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HomeMy WebLinkAbout16-Data Processing L . ClTY.OP' SAN _RrARDINO - RIEQUeST ~ COUNCIL ACTION From: STEVE HALE Data Processing Manager June 9, 1988 Su~~: Execution of agreement to perform data processing consulting services Stacey Millet. ~ ~ 10- Dept: Date: Synopsis of Previous Council ~ion: none APPROVED BY COUNCIL PERSONNEL COMMITTEE JULY 9, 1988 Recommended motion: Adopt resolution ~~ c'7~cd-</ Signature Contact person: Steve Hale Phone: Supporting data attached: yes Ward: FUNDING REQUIREMENTS: Amount: S23 r 200 Source: (Acct. No.) 679-103-53l50 (Acct. DescriDtionl Finance: ~ Council Notes: Ar"m..!;. ItAm Nn / t: 7~~n'f>' - o o 1 2 3 ( 5 6 7 RESOLUTION RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH STACEY MI~ TO PERFORM CONSULTING SERVICES FOR THE DATA PROCESSING DEPARTMENT. 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 8 City an agreement with Stacey Millet to perform consulting 9 services for the Data processing Department, a copy of which 10 is attached hereto marked Exhibit "A" and incorporated herein 11 by reference as fully as though set forth at length. 12 13 I HEREBY CERTIFY that the foregoing resolution was 1( duly adopted by the Mayor and Common Council of the City of 15 16 17 18 19 20 21 22 23 2( 25 26 27 28 San Bernardino at a meeting thereof, held on the day of , 1988, by the following vote to wit: AYES: NAYS: ABSENT: Citv Clerk The foregoing resolution is hereby approved this day of , 1988. JUNE 9, 1988 1 2 3 4 5 Approved as to form and legal content: 6 7 }"f~ 8 Attorney 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 JUNE 9, 1988 - RE: ResolutidC)authorizing execution of C)agreement with Stacey Millet to perform consulting services for the Data Processing Department. Evlyn wilcox, Mayor City of San Bernardino a o o 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 AGREEMENT THIS AGREEMENT is made and enterea into this day of , 1988, by and between the CITY OF SAN BERNARDINO, a municipal corporation, 300 North "D" street, San Bernardino, california, 92418, referred to as "City" and Stacey Millet, 13162 Rincon, Apple Valley, California, 92307, referred to as "Consultant." City and Consultant agree as follows: 1. General DescriDtion 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. Consultant hereby assures and covenants to City that she 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 July 1, 1988 and end June 30, 1989. This agreement may be renewed for an aditional one-year period upon the express written consent of Consultant to such extension and the approval thereof by the Mayor and Common Council. 3. pavment and Provision of pavment A. Maximum Compensation (1) Maximum total compensation to be paid under this agreement shall be thirty-eight thousand dollars ($38,000). payment to consultant for services provided under this agreement shall be at the rate of $29.,00 per hour and, in no event, shall exceed $5,000 within any calendar month. JUNE 9, 1988 ~ o o 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 (2) Consultant shall provide a minimum of 64 hours of service per calendar month. B. Manner of Compensation (1) Consultant shall maintain and file with the Data Processing Department a record of all hours worked on assigned projects. Said projects shall be listed by work order if such listing is requested by the Data Systems Manager. (2) The Data Systems Manager shall submit a claim or request for payment based on such record to the Finance Department in such manner that Consultant shall be paid biweekly. (3) Consultant shall assume and pay all out-of- pocket expenses and costs of performing services under this agreement except as otherwise specifically provided herein, and City shall not be liable for any such costs and expenses. 4. General DescriDtion of Work to be Done. City hereby retains Consultant to perform programming and training services as follows: (a) prepare source code in BASIC, Proc or Acces, as specified by the Data Systems Manager; (b) prepare documentation of the above; (c) analyze exisiting software for problems, and make corrections or refer problems to Creative Computer Solutions which may require an extremely high level of skill. (d) inform the Data Processing Department of any corrective action taken with respect to the above and to impart the knowledge of how the solution was obtained; (e) Consultant, in addition to the above, will inform and train City Data Processing Department personnel as .TTTNF. q _ 1 qRR o o 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 determined by the Data systems Manager in matters related to various language processors used or which may be used by the city: (f) perform other related programming and training services which may be required by the Data Processing Department in relation to the Data Processing equipment and functions which are or may be utilized in the City service as determined by the Data Systems Manager in the exercise of his sole discretion. 5. Amendments. This agreement may be amended or modified only by written agreement executed by both parties. 6. Assianment. 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. Relationshio 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 this agreement. Any direction or control so required under this agreement shall be limited to broad objectives or goals of the project or program to be accomplished and not to the details and procedures to accomplish such objectives or goals. Consultant shall not be obligated to conform to the supervision or direction of City officers or employees which ....'0'.,..........,. ^ ., ^^^ . o o 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 are not authorized herein. Changes or modifications of said objectives and goals may be made by written recommendations of wither party Subject to the concurrence of the other party in writing. 