HomeMy WebLinkAboutPR 23555: PAEDC AGREEMENT WITH THE SOLCO GROUP, LLC, ENGINEERING RELATED CONSULTING SERVICES IkRT*ARThUR
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INTEROFFICE MEMORANDUM
Date: February 1, 2024
To: The Honorable Mayor and City Council
Through: Ronald Burton, City Manager
From: Terry Stokes, PAEDC Chief Executive Officer
RE: PR 23555 IPAEDC entering into a Professional Services Agreement with The
Solco Group, LLC for the provision of on call engineering related consulting
services.
Introduction:
The intent of this Agenda Item is to seek the City of Port Arthur City Council's approval for
PAEDC to enter into a Professional Services and Consulting Agreement with The Solco Group, LLC
for the provision of on-call engineering-related consulting services.
Background:
As the Port Arthur Economic Development Corporation(PAEDC) continues to develop and
populate its industrial parks, it needs to have at its disposal the provision of on-call engineering
and consulting services on an as-needed hourly fee basis. And those services must be provided
by a firm with the demonstrated skills, experience, and knowledge to conduct various
engineering services to assist PAEDC in achieving its strategic goals and objectives.
The services to be provided by Solco Group, when needed,will include civil engineering,
geotechnical engineering, surveying, property delineation/disposition, cost estimating,
consultation on regulatory requirements, environmental impact research, and presentations in
support of PAEDC's objectives.
Budget Impact:
The budgetary impact of this item is not to exceed $25,000.00.
Recommendation:
It is recommended that the City of Port Arthur City Council approves PAEDC entering into a
Professional Services and Consulting Agreement with The Solco Group, LLC for the provision of
on-call engineering-related consulting services.
f.
P.R. No. 23555
02/01/2024 TS
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE CITY OF PORT
ARTHUR SECTION 4A ECONOMIC DEVELOPMENT
CORPORATION TO ENTER INTO A PROFESSIONAL
SERVICES AND CONSULTING AGREEMENT WITH THE
SOLCO GROUP, LLC OF PORT ARTHUR, TEXAS FOR
THE PROVISION OF ON-CALL ENGINEERING-RELATED
CONSULTING AND GRANT APPLICATION SUPPORT
SERVICES IN AN AMOUNT NOT TO EXCEED $25,000.00;
FUNDS AVAILABLE IN PAEDC ACCOUNT NO. 120-80-625-
5420-00-00-000
WHEREAS, The PAEDC strives to market and develop business opportunities, and
recruit new business and industry which will strengthen and diversify the economic base of the
City of Port Arthur by designing, maintaining, and growing a sustainable economy as well as
investing in new capital and creating new jobs; and,
WHEREAS, in order to successfully achieve its strategic goals, the City of Port Arthur
Section 4A Economic Development Corporation's ("PAEDC") has a continuous need for
assistance with engineering planning services,grant application support,and other items in support
of PAEDC's objectives; and,
WHEREAS, The Solco Group, LLC has submitted a scope of work that encompasses the
provision of on-call engineering-related consulting and grant application support services and,
WHEREAS, at their Regular Board meeting of January 9, 2024, the PAEDC Board of
Directors approved entering into a Professional Services and Consulting Agreement with The
Solco Group,LLC for the provision of on-call engineering-related consulting and grant application
support services; and,
WHEREAS, the cost for the Professional Services and Consulting Agreement with The
iwr
Solco Group,LLC for the provision of on-call engineering-related consulting and grant application
support services will not exceed$25,000.00 as detailed in the Professional Services and Consulting
Agreement attached hereto as Exhibit"A".
NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF PORT ARTHUR:
Section 1. That the facts and opinions in the preamble are true and correct.
Section 2. That the City Council approves the Port Arthur Economic Development
Corporation entering into a Professional Services and Consulting Agreement with The Solco
Group, LLC for the provision of on-call engineering-related consulting and grant application
support services for an amount not to exceed $25,000.00.
Section 3. That a copy of the caption of this Resolution be spread upon the Minutes of the
City Council.
