/Cost x 130% Collection Fee = $130.00 Collection Amount; $130.00 Collection Amount
           actually received x 23.077% Basic Commission Rate = $30.00 Basic Commission Rate to
           Contractor).

4.4    Partial Payments.

       (a) Contractor shall advise a Defendant, Account Holder or WarTant Holder who wishes to pay a
           partial payment of the Collection Amount that County will accept a paltial payment of the
           Collection Amount, but will consider the remaining balance outstanding.

       (b) Contractor shall further advise the Defendant, Account Holder or Wanant Holder that the
           remaining balance will not be waived in any way but continue to be outstanding until the
           Collection Amount is paid iu full. In the event of a partial payment by a Defendant, Account
           Holder or Warrant Holder to County, Contractor shall continue to make every effort to collect
           the remaining balance from the Defendant, Account Holder or Warrant Holder.

       (c) For any and all partial payments, Contractor will be paid its Basic Commission Rate in
           accordance with sub-section 4.2(f) on the partial Collection Amount that was actually
           received by County. (Example: $100.00 Ontstanding Fine/Cost x 130% Collection Fee =
           $130.00 Collection Amount; $65.00 partial Collection Amount actually received x 23.077%
           commission rate = $15.00 Basic Commission Rate to Contractor; $65.00 remaining balance).

4.5    Remittance of Collections. Contractor shall instruct all Defendants, Account Holders and/or
       Wanant Holders to remit payment to the appropriate participating JP Court. County shall provide


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
                                                                                                     16
       to Contractor the remittance address and telephone number to alI participating JP Courts upon
       execution of this Contract.

4.6    Payments sent to Contractor. In the event a Defendant, Account Holder or WalTant Holder
       mistakenly or inadvertently remits payment to Contractor, Contractor shall promptly forward
       such payment to the appropriate participating JP Court. Contractor is in no way anthorized by
       County to deduct and/or retain the Basic Commission Rate or Fixed Fee as outlined in part
       (a) of this Section before remitting and/or delivering the payment to the appropriate
       participating JP Court.

4.7    Checks and Other Negotiable Instruments. County does not authorize Contractor to endorsc
       checks or other negotiable instruments made payable to County but mistakenly or inadveliently
       remitted to Contractor. Contractor is strictly prohibited from endorsing checks or other
       negotiable instruments on behalf of County as "Dallas County." Contractor shall 110t knowingly
       and/or intentionally endorse checks or other negotiable instruments made payable to County, but
       shall forward such instruments to thc appropriate participating JP Court in accordance with part I
       above.

4.8    County shall only be obligated to pay the Basic Commission Rate or Fixed Fec to Contractor as
       specified in accordance with this Contract as set forth in part (a) above. No Basic Commission
       Rate or Fixed Fee shall be paid to Contractor until the appropriate participating JP Comi has
       actually received payment to be applied to an Account refelTed to Contractor for collection.

4.9    County agrees to forward payment of Contractor's Basic Commission Rate or Fixed Fee in
       accordance with this Payment Section to Contractor within thirty (30) days after month end of
       actual receipt of the Collection Amount.

4.10   No Basic Commission Rate will be paid to Contractor for the following as the Collection Fee may
       not be applied to the following items: (1) a case that has been dismissed by a court of competent
       jurisdiction; or (2) to any amount that has bcen satisfied through time-served credit or community
       service; or (3) ifthe court of original jurisdiction has detemlined that a Defendallt is indigent, has
       insufficient resources or income, or is othelwise unable to pay all or part of the underlying fine or
       costs; or (4) to the collection of commercial bail bonds; or (5) to a Fine/Cost collected pursuant to
       a contract entered into under Article 103.0031 (i) of the Texas Code of Criminal Procedure.
       Additionally, no Basic Commission Rate or Fixed Fee will be paid to Contractor for which no
       monies are actually received by County in accordance with this Section.

4.11   In the event that this Contract expires or is tcnninated, Contractor will receive its Basic
       Commission Rate or Fixed Fee in accordance with part (a) above only for those Outstanding
       Fines/Costs and/or Accounts Receivable, inclnding the Collection Fee when applicable, actually
       received by County, whether in whole or in part, at the time of expiration or termination of this
       Contract.

4.12   Expenses. Unless prior written approval by County is obtained, Contractor shall be responsible
       for all equipment, materials, tools, mileage, parking fees, technology, research, and/or other
       expenses related to the fulfillment of the requiremcnts of the Contract. Upon County's pdor
       written approval for travel, living and out of pocket expense, County shall reimburse Contractor
       for such expenses related to the fulfillment of the requirements of the Contract to the extent that
       such expenses are reasonably consistent with County policies for such reimbursements and
       expenses.




CONTRACT BE1W DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2D13
                                                                                                          17
4.13   Prior Fines/Costs. County shall not be liable for costs incun-ed or perfonnances rendered by
       Contractor before or after the Contract Ten-n; for expenses not billed to County within the
       applicable time frames set forth in this Contract; or for any payment for Services or activities not
       provided pursuant to the tenns of this Contract.

4.14   Administrative Controls.       Contractor shall establish, document and maintain adeqnate
       administrative and internal controls to ensure that only allowable and valid costs are billed to
       County for Services intended under this Contract. Contractor must refund any expenditures or
       payments that are not within the scope or intent of this Contract.

S. INSURANCE

5.1    Contractor agrees that at all times during the Tenn (and any Subsequent Tenns) of this Contract it
       will maintain for itself~ and Contractor Personnel" or require its Contractor Personnel to maintain,
       as the case may be, in full force and effect insurance as provided herein.

5.2    Such insurance shall provide, at a minimum, the following coverages;

       (a) Statutory Workers' Compensation Insurance that meets the requirements of the Texas
            Workers' Compensation Act. Title 5. Subtitle A of the Texas Labor Code, or, if self-insured,
            then Contractor must providc to County evidence of a celtificate issued by the Workers'
            Compensation Commission approving such self-insurance. If Contractor has no emplovee
            (as defined by the Texas Workers' Compensation Act), Contractor shall provide COllnty with
            a sworn Affidavit stating that there is no employee in lieu of a Certificate of Insurance, and
            which will be attached hereto as Exhibit B and incorporated by reference for all purposes.
            Contractor shall require the Contractor Personnel to similarly provide Workers'
          . Compensation Insurance for all of the Contractor Personnel's employees, unless such
            employees are afforded protection by the Contractor. Contractor shall bear the burden of all
            workers' compensation coverage for all of Contractor Personnel and Contractor Personnel's
            employees who do not have workers' compensation coverage. Contractor also represents that
            the coverage will be based on proper reporting of classification codes and payroll amounts,
            and that all coverage agreements will be filed with an appropriate insurance carrier. or in the
            case of self insurance. with the Texas Workers' Compensation Commission. Providing false
            or misleading infonnation may subject Contractor to administrative penalties, criminal
            penalties, civil penalties or other civil actions.

               Types of Coverage                                 Limits of Liability
               Workers' Compensation                             Statutory
               Employer's Liability
                      Bodily injury by Accident                  $500,000.00 Each Accident
                      Bodily injury by Disease                   $500,000.00 Each Employee
                      Bodily injury by Disease                   $500,000.00 Policy Limit

       (b) Professional Liability Insurance or En-ors and Omissions Insurance. Contractor shall secure,
           pay for, and maintain in full force and effect during the Telm of this Contract and any
           Subsequent Tenns and thereafter for an additional five (5) years from the date of cancellation.
           tennination or expiration, sufficient professional liability or en-ors and omissions insurance in
           a minimum amount of Five Hundred Thousand and 001100 Dollars ($500,000.00) per
           occun-ence with certificates of insurance evidencing such coverage to be provided to the
           County.



CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                   18
       (c) Commercial General Liability Insurance, including Contractual Liability Insurance.
           Contractor shall maintain Commercial General Liability Insurance coverage, including
           Contractual Liability Insurance, for tbe following: (a) Premises operations; (b) Independent
           contractors or consultants; (c) Products/Completed operations; (d) Personal injnry; (e)
           Contractual liability; (f) Explosion, collapse and underground; (g) Broad form prope11y
           damage, to include fire legal liability. Such insurance shall cany a limit not less than Five
           Hundred Thousand and 00/1 00 Dollars ($500,000.00) for bodily injury, property damage, and
           blanket contractual coverage per occurrence with a general aggregate of One Million and
           00/100 Dollars ($1,000,000.00) and products and completed operations aggregate of One
           Million and 00/100 Dollars ($1,000,000.00). There shall not be any policy exclusion or
           limitations lor personal injury, advertising liability, medical payments, fire damage, legal
           liability, broad fonn property damage, and/or liability for independent contractors and
           volunteers, or such additional coverage or increase in limits, including tbose eontained within
           the bid specifications.

       (d) Comprehensive Transportation Liability Insurance: Any liability associated with the
           operation of a plane or vchicle by Contractor in connection witb the perfom1ance of Serviees
           under this Contract shall not be the responsibility of the County. Contractor shall maintain
           Transportation Liability insurance with an individual single limit for bodily injUly and
           property damage of no less than Five Hundred Thousand and 0011 00 Dollars ($500,000.00)
           for each occurrence with respect to Contractor's plane or vehicles, whether owned, hired,
           non-owned, and which are used in connection with the perfOlmance of this Contract.

       (e) Commercial Crime msurance. Commercial crime insurance in a minimum amount of One
           Million and 0011 00 Dollars ($1,000,000.00) that, at a minimum, shall cover employee
           dishonesty, theft, disappearance and destmction, premises burglary, computer fraud, robbery,
           and safe burglary of monies or securities.

5.3    Contractor agrees that, with respect to the above referenced insurance, all insuranee policies will
       contain the following required provisions or endorsements:

       (a) Additional Insureds. Name County and County Personnel as additional insureds for all
           Services under this Contraet (as the interest of each insured may appear) as to all applicable
           coverage.

       (b) This insurance shall not be canceled, limited in scope or coverage or non-renewed until after
           thirty (30) calendar days prior written notice, or ten (10) calendar days for non-payment of
           premium, has been given by the insurance company to the County.

       (c) Provide for an endorsement that the "other insurance" clause sball not apply to tbe County
           where the County is an additional insured on the policy with the coverage on this policy to be
           primary and non-contributory to the extent required by this Contract.

       (d) Provide notice in accordance with this Contract to the following person and address:

                               Dallas County Director a/Purchasing
                               Records Building, 6/10 Floor
                               509 Main Street, Room 623
                               Dallas, Texas 75202-5799

       (e) Contraetor agrees to waive subrogation, and each applicable policy of insurance shall state a


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                 19
           waiver of subrogation, against County and County Personnel for injuries, including death,
           property damage and/or any other loss,

5,4    Contractor shall be solely responsible for all cost of any insnrance as required here, any and all
       dednctible amount, which in no event shall exceed ten percent (10%) of the amount insured and
       in the event that an insurance company should deny coverage,

5,5    It is the intent of these requirements and provisions that Contractor's insurance covers all cost and
       expense so that the County, including County Personnel will not sustain any expense, cost,
       liability or financial risk under this Contract.

5,6    Insurance certificates, The certificates of insurance shall list County as the certificate holder.
       Any and all copies of Certificates of Insurance shall rcference this Contract for which the
       insurance is being supplied, shall list the policies meeting all conditions in this Contract, and be
       issued by an insurance company which is rated at least A-VII by A.M, Best Company and
       authorized to do business in the State of Texas, Coverage dates shall be inclusive of the Tem1
       and each Subsequent Tem1, if any, Such certificates, shall be delivered to the Dallas County
       Director of Purchasing located at the Dallas County Records Building, 509 Main Street, 6"'
       Floor, Dallas, Texas 75202 within ten (10) calendar days of the Effective Date and/or any
       Subseqnent Term and upon renewals and/or material changes of such policies, but not less than
       fifteen (15) caJendar days prior to the expiration of the tem1 of such coverage, or such non-
       delivery shall constitute a default of this Contract subject to immediate termination at County's
       sale discretion,

5,7    All insnrance coverage shall be on a per occunence basis or a per claim basis if Contractor
       provides for five (5) year tail coverage, unless specifically approved in writing and executed by
       the County's Director of Purchasing and Risk Manager.

5,8    All insurance required to be carried by Contractor and/or Contractor Personnel under this
       Contract shall be acceptabJe to the County in fonn and content, in its sale discretion, Acceptance
       of or the verification of insnrance shall no! relieve or decrease the liability of the Contractor.

5,9    Minimum insurance is a condition precedent to any Services perfonncd under this Contract and
       for the entire Tem1 of this Contract, inclnding any renewals or extensions, In addition to any and
       all other remedies County may have upon Contractor's failure to provide and maintain any
       insurance or policy endorsements to the extent and within the time herein required, or such
       insurance lapses, is reduced below minimum requirements or is prematurely terminated for any
       reason, County shall have the right to:

       (a) Ordcr Contractor to stop Services hereunder, which shall not constitute a Suspension of
           Services;

       (b) Withhold any payment(s) which become due to Contractor herennder until Contractor
           demonstrates compliance with the requirements hereof and assurance and proof acceptable to
           County that there is no liability to County for failure to provide such required insurance;

       (e) At its sole discretion, declare a material breach of this Contract, which, at County's
           discretion, may result in:

           1)   termination ofthis Contract;



CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                   20
           2) demand on any bond, as applicable;

           3) the right of the County to complete this Contract by contracting with another vendor.
              Contractor will be fully liable for the difference between the original Contract price and
              the actual price paid, which amount is payable to County by Contractor on demand; or

           4) any combination of the above;

       (d) Obtain such insurance and deduct from the payments to Contractor the expense of obtaining
           such insurance and the cost of insurance premiums. However, neither Contractor nor any
           third palty shall have any recourse against the County for payment of any premiums or
           assessment for any deductibles, or payment of any amount that would have been payable by
           any such insurance, as all such liability, cost, expense, premiums and deductibles are the sole
           responsibility and lisk of the Contractor; and

       (e) Any combination of the above.