8. Hold Harmless. Consultant hereby agrees to, and shall, hold the 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 Consultant's oerations 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 alleged to have been caused by reason or 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. Attornev's Fees In the event an action is filed by either party to enforce rights under this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees in addition to any other relief granted by the court. 10. Termination bv the citv. Notwithstanding any other provision of this agreement, the City , by notifying Consultant in writing, may terminate all or a portion of the services agreed to be performed under ths Agreement with or without cause. Consultant shall be given five (5) days' written notice for failure of Consultant to perform obligations under the Tn~T'C' 0 1 aoo . o o contract in a satisfactory manner, and fifteen (15) days' 1 written notice if termination is for other reasons. Notice 2 shall be mail posted to the address set forth herein for the 3 receipt of notices. In the event of any termination, 4 Consultant shall have the right and obligation to immediately 5 assemble work in progress and forward same to the city. All 6 charges outstanding at the time of termination shall be 7 payable by the City to Consultant within thirty-five days 8 following submission of final statement by the Consultant. 9 11. Accentance of Final pavment Constitutes Release 10 The acceptance by Consultant of the final payment 11 made according to the terms of this agreement shall operate 12 and be a release to the City, and every employee and agent 13 thereof, from all claims and liabilities to Consultant for 14 anything done or furnished for or relating to the work or 15 services, or for any act or failure to act of the City 16 relating to or arising out of work and this agreement. 17 12. Acknowledaement 18 (a) Consultant acknowledges and agrees that City 19 is the sole and exclusive owner of all rights and remedies in 20 and to certain confidential ideas and secrets concerning the 21 operations of City, any products or information resulting in 22 whole or in part, from the work performed under this 23 agreement, and all products or information derived from said 24 work, regardless of whether City's or Consultant's work is 25 subject to patent, copyright, or other protection. 26 (b) In the event that any work performed under 27 this agreement is or becomes the subject of a patent 28 application, patent, copyright or other rights under the laws of the United Sttes or any other country, Consultant agrees ..,.r'l"'1~ 1"\ 1 nnn , o o 1 2 3 4, 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 and understands 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 and/or shall have access to and has become and/or 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 Consultant except: (1) Information which, after disclosure, becomes part of 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. (b) Consultant shall not, without the written permission of the Data Systems Manager, 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 .................... 1 n.nn . o o termination of the agreement for any reason whatsoever, 1 consul tant shall immediately deliver City all to 2 correspondence drawings, blueprints, manuals, letters, notes, 3 notebooks, reports, flow-charts, programs, proposals, or 4 documents concerning city. 5 (d) Except as may be required for performance of 6 this agreement, Consultant shall not, during or at anytime 7 subsequent to this agreement, unless City has given prior 8 written consent, disclose or use the secret information or 9 engage in or refrain from any action, where such action or 10 inaction may result (1) in the unauthorized disclosure or 11 access of any or all such secrets to any person or entity; or 12 (2) in the infringement of any or all such rights. 13 (e) Consultant shall immediately notify city or 14 any information which comes to Consultant's attention which 15 16 17 18 19 20 21 22 23 24 25 26 27 28 does or might indicate that there has been any loss of confidentiality of such secrets or breach of such rights. 14. Notices Any notice required to be given hereunder shall be deemed to hve been given by depositing said notice in the united states mail, postage prepaid, and addressed as follows: Consultant City city Administrator city of San Bernardino 300 North liD" street San Bernardino, CA 92418 stacey Millet 13162 Rincon Apple Valley, CA 92307 15. Entire Aareement This contract constitutes the entire Agreement between City and consultant and may be modified only by further written agreement between the parties. .TT11\TF Q ~ 1 QRR .< 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RE: Agreement <:)tween Stacey Millet and DC)a Processing Department IN WITNESS THEREOF, this Agreement has been executed by the parties effective as of the date and year first above written. CITY OF SAN BERNARDINO a Municipal Corporation of the State of California ATTEST: By Mayor City Clerk CONSULTANT By Approved as to form and legal content: -;J- City Attorney JUNE 9. 1988