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HomeMy WebLinkAboutA3979 - MURRIETA CITY PUBLIC LIBRARY SVCS R 19256 City of Murrieta Professional Public Library *Services AGREEMENT #3979 R19256, 5-20-98 CITIES OF PALM SPRINGS AND MURRIETA, CALIFORNIA Professional Public Library Services Agreement This agreement is made and entered into this 2nd day of June, 1998, by and between the City of Palm Springs, California, a municipal corporation (hereafter referred to as Contractor), and the City of Murrieta, California, a municipal corporation(hereafter referred to as City). THE PARTIES HERETO AGREE AS FOLLOWS: 1.0 SERVICES OF CONTRACTOR 1.1 Scope of Services. In compliance with all of the terms and conditions of this Agreement, the Contractor shall perform the work or services set forth in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference. Contractor warrants that all work and service set forth in the scope and services will be performed in a competent, professional and satisfactory manner. 1.2 Compliance With Law. All work and services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statues, rules and regulations of the City and any federal, state or local govermnental agency of competent jurisdiction. 1.3 Licenses, Permits, Fees and Assessments. Contractor shall obtain at its sole cost and expense such licenses as may be required by law for the performance of the services required by this Agreement. Required permits under the control of the City shall be granted to the Contractor at no cost, but subject to normal approval policies and procedures of the City. Fees and assessments under the control of the City also shall be waived. 2.0 COMPENSATION 2.1 Contract Sum. For the services rendered pursuant to this Agreement, the Contractor shall be compensated in accordance with the Schedule of Compensation, attached hereto as Exhibit B and incorporated herein by reference, but not exceeding the maximum contract amount of$248,000. 3.0 COORDINATION OF WORK 3.1 Representative of Contractor. The Contractor's City Librarian is hereby designated as the Contract Officer, the representative of Contractor authorized to act on its behalf with respect to the work and services specified herein and make all decisions in connection therewith. The City Librarian shall have the right to designate another Contract Officer by providing written notice to the City. 4.0 STATUS OF CONTRACTOR 4.1 Independent Contractor. The Contractor shall perform all services required hereunder as an independent contractor such that the City shall have no control over the manner, mode or means by which the Contractor performs services, and the Contractor shall have only such obligations as are consistent with its role as an independent contractor. 5.0 INDEMNIFICATION 5.1 Indemnification. The Contractor agrees to indemnify, defend (upon request by the City) and save harmless the City, its agents, officers, employees and representatives from and against any and all liability, expenses, including defense costs and legal fees,judgments and claims for damages of any nature whatsoever, including, but not limited to bodily injury, death, personal injury or property damage arising from or connected solely with the Contractor's operations or its services hereunder, including any workers' compensation suit, liability or expense, arising from or connected with the services performed by or on behalf of the Contractor by any person pursuant to this agreement. 5.2 The City agrees to indemnify, defend (upon request by the Contractor) and save harmless the Contractor, its agents, officers, employees and representatives from and against any and all liability, expenses, including defense costs and legal fees, judgments and claims for damages of any nature whatsoever, including, but not limited to bodily injury, death, personal injury or property damage arising from operations or activities of the City that are connected to this Agreement. 6.0 TERM 6.1 Term. Unless earlier terminated in accordance with Section 6.2, this Agreement shall continue in full force and effect from July 1, 1998, through June 30, 1999. 6.2 Termination Prior to Expiration of Term. The Contractor shall serve at the pleasure of the City, which may terminate this Agreement, with or without cause, at the conclusion of the term stated in Section 6.1. Termination prior to the terns expiration shall be with cause only. 7.0 MISCELLANEOUS 7.1 Covenant Against Discrimination. The Contractor covenants that, by and for itself, its heirs, executors, assigns and all persons claiming under or through them, there shall be no discrimination against or segregation of any person or group of persons on account of' race, color, creed, religion, sex, marital status, national origin or ancestry in the perfonnance of this Agreement. The Contractor shall ensure that applicants are employed and that employees are treated during 2 employment without regard to their race, color, creed, religion, sex, marital status, national origin or ancestry. 