READ,ADOPTED AND APPROVED on this day of A.D., 2024,
at a Meeting of the City Council of the City of Port Arthur,Texas,by the following vote:
AYES:
Mayor
Councilmembers
NOES:
PR 23555 Page 2
Thurman Bartie,Mayor
ATTEST:
Sherri Bellard, City Secretary
APPROVED:
144'
Terry Stokes,PAEDC CEO
APPROVED AS TO FORM:
Charles E. Zech,PAEDC Attorney
APPROVED AS TO FORM:
Val Tizeno,City Attorney
APPROVED AS TO AVAILABILITY OF FUNDS:
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AQSitd,J
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AgIrj4/CLel,
Lynd Boswell,Finance Director
PR 23555 Pa$e 3
Exhibit "A"
CITY OF PORT ARTHUR ECONOMIC DEVELOPMENT CORPORATION
STANDARD PROFESSIONAL SERVICES AGREEMENT FOR ON CALL
PLANNING AND TECHNICAL SUPPORT FOR THE PORT ARTHUR
ECONOMIC DEVELOPMENT CORPORATION FROM THE SOLCO GROUP
THE STATE OF TEXAS §
JEFFERSON COUNTY §
This Professional Services Agreement("Agreement") is made and entered by and between the City of Port Arthur
Economic Development Corporation,a Texas non-profit Type A economic development corporation and The Solco
Group,LLC.("TSG"). (Collectively referred to as the"Parties")
Section 1.Duration.
This Agreement shall become effective upon execution by the PAEDC and shall remain in effect through each
budget cycle with a yearly renewal option,unless terminated as provided for in this Agreement.
Section 2. Scope of Work.
(A) TSG shall perform the Services as more particularly described in the Scope of Work attached hereto as
Exhibit "A" on as requested, project-by-project basis. The work as described in the Scope of Work
constitutes the "Work". The PAEDC can assign tasks to TSG as needed for a pre-negotiated number
of hours and a not to exceed budget. The TSG team shall work closely with PAEDC Management and
staff from inception to project completion.
(B) The Quality of Services provided under this Agreement shall be performed with the professional skill
and care ordinarily provided by competent professionals practicing in the same or similar locality and
under the same or similar circumstances and professional license, and as expeditiously as is prudent
considering the ordinary professional skill and care of a competent Professional holding the same
professional license.
(C) TSG shall perform its services for the any project in compliance with all statutory, regulatory and
contractual requirements now or hereafter in effect as may be applicable to the rights and obligations set
forth in the Agreement.
(D) TSG may rely upon the accuracy of reports and surveys provided to it by the PAEDC except when
defects should have been apparent to a reasonably competent professional or when it has actual notice
of any defects in the reports and surveys.
PADC Professional Services Agreement 1
Section 3. Compensation.
The proposed fees for the services are based on the fee schedule shown on the attached Exhibit B for the hourly
rate of each specialist shown on the table. Upon the successful completion of a Scope of Work project, TSG may
submit an invoice for the lump sum payment to PAEDC, 501 Procter Street, Suite 100,Port Arthur, Texas 77640.
Section 4.Time of Completion.
The prompt completion of the services under the Scope of Work is critical to the PAEDC. Unnecessary delays in
providing services under the Scope of Work shall be grounds for dismissal of TSG and termination of this
Agreement without any or further liability to the PAEDC other than a prorated payment for necessary,timely,and
conforming work done by TSG prior to the time of termination.The Scope of Work shall provide,in either calendar
days or by providing a final date, a time of completion prior to which TSG shall have completed all tasks and
services described in the Scope of Work.
Section 5.Insurance.
Before commencing work under this Agreement,TSG shall obtain and maintain the liability insurance provided for
in attached Exhibit"C"throughout the term of this Agreement and thereafter as required herein.
In addition to the insurance provided for in Exhibit "C", TSG shall maintain the following limits and types of
insurance:
(A) Workers Compensation Insurance: TSG shall carry and maintain during the term of this Agreement,
workers compensation and employers liability insurance meeting the requirements of the State of Texas
on all TSG's employees carrying out the work involved in this contract.
