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HomeMy WebLinkAboutAgr 2002-07-16 (Jt. Recreation Department) AGREEMENT BETWEEN THE TOWN OF TIBURON AND THE CITY OF BELVEDERE, FOR THE PROVISION OF INFORMATION TECHNOLOGY SERVICES THIS AGREEMENT, made and entered this It.. day OfJv/~2002, by and between the TOWN OF TIBURON, a municipal corporation in the State of California, ("Town") and the BEL VEDERE- TIBURON JOINT RECREATION DEPARTMENT, a joint powers agency ("Agency") RECITALS A. The Town has employed a full-time Information Technology Coordinator ("LT. Coordinator") who is skilled in the use and maintenance of information technology. The Town employs the LT. Coordinator as a full time employee (i.e., for 35 hours per week). B. Agency requires information technology services on a regular basis, of no 'less than two hours per week. The Town expects that its needs will not entirely occupy the LT. Coordinator's time and is willing to provide information technology services to Agency as set forth herein. AGREEMENT 1. Scope of Services. The Town shall provide information technology services to Agency as set forth in this Agreement. The Town shall provide Agency with a minimum of two hours per week of the LT. Coordinator's services ("Basic Hours"). Agency will retain the LT. Coordinator's services for at least the Basic Hours, subject to Paragraph 3 of this Agreement. The Town Manager may, in his sole discretion provide additional hours of the LT. Coordinator's time at Agency's request. In the event that Agency requests particular information technology services that are outside the LT. Coordinator's expertise, the Town Manager shall so advise Agency as soon as practicable. 2. Compensation. Agency shall pay Town forty-seven dollars ($47.00) per hour for the LT. Coordinator's services ("Hourly Rate"). Town shall send invoices to Agency every thirty days for amounts owing under this Agreement, which Agency will pay within ten days of receipt. 3. Leave. As an employee of the Town, the LT. Coordinator is entitled to leave due to sickness, vacation and other bases authorized under federal, state and local law and the Town's personnel rules, regulations, and policies as they may be amended from time to time. During such periods of leave, the Town shall not provide any Services under this Agreement. If the period of leave is less than one week, Agency's entitlement to services shall be reduced in proportion to the amount of the leave taken during that week. Agency will remain responsible to pay the Hourly Rate for any services actually received. 1 4. Immunity: Other Defenses. In providing services under this Agreement, the Information Technology Coordinator shall be acting as an official of Agency. Therefore, with respect to claims that may arise from the Information Technology Coordinator's services, the Town and the Information Technology Coordinator shall be entitled to assert any immunities or similar defenses that would be available to the Agency and any in-house Agency employee in defense of a similar action. 5. Audit of Books and Records. Agency may, in its sole discretion, undertake an independent audit and/or evaluation of the Town's records and accounts relating to the Information Technology Coordinator performance under this Agreement, at Agency's own expense. All such records shall be maintained for period of at least three years after the termination of this Agreement. Town shall furnish all items necessary in the Agency's discretion to complete said audit and/or evaluation subject to restrictions on confidentiality limited to expenditure or receipt of program funds, and program quality. 6. Termination of Contract. Either party may terminate this Agreement immediately for cause. "Cause" shall include, without limitation, the LT. Coordinator's separation from employment with the Town. Either party may terminate this Agreement without cause upon 10 days written notice of termination to the other party. In event of termination, the LT. Coordinator shall deliver to the Agency copies of all finished and unfinished documents, computer disks, and/or reports pertaining to the Services. The Town shall be entitled to receive just and equitable compensation for all work performed prior to the effective date of the termination. Notwithstanding the forgoing, if at the time of termination, the LT. Coordinator is working on an uncompleted project for Agency, the Agency shall have the option of having the LT. Coordinator complete that project, payable at the Hourly Rate, provided that such completion requires no more than five hours of work after the effective date of the termination. In the event that the project requires more than five hours to complete, the Managers of Agency and Town will negotiate some accommodation that allows Agency to realize the benefit of services for which Agency has already paid or is obliged to pay 7. Mediation. The parties will make a good faith attempt to resolve any disputes arising from this Agreement through mediation prior to initiating litigation. The parties shall mutually agree upon a mediator and shall share the costs of mediation equally. If the parties are unable to agree upon a mediator, the dispute shall be submitted to JAMS/ENDISPUTE ("JAMS") or its successor in interest. JAMS shall provide the parties with the names of five qualified mediators. Each party shall have the option to strike two of the five mediators selected by JAMS and the mediator thereafter remaining shall hear the dispute. 8. Miscellaneous. A. Governing Law. The laws of the State of California shall govern this Agreement. B. Severability. If any provision of this Agreement is found to be invalid or unenforceable, the validity and enforceability of the remaining portions shall not be 2 affected unless the effect thereof would materially change the economic burden on either party. C. Successors in Interest Assignment. This Agreement shall be binding on the assigns and successors in interest to both parties. Neither party may assign their obligations under this Agreement without the written consent of the other party. D. Entire Agreement Amendment. This Agreement represents the entire Agreement between the parties. This Agreement may only be amended in writing IN WITNESS WHEREOF the parties hereto have caused their duly authorized representatives to execute this Agreement the day and year above written. BEL VEDERE- TIBUORN JOINT RECREATION DEPARTMENT ~~:=1~~~ TOWN 0 By: ALEX D. McINTYRE, To APPROVED AS TO FORM: ~/~- ANN R. DA FORTH Town Attorney 3