Res 2024-235 approving a funding increase from $99,000.00 to $150,000.00 with American Rescue Plan Act (ARPA) funds for a professional services agreement with Sunrise Rehab & Recovery dba Evoke Wellness San Marcos

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Docusign Envelope ID:98DDF151-695D-4983-9047-F1D75C21E335 TERM OF THE AGREEMENT 1. The period of performance of this agreement shall be from July 10, 2024 until July 9, 2025 and shall renew automatically for one-year terms unless either EW or the City gives thirty(30) days or more advance written notice of intent to not renew. AMENDMENT 1. This contract may be amended through the mutual agreement of EW and the City. Either organization may initiate a proposed amendment. 2. All agreed upon amendments shall be communicated in writing and signed by both the City and EW. TERMINATION 1. It is the intention of SMPD MHU and EW to make all reasonable efforts to successfully comply with the terms of this Contract. Whenever possible EW and the City will extend a thirty (30) daytime period to one another to remedy any situation that is found by either party to not be in accordance with this Contract. 2. This Contract may be terminated without cause by either party providing the other party is given thirty(30)days advance written notice of the termination. 3. EW and the City shall each have the right to terminate this Contract immediately upon the occurrence of any of the following events: a. EW or the City commits a material breach of this Contract. GOVERNING LAW AND ORDER OF PRECEDENCE 1. This Contract shall be governed by the laws of the State of Texas. Venue for any case or controversy arising from or in connection with this Contract shall lie in a court of competent jurisdiction in San Marcos,Texas or in the United States District Court for the Western District of Texas—Austin Division,if applicable. 2. In the event of an inconsistency in this Contract, unless otherwise provided herein, the inconsistency shall be resolved by giving precedence in the following order:Applicable federal statutes and regulations in regards to federal funding only;Texas State statutes and regulations; express terms of this Contract; exhibits of this Contract. 3. If any provision of this Contract is held to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force and effect,unless the provisions held invalid or unenforceable shall substantially impair the benefits of the remaining portions of this Contract. ENTIRE CONTRACT 1. This Contract and the documents attached hereto and herein referenced,as duly modified from time to time, contain the entire Contract. 2. None of the provisions of this Contract are intended or deemed to create any relationship between the parties hereto other than that of independent entities contracting with each other hereunder solely for the purpose of affecting the provisions of this Contract. Neither of the parties hereto, nor any of their respective employees, shall be construed to be the agent, employer, representative,or joint venture of the other.