(B) General Liability Insurance: TSG shall carry and maintain during the term of this Agreement, general
liability insurance on a per occurrence basis with limits of liability not less than $1,000,000 for each
occurrence and for fire damage. For Bodily Injury and Property Damage,coverage shall be no less than
$1,000,000. As a minimum, coverage for Premises, Operations, Products and Completed Operations
shall be $2,000,000. This coverage shall protect the public or any person from injury or property
damages sustained by reason of TSG or its employees carrying out the work involved in this Agreement.
The general aggregate shall be no less than $2,000,000.
(C) Automobile Liability Insurance: TSG shall carry and maintain during the term of this Agreement,
automobile liability insurance with either a combined limit of at least $1,000,000 per occurrence for
bodily injury and property damage or split limits of at least$1,000,000 for bodily injury per person per
occurrence and$1,000,000 for property damage per occurrence.Coverage shall include all owned,hired,
and non-owned motor vehicles used in the performance of this contract by TSG or its employees.
(D) Subcontractor: In the case of any work sublet, TSG shall require subcontractor and independent
contractors working under the direction of either TSG or a subcontractor to carry and maintain the same
workers compensation and liability insurance required of TSG.
PADC Professional Services Agreement 2
(E) Qualifying Insurance: The insurance required by this Agreement shall be written by a non-assessable
insurance company licensed to do business in the State of Texas and currently rated "B+" or better by
the A.M. Best Companies. All policies shall be written on a "per occurrence basis" and not a"claims
made"form.
(F) Professional Liability: $1,000,000
Evidence of such insurance shall be attached as Exhibit"D".
Section 6.Miscellaneous Provisions.
(A) Subletting. TSG shall not sublet or transfer any portion of the work under this Agreement or any Scope
of Work issued pursuant to this Agreement unless specifically approved in writing by the PAEDC,which
approval shall not be unreasonably withheld. Subcontractors shall comply with all provisions of this
Agreement and the applicable Scope of Work. The approval or acquiescence of the PAEDC in the
subletting of any work shall not relieve TSG of any responsibility for work done by such subcontractor.
(B) Ownership of Documents. Upon completion or termination of this Agreement, all documents prepared
by TSG or furnished to the TSG by the PAEDC shall be delivered to and become the property of the
PAEDC. All drawings, charts, calculations, plans, specifications and other data, including electronic
files and raw data,prepared under or pursuant to this Agreement, shall be made available,upon request,
to the PAEDC without restriction or limitation on the further use of such materials; PROVIDED,
HOWEVER, THAT SUCH MATERIALS ARE NOT INTENDED OR REPRESENTED TO BE
SUITABLE FOR REUSE BY THE PAEDC OR OTHERS. ANY REUSE WITHOUT PRIOR
VERIFICATION OR ADAPTATION BY TSG FOR THE SPECIFIC PURPOSE INTENDED WILL
BE AT THE PAEDC'S SOLE RISK AND WITHOUT LIABILITY TO TSG. Where applicable, TSG
shall retain all pre-existing proprietary rights in the materials provided to the PAEDC but shall grant to
the PAEDC a non-exclusive, perpetual, royalty-free license to use such proprietary information solely
for the purposes for which the information was provided.TSG may,at TSG's expense,have copies made
of the documents or any other data furnished to the PAEDC under or pursuant to this Agreement.
(C) Professional's Seal. To the extent that TSG has a professional seal, it shall be placed on all documents
and data furnished by the TSG to the PAEDC. All work and services provided under this Agreement
will be performed in a good and workmanlike fashion and shall conform to the accepted standards and
practices of the TSG's industry. The plans, specifications, and data provided by TSG shall be adequate
and sufficient to enable those performing the actual work to perform the work as and within the time
contemplated by the PAEDC and TSG. The PAEDC acknowledges that TSG has no control over the
methods or means of work nor the costs of labor,materials or equipment.Unless otherwise agreed to in
writing,any estimates of costs by TSG are for informational purposes only and are not guarantees.
(D) Compliance with Laws. TSG shall comply with all federal, state, and local laws, statutes, ordinances,
rules and regulations, and the orders and decrees of any courts, administrative, or regulatory bodies in
any matter affecting the performance of this Agreement, including, without limitation, workers
compensation laws, minimum and maximum salary and wage statutes and regulations, and licensing
PADC Professional Services Agreement 3
laws and regulations. When required, TSG shall furnish the PAEDC with satisfactory proof of
compliance.