5.10   Contractor shall promptly advise County in writing of any claim or demand, against County or
       Contractor, known to Contractor related to or arising out of Contractor's activities under this
       Contract

5.11   Acceptance of the Services, or failure to act by County shall not constitute nor be deemed a
       release of the responsibility and liability of Contractor or Contractor Personnel for the accuracy
       and competency of their Services; nor shall such acceptance be deemed an assumption of
       responsibility or liability by Connty for any defect in the Services perfom1ed by Contractor and
       Contractor Personnel.

5.12   Nothing herein contained shall be construed as limiting in any way the extent to which Contractor
       may be held responsible for payments of damages to persons or property resulting from
       Contractor's or Contractor Personnel's performance of the Services covered under this Contract.

5.13   Survival. The provisions of this Section shall snrvive completion, suspension, cancellation,
       tem1ination or expiration of this Contract or any detem1ination that this Contract or any portion
       hereof is void, voidable, invalid or unenforceable.

5.14   Insurance Lapse. Pursuant to Section 94.73 of the Dallas County Code, if the Contractor fails to
       maintain the insurance required nnder the Contract continuously at all times during the peliod
       stated in the Contract, or otherwise has a lapse in any of the required insurance coveragc,
       including workers' compensation coverage the Contractor shall reimburse the County for any and
       all costs, including attomey's fees incurred by the County in curing said default. In the event of
       any insnrance lapse, the Connty shall retain five percent (5%) of the value of the total Contract
       Sum for a period of six (6) months from the date of the cnre of the insurance lapse or the date the
       Contract has ended, whichever is later, to cover the County's potential exposure to liability during
       the period of the insurance lapse.

       Contractor further agrees to indemnify County for any penalties, fines, jury awards, court
       costs, litigation expenses, and attorneys' fees incurred by County due to Contractor's
       failure to maintain the required insurance at all times during the Term of the Contract.
       Contractor, at its own expense with Counsel of County's choice, will defend and hold
       County harmless in any claim or action against County that occurred as a direct or indirect
       result of Contractor's failure to maintain insurance at all times during the Term of the


CONTRACT BElW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                  21
        Contract. Without WaIvmg any rights under Sovereign Immunity, the County shall
        cooperate with and may monitor Contractor ill the defense of allY claim, action, or
        proceeding and will, if appropriate, make Contractor Personnel available as Contractor
        may reasonably request with regard to such defense, subject to the reimbursement by
        Contractor of all costs and expenses occasioned by the County's cooperation in such
        defense. Contractor agrees not to settle any such claim without the County's consent, which
        consent will not he unreasonably withheld or delayed.

6.   INDEMNIFICATION

To the fullest extent authorized by law, Contractor shall forever waive, release, indemnify and hold
harmless County and County Personnel (collectively, "County") from and against any and all
losses, damages, injuries (including death), canses of action, claims, demands, liabilities, judgments,
suits, fines, assessments, penalties, adverse awards and expenses (whether base npon tort, breach of
contract, patent, trademark or copyright infringement, or other intellectnal property infringement,
failnre to pay Contractor Personnel taxes or withholdings, failure to obtain worker's compensation
insurance, or otherwise), whether known or unknown, including, without limitation, legal and
related legal fees and expenses, of any kind or nature arising out of or on account of, or resulting
from (1) any actual or alleged inteutional or negligent act or omission of, or default in the
performance of, attempted performance of, or failure to perform Contractor's obligations pursuant
to this Contract, (2) any terms or conditions or provisions or underlying provisions of this
Contract, including but not limited to, any premises or special defect known or unknown to
County, and any injury to individuals present during Contractor's involvement under the terms
and conditions of the services and Contract, including willfnl acts such as assault, copyright,
licensing and patent infringement relating to any software and/or equipment provided by
Contractor; and wrongful imprisonment or other intentional torts as a result of incorrect andlor
scrambled information downloaded from any software and/or equipment provided by Contractor,
and (3) the selection, provision, misuse, nse or failure to use, by Contractor or any person or entity,
of any devices, tools, supplies, materials, equipment, or vehicles (whether owned or supplied hy
County, or any other person or entity) in connection with said Services, work or operations;

AND FURTHER, Contractor, to the fullest extent allowed by law, agrees to waive, release,
indemnify and hold harmless County against any and all losses, damages, injuries (including
death), canses of action, claims, demands, liabilities, judgments, suits, fines, assessments, penalties,
adverse awards and/or other expenses of any kind or nature whatsoever (whether base upon tort,
breach of contract, patent, trademark or copyright infringement, or other intellectual property
infringement, failnre to pay County Personnel taxes or with holdings, failure to obtain worker's
compensation insurance, or otherwise), including, without limitation, legal and related legal fees
and expenses, of any kind or nature that are incurred hy or sought to be imposed on County arising
out of or on account of, or resulting from injnry (including death), whether known or unknown,
including, but not limited to, exposure to any disease, by any manner or method whatsoever, or
damage to property (whether real, personal or inchoate), arising out of or in any way related
(whether directly or indirectly, causally or otherwise) to the Contract andlor County's performance
of, attempted performance of, or failure to perform Services, operation or work. This
indemnification shall apply, whether or not any such injury or damage has been brought on any
theory of liability, intentional wrongdoing, strict prodnct liability, or breach of non-delegable duty,
but excluding County's negligence. Contractor further agrees to defend (at the election of County)
at its sole cost and expense against any claim, demand, action or snit for which indemnification is
provided herein.




CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                               22
Approval and acceptance of Contractor's services by County shall not constitute nor be deemed a
release of tbe responsibility and liability of Contractor for tbe accuracy and competenc)' of
Contractor's Services; nor shall snch approval and acceptance be deemed to be an assumption of
such responsibility by the County for any defect, error or omission in the services performed by
Contractor in this regard.

No Indemnification by County. Contractor acknowledges and agrees that Dallas County does not
have the ability under Article Xl, Section 7 of the Texas Constitntion to indemnify Contractor or
any other third party for damages ariSing under this Contract.

Survival. These provisions shall survive completion, snspension, termination, expiration andlor
cancellation of this Contract, or any determination that this Contract or any portion hereof is void,
voidable, invalid or unenforceable.

7. OTHER ASSURANCES

7.1    Notice. Unless the pmties expressly mutually agreed otherwise, any notice to be given under this
       Contract shall be deemed to have been delivered if reduced to writing and delivered in person by
       a repntable conrier service, or mailed by certified, or registered mail, postage pre-paid, retum
       receipt reqnested, and properly addressed to the contact person shown at the respective addresses
       set forth below, or to such other persons or addresses as shall be specified by written notice
       delivered in accordance herewith. Such notice shall be deemed to have been given, ifby courier,
       at the time of delivery, or if by mail, three (3) business days subsequent to the deposit of the
       notice in the United States mail. The names and addresses of the parties to whom notice is to be
       sent are as follows:
       Darryl Martin                                    DeMetris A. Sampson
       Commissioners COUlt Administrator                Managing Partner
       Dallas Connty                                    Linebarger Goggan Blair & Sampson, LLP
       Dallas Connty Administration Bldg                2323 Bryan Street, Suite 1600
       411 Elm Street, Suite 200                        Dallas, TX 75201
       Dallas, TX 75202

7.2    Severability. If any provision of this Contract is construed to be illegal or invalid, this will not
       affect the legality or validity of any of the other provisions in this Contract. The illegal or invalid
       provision will be deemed stricken and deleted, but all other provisions shall continue and be
       given effect as if the illegal or invalid provisions had never been incorporated.

7.3    Sovereign Immnnitv. This Contract is expressly made subject to County's Sovereigu
       Immnnity, Title 5 of the Texas Civil Practices and Remedies Code, and all applicable
       federal and State laws. The parties expressly agree that no provision of this Contract is in
       auy way intended to constitute a waiver of any immunities from suit or from liability, or a
       waiver of any tort limitation that the Couuty has by operation of law or otherwise. Nothing
       in this Contract is intended to benefit any third party beneficiary.

7.4    Compliance with Laws and Venue. In providing Services required by this Contract, Contractor
       must observe and comply with all applicable federal, State, and local statutes, ordinances, rules,
       regulations, grant requirements, licenses, legal certifications, or inspections required for the
       Services, facilities, equipment, or materials. This Contract shall be governed by Texas law and
       exclusive venue shall lie in Dallas County, Texas.




CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
                                                                                                           23
7.5    Amendments and Changes in the Law. No modification, amendment, novation, renewal or
       other alteration of this Contract shall be effective unless mutually agreed upon in writing and
       executed by the parties hereto. Any alteration, addition or deletion to the ten11S of this Contract
       which are required by changes in federal Or State law are automatically incorporated herein
       without written amendment to this Contract and shall be effective on the date designated by said
       law.

7.6    Entire Agreement. This Contract, including all Exhibits and any attachments, constitutes the
       entire agreement between the parties hereto and supersedes any other agreement conceming the
       subject matter of this transaction, whether oral or written.

7.7    Binding Effect. This Contract and the respective rights and obligations of the palties hereto shall
       inure to the benefit and be binding upon the successors and assigns of the pmties hereto, as well
       as the pmties themselves.

7.8    Government Fuuded Project. If Contract is funded in part by either the State of Texas or the
       federal govemmcnt, the Contractor agrees to timely comply without additional cost or expense to
       County, unless otherwise specified herein, to any statute, rule, regulation, grant, contract
       provision or other State or federal law, rule, regulation, or other similar restriction that imposes
       additional or greater requirements thm1 stated herein and that is directly applicable to the Services
       rendered under the ten11S of this Contract.

7.9    Default! Cumulative Rights! Mitigation. It is not a waiver of default if the non-defaulting pmty
       fails to immediately declare a default or delays in taking any action. The lights and remedies
       provided by this Contract are cumulative, and either patty's use of any right or remedy will not
       preclude or waive its right to use any other remedy. These rights and remedies are in addition to
       any other rights the parties may have by law, statute, ordinance or otherwise. Contractor has a
       duty to mitigate daJ11ages.

7.10   Fiscal Funding Clause. Notwithstanding any provisions contained herein, the obligations of the
       County under this Contract are expressly coutingent upon the availability of funding for each item
       and obligation contained herein for the teffi1 of the Contract and any extensions thereto.
       Contractor shall have no right of action against County in the event County is unable to fulfill its
       obligations under this Contract as a result of lack of sufficient funding for any item or obligation
       fTOm any source utilized to fund this Contract or failure to budget or authorize funding for this
       Contract during the current or future fiscal years. In the event that County is unable to fulfill its
       obligations under this Contract as a result of lack of sufficient funding, or if funds become
       unavailable, County, at its sole discretion, may provide funds from a separate source or may
       temlinate this Contract by written uotice to Contractor at the earliest possible time prior to the end
       of its fiscal year.

7.11   Counterparts, Number!Gender aud Headings. This Contract may be executed in multiple
       couuterpatts, each of which shall be deemed an original, but all of which shall constitute one and
       the same instmment. Words of any gender used in this Contract shall be held and construed to
       include any other gender any words in the singular shall include the plural and vice versa, unless
       the context clearly requires otherwise. Headings herein are for the convenience of reference only
       and shall not be considered in any interpretation of this Contract.

7.12   Prevention of Fraud and Abuse. Contractor shall establish, maintain and utilize intemal
       management procedures sufficient to provide for the proper, effective management of all
       activities funded under this Contract. Any known or suspected incident of fraud or program abuse


CONTRACT BE1W DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                    24
       involving Contractor Personnel shall be reported immediately by the Connty to the Office of the
       hlspector General for appropliate action. Moreover, Contractor warrants to be not listed on a
       local, county, State or federal consolidated list of debarred, suspended and ineligible contractors
       and grantees. Contractor and County agree that every person who, as pali of their employment,
       receives, disburses, handles or has access to funds collected pursuant to this Contract does not
       paJiicipate in accounting or operating functions that would permit them to conceal accounting
       records and the misuse of said funds. Contractor shall, upon notice by County, refund
       expenditures of the Contractor tbat are contrary to tbis Contract and deemed inappropriate by the
       County.

7.13   Contra Proferentum. The doctrine of contra proferentum shall not apply to this Contract. If an
       aJnbiguity exists in this Contract, the Contract sball not be construed against the Party who
       drafted the Contract and sucb Party sball not be responsible for tbe language used.

7.14   Independent Contractor. Contractor, including Contractor Personnel, is an independent
       contractor and not an agent, servant, joint enterpriser, joint venturer or employee of the County,
       and is responsible for its own acts, forbearance, negligence and deeds in conjunction witb tbe
       performance of Services covered under tbis Contract.

