HomeMy WebLinkAboutReso 146-1985 RESOLUTION NO. 146-85
CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA
A RESOLUTION AUTHORIZING EXEUCTION OF
AN AMENDMENT TO CONSULTANT SERVICES AGREE-
MENT (RECORD SYSTEMS ASSOCIATES INC.)
BE IT RESOLVED by the City Council of the City of South San Francisco that:
1. Approval of Amendment to Consultant Services Agreement,
The Amendment to Consultant Services Agreement which extends the term
of that certain Agreement entitled "Comsultant Services Agreement (Record Systems
Associates, Inc.)" for the records management program between the City of South
San Francisco and Record Systems Associates, Inc., a California corporation, is
hereby approved, and a copy of said Amendment to Consultant Services Agreement
is attached hereto as Exhibit "A."
2. Execution of Amendment.
The Mayor is hereby authorized to execute said Amendment to Consultant
Services Agreement on behalf of the City, and the City Clerk attest his signature
thereto.
I hereby certify that the foregoing Resolution was regularly introduced and
adopted by the City Council of the City of South San Francisco at a regular
meeting held on the lOth day of July , 1985, by the following
vote:
AYES:
NOES:
ABSENT:
Councilmembers Mark N. Addiego, Richard A. Haffey,
Gus Nicolopulos; and Roberta Cerri Teglia
None
Councilmember Emanuele N. Damonte
EXHIBIT "A" TO RESOLUTION NO. 146-85
AMENDMENT TO CONSULTANT SERVICES AGREEMENT
(RECORD SYSTEMS ASSOCIATES, INC,)
The term of the Consultant Services Agreement entered into as of February 13,
1985 by and between the City of South San Francisco, a municipial corporation,
and Records Systems Associates, Inc., a California corporation, regarding the
implementation of a city-wide records management program attached hereto as
Exhibit "1" and incorporated herein by reference, is hereby extended from June
30, 1985 to June 30, 1986. Except as herein modified as to term, the provisions
of said Consultant Services Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, duly authorized representatives of the City and the
Consultant have executed this Amendment effective as of June 30, 1985.
ATTEST:
CITY OF SOUTH SAN FRANCISCO
400 Grand Avenue
South San Francisco, CA 94080
Mayor
City Clerk
RECORDS SYSTEMS ASSOCIATES, INC
332 Castenada Court
Danville, CA 94526
Presi dent
~HIBIT 1 TO RESOLUTION
CONSULTANT .SERVICES AGREEMENT
(RECORDS SYSTEMS ASSOCIATES, INC.)
THIS AGREEMENT is made at South San Francisco, California, as of FebruarY 13,
i9 BS.. , by-and between the CITY OF SOUTN SAN FRANCISCO; a municipal corporation
(he/einafter referred to as "CITY") and RECORDS SYSTEMS ASSOCIATES, INC., a
California corporation: (hereinafter'referred to as "CONSULTANT"), who agree as
fo11 ow s: ·
1; Servtce~. Subject to the terms and con~Htions set forth in this Agreement,
Consultant shall provide.to City the services described in Exhibit "A", attached
hereto and by this reference incorporated herein as .though set forth verbatim.
2. Compensation~ City shall pay Consultant for services rendered pursuant--
to this Agreement at the conclusion of each. phase in the amounts set forth in
Exhibit "A" attached hereto and previously incorporated herein by referenceJ The
payments specified in Exhibit "A" shall be'the only payments to be made to Con-
sultant for services rendered, pursuant to thi~ Agreement~
u '"-'3' raciliti.¢s and Equipmc~.t. Consultant sh~ll, at itc sol c cost and cxpcnsc,
nnt~h all faciliti.cs and equipment which may bo. eequircd far furnishing its
eervieee l~u~nb to th~' Ag~eom~nt.
· 4. Term. This Agreement shall be effective on the date first appearing
above and shall continue in effect until Jun'e~30 ...... , 19 85 -, unless sooner
· terminated as provided in Paragraph 11 herein.
5. Ownership of Documents. City shall have full
and complete access to
Consultant's working papers, and other documents during progress of the work.
All documents of any description prepared by Consultant shall become the property
.... of the City at the completion of the project. The Consultant may retain a copy
of all material produced pursuant to this Agreement for its use in its general
business activities.
6. Insurance. The Consultant shall take out and maintain during the life
~f this Agreement ~he following policies of insurance~
ia) Worker's Compensation and employers' liability insurance in the
statutory Coverage. In signing this Agreement, the Consultant makes the follow-
lng certification, required by Section.Il86[ of the California Labor Code:
"I am awareI of the provisions of Section 3700 of the
California Labor Code which require every employer to
be insured against liability for Workers' Compensation
or to undertake self-insurance in accordance with the.
provisions of the Code, and I will comply with such
provisions before commencing the performance of the
work of this Agreement.'
(b) Public'Liability Insurance: In an amount not less than FIVE HUNDRED
THOUSANO DOLLRRS ($500,000.00) for injuries including, but not limited to~
death to any one person and subject to the same limit for each person, in an
amount not less than ONE MILLION DOLLARS ($1,o0o,do0.o0) on account of any one
occurrence.
(c)-Property Oamage Insurance: In an'amount not less than FIVE HUNDREO
THOUSANO DOLLARS ($500,O00~O0)'for damage to the property of each person on
account of any one occurrence.