(E) Independent Contractor. TSG acknowledges that TSG is an independent contractor of the PAEDC and
is not an employee, agent, official, or representative of the PAEDC. TSG shall not represent, either
expressly or through implication, that TSG is an employee, agent, official, or representative of the
PAEDC. Income taxes, self-employment taxes, social security taxes, and the like are the sole
responsibility of the TSG.
(F) Non-Collusion. TSG represents and warrants that TSG has not given, made, promised or paid, nor
offered to give,make,promise or pay any gift,bonus,commission,money,or other consideration to any
person as an inducement to or in order to obtain the work to be provided to the PAEDC under this
Agreement. TSG further agrees that TSG shall not accept any gift,bonus,commission,money,or other
consideration from any person(other than from the PAEDC pursuant to this Agreement)for any of the
services performed by TSG under or related to this Agreement. If any such gift, bonus, commission,
money, or other consideration is received by or offered to TSG, TSG shall immediately report that fact
to the PAEDC and, at the sole option of the PAEDC,the PAEDC may elect to accept the consideration
for itself or to take the value of such consideration as a credit against the compensation otherwise owing
to TSG under or pursuant to this Agreement.
(G) Force Majeure. If the performance of any covenant or obligation to be performed hereunder by any
party is delayed as a result of circumstances which are beyond the reasonable control of such party
(which circumstances may include,without limitation,pending litigation,acts of God,war,acts of civil
disobedience, fire or other casualty, shortage of materials, adverse weather conditions [such as, by way
of illustration and not of limitation,severe rain storms or below freezing temperatures,or tornados]labor
action, strikes or similar acts, moratoriums or regulations or actions by governmental authorities), the
time for such performance shall be extended by the amount of time of such delay,but no longer than the
amount of time reasonably occasioned by the delay.The party claiming delay of performance as a result
of any of the foregoing force majeure events shall deliver written notice of the commencement of any
such delay resulting from such force majeure event not later than seven(7)days after the claiming party
becomes aware of the same, and if the claiming party fails to so notify the other party of the occurrence
of a force majeure event causing such delay and the other party shall not otherwise be aware of such
force majeure event, the claiming party shall not be entitled to avail itself of the provisions for the
extension of performance contained in this subsection.
(H) In the case of any conflicts between the terms of this Agreement and wording contained within the Scope
of Services,this Agreement shall govern.The Scope of Services is intended to detail the technical scope
of services, fee schedule,and contract time only and shall not dictate Agreement terms.
Section 7. Termination.
(A) This Agreement may be terminated:
(1) By the mutual agreement and consent of both TSG and PAEDC;
(2) By either party, upon the failure of the other party to fulfill its obligations as set forth in either this
Agreement or a Scope of Work issued under this Agreement;
PADC Professional Services Agreement 4
(3) By the PAEDC, immediately upon notice in writing to TSG,as consequence of the failure of TSG
to perform the services contemplated by this Agreement in a timely or satisfactory manner;
(4) By the PAEDC, at will and without cause upon not less than thirty (30) days written notice to the
TSG.
(B) If the PAEDC terminates this Agreement pursuant to Section 5 or subsection 8(A)(2)or(3), above,the
TSG shall not be entitled to any fees or reimbursable expenses other than the fees and reimbursable
expenses then due and payable as of the time of termination and only then for those services that have
been timely and adequately performed by TSG considering the actual costs incurred by TSG in
performing work to date of termination,the value of the work that is nonetheless usable to the PAEDC,
the cost to the PAEDC of employing another TSG to complete the work required and the time required
to do so, and other factors that affect the value to the PAEDC of the work performed at time of
termination. In the event of termination that is not the fault of the TSG, TSG shall be compensated for
all basic, special, and additional services actually performed prior to termination, together with any
reimbursable expenses then due.
Section 8.Indemnification.