7.15   Assignment. Contractor assures that it will not transfer Or assign its interest in this Contract
       without the prior written consent of the County. Contractor understands that in tbe event that all
       or substantially all of Contractor's assets are acquired by another entity, Contractor is still
       obligated to fulfill the tenns and conditions of this Contract. County approval to transfer or
       assign Contractor's interest in this Contract to an entity that acquires all or substantially all of
       Contractor's assets is subject to formal approval by the Dallas County Commissioners Court. In
       the event of tbe assignment or sale of Contractor assets, tbe County, at its option, may terminate
       this Contract and at no cost to the County retain the use of any of tbe equipment, software and
       other items provided under this Contract. Contractor shall deposit all system and application
       software with an independent escrow agent. In the event of sale or assignment, County bas the
       right of use of all source codes and at no cost perpetual license to use all software.

7.16   Subcontracting. Contractor may not enter into agreements with subcontractors for delivery
       and/or performance of the designated Services outlined in tbis Contract without prior wlitlen
       consent of tbe County, which consent shall not be unreasonably withbeld. The costs of all
       subcontracted scrvices are included in the fees paid herein. Subcontracts, if ally, entered into by
       the Contractor will be in writing and subject to all requirements herein. Contractor agrees that
       Contractor is solely responsible to County for the delivery and perfOnnallCe of this Contract.
       Contractor shall pay all subcontractors in a timely manner. County shall have tbe right to prohibit
       Contractor from using any subcontractor.

7.17   Confidential Information and Ownership.

       (a) Ownership of County Data. Contractor acknowledges and agrees that all infonnation
           supplied by County to Contractor or created for County (collectively, "County Data") shall
           remain tbe property of County. Tbe County Data shall not be otherwise used, disclosed sold,
           assigned, leased or provided, or commercially exploited by or on bebalf of Contractor and
           Contractor Personnel, to any third patty in any respect without County's written consent.
           Contractor shall not delete or destroy any County Data or media on whicb County Data
           resides without plior written autborization of County (acting through the County
           Commissioners Court). At no cost to County, Contractor shall upon request promptly retum



CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                 25
           to County, in the fomlat and on the media in use as of the date of the request, any and all
           requested portion of any County Data it may possess or control;

       (b) Confidential Information. Confidential Information refers to the following items one party to
           this Contract (the "Disclosing Party") discloses to the other (the "Receiving Party"): (1) any
           infonnation which would be recognized as confidential by a reasonable person from its nature
           and the circumstances surrounding its disclosure; (2) any document the Disclosing Party
           marks "confidential"; (3) recognized by statute as confidential; or (4) any information the
           Disclosing Party orally designates as "Confidential" at the time of disclosure, provided the
           Disclosing Party confirms such designation in writing within 14 business days.
           Notwithstanding the foregoing, Confidential Infomlation does not include information that:
           (A) is in the Receiving Party's possession at the time of disclosure; (B) is independently
           developed by the Receiving Party without use of or refereuce to Confidential Information;
           (C) becomes known publicly, before or after disclosure, other than as a result of the
           Receiving Pmty's improper action or inaction; or (D) is approved for release in writing by the
           Disclosing Party;

       (e) Nondisclosure. The Receiving Party will not use Confidential Information for any purpose
           other than to facilitate the transactions contemplated by this Contract (the "Purpose"). The
           Receiving P3!ty: (i) will not disclose Confidential Information to any Personnel of the
           Receiving Party unless such person needs access in order to facilitate the Purpose and
           executes a nondisclosure agreement with the Receiving Party, with tenns no less restrictive
           than those of this Section; and (ii) will not disclose Confidential Information to any other
           third party without the Disclosing Party's prior written consent. Without lililiting the
           generality of the foregoing, the Receiving Party will protect Confidential Information with
           the same degree of care it uses to protect its own confidential information of similar nature
           3!1d importance, but with no less than reasonable care. The Receiving Party will promptly
           notify the Disclosing Party of any misuse or misappropriation of Confidential Information
           that comes to the Receiving Pmty's attention. Notwithstanding the foregoing, the Receiving
           Party may disclose Confidential Information as required by applicable law or by proper legal
           or governmental authOlity. The Receiving Party will give the Disclosing Party prompt notice
           of any such legal or governmental demand and reasonably cooperate with the Disclosing
           Party in any effort to seek a protective order or otherwise to contest such required disclosure,
           at the Disclosing Party's expense;

       (d) Care. Should the protection of such Confidential Information requires more than the same
           care that the Receiving Party takes to protect its infomlation of a similar nature, but in no
           event less than reasonable care, and such protection will restrict the Receiving PaJty's
           business, then prior to disclosure, the Disclosing Party will provide to the Receiving Party
           with a non-confidential written summary of any data intended to be Confidentiallnfomlation.
           Within five (5) business days or receipt of such a summary, the Receiving Party may reject
           the infonnation in writing. Information disclosed without such a sununary, or after such
           rejection, will not be considered Confidential Information;

       (e) Termination of Contractor's Right to Possess Confidential Information. Upon the earlier
           occurrence of Project completion, or tennination of this Contract for any reason, or
           Disclosing Pmty's request, Contractor's rights to possession and use of any of the County's
           Confidential Information in connection with the performance of its obligations hereunder or
           otherwise shall tenninate and Contractor shall immediately deliver to County all County
           Confidential Information and all copies of any portion thereof. Contractor shall, upon




CONTRACT BEM DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
                                                                                                        26
           completion of such delivery, celtify in writing to County that it has fulfilled its obligations
           under this Section;

       (f) County Software. County shall identify the County Software, if any, that Contractor is
           authOlized to use to perform the services pursuant to this Contract and specify the rights of
           Contractor to use the County Software for the benefit of the County;

       (g) Contractor Software. Contractor shall identify any Contractor Software that will be used to
           provide the services under this Contract. Without the fully infol111ed written consent of the
           County (acting through the County Commissioners Court, or the County Administrator),
           Contractor shall not use in perfol111ing the services pursuant to this Contract any Contractor
           Software that is not commercially available to County. Contractor shall install, operate and
           maintain, at its expense, any Contractor Software needed to provide the services pursuant to
           this Contract. Contractor hereby grants to County, its contractors and subcontractors, to the
           extent necessary or desirable for County or such contractors and subcontractors to perform
           the services pursuant to this Contract, a worldwide, perpetual, royalty-free, nonexclusive
           license to use and modify Contractor Software for the sole and exclusive benefit of County.
           Except for the foregoing license, Contractor shall retain all right, title and interest in and to
           the Contractor Software;

       (h) Security. Contractor will comply with the security procedures that are in effect during the
           Term of this Contract for the security of County's facilities and County Data. In the event
           that Contractor personnel may have the ability to defeat systems security provisions on
           devices containing related and unrelated confidential infol111ation or data, Contractor
           covenants that it shall not access such County data or infOlmation or assert waiver of these
           confidentiality requirements by viliue of Contractor' s access;

       (i) Survival. TI,e provisions of this Section shall survive completion, suspension, cancellation,
           termination and/or expiration of this Contract or any detelmination that this Contract or any
           portion hereof is void, voidable, invalid or unenforceable.

7.18   Contractor's Warranties.

       (a) No Actions. Suits, or Proceedings. Contractor warrants that there are no actions, suits, or
           proceedings, pending or threatened, that will have a material adverse effect on Contractor's
           ability to fulfill its obligations under this Contract. Contractor further warrants that it will
           notify County immediately if Contractor becomes aware of any action, suit, or proceeding,
           pending or threatened. which will have a material adverse effect of Contractor's ability to
           fulfill the obligations under this Contract.

       (b) Professional Quality. Contractor warrants to County that all materials and services will be of
           professional quality confol111ing to generally accepted practices. and that all services provided
           under this Contract will be perfol111ed in a manner consistent with that degree of care,
           qualification and skill ordinarily exercised by members of the same profession currently
           practicing under similar circumstances. If there are no applicable or recognized professional
           standards in the applicable area or areas of expertise required to perf01111 such services, then
           Contractor will perform all services in a good and professional manner that meets County's
           goals and objectives as stated herein as well as otherwise adds value to and/or improves the
           performance of County's expectations, objectives and purposes as stated in this Contract.
           Any Services that is detel111ined by County to be less than professional quality will be
           corrected without charge. lllis warranty extends for ninety (90) business days past


CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
                                                                                                         27
           tennination or expiration of this Contract. This warranty is limited to rework of the
           unsatisfactory product without change to the original specifications and without regard to the
           amount of the effort expended on the original work product.

7.19   Contractor agrees to establish safeguards to prohibit Contractor Personnel from using their
       positions for a purpose that constitutes or presents the appearance of personal or organizational
       conflict of interest or personal gain.

7.20   Contractor assures that neither Contractor nor Contractor Personnel shall receive personal
       benefits, commission, consideration, or gains in perfonnance of the Services outlined in this
       Contract. Furthennore, Contractor agrees to disclose prior to commencement of a particular
       assignment any material/financial interests that it or a third party may have in the Services
       required under this Contract.

7.21   No-Diserimination. This Contract is subject to applicable federal and state laws and executive
       orders, including the Fair Labor Standards Act of 1938, relating to equal opportunity and
       nondiscrimination in employment. Neither Contractor nor its agents or subcontractors shall
       discriminate in their employment practices against any person by reason of disability, age, race,
       creed, national origin, color, religion, sex, political affiliation, or veteran status. In addition
       Contractor assures that no person will, on the grounds of disability, age, race, creed, national
       origin, color, religion, sex, political affiliation, or veteran status, be excluded from, be denied the
       benefit of or be subjected to discrimination under any program or activity funded in whole or in
       part under this Contract. Contractor agrees to comply, and to cause its agents and subcontractors
       to comply, with the provisions of said laws and orders to the extent any such laws and orders are
       applicable in the perfonnance of this Contract.

7.22   Contractor, by acceptance of funds provided under this Contract, agrees and ensures that
       personnel paid from these funds are duly licensed and/or qualified to perfol1n the required
       Services. Contractor further agrees and ensures that all program and/or facility licenses necessary
       to perfonn the required Services are current and that County will be notified immediately if such
       licenses become invalid during the tel111 of this Contract.

7.23   Contractor assures that funds received pursuant to this Contract will not be used for lobbying the
       Texas legislature or any governmental agency in connection with a particular contract.

7.24   Contractor shall pay all subcontractors in a timely manner. County shall have no liability to any
       subcontractors in the event Contractor does not payor delays payment to any subcontractors. At
       tennination or expiration of this Contract, Contractor shall deliver to County an affidavit of all
       bills paid. Final payment shall be contingent upon receipt of such affidavits as resolution of all
       accounting for which County is or may be liable under this Contract.

7.25   Under Section 231.006, Texas Family Code, Contractor certifies to County that the owner(s) of at
       least a 25% interest in the organization is not delinquent in any child support obligation that
       renders himlher ineligible to receive payment under the terms of this Contract. Contractor hereby
       acknowledges that this Contract may be tenninated and payment may be withheld if this
       Certification is inaccurate.

7.26   Contractor certifies that neither it nor any of its principals is presently debarred, suspended,
       proposed for debarment, declared ineligible, or voluntarily excluded from participating in this
       Contract by any Federal department or agency.



CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                     28
7.27   Contractor assures that it shall not receive personal benefits or gains in performance of the
       Services outlined in this Contract. Fmihennore, Contractor agrees to disclose prior to
       commencement of a paIticular assignment any material/financial interests that it or a third pmty
       may have in the Services required under this Contract.

7.28   Best Efforts to Minimize Costs to Connty. Contractor shall use its best efforts to complete each
       assigned task in as economical a manner as possible and to minimize any charges incurred in
       connection therewith to the maximum extent possible, consistent with Contractor's other
       obligations under this Contract.

7.29   Failnre to comply with any of these assurances or any other reqnirements specified within this
       Contract will put Contractor in default and/or breach of this Contract and may result, at the sole
       discretion of County, in the disallowance of funds and the withholding of future awards, in
       addition to any other remedies pennitted by law.

7.30   Governmental Consent. Contractor warrants that no consent, approval, or withholding of
       objection is required 1rom any governmental authority with respect to the enteriug into or the
       perfonnance of this Contract.

7.31   Corporate Good Standing. Contractor represents and warrants that it: (1) is a corporation duly
       incorporated, validly existing and in good standing; (2) has all requisite corporate power and
       authority to execute, deliver and perfonn its obligations hereunder; (3) is duly licensed,
       authorized or qualified to do business aIld is in good standing in every jurisdiction in which a
       license, authorization or qualification is required for the ownership or leasing of its assets or the
       transaction of business of the character transacted by it except when the failure to be so licensed,
       authorized or qualified would not have a material adverse effect on Contractor's ability to fulfill
       its obligations hereunder.

7.32   Transition Services Required of Contractor. Upon notice of tennination and/or expiration of
       this Contract, the County shall immediately have the right to audit any and all records of
       Contractor relating to this Contract. Moreover, upon tennination and/or expiration date of this
       Contract, Contractor agrees to transition the Services provided herein in a cooperative manner
       and provide anything requested from the County at no additional cost, including, but not limited
       to the following, upon date of termination and/or expiration: (i) All Contract and Services
       documentation identified in a complete, neat and orderly manner; and (ii) Good faith pledge to
       cooperate with County upon transition of Services to another contractor or County department
       providing the same or similar Services; and (iii) Final accounting of all income from the Contract;
       and (iv) Downloading and removal of all County information from the Contractor's equipment
       and software; and (v) Removal of Contractor services without affecting the integrity of County's
       systems; and (vi) All Records and County property. This provision shall survive completion,
       suspension, cancellation, termination or expiration of this Contract or any deternlination that this
       Contract or any portion hereof is void, voidable, invalid or unenforceable. Contractor agrees to
       allow County to continue to utilize all Contractor's software/third-party software until such time
       as County has completed processing all services begun within Tenn of Contract, or any extension
       thereto.

