HomeMy WebLinkAbout1992-477
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RESOLUTION NO. 92-477
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE
EXECUTION OF AN AGREEMENT WITH ROBERT M. A. WILSON FOR CONSULTING
3 SERVICES RE TRAFFIC EDUCATION, MANAGEMENT AND TRAINING.
4 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1.
The Mayor of the City of San Bernardino is
hereby authorized and directed to execute on behalf of said City
an Agreement by and between the City of San Bernardino and Robert
M. A. Wilson, a copy of which is attached hereto marked Exhibit
"A" and incorporated herein by reference as fully as though set
forth at length.
SECTION 2.
The authorization to execute the above-
referenced agreement is rescinded if the parties to the agreement
fail to execute it within sixty (60) days of the passage of this
resolution.
I HEREBY CERTIFY that the foregoing resolution was duly
adopted by the Mayor and Common Council of the City of San
Bernardino at a rpglil~r
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RJM:ms[MAwilson.res]
meeting thereof, held on the
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1 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE
EXECUTION OF AN AGREEMENT WITH ROBERT M. A. WILSON FOR CONSULTING
2 SERVICES RE TRAFFIC EDUCATION, MANAGEMENT AND TRAINING.
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18 The foregoing resolution is hereby approved t . :J3,~ day
19 o~ eS:_""':""".~:'e)\L , 1992.
20
21st
day of December ,1992, by the following vote, to wit:
Council Members:
AYES
NAYS
ABSTAIN
ABSENT
ESTRADA
x
REILLY
---'L
HERNANDEZ
---'L
MAUDSLEY
---'L
MINOR
----lL
POPE-LUDLAM
----lL
MILLER
x
Ci~~ ~
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Approved as to
form and legal content:
JAMES F. PENMAN,
City Attorney
k 1k
By: /l/luo-? ,C/V~
/l
RJM:ms[MAwilson.res]
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Res 92-477
A G R E E MEN T
THIS AGREEMENT is made and entered into this~
day of ~~~~Qo,S>', , 1993, by and between the City of San
\
Bernardino, a municipal corporation, 300 North "0" Street, San
Bernardino, California 92418, (herein referred to as "City"),
and Robert M. A. Wilson, 10837 Cloud Haven Drive, Moreno Valley,
CA 92557.
City and Consultant agree as follows:
1. General Description of Work to be Done.
city hereby engages Consultant, and Consultant hereby
accepts such engagement, to perform the services herein
described for the compensation herein provided. The City is
hereby assured and covenanted that the consultant has the
qualifications, experience and facilities to properly perform
said services, and hereby agrees to undertake and complete the
performance thereof for the compensation herein provided.
2 . Term
The term of this agreement shall commence November I,
1992, and end December 31, 1994, and shall be subject to
the term of the Office of Traffic Safety (OTS) Grant.
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3. Pavrnent and provision for Pavrnent.
A. Maximum Compensation
(1) Maximum total compensation to be paid under
this agreement shall be $114,584.
Compensation shall be at the rate of $4,243.83 per
month salary.
(2) Consultant shall provide a minimum of 130
hours of service per calendar month.
B. Manner of Compensation
(1) Consultant shall maintain and file with the
Police BudgetlPayrol1 Department a record of all hours worked on
assigned projects. Said projects shall be listed.
(2) The BudgetlPayrol1 Department shall submit
a claim or request for payment based on such record to the
Finance Department in such manner that Consultant shall be paid
on the 1st and 15th of each month.
(3) Consultant shall assume and pay all out-of
pocket expenses and costs of performing services under this
agreement except as otherwise specifically provided in the
Office of Traffic Safety Grant and the city shall not be liable
for any such costs and expenses.
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4. General Description of Work to be Done.
city hereby retains Consultant to perform Traffic
Education, management & training services as follows:
(a) Act as Grant Coordinator on all projects outlined
in the OTS Grant.
(b) Evaluate, study, and analyze City's needs with
respect to what technical applications are needed to ensure both
a cost effective and efficient Traffic Program.
(c) Completed required reports to OTS, writes
documentation, procedures, and provides hands on training for
City personnel.
(d) Acts as interface between OTS consultants,
outside agencies, and City for technical consultations with
respect to the OTS Grant.
(e) Also acts as interface between the Community and
the Police Department.
5 . Amendments.
This agreement may be amended or modified only by
written agreement executed by both parties.
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6. Assiqnment.
Consultant's rights under this agreement shall not be
assigned by Consultant to any other person, firm or corporation
without the prior written consent of the City.
7. Relationship of Parties.
Consultant is acting as an independent contractor, and
not as an employee of the city. In the performance of personal
services pursuant to the provisions of this agreement,
Consultant shall not be supervised, directed, or under the
control or authority of any City officer or employee, except and
to the extent as may be expressly or implicitly required by the
terms and provisions of the OTS Grant. Consultant shall not be
obligated to conform to the supervision or direction of City
officers or employees which are not authorized herein. Changes
or modifications of said objectives and goals may be made only
with concurrence of OTS and the Chief of Police.