TSG shall indemnify and hold harmless the City of Port Arthur,Texas,Economic Development Corporation
and its officials,employees and agents(collectively referred to as"Indemnitees")and each of them from and
against all loss, costs, penalties, fines, damages, claims, expenses (including reasonable attorney's fees) or
liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or
damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the
performance or non-performance of Services contemplated by this Agreement but only to the extent caused
by the negligent acts,errors or omissions,intentional torts,intellectual property infringement,or a failure to
pay a sub-contractor or supplier committed by TSG or TSG's agent, consultant under contract,or another
entity over which TSG exercises control(whether active or passive)of TSG or its employees,agents,or sub-
contractors(collectively referred to as"TSG"),(ii)the failure of TSG to comply with any of the paragraphs
herein or the failure of TSG to conform to statutes,ordinances,or other regulations or requirements of any
governmental authority,federal,state or local,in connection with the performance of this Agreement.TSG
expressly agrees to indemnify and hold harmless the Indemnitees, or any one of them,from and against all
liabilities which may be asserted by an employee or former employee of TSG,or any of its sub-contractors,
as provided above,for which TSG's liability to such employee or former employee would otherwise be limited
to payments under State Workers Compensation or similar laws. Nothing herein shall require TSG to
indemnify, defend, or hold harmless any Indemnitee for the Indemnitee's own negligence or willful
misconduct. Any and all indemnity provided for in this Agreement shall survive the expiration of this
Agreement and the discharge of all other obligations owed by the parties to each other hereunder and shall
apply prospectively not only during the term of this Agreement but thereafter so long as any liability could
be asserted in regard to any acts or omissions of Professional in performing Services under this Agreement.
For Professional Liability Claims,TSG shall be liable for reasonable defense costs incurred by Indemnitees
but only after final adjudication and to the extent and percent that TSG or TSG's agents are found negligent
or otherwise at fault. As used in this Agreement, final adjudication includes any negotiated settlement and
release of claims,without limitation as to when a negotiated settlement and release of claims occurs.
Section 9.Notices.
PADC Professional Services Agreement
Any notice required or desired to be given from one party to the other party to this Agreement shall be in writing
and shall be given and shall be deemed to have been served and received (whether actually received or not) if(i)
delivered in person to the address set forth below;(ii)deposited in an official depository under the regular care and
custody of the United States Postal Service located within the confines of the United States of America and sent by
certified mail, return receipt requested, and addressed to such party at the address hereinafter specified; or (iii)
delivered to such party by courier receipted delivery.Either party may designate another address within the confines
of the continental United States of America for notice, but until written notice of such change is actually received
by the other party,the last address of such party designated for notice shall remain such party's address for notice.
Section 10.No Assignment.
Neither party shall have the right to assign that party's interest in this Agreement without the prior written consent
of the other party.
Section 11. Severability.
If any term or provision of this Agreement is held to be illegal, invalid or unenforceable, the legality, validity, or
enforceability of the remaining terms or provisions of this Agreement shall not be affected thereby, and in lieu of
each such illegal, invalid or unenforceable term or provision,there shall be added automatically to this Agreement
a legal,valid,or enforceable term or provision as similar as possible to the term or provision declared illegal,invalid,
or unenforceable.
Section 12.Waiver.
Either PAEDC or TSG shall have the right to waive any requirement contained in this Agreement that is intended
for the waiving party's benefit, but, except as otherwise provided herein, such waiver shall be effective only if in
writing executed by the party for whose benefit such requirement is intended.No waiver of any breach or violation
of any term of this Agreement shall be deemed or construed to constitute a waiver of any other breach or violation,
whether concurrent or subsequent, and whether of the same or of a different type of breach or violation.
Section 13. Governing Law; Venue.
This Agreement and all of the transactions contemplated herein shall be governed by and construed in accordance
with the laws of the State of Texas. The provisions and obligations of this Agreement are performable in Jefferson
County,Texas, such that exclusive venue for any action arising out of this Agreement shall be in Jefferson County,
Texas.
Section 14.Paragraph Headings; Construction.
The paragraph headings contained in this Agreement are for convenience only and shall in no way enlarge or limit
the scope or meaning of the various and several paragraphs hereof.Both parties have participated in the negotiation
and preparation of this Agreement and this Agreement shall not be construed either more or less strongly against or
for either party.
Section 15.Binding Effect.
PADC Professional Services Agreement 6
Except as limited herein,the terms and provisions of this Agreement shall be binding upon and inure to the benefit
of the parties hereto and their respective heirs,devisees,personal and legal representatives, successors and assigns.