.... id) contractual Liability Insurance: Consultant shall take out and main-
tain during the life of this Agreement an insurance policy in the amount of at-
least ONE MILLION DOLLARS ($1,000,000~00), insuring City, its elective and
appointive boards, commissions, officers, agents and employees, and Consultant.
against damages sustained by ~eason of any action or actions at law or in
equity, and/or any claims or demands by reason of any breach or alleged breach
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of any contract, or. provisions thereof, or by reason of any contractual lie-
bility, or alleged contractual liability arising out of any contract entered
into by Consultant and/or any of its agents or employees in order to perform
the work defined hereinL
(e) It ~s agreed that the insurancereqdired by Subs~cti'ons b, c and ~
shall beextended to include as additional'insureds the City of South San
FrancisCo, its elective and appointive boards, officers, agents and employees,
with respect to operations performed by the Consultant as described herein;
EVidence ~f this insurance described above'shall be provided to CITY upon
execution o~'this agreement and shall be subject toapproval by the City
Attorney.as to form, amount and carrier. The policy of insurance shall' aiso
contain a Provision indicating that such insurance shall not be reduced or
cancelled except upon thirty (30) days written notice to CITY~
the following endorsement shall be made on said policy of insurance;
"Notwithstanding any other provisions in this
policy, the insurance afforded hereunder to
the City of South San Francisco shall be'pri-
mary as to any other insurance or reinsurance
-- covering or available to the City of South San
Francisco, and such other insurance or reinsur-
ance shall not be required to contribute to any
liability or loss until and unless the approxi-
mate limit of liability afforded hereunder is
exhausted.'
addition,
7. USe of'Subcontractors.. The Consultant shall not subcontract any services
to be provided hereunder, except for service-firms engaged in reproduction, typ-
tng and printing. Consultant shall be soley responsible for reimbursing any
subcontractors and the City shall have no obligation t~ them.
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8. Assignment. Consultant shall not assign any of its rights nor transfer
any of its obligat~ions under this Agreement.without the prior 'written consent of
the City, which consent may be withheld at the sole discretion of the City.
9. Termination of Contract for Cause. If, through any cause, either party
to this Agreement' shall fail to fulfill 'in a 'timely and proper manner obligations
unde'r this Agreement or violate any of the covenants, conditions, or'stipulations
of this Agreem'ent, the other party shall thereupon have the right to terminate
this Agreement by giving wrttten notice of such termtnatton to the party tn..
vJolatton and specifying the effective date thereof at least fJve (5) days before
the effecUve date of such termination. In the event of such term. tnation, all
ftnished.or unfinished docUments,. data,.surveys, drawtngs, maps add'reports"pre-
pared by the Consultant shall become the property of the City, and the Consultan_t
shall be entitled to receive Just and equitable compensation for any work com-
pleted prtor to notice of termination on such documents and other materials,
Jncluding costs of preparing such documents and files for del Jvery and delivery
to the City on the basis o~= the Consultant's t=ee schedUle.
10. Termtnatton for Convenience of'the City. The City may for its own con-
ventence terminate this Agreement at any time by giving 'written notice to
Consultant of such termination and specifying the effective date thereof, at
least ftfteen (15) days before the effective date o~= such termtnatton~ .
~. Consultant's Oualtftcattons~ By executing thtS Agreement, Consultant
holds 1tself out as a qualified Records Planagement Consultant, possessing the
expertence and specJaltzed sktlls necessary to perfom the tasks mentioned tn
-Paragraph I herein- and agrees tt wt11 render to the best of ~ts ability the
servtces'described tn'thane paragraph during the full term of this Agreement,
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12~ ~onsultant's Status.
ia) The Services shall be provided City as set forth herein by
Consultant as an independent consultant as defined in Labor Code Section 3353'
unde~ the general control of the Oirector of Public Services of the City of
South San Francisco, concerning the results of the work, but not the means by
which such result is accomplished~ Nothing herein contained shall be construed
to make the Consultant an agent or employee of City while p~ovld~ng said services°
and Consultant shall be entitled to no other benefits or compensation as provided
beret n ~ '
(b) .Nothing in this Agreement shall be construed to create the rela-
--ttonshtp'of agent, servant, employee, partnership, joint venture or association,
or any other relationship whatsoever Other than that of Independent Consultant,--
13J Interest of Consultant~ The Consultant covenants that he presently
~s no tnteres( and shall not acquire any interest, direct or indirect, that
~uld conflict in any manner or degree with the performance of services required
to be performed under this AgreementJ The Consultant further covenants that,
in 'the perfomahc~ of this contract, no persons having an~ such interest shall
be employedL
14; Notice~. All notices herein required shall be in wrttta~, and shall be
delivered in person or sent by certified mail, postage prepaid.
Notices required to be given to City shall be addressed as follows:
City ~lerk
'' P.O. Box 711
" South San Francisco, CA, 94083 -
"Notices reqUired to be given to Consultant shall be addressed as'follows:
Records Systems Associates, Inc.
332 Castenada Court
Oanville, CA..g4526
WETNESS WHEREOF, duly authorized representatives of the City and ,the
Consultant have signed in conformation of this Agreement as of the day and year
first above written J '
CITY OF SOUTH SAN FRANCISCO.
400 Grand Avenue
South San Francisco, CA. 94080
tayor \ f
ATTEST:
RECORDS SYSTEMS ASSOCIATES; INC~
332 Castenada Court
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