8. Hold Harmless.
Consultant hereby agrees to, and shall, hold City its
elective and appointive boards, commissions, officers" agents
and employees, harmless from any liability for damage or claim
for damage for personal injury, including death, as well as from
Consul tant' s operations under this agreement. Consultant agrees
to, and shall defend city and its elective and appointive
boards, commissions, officers, agents and employees from any
suit or actions at law or in equity for damages caused or
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alleged to have been caused by reason of Consultant's
performance hereunder including any claims that may arise
against City by reason of Consultant's legal relationship with
City being categorized as other than that of an independent
contractor.
9. Insurance
Consultant shall obtain and maintain, at all times
during the term of this agreement, business automobile liability
insurance or equivalent form, in an amount not less than
$100,000 per person, $300,000 per occurrence, and $50,000
property damage. Such insurance shall include coverage for
owned, hired, and non-owned automobiles. Consultant shall also
obtain and maintain workers compensation insurance as required
by California law. Satisfactory evidence of such insurance
shall be presented to the Chief of Police or his designee prior
to commencement of this agreement.
10. Termination of Aqreement.
Notwithstanding any other provision of this Agreement,
either party upon 30-day notice to the other party in writing,
may terminate all or a portion of the services agreed to be
performed under this Agreement with or without cause. Notice
shall be mail posted to the address set forth herein for the
receipt of notices. In the event of any termination, Consultant
shall have the right and obligation to immediately assemble work
in progress and forward same to the City. All charges
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outstanding at the time of termination shall be payable by the
City to Consultant within thirty-five days following submission
of final statement by the Consultant.
11. Acceptance of Final Payment Constitutes Release.
The acceptance by Consultant of the final payment made
according to the terms of this Agreement shall operate and be a
release to the city, and every employee and agent thereof, from
all claims and liabilities to Consultant for anything done or
furnished for or relating to the work or services, or for any
act or failure to act of the City relating to or arising out of
work and this Agreement.
12. Acknowledqement.
(al Consultant acknowledges and agrees that city is
the sole and exclusive owner of all rights and remedies in and
to certain confidential ideas and secrets concerning the
operations of City, any products or information resulting, in
whole or in part, from the work performed under this agreement,
and all products or information derived or to be derived from
said work, regardless of whether City's or Consultant's work is
subject to patent, copyright, or other protection.
(bl In the event that any work performed under this
agreement is or becomes the subject of a patent application,
patent, copyright, or other rights under the laws of the united
states or any other country, Consultant agrees and understands
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that City shall have all the rights and remedies available to
City under the law as a result of such patent applications,
patents copyrights, or other rights.
13. Confidentialitv and Non-Disclosure.
(a) Consultant acknowledges that during the
Consultation, Consultant has had andlor shall have access to and
has become andlor shall or may become aware of secret
information. Consultant agrees to hold in confidence all such
secret information disclosed to Consultant or developed by
Consultant in connection with the work performed under this
agreement, either in writing, verbally, or as a result of the
Consultation except:
(1) Information which, at the time of disclosure, is
in the public domain or which, after disclosure, becomes part of
the public domain by publication or otherwise through no action
or fault of Consultant: or
(2) Information which Consultant can show is in its
possession at the time of disclosure and was not acquired,
directly or indirectly, from City:
(3) Information which was received by Consultant from
a third party having the legal right to transmit that
information.
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(b) Consultant shall not, without the written
permission of the Chief of Police, use the secret information,
which Consultant is obligated hereunder to maintain in
confidence, for any reason other than to enable Consultant to
properly and completely perform under this agreement.
(c) Consultant shall not reproduce or make copies of
the secret information or Consultant's output, except as
required in the performance of this agreement. Upon termination
of the agreement for any reason whatsoever, Consultant shall
promptly deliver to City all correspondence, drawings,
blueprints, manuals, letters, notes, notebooks, reports, flow-
charts, programs, proposals, or documents concerning City.
(d) Except as may be required for performance of this
agreement, Consultant shall not, during or at any time
subsequent to this agreement, unless city has given prior
written consent, disclose or use the secret information or
engage in or refrain from any action, where such action or
inaction may result (1) in the unauthorized disclosure of any or
all such secrets to any person or entity; or (2) in the
infringement of any or all such rights.
(e) Consultant shall immediately notify City of any
information which comes to Consultant's attention which does or
might indicate that there has been any loss of confidentiality
of such secrets or breach of such rights.
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(f) Consultant shall limit the disclosure of the
secret information to those persons in the Police Department who
have a need to know all or part of the secret information.
Consultant shall make such disclosure to each such person
limited to that portion of the secret information that the
person needs to know. Consultant shall inform each such person
of the provisions of this agreement regarding secret information
and shall make reasonable efforts to insure that each such
person shall abide by those provisions.
14. Notices.
Any notice required to be given hereunder shall be
deemed to have been given by depositing said notice in the
united states mail, postage prepaid, and addressed as follows:
City: Consultant:
Daniel A. Robbins,
Chief of Police
P. O. Box 1559
San Bernardino, CA 92401
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15. Entire Aqreement.
This contract constitutes the entire Agreement between
City and Consultant and may be modified only by further written
agreement between the parties.
IN WITNESS WHEREOF, this Agreement has been executed
by the parties effective as of the date and year first above
written.
ATTEST:
CITY OF SAN BERNARDINO, a
Municipal Corporation of
State of Californi ~
_r2~~
Racl'tel Clark,
City Clerk
Approved as to form
and legal content:
~~\AW;J~~
Robert M.A. Wilson
Consultant.
es F. Penman,
ty Attorney
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