Section 16.Gender.
Within this Agreement,words of any gender shall be held and construed to include any other gender, and words in
the singular number shall be held and construed to include the plural, unless the context otherwise requires.
Section 17.Counterparts.
This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, and all of
which shall constitute but one and the same instrument.
Section 18.Exhibits.
All exhibits to this Agreement are incorporated herein by reference for all purposes wherever reference is made to
the same.
Section 19.Entire Agreement.
It is understood and agreed that this Agreement contains the entire agreement between the parties and supersedes
any and all prior agreements, arrangements or understandings between the parties relating to the subject matter.No
oral understandings, statements, promises or inducements contrary to the terms of this Agreement exist. This
Agreement cannot be changed or terminated orally.
Section 20.Relationship of Parties.
Nothing contained in this Agreement shall be deemed or construed by the parties hereto or by any third party to
create the relationship of principal and agent or of partnership or of joint venture or of any association whatsoever
between the parties, it being expressly understood and agreed that no provision contained in this Agreement nor
any act or acts of the parties hereto shall be deemed to create any relationship between the parties other than the
relationship of independent parties contracting with each other solely for the purpose of effecting the provisions of
this Agreement.
Section 21. CIVIL RIGHTS ACT OF 1964-Under Title VI of the Civil Rights Act of 1964, no person shall, on
the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be
subjected to discrimination under any program or activity receiving Federal financial assistance.
[signature page follows]
PADC Professional Services Agreement 7
EXECUTED on this the day of ,2023.
PAEDC: TSG:
By: By:
Name: Name:
Title: Title:
ADDRESS FOR NOTICE:
PAEDC: TSG:
The Port Arthur Economic Development The Solco Group, LLC
Corporation 549 4th Street Port Arthur,TX 77640
Attn: Terry Stokes
Chief Executive Officer
501 Procter Street, Suite 100, Port Arthur, TX 77640
With a copy to:
PAEDC Attorney
Attn: Charles E.Zech
2500 W. William Cannon, Suite 609
Austin, Texas 78745
PADC Professional Services Agreement 8
Exhibit "A"
SCOPE OF WORK
1. New Development Site Investigations: Assist the PAEDC with finding and/or identifying suitable
locations for incoming new businesses or industries and assist with researching the requirements such as
site preparation and development, ensuring that new business property requirements are reasonable and
achievable. Conduct detailed site assessments to identify optimal locations for new businesses or
industries.
2. Conceptual Drawings: Develop conceptual drawings when needed for presentations of displays that
describe potential incoming new business entities or industries. This includes conceptual layouts for new
roads,utilities, and buildings at the Port Arthur Industrial Park or other locations.
3. Client Representation and Presentations: Assist PAEDC leaders and team members to meetings or
events where supplemental planning and technical expertise would be beneficial. Facilitate, supplement,
or lead discussions, presentations, or briefings for a variety of audiences, in technical or laymen
terminology, as necessary.
4. Cost Estimating: Complete cost estimation and investment justifications to support the PAEDC's
financial considerations for request for investment support; justifications for low-interest loans, and
assistance with access to capital to help businesses establish and expand their operations in Port Arthur.
5. Regulatory Requirements Research: Assist PAEDC navigate regulatory processes to obtain the
requirements for mandatory development documents such as permits, zoning restrictions, and city
ordinance requirements.
6. Environmental Impact Research: Review and provide comments and recommendations on
environmental assessments, on behalf of the PAEDC to ensure compliance with regulatory requirements
and sustainable development practices.
7. Community Outreach and Engagement: Develop PAEDC briefing packages and power point
presentations for City Council meetings, State and Federal briefings (if applicable), and community
engagement meetings. This includes developing display boards for public meetings.