7.33   Incorporated Documents. All Contract Documents and related documents are incorporated
       herein by reference for all purposes including, without limitation, the following:

       (a) RFP 2011-036-5427;




CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                   29
       (b) Contractor's Proposal;

7.34   Order of Precedence. In the event of a conflict or ambiguity within, bctween or among the
       provisions of this Contract and/or any of the referenced or incorporated documents, all parties
       agree that the provisions of this Contract shall take precedence and be supported by any
       provisions in the referenced or incorporated documents that are favorable to the County's
       position.

7.35   Tax.

       Dallas County, as a county of the State of Texas, is exempted from the payment of Texas state
       and local sales, excise, and use taxes pursuant to Tex. Loc. Gov't Code § 151.309, and shall
       therefore not be liable or responsible to the Contractor for the payment of such taxes under this
       Contract.

       The fees paid to Contractor pursuant to this Contract are inclusive of any applicable sales, use,
       personal property or other taxes attributable to periods on or after the applicable effective date of
       this Contract and based upon or measured by Contractor's cost in acquiring or providing products
       and/or services and related materials and supplies fumished or used by Contractor in perfom1ing
       its obligationB hereunder, including all personal property and use taxes, if any, due on equipment
       or software owned by Contractor.

       Contractor accepts full and exclusive liability for the payment of any and all contributions or
       taxes for Social Security, Workers' Compensation Insurance, Unemployment Insurance, or
       Retirement Benefits, Pensious, or annuities now or hereafter imposed under any state or federal
       laws which are measured by the wages, salaries, or other remuneration pay to persons employed
       by Contractor for Services performed under the tel111S of this Contract and agrees to indemnify
       and save hamlless the County from any such contribution or taxes or liability.

7.36   Minority Participation. Contractor agrees to comply with the provisions of Minority/Women
       Business Enterprise (MWBE) Specifications as submitted and filed by Contractor with thc Dallas
       County MWBE office as part of its response to RFP 2011-036-5427. The Contractor's MWBE
       response is fully incorporated herein by reference for all purposes.

7.37   Signatory Warranty. The undersigned signatories for the parties hereby represent and warrant
       that they are officers of their respective organizations for which they have executed this Contract
       and that they have full and complete authorities to enter into this Contract on behalf of their
       respective organizations and that the executions thereof are the acts of the parties involved and
       have been delivered and constitute legal, valid and binding obligations of the respective parties.


                                                         LINEBARGER GOGGAN BLAIR &
                                                         SAMPSON (CONTRACTOR):



                                                         BY:     DeMetns. amps'@(
                                                                 Managing Partner

DATE: October 18, 2011                                   DATE: _______________________




CONTRACT BEiW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013                                  30
Recommended:



       ~
              \
     ~                        --~-::::;.
                       A-t- ____
ByrDfY]'artin
    County Administrator




                                 &Y(A:v r:lJ;~.".
to!:
BY:· ?! Gordon R. Hikel
        Chief, Civil Division
        Assistant District Attorney
                                                                   v .   .4



*By law, the District Attorney's Office may only advise or approve contracts or agreements or legal documents on behalf of its
clients. It may not advise or approve a contract or agreement or legal document on behalf of other parties. OUf review of this
document was conducted solely from the legal perspective of our client. OUf approval of this document was offered solely for the
benefit of our client. Other parties should not rely on this approval, and should seek review and approval by their own respective
attorney(s).




CONTRACT BETW DALLAS COUNTY & LINEBARGER FOR JP COURTS COLLECTION-2013
                                                                                                                              31
                                                      COURT ORDER

ORDER NO: _ _ _ _ __ 2011 1811
DATE: _ _~O~c~to~b~er~18~,~2~O~11~_ _ _ __

STATE OF TEXAS

COUNTY OF DALLAS

BE IT REMEMBERED, at a regular meeting of Commissioners Court of Dallas County, Texas, held on the

_ _ _ _--'-1"'8t"'h_ _ _ _ _ _ _ _ _ dayof _ _ _ _ _----'O"""ct""0"'be""r_ _ _ _ _ _ _ _ _ ,20 11,
on

a motion made by Jolm Wiley Price, Commissioner of District No, 3                                            , and seconded by

_D_r_,_E_lb_a_G_a_r_c_ia_,'----C_o_!llI1U_·s_s_i_o_n_er_o_f_D_i_st_r_i_c_t_No_,_4_ _ _ _ , the following Court Order was adopted:

WHEREAS, on October 4,2011 by Court Order No. 2011-1693, the Commissioners Court awarded Bid No.
         2011-102-5731, Annual Contract for the Purchase of Road and Highway Building Material; and

WHEREAS, due to a typographical error, the award designation for Item No. 21 (Hot Mix, 1;ype B) should be
         reflected as follows: Austin Asphalt, L.P. (Primary) and APAC Texas. Inc. (Secondary); and

WHEREAS, the term of this contract is October 7, 2011 through October 6, 2012; and

WHEREAS, this action supports Vision 1, Strategy 1.3 of the Strategic Plan by providing a sound, financially
         responsible and accountable governance

IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County Commissioners
Court does hereby authorize and recognize; 1) the award ofItem No. 21 (Hot Mix, Type B) of Bid No. 2011-
102-5731 Annual Contract for the Purchase of Road and Highway Building Material as follows: Austin
Asphalt, L.P. (Primary) and APAC Texas, Inc. (Secondary); 2) a contract term of October 7, 2011 through
October 6, 2012 and 3) all documents/payments to reflect accordingly.

DONE IN OPEN C                T this the ---..!1~8c..th_ __
                       (


                           ~=-=1~=-~::!":~;2"::.~-::' '~iok'Y, DJ) ~2:i""
                                                                       Dr. Elba Garcia, District #4


                                             I
                             Recommendc"'-..!db:.y:",·~~~~~~~---c:--------
                                                          COURT ORDER
                   2011 1812
                                                                                                   1
ORDER NO:




                                                                                                 ex
DATE: _ _October 18, 2011 _ _ _ _ __


STATE OF TEXAS                     §

COUNTY OF DALLAS                   §


BE IT REMEMBERED, at a regular meeting of Commissioners Court of Dallas County, Texas, held on the

_ _ _ _ _ _ _-'-18"'t~h_ _ _ _ _ _ day of_-'"O"'c""to"'b""er'--_ _ _ _ _ _ _ _ _ _ _ _ , 2011, on

a motion made by        Jolm Wiley Price, Commissioner of District No.3                                         , and seconded by

                       a...:.,_C_ornnu_·_s_s_io_n_e_r_o_f_Dl_·s_t_r_i_c_t_N_o'-.--.:.4_ _ _ _, the following Court Order was adopted:
_Dr_._E_l_b_a_G_a_rc_l_'

WHEREAS, on October 11,2011, the Purchasing Department briefed the Commissioners Court on the
         method to procure publications (law, legal, educational and training) as needed for Dallas
         County departments for FY2012; and

WHEREAS, Local Government Code 262.024 (a)(7)(A)(B) allows the Commissioners Court to exempt the
         purchase of manuscripts and books from the competitive procurement process; and

WHEREAS, this action supports Vision I of the County's Strategic Plan

IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County Commissioners
Court does hereby authorize a discretionary exemption from the competitive procurement process as allowed by
Local Government Code 262.024 (a)(7)(A)(B) for the acquisition of publications (law, legal, educational and
training) for various Dallas County departments and authorizes all county documents/payments to reflect
accordingly.

DONE IN OPEN          c~;6i1 T, this the      18th          dayof _ _~~~_ _ _ _ _ _~


                                                           ~~
Clay                                                 Ma rine Dickey, District       ~             Mike Cantrell, D,istrict #2
                                                     -                              ~                               /

                                                                ~= 21 d'L~~
                                                                       Dr. Elba Garcia, District #4


                             Recommended        6: ,-~6.,            w    JJ
                                                     L'    a S. Boles, Purchasing Agent
                                                       COURT ORDER
ORDER NO.      2011
DATE: October 18, 2011

STATE OF TEXAS

COUNTY OF DALLAS

BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County, Texas, held on
          18th
thc _ _ _ _ _ _ _ _ _ _ day                             October
                                           _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _, 2011, on motion made by

   Jolm Wiley      ~rice,    Commissioner of District No,._3_. __                         _ _ _ _ _ _ _.' and seconded by

   Dr. Elba Garcia, Commissioner of District No~_~..~~~.~. ____~_, the following order was adopted.

WHEREAS,         the matter set forth below was briefed before Commissioners Court on October II, 20 II; and

WHEREAS,         Jacobs Engineering Group, Inc., was selected to perform the preliminary design conttact for the Mansfield Road
                 MCIP Project 40903, pursuant to Court Order 2009-0619 dated March 31,2009; and

WHEREAS,         in response to input Ii'om the City of Cedar Hill and Dallas County, the options being considered for the proposed
                 improvements to Mansfield Road have been revised; and

WHEREAS,         Jacobs Engineering Group, Inc., has agreed to perform additional services in the amount not to exceed $104,620.44
                 as set forth in Modification No. 2 to the Scope of Services, attached, for a total contract amount not to exceed
                 $446,148.96 for which there are sufficient funds availabl, in the MCIP Fund 196; and

WHEREAS,         this project will comply with Vision 4 of Dallas County's Strategic Plan in that it will satisfy the need for
                 transportation improvements in a rapidly growing area of northern Dallas County, proactively addressing a critical
                 regional issue involving construction on Mansfield Road consistent with the growth planned and currently being
                 experienced in this portion of the City of Cedar Hill; and

WHEREAS,         the Director of Public Works recommends execution of the attached Modification No. 2 to the contract for
                 Consulting Engineering Services with Jacobs Engineering Group be executed.

IT IS THEREFORE ORDERED, AD,JUDGED AND DECREED by the Dallas County Commissioners Court that the County
Judge is authorized and directed to execute the attached Modification No.2 to the Scope of Services to the contract for Preliminary
Consultant Engineering Services with Jacobs Engineering Group, Inc. in an amount not to exceed $104,620.44 for a revised contract
not to exceed $446,148.96 to be paid from MCIP Fund 196, Project 820 I for the Mansfield Road MCIP Project 40903.
                                              18th                             October
                                                                   _ _~~'~
                                    _ _ _ _ _ _ _dayOf~_ _ _ _ _ _~-.




-?~~~~~-----
                                                      ine Dickey, District I                  ... Mike Cantrell, D i Z         .

                                                                                          ~LJ/ iIf\~v
                                                                                               Dr. Elba Garcia, District 4
                                           Lmended for Approval:

                                                       {~
                                      Alberta L Blair, P.E., Director of Public Works
                                !V1oditIcation No.2 to the Scope of Services

                              MANSFIELD ROAD MCIP PROJECT 4()903

                                                  Between

                                     COlJNTY OF DALLAS, TEXAS

                                                    And

                                      Jacobs Engineering Group, Inc.

WHEREAS, pursuant to Court Order 2009-061. 9, Jacobs Engineering Group, Inc., hereafter known as
("the Engineer"); was awarded a contract for the design engineering services for Mansfield Road MCIP
Project 40903 ii'om Belt Line Road West to west of City Limit, in an amount of 5221,468,00; and
subsequent Modification 1 by Court Order 2010-0611 for the amount of SI20,060.52, making tbe
eontract total 5341,528,52; and

WHEREAS, in response to input from the City of Cedar Hill and Dallas County, the options being
considered for the proposed improvements to Mansfield Road have been revised and the Engineer and
Dallas County Public Works have deemed it necessary to execute Modification No.2 of the Scope of
Services for a not to exceed amount of One Hundred Four Thousaud, Six Hundred Twenty Dollars
and forty-four cents (S104,620.44); and

NOW THEREFORE, by execution of this Modification No.2 of the Scope of Services, the contract
is amended hereby with respect to the itcms and features described below:

I.     PURPOSE

       Modification to the Scope of Services No, 2 hereby amends the consultant engineering services
       contract executed between the County of Dallas and "the Engineer" to officially change the
       scope of services to include additional work necessary for proposed improvements to Mansfield
       Road in response to input from the City of Cedar Hill and Dallas County,

II.    EFFECT OF MODIFICATION:

       By execution of this Modification to the Scope of Services No, 2, the Original Contract as
       approved by Dallas County Commissioners Court Order 2009-()619 is amended hereby with
       respect to the section described below, No other sections, provisions, clauses, or conditions of
       the contract are waived or changed hereby, and tbey shall remain in full force and effect
       throughout the term of the Original Contract and any duly authorized extensions.

Ill.   AMENDED PROVISIONS:

       The contract is amended for Jacobs Engineering Group, lnc" jur the scope of services to include
       the increase in scope as detailed in Attachment A, attached hercto for all purposes, and is
       estimated to cost $104,620.44 which will be added to the amount not to exceed; fur a revised
total Contract amount not to exceed $446,148.96 and may be invoiced as such for
reimbursement.

