HomeMy WebLinkAbout4.07 Records Management Consultant Agreement 600-'so
CITY OF DUBLIN
AGENDA STATEMENT
CITY COUNCIL MEETING DATE: June 26, 1989
SUBJECT Consultant Agreement for Implementation of Records
Management Program in City Clerk' s Office
Report Prepared by Kay Keck, Deputy City Clerk
EXHIBITS ATTACHED o Resolution
o Consultant Services Agreement with Norma J. Hislop
Associates
RECOMMENDATION Adopt Resolution and authorize Mayor to execute
agreement
FINANCIAL STATEMENT: Consultant Services - $24, 200
Supplies - 2, 300
Total (Not to Exceed) $26, 500
Funding has been included in the 1989-90 Budget.
DESCRIPTION One of the goals established by the City Council for
the City Manager/City Clerk' s Department during Fiscal Year 1988-89 was to
undertake a Records Management Study.
It is the responsibility of cities to maintain public records in an
identifiable and accessible manner to fulfill legal requirements. Certain
records of a historic or vital nature are required to be kept permanently;
other records are subject to various federal and state retention
requirements . Some records have greater administrative/operational value to
the City than others . A Records Management Program would establish a system
for organizing, maintaining and preserving the City' s records, disposing of
those records which have outlived their usefulness, and in retrieving
records quickly and efficiently.
Staff has requested and obtained detailed cost proposals for the
implementation of a Records Management Program for all City Clerk records .
After a careful review and evaluation of those proposals submitted, Staff
recommends that the City Council adopt a Resolution authorizing the City to
enter into an agreement with Norma J. Hislop Associates .
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,� COPIES TO:
ITEM N0. ,T""�^,
RESOLUTION NO. - 89
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
APPROVING AN AGREEMENT WITH NORMA J. HISLOP ASSOCIATES
FOR IMPLEMENTATION OF A RECORDS MANAGEMENT PROGRAM
WHEREAS, the City of Dublin did, during February, 1989,
request and solicit proposals from Records Management Consultant
Firms to perform a Records Management Study in order to establish
a Records Management Program for City Clerk records; and
WHEREAS, said Records Management Program was scheduled
to coincide with the timing of moving into the new Civic Center;
and
WHEREAS, proposals were submitted by 3 Consultants for
consideration; and
WHEREAS, City Staff performed a thorough review of those
proposals submitted and recommends approval of an agreement with
Norma J. Hislop Associates .
NOW, THEREFORE, BE IT RESOLVED that the City Council of
the City of Dublin does hereby approve an agreement with Norma J.
Hislop Associates to perform services to implement a Records
Management Program at a cost not to exceed $24, 2.00, a copy of
which is attached hereto and authorizes the Mayor to execute the
agreement.
PASSED, APPROVED AND ADOPTED this 26th day of June,
1989 .
AYES:
NOES :
ABSENT:
Mayor
ATTEST:
City Clerk
CONSULTANT SERVICES AGREEMENT
(Records Management)
THIS AGREEMENT is made at Dublin, California, as of
, 1989, by and between the CITY OF DUBLIN, a
municipal corporation ("City") , and NORMA J. HISLOP ASSOCIATES
("Consultant") , who agree as follows:
1. SERVICES. Subject to the terms and conditions set
forth in this Agreement, Consultant shall provide to City the
services described in Exhibit A. Consultant shall provide said
services at the time, place and in the manner specified in
Exhibit A.
2 . PAYMENT. City shall pay Consultant for services
rendered pursuant to this Agreement at the time and in the manner
set forth in Exhibit B. The payments specified in Exhibit B
shall be the only payments to be made to Consultant for services
rendered pursuant to this Agreement. Consultant shall submit all
billings for said services to City in the manner specified in
Exhibit B; of, if no manner specified in Exhibit B, then
according to the usual and customary procedures and practices
which Consultant uses for billing clients similar to City.
3 . FACILITIES AND EQUIPMENT. Except as set forth in
Exhibit C, Consultant shall, at its sole cost and expense,
furnish all facilities and equipment which may be required for
furnishing services pursuant to this Agreement. City shall
furnish to Consultant only the facilities and equipment listed in
Exhibit C according to the terms and conditions set forth in
Exhibit C.
4 . TIME FOR PERFORMANCE. The work to be performed
shall be completed within six (6) months from the date of
execution of this Agreement. Consultant assumes no
responsibility for delays which may alter anticipated completion
schedules which are not within the control of Consultant. City
and Consultant agree that neither they, nor their employees,
shall deliberately, or through negligence, impede the work flow
of the project, and shall make every reasonable effort to adhere
to projected time frames.
5. GENERAL PROVISIONS. The general provisions set
forth in Exhibit D are part of this Agreement. In the event of
any inconsistency between said general provisions and any other
terms or conditions of this Agreement, the other term or
condition shall control insofar as it is inconsistent with the
general provisions.
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6. MISCELLANEOUS.
a. Unanticipated Complications. Consultant
reserves the right to notify the City of any major problem(s)
discovered which are not anticipated, and not a part of the work
scope, but might impede the project's progress if not immediately
resolved. Upon such notification, City shall take action to
cause such work to be done, or may negotiate with Consultant to
complete the work necessary so as not to delay the project.