8. Other tasks as needed or requested.
q
PADC Professional Services Agreement
Exhibit"B"
COMPENSATION
CONTRACT PRICING SCHEDULE
PAEDC On-Call Principal Project Project Computer TSG Clerical/
Technical Services Project Engineer Planner Aided Design Administrative
Manager Cost Researcher /Graphic Support
Estimator Design
Fee schedule $175.00 $115.00 $85.00 $60.00 $45.00
Notes:
1. (*)Recommended minimum contract fees shown
2. The rates shown above are for the Fiscal year 2024: January 09,2024,to January 09, 2025
3. An extension of this contract will require an inflationary cost adjustment of 5%per year.
4. Additional fees for TSG affiliates may be added(if necessary)at rates to be determined.
5. PAEDC will be invoiced monthly for work actually completed.
6. The payment term will be Net(30)Thirty from the date of the invoice.
7. All reimbursable expenses related must be approved, in advance, in writing by the PAEDC.
PADC Professional Services Agreement 10
Exhibit"C"
REQUIREMENTS FOR ALL INSURANCE DOCUMENTS
The Professional shall comply with each and every condition contained herein. The Professional shall provide and
maintain the minimum insurance coverage set forth below during the term of its agreement with the PAEDC. Any
Subcontractor(s) hired by the Professional shall maintain insurance coverage equal to that required of the
Professional. It is the responsibility of the Professional to assure compliance with this provision. The City of Port
Arthur Economic Development Corporation accepts no responsibility arising from the conduct, or lack of conduct,
of the Subcontractor.
INSTRUCTIONS FOR COMPLETION OF INSURANCE DOCUMENT
With reference to the foregoing insurance requirements,Professional shall specifically endorse applicable insurance
policies as follows:
1. The City of Port Arthur Economic Development Corporation shall be named as an additional insured with
respect to General Liability and Automobile Liability on a separate endorsement.
2. A waiver of subrogation in favor of The City of Port Arthur Economic Development Corporation shall be
contained in the Workers Compensation and all liability policies and must be provided on a separate,
endorsement.
3. All insurance policies shall be endorsed to the effect that The City of Port Arthur Economic Development
Corporation will receive at least thirty(30) days written notice prior to cancellation or non-renewal of the
insurance.
4. All insurance policies, which name The City of Port Arthur Economic Development Corporation as an
additional insured, must be endorsed to read as primary and non-contributory coverage regardless of the
application of other insurance.
5. Chapter 1811 of the Texas Insurance Code, Senate Bill 425 82(R) of 2011, states that the above
endorsements cannot be on the certificate of insurance. Separate endorsements must be provided for
each of the above.
6. All insurance policies shall be endorsed to require the insurer to immediately notify The City of Port Arthur
Economic Development Corporation of any material change in the insurance coverage.
7. All liability policies shall contain no cross liability exclusions or insured versus insured restrictions.
8. Required limits may be satisfied by any combination of primary and umbrella liability insurances.
9. Professional may maintain reasonable and customary deductibles, subject to approval by The City of Port
Arthur Economic Development Corporation.
PADC Professional Services Agreement 1 1
10. Insurance must be purchased from insurers having a minimum A.M. Best rating of B+.
11. All insurance must be written on forms filed with and approved by the Texas Department of Insurance.
(ACORD 25 2010/05). Coverage must be written on an occurrence form.
12. Contractual Liability must be maintained covering the Professional's obligations contained in the contract.
Certificates of Insurance shall be prepared and executed by the insurance company or its authorized agent
and shall contain provisions representing and warranting all endorsements and insurance coverages
according to requirements and instructions contained herein.
13. Upon request,Professional shall furnish The City of Port Arthur Economic Development Corporation with
certified copies of all insurance policies.
14. A valid certificate of insurance verifying each of the coverages required above shall be issued directly to
the City of Port Arthur Economic Development Corporation within ten (10) business days after contract
award and prior to starting any work by the successful Professional's insurance agent of record or insurance
company.Also,prior to the start of any work and at the same time that the Certificate of Insurance is issued
and sent to the City of Port Arthur Economic Development Corporation, all required endorsements
identified in sections A, B, C and D above shall be sent to the City of Port Arthur Economic Development
Corporation. The certificate of insurance and endorsements shall be sent to:
Port Arthur Economic Development Corporation
Attn: Terry Stokes
Chief Executive Officer
501 Procter Street, Suite 100, Port Arthur, TX 77640
PADC Professional Services Agreement 12
Exhibit "D"
EVIDENCE OF INSURANCE
PADC Professional Services Agreement 13