IN WITNESS WHEREOF, by the signatures below of the duly authorized agents of the County
of Dallas, Texas, and Jaeobs Engineering Group, Inc., hereby agree to append this Moditication
No.2 to tbe Scopc of Services in the amount of $104,620.44 for a revised contract amount not to
exceed Fonr Hundred Fortv-Six Thousand, One Hundred Fortv-Eight Dollars and Ninetv-
Six Cents ($446,148.96) to be paid from MCTP Fund 196 Project 8l0t.




                     18th
                 _________________ day                October
                                             _ _ _._.__________._, 2011.
Execllted this




County of Dallas                           ENGINEER: Jacobs Engineering Group, [nco



"y/~
   /A1b~;(U1YE.
     ,," ·c   .
  tolrectorofPubltc Works




County of Dallas
                   MANSFIELD ROAD MICP PROJECT 40903
                        SCOPE MODI FICA TION #2


OVERVIEW & BACKGROUND

In response to input from the City of Cedar Hill and Dallas County the options being considered
for the proposed improvements to Mansfield Road have been revised. These changes require
significant revisions to the alignments and typical sections previously developed under the
provisions 01 Scope Modification # 1. Additionally, a geotechnical assessment, traffic study, and
drainage area map have been added to facilitate a better under standing of the existing
conditions and provide possible solutions to address deficiencies. The modifications and
additional scope are summarized as follows:

SUMMARY OF SCOPE MODIFICATIONS

1. Revise horizontal layout Option 1 and Option 2, typical sections, and vertical alignment
   based on the new direction provided by Dallas County in the "Table of Changes" letter (see
   Attachment 3).

2. Prepare drainage area map to assess overall drainage patterns on Mansfield Road within
   project limits.

3. Conduct geotechnical assessment to: (a) determine permeability of existing ground and its'
   suitability to accommodate 5' wide bioswales (b) determine viability of under drains and
   possible costs (c) optimize pavement design prepared by Kimley-Horn and Associates.

4. Conduct speed zone study to identify the current (Before) prevalent speed as a basis upon
   which to compare post (After) construction speeds.
                  MANSFIELD ROAD MICP PROJECT 40903
                       SCOPE MODIFICATION #2
                            Scope of Work



Third Public Meeting

In response to input from the City of Cedar Hill the options being considered for the
proposed improvements to Mansfield Road have been revised. These changes require
significant revisions to the alignments and typical sections previously developed in
preparation for the third public meeting.

Item 1.1 - Conceptual Horizontal Layouts

A.    Revise horizontal layout Option 1 and Option 2 based on the typical section
      elements included in the "Table of Changes" (Table) see Attachments) for each
      of the 3 distinct segments of roadway specified below. The layout options shall
      be developed based on the existing and proposed right-of-way (ROW) as follows:

      •   Option 1 - Shall be developed as a Greenway Arterial as defined by the
          criteria provided in the Table. This option allows for additional ROW required
          to accommodate the full extent of the proposed improvements.

      •   Option 2 - Shall be developed as a Principal Arterial as defined by the criteria
          provided in the Table. All proposed improvements shall be limited to fitting
          within the existing ROW.

      •   Slope easements may be used in the development of each option.

      •   Deliverables: 1 layout plan comprised of the 3 distinct roadway sections, for
          Option 1 and Option 2 for a total of 2 corridor master plans. Relevant
          dimensions and scale will be included on drawings.

      The preliminary conceptual design will take into consideration the access needs
      of the residents who enter Mansfield Road directly from their property while
      maintaining the intent of the divided roadway. The layout options will be
      developed for the following distinct roadway segments:

      1) West City Limit to Lake Ridge Parkway:
          a) The horizontal alignment will generally match the centerline alignment
             developed for Modification # 1 because it is best suited for the topography.




                                            2
          MANSFIELD ROAD SCOPE MODIFICATION '# 2 - SCOPE OF WORK


           b) The proposed hike and bike path and sidewalk will be mOdeled parallel to
              the edge of pavement based on the available right-of-way in conjunction
              with the revised typical section elements.

      2) Lake Ridge Parkway to Royal Vista Drive
           a) The centerline horizontal alignment developed for Modification '# 1 will be
              shifted to optimize the available right-of-way in conjunction with the
              revised typical section elements with the goal of:

              i)   Balancing the cut and fill and reducing the area required for side
                   slopes.
              ii) Investigating the impact of wider median to the escarpment.
              iii) Evaluating impact of widening to one side of the road versus impacting
                   properties on both sides.

           b) Based on the iterations developed for Modification # 1, the meandering
              hike and bike path in this area will require independent geometry because
              the roadway profile grade exceeds allowable grades for pedestrian
              facilities.

      3) Royal Vista Drive to Old Belt Line Road

           a) The horizontal alignment in this area will remain as close to existing
              centerline as practical. Changes in this section will be focused primarily on
              the revisions to the cross-sectional elements.

B.    Develop layout for intersection of Mansfield Road at Lake Ridge Parkway that
      incorporates traffic calming, safe pedestrian/bicycle crossing, and provides for
      landscaping and/or entry monument

      •    Deliverable - 1 layout for Option 1 and Option 2 for a total of 2 intersection
           layout plans. Relevant dimensions and scale will be included on drawings.

C.    Task Force Meeting - Review submittals and discuss layout options in conjunction
      with access needs, possible ROW requirements, and associated constraints and
      impacts.

Item 2.1 - Conceptual Vertical Alignments

A     Conceptual Vertical Alignments - Use the existing topography, the proposed
      Modification # 1 vertical alignment, and the first iteration of Modification #2
      horizontal layouts to develop a new conceptual vertical alignment The deSign
      will:


                                             3
       MANSFIELD ROAD SCOPE MODI FICAnON # 2 - SCOPE OF WORK


     1) Modify the proposed vertical alignment developed for Modification # 1 based
        on the comments and constraints identified in the Table.

     2) Follow existing topography to the maximum extent possible.

     3) Attempt to balance the cut and fill and reduce the area required for side
        slopes.

     4) Enhance existing aesthetics by following the lay of the land including the use
        of separate vertical alignments for each direction while bearing in mind sight
        distance and other safety requirements.

     5) The profile will also be developed to utilize the available ROW where practical
        and based on the following:

         a) West City Limit to Lake Ridge Parkway:
            i) In the eastem part of this section a split profile will be investigated.
            ii) In the westem section the horizontal and vertical alignment will
                 generally match the previous design.
            iii) The hike and bike and path and sidewalk will be modeled parallel to
                 the edge of pavement.

         b) Lake Ridge Parkway to Royal Vista Drive
            i) A split profile will be investigated to:
                (1) Help balance the cut and fill and reduce the area required for side
                    slopes.
                (2) Limit impacts to the escarpment
            ii) The hike and bike and path and sidewalk in this area will require
                impendent geometry because the roadway profile grade exceeds
                allowable grades for pedestrian facilities.

        c) Royal Vista Drive to Old Belt Line Road
           i) The alignment in this area will remain as close to existing as practical.
              Changes in this section will be focused primarily on the revisions to the
              cross-sectional elements.

B.   Typical Sections - Develop preliminary cross sections for the two new options
     and confirm understanding of altematives to be presented to the public. Up to
     four complete iterations shall be prepared as follows:

     1) First Iteration

        a) Develop the basic cross sections for Option 1 and Option 2 in the three
           roadway segments to confirm the width and location of the cross-sectional

                                           4
 MANSFIELD ROAD SCOPE MODIFICATION # 2 - SCOPE OF WORK


       elements. Sections will address cross-sectional elements (lane widths,
       pedestrian/bike paths, ROW width, etc.) but will not detail landscaping,
       special pavement treatments, etc.

   b} Deliverables: Develop up to 2 cross sections for each roadway segment
      for a total of 6 cross sections per layout option. Provide a total of 12
      sections for the first iteration.

   c} Task Force Meeting - Meet with the County to discuss revised vertical
      alignment, cross sections, and confirm final configurations. We will identify
      supplementary sections to be developed in the second iteration.

2) Second Iteration

   a) Revise 12 base typical sections and add new sections as follows:

       i) Adjust configuration according to guidance from meeting.
       ii) Review landscaping options developed in previous phase for
            compliance with current direction and applicability to new sections.
            Provide updated recommendations in the form of written comments
            and hand sketches depicting conceptual changes, if applicable.
       iii) Develop supplemental sections at locations designated by County.
            Provide a total of 1 additional section for each option in the three
            segments of the project for a total of 6 new sections.

   b) Deliverable: Provide a total of 12 revised and 6 new sections for a total of
      18 sections.

   c) Task Force Meeting - Meet with County to discuss second iteration typical
      sections.

3) Third Iteration

   a} Revise 18 cross sections prepared for the second iteration based on
      guidance from the County. Discuss landscape recommendations and
      provide direction on alternatives to be shown to public

   b) Deliverable: Provide at total of up to 18 revised cross sections.

   c) Task Force Meeting - Meet with County to discuss third iteration typical
      sections.


                                     5
       MANSFIELD ROAD SCOPE MODIFICATION # 2 - SCOPE OF WORK



      4) Fourth Iteration

          a) Finalize 18 cross sections prepared for the third iteration based on
             guidance from the County.

         b) Finalize landscape recommendations and provide direction on alternatives
            to be shown to public.

         c) Define typical sections to be presented to the public.

C.    Task Force Meeting - Meet with County following each iteration submittal, as
      specified in above, for a total of up to 4 meetings.

Item 6 - Drainage Map

A.    Utilize2008 topographical survey and assess existing drainage patterns.

B.    Prepare drainage area map.

C.    Deliverables: An electronic PDF copy of the drainage area map.

Item 7 - Design and Surveying Services (Jacobs Engineering)

A.    Prepare Right-of-Entry letters for up to five separate property locations.

B.    Survey as-drilled locations of 5 bore holes

C.    Prepare and process survey data.

D.    Coordinate development of geotechnical assessment and reports.

E.    Review the geotechnical assessment and design recommendations prepared
      and incorporate the findings in the Technical Report provided for in Item 2B of
      Contract Modification # 1.

Item 8 - Geotechnical Services (Terracon)

A.    Perform pavement borings along Mansfield Road and conduct laboratory testing

      1) I dentffy underground obstructions

         a) Contact local one-call service and contact the City of Cedar Hill to identify
            and mark underground utilities. We will not be responsible for damage
            resulting from encountering utilities that were not identified or mismarked.



                                           6
      MANSFIELD ROAD SCOPE MODIFICATION # 2 - SCOPE OF WORK


        b) Obtain necessary permits from the City of Cedar Hill to drill borings on the
           street

     2) Provide five pavement borings along Mansfield Road on Mansfield Road or
        on the pavement shoulder to a depth of 15 feet.

        a) Provide traffic control conSisting of traffic cones and signage.
        b) Pavement coring may be required; they will be cored with a diamond bit
        c) Boring sampling will include continuous sampling in the top 10 feet and
           then one sample every 5 feet to top of rock or boring termination depth.
           TxDOT cone penetration test will be performed in the top of the Austin
           Chalk Limestone
        d) Water levels will be observed in the boreholes during and at completion of
           drilling
        e) Borings will backfilled with soil and rock cuttings. Borings drilled through
           the pavement will be patched with concrete upon completion of the
           borings. This scope of services does not include restoration of the site
           beyond backfilling boreholes and patching the pavement.

     3) Laboratory Testing -Test samples to determine physical engineering
        characteristics. Testing will be performed under the direction of a
        geotechnical engineer and will include

        a) Visual classification
        b) Moisture content
        c) Atterberg limits
        d) Passing #40, #200 sieve tests
        e) Flexible wall permeability tests
        f) Strength tests (unconfined compression/calibrated penetrometer), as
           appropriate.
        g) Soluble sulfate Tests

B.   Prepare technical memorandum and pavement design report

     1) Prepare technical memorandum based on the results of the borings prepared
        by CMJ Engineering. The technical memorandum will include:

        a) Identify suitable retaining wall types based on existing CMJ boring and
           laboratory data.
        b) Suitable foundation types for cast-in-place (CIP) walls
        c) Maximum CIP and MSE wall heights possible based on existing soil
           strengths


                                         7
         MANSFIELD ROAD SCOPE MODIFICATION #. 2 - SCOPE OF WORK


           d) Identification of whether or not subgrade preparation such as undercut
              and replacement may be required.
           e) Preliminary MSE Wall anchor lengths
           f) Peer review of pavement design recommendations and comments on
              pavement subgrade preparation.

       2) Prepare a Pavement Design Report based on the evaluation of the results of
          the field exploration and laboratory programs by a professional geotechnical
          engineer licensed in the State of Texas. The report will be prepared with
          engineering recommendations for design and construction of pavements.
          The report will include the following:

          a) Plan of boring logs, boring logs, water level observations, and laboratory
             test results.
          b) Presence of groundwater along with its effect on construction
          c) Subgrade preparation recommendations for pavements to limit subgrade
             movements to less than 1.5 inches.
          d) Effect of shallow groundwater on pavements
          e) Effect of heavy trucks on pavements on steep slopes
          f) Concrete pavement section with recommended thickness.
          g) Evaluation of viability of bioswales filtering rainfall pavement runoff.
          h) Evaluation of impacts of bioswales on pavement perfonmance
          i) Evaluation of impacts of inclusion of pavement under drains on pavement
             structural sections and performance.

       3) Deliverables:

          a) An electronic PDF copy of the report and one bound copy of the report will
             be provided.