7.2 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City or for any amount that may become due to the Contractor or its successors, or for breach of any obligation of the terms of this Agreement. 7.3 Conflict of Interest. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement, nor shall any such officer or employee participate in any decision relating to this Agreement that affects his financial interest or the financial interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any state statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 7.4 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of constriction that might:otherwise apply. 7.5 Integration: Amendments. It is understood there are no oral agreements between the parties hereto affecting this Agreement, and this Agreement supersedes and cancels any and all pre4vious negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 7.6 Notices.Notices given pursuant to this Agreement shall be by personal service on the party to be notified or by written notice upon such party that is deposited in the custody of the U.S. Postal Service with first-class postage applied and addressed as follows: City: Contractor: City Librarian City City of Murrieta City of Palm 26442 Beckman Court 300 S. Sunrise Way Muurieta, CA 92562 Palm Springs, CA 92262 7.7 Severability. In the event that part of this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement, which are hereby declared as severable and shall be interpreted 3 0 0 to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either parry of the basic benefit of their bargain or renders this Agreement meaningless. 7.8 Waiver. No delay or omission in the exercise of any right or remedy by a non- defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.9 Product Ownership and Rights. All publications, products, pages, merchandise, correspondence and income produced under this Agreement will be the property of the Contractor. No such items may be used for any purpose without the written consent of the Contractor. 7.10 Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above. CONTRACTOR: CITY: City of Palm Springs City of Murrieta i y ibrarian2 2 City ager Attest: 0- Attest: i Clerk 4ityClerkt SaPPlZO` ED GY 7 i 'F. tv 1,"Y•10 N_?MQ0'- h 35-7 R EXHIBIT A SCOPE OF SERVICES In exchange for the compensation defined in Exhibit B of this Agreement, the Contractor commits to providing the following services Linder the direction of its City Librarian (or his designee) in support of the City of Murrieta Public Library system: 1. Provide regular access to a professional public library consultant with a minimum of 10 years public library management experience. The consultant shall be available for on-site support in Murrieta as required, but not more than one visit per week. 2. Provide an opening day collection of approximately 7,000 new items, which will be selected, ordered, catalogued, processed, delivered and entered into the Murrieta library database. The collection's content will be developed through consultation with and final approval of the City's contract designee. 3. Provide through the term of the Agreement continuing collection development of approximately $30,000 in value, which includes selection, ordering, cataloguing, processing, delivery and entry into the Murrieta library database. These materials will be selected through consultation with and approval of the City's library manager. 4. Provide an initial set of public library policies and procedures for consideration by the Murrieta Library Board. 5. Assist, as required, with the recruitment and training of the Murrieta City Librarian and library staff. 6. Provide on-site visits to Murrieta not more than once a week to plan for furniture, equipment and facility design. The purchasing, construction and installation of such shall all be the responsibility of the City. 7. Provide either directly or through a Contractor-selected vendor access to a fully operational eirculation/public access on-line computer system, which includes at least six total terminals and the complete interactive Murrieta patron and bibliographic database. 5 EXHIBIT B COMPENSATION SCHEDULE In support of the services specified in Exhibit A to this Agreement, the City shall pay the Contractor the amounts listed below on or before the due date: SERVICE PAYMENT TO DUE DATE CONTRACTOR 1. Opening day collection $120,000 August 1, 1998 2. Continuing collection acquisitions $30,000 November 1, 1998 3. Circulation system $50,000 September 1, 1998 4. Maintenance/telecommunications $12,000 October 1, 1998 for circulation system 5. Management consulting services $36,000 October 1, 1998 Total $248,000 NOTE: All materials purchased under items 1 and 2 above shall be the property of the City. The databases collected under item 3 above shall be the property of the City. Any item not specifically described in this Agreement shall be the responsibility of the City. 6