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OTSPOMEN ETRE MURROTTY 1800 Ma RO, Dax 01428 Houston, laxas 772083429 nro METRO Boars a Diretore METRO Devid 6. Wott, Ohalian (emis A Sm, vies Chaeman Mr. Clyde Garrison 19098 Rising Sun Road Corona, California 92881 Subject: Metropolitan Transit Authority of Harris County, Texas (MF TRO) Contract No. CTO8N0025 with Mr. Clyde Garrison for consultant services This Contract is to confirm the basis for engaging Mr. Clyde Garrison (‘Consultant’) to act as a Consultant to the Metropolitan Transit Authority of Harris County, Texas (‘METRO’) to provide consultant services related to the METRO Solutions Project, Phase II. This Contract is effective from April 19, 2009 to April 18, 2010 unless otherwise extended by METRO, or terminated In accordance with the terms and conditions of this Contract, The Consultant shall be compensated for the required services at the rate of $300 per hour, up tc a maximum of $2,400 per day, inclusive of labor and other direct expenses. Total compensation for the performance of scrvices under this Contract, shall not exceed two hundred fifty thousanc and 00/100 Dollars ($250,000.00), unless authorized in writing by the President & Chief Executive Officer or duly authorized representative. Payment for services rendered and accepted by METRO will be made by METRO immediately after receipt of a properly documented invoice. An original and one (1) copy of the invoice including receipts for reimbursable expenses, shall be submitted to: METROPOLITAN TRANSIT AUTHORITY Director of Accounting/Controller P.O, Box 61429 Houston, Texas 77208-1429 H-Procummenl/CNT/Sun/med 1/C'T0800025 Clvrie Garren: metropomtan tranait Authority 1900 Main P.O. Dox 61428 Houston, 'exae 77208-1420 793-739-2000 METRO Rar ot metre Devi 6, Welt, Chalran METRO Garni & Sin, Vee Charman Jock L Freeman, Oecrelary rum wauanint, George A. DeMarini lames (0 Carmen Ora rnoas Mendenhall Soes osm Stow Presicen & Chiei Exeuulive Oliver April 29, 2009 Frank J. Wilson Mr. Clyde Garrison 19098 Rising Sun Read Corona, CA 92884 Subject: Notice of Contract Award METRO Contract No, CT0900026 for Consultant Services related to the METRO Solutions Project, Phase Il. Dear Mr. Garrison: This letter is your wrilten nolification of award for this contract. Attached is an executed copy of Contract No. CT0900025 for your flies. The term of this contract shall be effective for one (1) year fram April 19, 2009 to April 18, 2010, You are reminded that the amount of this contract shall not excecd $250,000.00, unless changed in writing by an authorized METRO Representative Also, you are required to furnish proof of insurance coverage in the form of an original certificate of insurance prior to the state of work under this contract. If you have any questions, please contact me at (713) 739-3860. Sincerely, BD Ong Margie Cruz Contracting Officer Enclosure coi Debbie Sechler: Scnior Director of Accounting Walter Wickremasinghe: Program Project Control Edith Lowery: Grants Deepali Chanana: Business Development A. O. Phillips Peaay Green: Risk Management John Sedlak: Project Manager Contract File No. CT0900075, Contract No. CTO9Q0025, Mr. Clyde Garrison METRO may terminate the Gontract at any time after award of the Contract by thirty (30) days written notice to the Consultant if METRO determines that such termination is in ils best interast Upon receipt of written notice of termination, the Consultant shall cease performance to the exten specified in the notice of termination. In the event of termination in whole, the Consultant shal prepare a final Invoice within thirty (30) calendar days of such termination reflecting the service(s) actually furnished pursuant lo the Contract and to the satisfaction of METRO, that have no’! appeared on any previous invoice. METRO. agrees lo pay the Consultant, in accordance with the terms of the Contract, for conforming service(s) actually furnished and verifiable costs that have been incurred or will be Incurred by the termination, which shall be the sole amount owed to the Consultant whether for damages or otherwise, by virtue of the termination of this Contract. ‘The President & Chief Executive Officer or duly authorized representative may at any lime, by written order, make changes within the general Scope of this Contract. If any such change causes an increase or decrease in the time required for performance of any part of the work under this Contract, whether or not changed by the order, the President and Chief Executive Officer or duly authorized representative shall modify the Contract, Any and all reports, information, data and/or written matter given to you, and any new reports, information or data developed in support of this project during performance of the Contract shal be considered confidential and shall not be released by you to any individual or organization outside of METRO without prior written approval from METRO. No member, officer or employee of METRO, or of any other local public body having jurisdiction over METRO, shall, during his tenure or for one year thercafter, have any interest direct or indirect, in this Contract or the proceeds thereof. The METRO Board of Directors has adopted a Code of Ethics, governing the conduct of its officers, and employees. Consultant agrees it will familiarize itself with this Code of Ethics and that it will not offer, confer or agree to confer any prohibited benefit as consideration for a METRO Board Member's or employee's decision, opinion, recommendation, vote or other exercise of discretion as @ public servant or in exchange for the Board Members or employee's having exercised his official powers or performed his official duties nar will the Consultant participate In any other violation of this Code. Consultant shall keep its records Pertaining to this Contract in such manner as is consistent with industry norms. METRO shall have the right to review for the purpose of determining compliance with Code of Ethics Policy all disbursement records and supporting documents including invoices, payment vouchers, employee expense reports and petty cash records. Breach of this provision by the Consultant may result in termination of the Contract and exclusion of the Consultant from future contracts with METRO for a period of time determined by the METRO Board of Directors. The Consultant shall permit the authorized representatives of METRO to inspect and audit all data and records relating to Consultant's performance under this Contract until expiration of three (3) years after final payment under this Contract. The Consultant shall keep records and documents during performance of the Contract and for three (3) years thereafter. Records to indicate compliance with METRO's Equal Employment Opportunity requirements are included. These records and documents, or copies thereof, shall be made available at reasonable times and places. to the President & Chie! Executive Officer or his authorized representative. 1 rocaremechiONTSYPMGONNCTOSONZS CLYDE GARRISONGTOMULIZS Lx: Q