       4) Data to be provided by County

          a) Utility maps
          b) Definition of any restrictions such as working hours or special
             requirements regarding drilling the borings

Item 9 - Speed Zone Study

The study will identify the "Before" prevalent speeds throughout the project corridor as
defined in the following project limits table.




                                            8
          MANSFIELD ROAD SCOPE MODI FICAnON 1# 2 - SCOPE OF WORK

                                                                      APPROX
     ROADWAY                            LIMITS
                                                                   LENGTH (MILES)
    Mansfield Road     From Belt Une Road to east of Anderson Road           2,5
The Engmeer shall conduct speed zone surveys and reports for designated locations to
identify the current prevalent speed, Collect all necessary data according to Procedures
for Establishing Speed Zones prepared by TxDOT's Traffic Operations Division,
October 1997, revised June 2005, This work shall include the following tasks:


A.    Collect data at speed check stations, This consists of 5 locations on Mansfield
      Road

B,    Calculate 85th Percentile speeds per location,

C,    Collect Strip Map Data,

D,    Create Strip Map, Complete entries to strip maps using Microstation format. The
      strip map shall contain the following information:

      •    Designated name of each speed zone study segment (route),
      •    Crossroads
      •    Schools and school crossings,
      •    Traffic signal locations
      •    Name and location of all railroad crossings (if applicable)
      •    Name and limits of unincorporated developed areas (if applicable)
      •    Determined Speed and Zone Lengths

E.    Prepare Summary Report of findings, The report shall include the following:

      •    Identify prevalent speed,
      •    Identify land use (Le" open, reSidential, business),
      •    Identify existing roadway cross-sectional features,
      •    Speed Zone Strip Map comprised of collected data shown at speed check
           stations,

F,    Deliverables:

      •   Summary Report
      •   Speed Zone Strip Map (11"x1T Sheets).

G.    Data to be provided by County in Coordination with City of Cedar Hill

      •   Verification of the designated speed zone study segments within the project
          corridor.
      •   Any other available related documentation which would assist in the
          completion of this project.


                                           9
                                                                         Mansfield Road MCIP Project 40903
                                                                        Modification Number 2 - Attachment 1A
                                                                                    Fee Estimate Summary

                                                                                            J ~ervleos· I ,for Thkd Public Moeting

         tTASKICOIDE
                                    ,
                          Ilee,..riPI',,. ,>f~lor1r or Task                                                           Task Budget      Paid to Date   Billed to Date   T~I ~~get


                Item 1A
                "em 18
                            levelop
                            levelop
                                            I          I Layou' Option 1
                                                       I Layou' Optioo 2
                                                                                                                         >4.41.                          H4f.                 ''0
                                                                                                                                                                                0
               'tern 1C     'valuate                       tat       i I                                                 $4.478                                               $C
                                                                                                                         $2,204                                               $C

   •
   ~
   •
   {!
         ~     Item 28    lAsses,
                                   ~,                ~lli
                                                I ,and prepare (5.10) pago      I
                                                                                                                        $131:               $9 166                       $'
                                                                                                                                                                              ,184
                                                                                                                                                                                   16


   ...
    "
    •
               Item 2C
               Item 2C
                          IPrepace

                          l'st TasK F~
                                                 I

                                                       ,"Ie~~no                                                            "0                $:119            "9           319
   •
   ..
   0

   a
               I
               'tom'
               Item 3A
                                                t of
                                                                                                                          ;636                $0              $0          >636

                                                                                                                                                                        . ,'0U
   •
   u           Item 38                                                                                                    $16e
   "
   0
   0
               I                                                                                                          $638                $0              $0         $638
   1:-         Item 4
   0
                                                2)                           I lendenng fOl e.,'em pmjee'
   ~
               Item 4A
                                                                                                                         $160                 $0              $0         $160

   .
   e
   ~
               Item 4A
                          llimit
                                            (2) 3-D perspective gateway renderIng for western project

                                                                                       '"' ,,,a, "",IJ RdlLaKe
                                                                                                                         $160                 $0              $0         $160

   ~
   x
               Item 4A
                                                                                                                          $160                $0              $0         $160
   w                                                                                                                     $1,
               'tern 5
               Item 5A    'den'" poss'ble , I                      I                                                                          >U              $0         $638
                                                                  I                                                                                                       1."8,
                                                                                                            UTAL                        $32,800         $32,800         $16,205
                                                                                            ,~.
                                                                                                                                          $0              $0            $1,060
         'The cemaln'ng      """"<                                     Ii ltonewTaskltem2.1B

                                                                             I . .rv~ees   ••
                                                                                                                        , Meoting
                                                                                                                       Additional     Total Budget AddiUonal Fee
         tTASK 'COIDE 'IDesenIPI"'" of Work or Task
                                                                                                                          Fee          Remaining        Request
               ,
           Item 1.1A                                     11                                                                                 $0,00
  •
  ~
                                          ,I Layo" Option 2                                                            B11.733.,              .00       11,73340
  •
  {!
           '!em    I.l~   Develop ayout I               f Mansfield Rd af!
                                                                                                                       $3~
                                                                                                                                              we       1>3,944,00
   c       I                                                                                                                                             1,861.80
  .2                           I                                                                                        $177,         N/A               $17, .30
   •
  ~
  •
  E
           Item 2,1A
                           ~:~~                 ,
                                                       I vertlea: Allooment to; ~~:;~: ;

  ...
   "       ltem2,1B
                          I;;:::~~ ~                             ;~:~:: ;
  "        I
                                                i                                                                                           '4,676     $5,221.74 .


                            • i
               'tom,                              I 1 SeIVI,"s                                                                        NfA New Task     >3,1
               'temS                    I   I SeIVI",s IT enacool                                                                     N/A'
                                                                                                                                     IN/A lew           $131

               'ternS
                                                                                                                        $1250(
                                                                                                                                       fA New TasK

                                                                                                            Totals     $110,453.50       $5,833       $104,620.44

                                                                                                                     Total Additional Fee Reque1       $104,620.441
Notes'
 (A,) Budget intended to cover printing, mounting, and duplication cost for Preliminary Conceptual Design Exhibits for the 3rd pUblic meeting
 (B.) Budget is intended to cover additiOnal printing and travel costs associated with development of alignment revisions and Drainage Map




                                                                                                912312011
                                                                                     Scope Modification Number 2 ~ Attachment 1B
                                                                                                     Fee Estimate
                                                                                           Preliminary Conceptual Design

                                                                                                    Design Alternatives

                                                                                                                                                                                                     Fullv loaded Multiplier;:             2.9000
   TASK                  Description of Worn or Task                 Project Manager     Senior engineer     Design Engineer   Sr Engr Technician  Admin. Assistant
                                                                                                                                                                                                                TOTAL
   CODE                                                            Rate      $   55.00 Rate     $    7 .00 Rate     $   43.00 Rate      $   3 .00 Rate    $    26.00                                                                TOTAL LABOI
                                                                                                                                                                                                                    RAW LABOR          COST
                                                                     Hrs.        Cost       Hrs.        Cost         Hrs.        Cm"             Hrs.       Cost       Hrs.             Cost           HRS
                                                                                                                                                                                                                      COST
  Item 1.1 Conce tual Horizontal Layouts
 Item 1.1A Deveio Horizontal La out Option 1                           6          880.00                 292.0                 2,580.00          3        1,050.        4     J1..!.        1~~
                                                                                                                                                                                                     l--~4
                                                                                                                                                                                                                        4,906.00        14~~
           Develoe Horizontal Laxout Option 2                         16    ,$    880.00     4      $    292.00      40      $ 1,720.00 ..       30     $ 1,050.00 -    4         $         104.00                     $4,046.00       $11,733-4
~iem 1.1B Develop layout for intersection of Mansfield Rd at
                                                                                                                                             ~




           Lake Ridge P~y                                             6       $ 330,00       2      $    146.00       10     $    430.00          10    $   350.00      4          $        104.00      32 ..          $1,360.00        $3,944.00
Gtem
                                                                                                                                                                                       .~




      1.1C Task Force Review Meeting                                  6       $ 330.00       2      $    146.00              $                    4     $   140.00       1         $         26.00      13               $642.00        $1,861.80
                                                      SUB-TOTALS      44    I $ 2,420.00     12    il    876.00      110    1$4,730.00            74    $ 2,590.00      13         $        338.00     253            $10.954.00       $31,766.60
         m2.    onceptua Vertica          nments
    Item 2,1A Develo Gonce tual Vertical Alignment for Option 1      12            60.00     4      $    292.00       36        1,548.00          20    $ 700,00        4          $ 104,00             76             $3,304.00        $9,581.60
               Develo Gonce rual Vertical Ali nment for 0 tion 2     12      $     660,00    4      $ 2 .... 2.00     20      $ 860.00            20    $ 700.00        4                   104.00      60             $2,616.00         7,586.40
~m2.1B Develop .§!. Typical Sections fur Option 1                    14      $     770,00    4      $ 292.00          40
                                                                                                                            , $ 1,720.00
                                                                                                                                                  20    $ 700.00                   $                   ·is             $3,482.00       $1Q,097,.,~
               Develop_~ Typical Section~ for Option 2           f--.14      $     770.00    4      $ ...292.00       40        1,720,00          2Q_~ .. ZOO.OO                   $                   78              $3,48~~         $10,097.8
    Item2.1C Task Force Review Meetin (Up to 4 Meetin s              12      $     660.00    8     .$     584:00              $                   6  1$ 210.00          8          $    208.00          34             $1,662.00        $4,819.80

       Item 6  Ominage Area Map
                                                     S    TOT L
                                                                      •          3, 0.00     2          1,7 .00      13          5,    .00        8.   3,010.00         1.             416.00          326           ~546.00             2.1 3.40

               Utilize 2008 topographical survey and assess
      ltem6A
               existing drainage patterns                             4      $    220_00      1.00 $      73.00       40     $ 1,720.00            2    $    70.00                 $                    47             $2.06~~-9        ~~~o
f---j1.em 68 . Prepare drainage area map                              1      $     55.00           $                   4     $ 172.00             24    $   840.00      4          $        104,00      33              $1,171.00       $3,395.90
                                                     SUB-TOTALS       5      $    275,00      1.00 $      73.00       44     $ 1,89 .00           2.    $   910.00      4          $        104.00      80      I       $3,2 .00        $9,436.60

Note:                                                                                                                                                                         33                        TOTAL LABOR COST                $83,386.60
1.) Task Item 3 through 5 are included in scope modification # 1
2.) The additional direct costs




Project Name: Mansfield Rd Improvements
Project Limits: Belt Line Rd to west of City Limit:
Project Manager: Dennis R. Ingram
Client Dallas County
                                                                                                                                                                     TOTAL ESTIMATED COST




                                                                                                               912312011
                                                                                  Scope Modification Number 2 Attachment 1C w

                                                                                                  Fee Es tirnate
                                                                                        Preliminary Conceptual Design

                                                                          Geotechnical Assessment and Design Recommendations

                                                                                                                                                                                                 Fully Loaded Multiplier '"          29000
                                                      Project Manager         RPLS             SrEngr             Crew Chief           Survey       Instrument Man               Admin.
                Description of Work or Task
TASK                                                                                         Technician                               Technician                                Assistant                  TOTAL              TOTALLABOF
CODe                                                  ate        5 .00 Rate        47. 0    ate     36.00        ate        3 .0     at.       .0    atei              .00    ate       6.00                                     COST
                                                      Hrs·1     Cost    Hrs   I   Cost     Hrs   I    Cost      Hrs:'1     Cost     Hrs.   Cost     Hrs.        Cost         Hrs.       Cost         HRS
                                                                                                                                                                                                           ~BOR
                                                                                                                                                                                                              COST
 Item 7 Design and Surveying Services
        lReview Terracon s geotechnical
   7A assessment/recommendations and                        i                                                          !
         incorporate in to Technical Report (!tern 2B
         Prepare up to 5 Right-of-Entry letters for bar     I
                                                             4 1$ 220.00 .    I$           .1   $             $  . i          $                             $                       $           ..    4            $220.00          $63'lJJO



f-l
   7B
    C
         hole work
         Surve 5 bores prepared by Terracor
                                                            i1 $
                                                                '$
                                                                      55.00   L·
                                                                            2'1$ 94.00
                                                                                              i$             1$
                                                                                            1 ,$ 36.00 4 $ 140.00 4 $ 128.00
                                                                                                                             1$ .
                                                                                                                                                     4
                                                                                                                                                        $     .
                                                                                                                                                        $ 100.00
                                                                                                                                                                              5 1$
                                                                                                                                                                                1$
                                                                                                                                                                                        130.00        6
                                                                                                                                                                                                      15
                                                                                                                                                                                                                 $185.00
                                                                                                                                                                                                                  $498.00          ~.~
                                                                                                                                                                                                                                  $1":444.20
   70 Prepare and process survey data                            $ .          .$     .      4    1$ 144.00   '$              i$ .              .       1$                       i$                    4          $144.00            $417.6
                                         SUB-TOTALS          5     $275.00  2    $94.00     5 I· $' 80.00  4    $140.00    4    $128.00              4    100.00              5           .00          S        $ ,   .00            ,0 f.3i
 ttem8 Geotechnical Services (Terracon
   8A Prepare 5 pavement borings along Mansfield Rd a,!1d associated la testing         _..
                                                                                                                                                                                                                                    $12,95
   88 Prepare a technical memorandum and pavement design report, which includes an a~essrnent of bio-swales and under drains
   BC    Traffic control services for acquisition of borings 2 days)                                                                                                                                                                 $3,00
                                                                                                                                                                                                                                       0Jll

                                                                                                                                                            = m a e umma
                                                                                                                                                            u 0      or es n
                                                                                                                                                            ubtotal for Ge C n ca
                                                                                                                                                            ;tlmated otal Cost
                                                                                                                                                                               NICSS
                                                                                                                                                                                   arvlcas
                                                                                                                                                                                                                              .   lH~
                                                                                                                                                                                                                                   . .00
                                                                                                                                                                                                                                  19,886.30



                                                                                                                                                                 II.         COURIER & OVERNIGHT DELIVERY
Project Name: Mansfield Rd Improvements                                                                                                                          III.        MILEAGE                                          $
Project Limits: Belt Line Rd to west of Anderson Rd                                                                                                              V.          MAIL                                             $       30.00
Project Manager: Dennis R. Ingram                                                                                                                               VI.          MISCELLANEOUS SUPPLIES                           $
alent: Dallas County                                                                                                                                            Vii.         PUBLIC MEETING ROOM                              $
                                                                                                                                                                VIII.        VIDEO & RECORDING SERVICES                       $

                                                                                                                                                                                                                                  20,016.30




                                                                                                             912:J12011
                                                                       Scope Modification Number 2 • Attachment 1D
                                                                                       Fee Estimate
                                                                             Preliminary Conceptual Design

                                                                                      Speed Zone Study


                                                                                                                                                              Ful!v loaded Multiolier '"                2.90QC
   TASK               Description of Work or Task               Project Manager      Senior Traffic Technician   Traffic Count SupelVisor
                                                                                                                                                                  TOTAL                    TOTALLABOA
   CODe                                                    Rate         '$    55.00 Rate           $      43.00 Rate           $    35.00
                                                                                                                                                                       RAW LABOR                 COST
                                                                Hrs.         Co",        Hrs.              Co"           Hrs.
                                                                                                                                 1    Co",              HRS                COST
    Item 9                Speed Zone Study
   ltem9A     Collect Speed Data                                 3       $   165.00       5          $      215.00        12      $    420.00            20           $         800.00     $
                                                                                                                                                                                                 --   2,320.00
~?B          Determine 85th Percenlife Speed
                                                       -- 1-_    2       $   110.00       4          $      172.00
                                                                                                           -344.00 l--
                                                                                                                          0
                                                                                                                                --- ~-                   6            $         282.00     $            817.80
   Item 9C _ ~olJect strip ~ap Data                              4       $ 220.00         8          $
                                                                                                    -$
                                                                                                                          0         $    .,--       !----!2           $         564.00     $        1.: 635 .60.
   Item 90   Create strip Map                                    3       $ 165.00         12                516.00        0       $             -      _, 15         1$         681.00     $ _,._., 1,974.90
   Jtem 9E   ~Prepare Summary Report                             0       $      -         0          $                    0       $             -         0           $                    $               -
                                              SUS-TOTALS         12          660.00       29         $     1,247.00       '2      $    420.00            53            $      2,327.00     $          6,748.30
.. Cost for the Summary Report IS Included In tasks 9C and 9C
                                                                                                                                                               TOTAL LABOR COST                       $6,748.30




Project Name: Mansfield Rd improvements
Project Limits: Belt Line Rd to west of Anderson Rd
project Manager: Dennis R. Ingram
Client: Dallas County

                                                                                                                                                          TOTAL ESTIMATED COST $                      6,873.30




                                                                                               9123/2011
Master Plan definitions (defined by city)


OQtion 1 - Greenway. Arterial                                 OQtion 2 - Class I •       Princi~al    Arterial
conceptual standards. for GreenWay Arterial are as follows:   Conceptual standards for Principal Arterials are as follows:
      • 130' ROW                                                   • 112 -foot of ROW
     • Potential for 6 lanes                                       • Divided Roadway
      • 16' Medians                                                • 4 to 6 moving lanes
      • 12' lanes                                                  • 12-foot wide lanes (adjusled 10 11-fl)
      • 4' shoulders                                               • 12-foot wide parkways (adjusled to 14.5-fl)
      • 16' parkways                                               • 16-foot wide median
      • 13' pedestrian area




Page 1 of 13
                                                 Concept Summary

Major Segments

   • Lake Ridge Parkway to City Limits
   • Lake Ridge Parkway to Royal Vista Drive



pption 1                                                       Option 2
The objective of option 1 is to give the public a realistic    The objective of the option 2 is to give an idea of the
view of what compromises may be available if more of the       choices available within the existing right of way. All
criteria previously developed in the master plan were          proposed roadway improvements are intended to fit within
adhered to. Additional right of way will most likely be        the right of way. Any additional right of way would be only
required. Impacts of additional right of way and easements     for slope easements etc.
should be addressed


   •   The more elaborate of the two options                      •   The less elaborate of the two options
   •   This option has the most right of way and provides         •   This option gives an idea of the choices available
       desirable spacing for the improvements                         within the existing right of way
   •   This option would provide for enhanced                     •   This option would provide for roadway /streetscape
       roadway /streetscape                                       •   Where space becomes limited, minimal spacing
   •   Where land is availabl. right of way is sufficient to          between vehicular and pedestrian facilities is
       provide landscaping                                            provided
   •   Landscaping will be used for troffic calming and           •   Landscaping is provided where right of way is
       beautification                                                 available
                                                                  •   Landscaping for traffic calming
Page 2 of 13
   • Royal Vista Drive and Old Belt Line (S - curve)

Segment 1 - Lake Ridge Parkway to City Limits

The Lakeridge Parkway to west city limits section of the project is the Cedar Hill approach to the bridge over Joe Pool
Lake. It is expected by city staff that traffic demand will increase in future years. In general, both sides of the roadway
slope away from the center and the alignment is more or less straight. Homes in this area do not have direct access to
Mansfield Rd. The existing right of way width varies from 100 feet
to 150 feel.. Both options will consider the 12 foot hike/bike on the north side along with the 5 foot on street bike lane
(eastbound). Mid block median cuts shall be well thought out to allow for left turning or u-turning vehicles. Median cuts in
curves or on steep slopes shall be considered very carefully and remain uncut if safety demands are not met
 Median                                                           Median
      •   38-feet to accommodate 2-future 12-ft lane                  • 16-feet
      •   Transition from 38-feet to 16-ft to match existing in               • Median Landscaping
          Grand Prairie                                                              • Trees with a variety of native plants
      • Median Landscaping                                                         •      Nature type plant arrangement
                      • Trees with a variety of native plants                        • Full depth landscaping (crown to
                      • Nature type plant arrangement                                     ground)
                      • Full depth landscaping (crown to                             • Low water requirement flow
                         ground)                                                           maintenance
                      •  Low water requirement flow                   •   ll-ft or 12-ft left turn bay. Intermitted median with
                         maintenance                                      adequate cuts to allow for all driveway to be
      • Wide median could be used for landscaping or city                 accessed.

    .
    ,
          monument until the street is widened to 6 lanes
          ll-ft continues left turn bay.

 Travel Lanes                                                    Travel Lanes
    • 2 vehicular travel lanes in each direction                    • 2 vehicular travel lanes in each direction
    • Ability to add additional lane in each direction from         • Lane widths of l1-feet
        median                                                      • Curbing

Page 3 of 13
       •   Lane widths of 12-feet                                           •    Median - 6" curbing
       •   Curbing                                                          •    Outer lane - 6" curbing
              • Median - 6" curbing                                         •    curbed pavements may be slotted to
              • Outer lane - plus 5' shoulder                                    accommodate rain gardens/bioswales if
              • 1 faa! paved added to the 5' bike lane plus                      allowed. They will revert to curb inlets &
                 4' grassy shoulder                                              landscaped strips otherwise
              • 5' shoulder between edge of pavement and
                 di!ch/bioswale with the sidewalk/hike/bike
                 closer to the right of way line

    In-road Bike lane (Eastbound Only)                             In Road Bike Lane (Eastbound Only)
       •   Adjacent to outside travel lane                            •   Adjacent to outside travel lane
       •   Width of 5-feet (Min.)                                     •   Width of 5-feet (Min.)
       •   Contrasting pavement color or pavement                     •   Contrasting pavement color or pavement
           application                                                    application

. Parkway (between ROW line dnd back 01 curb)                      Parkway (between ROW line and back of curb)
I      •   20 to   33.5 feet                        .                 •   15 feet desirable feet both sides of Roadway
       •   Area    to be used for:
               •    Slopes & retaining walls
               •    Sidewalk or hike & bike trail
               •     Landscaping or bioswales

           •   Sidewalk                                               •. Sidewalk
               •    Sidewalk on south side only                              •   Sidewalk on south side only
               •    Width of 6 feet minimum                                  •   Width of 4 fee! minimum
               •    Located no closer than 2-feet inside the                 •   Located no closer than 2-feet inside the
                    ROWand no closer than 5-feet from travel                     ROWand no closer than 5-feet from travel
                    lanes                                                        lanes
               •    Sidewalk allowed to meander within the                   •   Sidewalk allowed to meander within the
                    Parkway as required by terrain but should be                 Parkway as required by terrain but should be
                    kept as for from travel lanes as can for                     kept as far from travel lanes as can for
                    reasons of safety and comfort                                reasons of safety and comfort


Page 4 of 13
   •   Hike & Bike Path                                          •    Hike & Bike Path
          • North side of Roadway                                        • North side of Roadway
          • Width of 12 feet                                             • Width of 10 feet (minimum) 12 feet desirable
          • Located no closer than 2-feet inside the                     • Located no closer than 5-feet from travel
              ROWand no closer than 5-feet from travel                       lanes
              lanes (                                                    • Hike & Bike Path allowed to meander within
          • Hike & Bike Path allowed to meander within                       the Parkway as required by terrain but should
              the Parkway as required by terraih but should                  be kept as for from travel lanes as can for
              be kept as far from travel lanes as can for                    reasons of safety and comfort
              reasons of safety and comfort                              • use a 5' parkWay buffer minimum between
                                                                             curb and sidewalk/hike/bike
                                                                         •
   •   landscaping / Hardscape                                    •   Landscaping / Hardscape
          • Not to obstruct vehicular / bikers / peds                    • Not to obstruct vehicular f bikers / peds
             visibility                                                     visibility
          • Placed fOrTraffic Calming                                    • Placed for Traffic Calming
          • Trees with a variety of native plants                        • Trees with a variety of native plants
          • Nature type plant arrangement                                • Nature type plant arrahgement
          • Full depth landscaping (crown to ground)                     • Full depth landscaping (crown to ground)
          • Low water requirement flow maintenance                       • Low water requirement flow maintenance

Overhead UlilHy Corridor                                       Overhead Utility Corridor .
  • 2 feet wide (adjacent to ROW line)                           • 2 feet wide (adjacent to ROW line) desirable
                                                                 • 1 foot minimum

Sireet Intersection                                            street Intersection
    • Anderson Road                                                • Anderson Road
            • Left Turns from Mansfield Rd.                                • Left Turns from Mansfield Rd.
                  • Standard Median opening                                      • Standard Median opening
                   • II-feet wide left turh bay along west                       • 1I-feet wide left fum bay along west
                      bound Mansfield Road                 .                         bound Mansfield Road
            • Right Turns from Mansfield Rd.                               • Right rums from Mansfield Rd.
                  • Standard                                                      • Standard
            • Use of Hardscape to define pedestrian                        • Use of Hardscape to define pedestrian

Page 5 of 13
              routes and traffic calming                          routes and traffic calming
    •   lake Ridge Parkway                              •   lake Ridge Parkway
           • long dedicated Right Turn lane for east           • long dedicated Right Turn lane for east
              bound traffic                                       bound traffic
           • 12 feet in width                                  • 12 feet in width
           • (See lake Ridge Parkway Intersection for             (See lake Ridge Parkway Intersection for
              detailed)                                           detailed)
           • Use of Hardscape to define pedestrian             • Use of Hardscape to define pedestrian
              routes and traffic calming                          routes and traffic calming
                                                                               ----




Page 6 of 13
LAKE RIDGE INTERSECTION
  •   Proved a sense of arrival
  •   Handle Traffic efficiently
  •   Proved area for Landscaping and/or city monumentation
  •   Appropriate enter for Lake Ridge Development
  •   Manages traffic flow efficiently
  •   Calms traffic appropriately
  •   Enter feature
  •   Safe pedestrian and bike crossing
  •   Aesthetically Pleasing




Page 7 of 13
SEGMENT
Between Lake Ridge Parkway and Royal Vista Drive

The Royal Vista 10 Lakeridge Parkway section of the project is typified by steep slopes and scenic views of the lake and
escarpment area. Homes in this area do not have direct access to Mansfield Rd. The existing right of way width varies
from 100 feet to 170 feet and all proposed roadway improvements are intended to fit within the right of way for Option 2.
Mid block median cuts shall be well thought out to allow for left tuming or u-turning vehicles. Median cuts in curves or on
steep slopes shall be considered very carefully and remain uncut il solety demands are not met.



 Median                                                        Median
    •   16-feet                                                   •   16-leet
           • Median Landscaping                                          • Median Landscaping
                • Trees with a variety of native plants                       • Trees with a variety of native plants
                • Nature type plant arrangement                               • Nature type plant arrangement
                • Full depth landscaping (crown to                            • Full depth landscaping (crown to
                   ground)                                                       ground)
                • low water requirement / low                                 • loW water requirement / low
                   maintenance                                                   maintenance
    •   Wide median could be used for landscaping                 •   Wide median could be used for landscaping

 Travel Lanes                                                  Travel Lanes
    •   2 vehicular travel lanes in each direction                •   2 vehicular travel lanes in each direction
    •   lane widths of 12-feet                                    •   Lane widths of II-feet
    •   Curbing                                                   •   Outer lane - 6" curbing
           • Median - 6" curbing
           • Outer lane - 6" curbing

Page 8 of 13
 In-road Bike lane (EAST bound only)                                        In Road shared Bike Lane (EAST bound only)
        •      Adjacent to outside travel lane                                 •   Adjacent to outside travel lane
        •      Width of 5-feet (Min.)                                          •   Width OT 5-feet (Min.)
        •      Outer lane - 6" curbing \                                       •   Outer lane - 6" curbing
         •     Contrasting pavement color or pavement                          •   Contrasting pavement color or pavement
               application                                                         application
         •                                                                     •
 Parkway (between ROW line and back 01 curb)                                Parkway (between ROW line and back of curb)
         •     20+ feet in width                                                      •       Drainage
         •     Area to be used for:                                                   •       Slopes & retaining walls
                  • Drainage                                                          •       SideWalk or hike & bike trail
                  • Slopes & retaining walls
                  • Sidewalk or hike & bike trail                                         .



         •     Sidewalk                                                        •   Sidewalk
                  •         Sidewalk on south side only                               •       Sidewalk on south side only
                  •         Width of 6 feet minimum                                   •       Width of 4 feet minimum
                  •         Located no closer than 2-feet inside the                  •       Located no closer than 2-feet inside the
                            ROWand no closer than 5cfeet from travel                          ROWand no closer than 5-feet from travel
                            lanes - both sides                                                lanes Sidewalk allowed to meander within
                  •         Sidewalk allowed to meander within the                            the Parkway as required by terrain but should
                            Parkway asrequired by terrain but should be                       be kept as far from travel lanes as can for
                            kept as far from travel lanes as can for                          reasons of safety and comfort
                            reasons of safety and comfort                             •
         •     Slopes                                                          •   Slopes
                  •         Slopes should be kept fairly flat (Eagle Ford             •       Slopes should be kept fairly flat (Eagle Ford
                            shale is very erosive, has a low angle of                         shale is very erosive, has a low angle of
                            repose, and very high shrink/swell                                repose, and very high shrink/swell
                            characteristics)                                                  characteristics)
                                                                                      •       Additional ROWand/or easements where
                                                                                              required
         •     Hike &. Bike Path                                               •   Hike &. Bike Path
                  •         North side of Roadway                                     •       North side of Roadway
                  •         Width of 12 feet                                          •       Width of 12 feet
------------      •   ---
                            Located no closer than 2-feet inside the
                            ----------------                                          •       Located no closer than 2-feet (desirable)

Page 9 of 13
                  ROWand no closer than 5-feet from travel                      inside the ROWand no closer than 5-feet
                  lanes                                                         from fravellanes.
              •   Hike & Bike Pafh allowed to meander within                •
                  the Parkway as required by terrain but should
                  be kept as far from fravellanes as can for
                  reasons of safety and comiort                                                                               i
                     .                                                                                                        ,



       •   landscaping / Hardscape                                   •   Ldhdscaping / Hardsccipe
              •   Not to obstruct vehicular / bikers / peds                 •   Not to obstruct vehicular / bikers / peds
                  visibility                                                    visibility
              •   Placed for Traffic Calming                                •   Placed for Traffic Calming
              •   Trees with a variety of nafive plants                     •   Trees with a variety of native plants
              •   Nature type plant arrangement                             •   Nature type plant arrangemenf
              •   Full depth landscaping (crown to ground)                  •   Full depth landscaping (crown to ground)
              •   Low water requirement / low mainfenance                   •   Low water requiremenf ! low mainfenance
                                                                                  .




    Overhead Utility Corridor                                     Overhead UlllilyCotridor
       •   2 feef wide (adjacent fo ROW line)                        •   2 feet wide (adjacent to ROW line) (desirab/e)

    Street Intersection                                           street Intersection
       •   Mystic Shores Road                                        •   Mystic Shores Road
              • Left Turns from Mansfield Rd.                               • left Turns from Mansfield Rd.
                     • Standard Median opening                                      • Standard Median opening
                      • ll-feef wide left furn bay along wesf                       • ll-feef wide left tum bay along west
                         bound Mansfield Road                                          bound Mansfield Road
              • Right Turns from Mansfield Rd.                              • Right Turns from Mansfield Rd.
                      • Standard                                                    • standard
              •   Use of Hardscape to define pedestrian                     • Use of Hardscape to define pedestrian
                  routes and traffic calming                                    routes and traffic calming
       •   Lakeview Drive                                            •   Lakeview Drive
!
              • Left Turns from Mansfield Rd.                               • Left Turns from Mansfield Rd.
                      • Sfandard Median opening                                     • Standard Median opening
                      • ll-feet wide left tum bay along west                        • ll-feet wide left turn bay along west
                         bound- Mansfield Road
                           -----  -----------------------_ -
                                           ..
                                                                                       bound Mansfield Road

Page 10 of 13
              •   Right Turns from Mansfield Rd.                            •   Right Turns from Mansfield Rd.
                      • Right Turn Lane along east bound                            • Standard



I
                         Mansfield onto Lakeview    .                       •   Use of Hardscape to define pedestrian
              •   Use of Hardscape to define pedestrian                         routes and traffic calming
                  routes and traffic calming


SEGMENT
Between Royal Vista Drive and Old Belt Line (5 - curve)

The 8eltline to Royal Vista section of the project is typified by a neighborhood of older homes with direct driveway
access to Mansfield Rd. The available right of way width is 80 feet. Option 2 will attempt to fit entirely into the 80 foot right
of way .. All median cuts shall be well thought out to allow for left turning vehicles into driveways. Median cuts in curves
shall be considered very carefully and remain uncut if safety demands are not met.


 TravelLanes                                                      Travel L(lnes
    • 2 vehicular travel lanes in each direction                     • 2 vehicular travel lanes in each dire.ction
    • Lane widths of 11-feet                                         • LaM widths of 11-fe.6t
    • Curbing                                                        • Curbing
          • Outer lane - continuous 6" curbing                              •   Outer lane - continuous 6" curbing
                                                                                  ....   ...
     In-road Bike Lane (Easlbo.undonly)                           Ih-r9adBlk~Ldile (EdSftibuhd c.\hIY)
         • Adjacent to outside travel lane
         • Width of S-feet (Min.)
                                                                     •
                                                                     •
                                                                         AdjacenHoQutslde Iravel lane
                                                                         Width. olS-feet (Min.)
         • Contrasting pavement color or pavement                    • Contrasting pav~ment color or pavement
            application                                                  application

     Parkway (between ROW line and back of curb)                  pcifkWdy(ti@tvJeehROW lIite..dnd backo! curb)
        • North side 22 foot wide parkway                             • North side 13 foot wide parkway (desireable)
        • South side 16 foot wide parkway                             • South side 7 foot wide parkway (desireable)
..




Page 11 of 13
       • Sidewalk                                                       • Sidewalk
              •     Sidewalk on south side only                                 •   Sidewalk on south side only
              •     Width of 4 feet minimum                                     •   Width of 4 feet minimum
              •     Located 11 feet from curb and 1 foot from
                    ROW
                                                                                •   Located 5 feet from curb and 1 foot from
                                                                                    ROW

       •   Landscaping / Hardscape                                       •   Landscaping / Hardscape
              • For Traffic Calming                                             • For Traffic Calming
I             •   Where possible                                                .. . Where possible
       •   Slopes                                                        •   Slopes
              • Drainage towards street                                         .. Drainage towards street
       •   Hike &8lke Path                                               •   Hike Itt Bike Path
              • North side .of Roadway                                          •     North side of Roadway
              • Width of 12 feet
              • Located 5 feet from curb and 1 foot from
                                                                                •
                                                                                .
                                                                                      Width of 10 feet
                                                                                      Lo.cated.5-feet from c.urb and 1 foot from
I                ROW                                                                  ROW
              • Hard Buffer may be required when less than                      • Hard Buffer may be required when less than
                 5 feet from Face of curb                                             5 feet from Face of curb

    Overhead Ulility Corridor                                         OveitleadUtlllly Cpltlqor
      • 1 foot wide (adjacent to ROW line)                              • 1 feet wide (adjacent to ROW line)

    Street. Intersection                                              street Intersection
        • Robin Road                                                     •    Robin Road
                • Use of continuous left tum lane                               •    Use of continuous left turn lane


l               • Use of Hardscape to define pedestrian
                   routes and traffic calming
                                  --_._------ -----   - - _ ..   _-
                                                                                 • Use .01 Hardscdpe to define pedestrian
                                                                                     routes and traffic calming
                                                                                      ._-                  - - ---




    Page 12 of 13
Addilional instructions for consultant:

1.     Although dimensions are mentioned in these guidelines for the options, the intent is not to dimension any exhibit for
       the public. The dimensions are discussed here, only so that we, the engineers, are aware of the constraints and
       critical allowances that must be built into our conceptual displays

2.     Report separately on the permeability of soil and adequacy of a 5' wide rain garden /bioswale for infiltration
       purposes. Address the possibility and costs of underdrains.

3.     Layouts shall be prepared showing existing contours and existing pavement also.

4.     There will be no sidewalks against the curb.

5.     There will be a 2 foot buffer between the trail/sidewalk and the proposed or existing right of way line wherever
       possible. Minimum shall be 1 foot. In Option 2 an additional 1 to 2 feet of ROW may be added to achieve this.

6.     Sections shall be cut at critical points for staff discussion purposes only. Critical points include:

              (a)    close to buildings/homes

              (b)    areas of ezxtreme sloping

7.     There will be no barriers as shown in Sections A-I, A-2, A-3, B of Option 2 or Section A or B of Option 1

8.     Retaining wall of 3' to 4' maximum will be allowed to retain cut walls if necessary.

9.     Maximum median cross slope shall be 1" /foot in an area approaching an intersection or median tum lane.

10.    Maximum median cross slope in other areas shall be 6: 1

11.    Maximum embankment slope shall be 5: 1

12.    Drainage area map

13.    Speed study and geotech

Page 13 of 13
                                                       COURT ORDER
ORDERNO. __________2011 1814
DATE: CCtol::er 18, 2011
STATE OF TEXAS
COUNTY OF DALLAS
BE IT REMEMBERED, at a regular meeting of the Commissioners Court of Dallas County, Texas, held on
the            18th             day                   October                              2011, on motion made

by    John Wiley Price, COmmissioner of District No.3                                 _____________________ , and seconded

by    Dr. Elba Garcia, Commissioner of District No.4                                             , the following order was adopted:

WHEREAS,         the matter set forth below was briefed before Commissioners Court on October 11, 20] 1; and

WHEREAS,         pursuant to Court Order 2001-814 dated April24, 2001, Dal1as County and the City of DeSoto entered into a MASTER
                 AGREEMENT GOVERNING TRANSPORTATION MAJOR CAPITAL IMPROVEMENT PROJECTS and the
                 specific implementation of the COCKRELL HILL ROAD MCIP PROJECT 31202 from BELT LINE ROAD TO
                 PARKERVILLE ROAD was autll0rized by Commissioners Court Order 2004-1756 dated September 28,2004; and

WHEREAS,         a Project Supplement Agreement was executed by the City of DeSoto and Dal1as County, as authorized by Court Order
                 2009-1827, dated September 29, 2009, in which the City of Desoto agreed to fund 100% of City requested items to be
                 implemented in fue Cockrel1 Hil1 Road project and to reimburse the County for 50% of al1 other cost; and

WHEREAS,         bids were received for the Cockrell Hil1 Road Project (Bid No. 2011-095-5696) from Belt Line Road to Parkervil1e
                 Road with Tiseo Paving Company submitting fue best and lowest bid in the amount of $5,218,992.20 (including City
                 utilities, amenities, and Partnering Workshop); and

WHEREAS,         this project supports Vision 1 (Dallas County is a model interagency Partner), and Vision 4 (Dallas County
                 proactively addresses critical regional issues) of the Dallas County Strategic Plan; and

WHEREAS,         the Director of Public Works concurs with the amOlmt of the bid and recommends that a contract be awarded to Tiseo
                 Paving Company in the amount of $5,218,992.20

IT IS THEREFORE ORDERED, ADJUDGED AND DECREED by the Dallas County Commissioners Court that the County Judge
is hereby authorized to award a construction contract with Tiseo Paving Company in an amount not to exceed $5,218,992.20 to be paid
S2,333,301.50 from MCIP Fund 196, Project 8201 with reimbursement from the City of Desoto in the amount of$2,885,690.70.


                 t~le 18th
DONE IN OPEN COURT,


        ,
            /),//I)~
             '.'.',
                                                                                                 -~rejl, DiS-irict #2

                                  ~~~~~~~~~~~~~~,                                ..
                                                                           '. Elba Garcia, District #4

				
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