Consultant's fee for such tasks shall be based on $60/hr. for
professional services, and $25/hr. for clerical support. Any
such agreement shall be set forth in writing and signed by both
parties prior to the beginning of any additional work.
b. Meetings. Consultant and City Clerk, or
designated representative, and any other Staff Member(s) shall
meet periodically to review the project's progress.
C. Confidential Information. Consultant agrees
that it will not divulge to third parties, without the written
consent of the City, any information obtained or developed in
connection with the performance of this Agreement.
d. Taxes. Consultant shall have full and
exclusive liability for the payment of any and all taxes and
contributions for unemployment insurance, retirement benefits,
life pensions, annuities and similar benefits which may now or
hereafter be imposed by law or collective bargaining agreements
with respect to persons employed by the Consultant for
performance of work under this Agreement.
e. Laws and Regulations. Consultant, its
employees and/or representatives, shall at all times comply with
all applicable laws, ordinances, statutes, rules and regulations,
including those relating to wages, hours, fair employment
practices, anti-discrimination, and safety and working
conditions.
7. ARBITRATION. Any controversy or claim arising out
of or relating to this agreement or breach thereof, which cannot
be resolved by mutual agreement, shall be settled by arbitration
in accordance with the rules of the American Arbitration
Association then obtaining, except that such arbitration may not
change the terms of this agreement; and a judgment from any award
so rendered may be entered in any court of competent
jurisdiction.
8 . TERMINATION. The City may, at its sole option, by
notice in writing to the Consultant, terminate at any time the
performance of services under this agreement. Upon receipt of
any such notice, the Consultant shall immediately discontinue
services. In the event of such termination, the Consultant will
2
be paid by the City for any services performed for all unbilled
services, plus reimbursement for expenses as provided herein.
9. EXHIBITS. All exhibits referred to herein are
attached hereto and are by this reference incorporated herein.
Executed as of the day first above stated.
CITY OF DUBLIN, a municipal
corporation
By:
"Mayor"
ATTEST: \
City Clerk
NORMA J. HISLOP ASSOCIATES
By:
"Consultant"
3
RECORDS MANAGEMENT PROJECT
CONSULTANT AGREEMENT FOR SERVICES
EXHIBIT A
This agreement is entered into on this day of 1989,
by and between the CITY OF DUBLIN (CITY T, and NORMA J. HISLOP ASSOCIATES,
(CONSULTANTS) , having a place of business at 353 Kingsbury Drive, Aptos,
California. ,
1. SERVICES: The CITY desires certain work performed in the specific area
of Records Management, and the CONSULTANTS are qualified to perform such
services, which are generally as outlined in the submitted proposal for the
City Clerk/Administration Department dated August 1988 as it relates to
"Phase I" . CONSULTANTS' specific responsibilities for tasks and final work
products are as itemized herein.
2. COMPENSATION: For the services described within this Agreement, the CITY
agrees to pay CONSULTANTS on the following basis:
A total not to exceed $24,000.00 in professional fees charged at the
rate of Sixty Dollars ($60.00) per man-hour in fees.
Should the necessary records reorganization require the services of
CONSULTANTS for a time longer than anticipated, and which exceeds the
limitations of the terms of this Agreement, CONSULTANTS shall notify
CITY in writing. The CITY and CONSULTANTS nay amend the terms of this
Agreement through mutual written consent.
Each payment is due and payable to CONSULTANTS for work completed
within ten (10) days of submission of related Activities Report and
billing Statement.
Project shall be considered complete upon delivery to the CITY of
all documentation, and completion of all tasks for which the
CONSULTANTS take responsibility as itemized herein, and as possible
to complete within the financial terns of this Agreement.
Should CONSULTANTS work be completed earlier than the estimated timefrane,
work shall be paid for at the rate of Sixty Dollars (860.00) per hour and
for expenses incurred as part of the project's completion.
3. Supplies: Costs of office supplies, printing or duplication costs incurred
by CONSULTANTS shall be billed to the CITY with statements for services.
4. Expenses: CITY shall reimburse CONSULTANTS travel related expenses which
include:
Mileage: 5.25/mile
CITY OF DUBLIN
RECORDS MANAGEMENT PROJECT
CONSULTANT AGREEMENT FOR SERVICES
EXHIBIT A
5. Terms: This agreement shall be for a primary term of six (6) months from
the date of execution of this Agreement.
6. Schedules/Time Frames: CONSULTANTS assume no responsibility for delays
which may alter anticipated completion schedules which are not within the
control of the -CONSULTANTS.
CITY and CONSULTANTS agree that neither they, nor their employees, shall
deliberately, or through negligence, impede the work flow of the project,
and shall make every reasonable effort to adhere to projected time frames.
7. Nonassignment of Agreement: CITY and :CONSULTANTS acknowledge and agree that
CITY is contracting for the services of Hislop Associates, and that their
individual services to the CITY are of the essence in this contract.
Therefore, this contract is nonassignable except within the sole discretion
of the CITY and with its' prior written approval .
8. Unanticipated Complications: CONSULTANTS reserve the right to notify the
CITY of any major problen(s) discovered which are not anticipated, and not
a part of the work scope, but might impede the project's progress if not
immediately resolved. Upon such notification, CITY shall take action to
cause such work to be done, or nay negotiate with CONSULTANTS to complete
the work necessary so as not to delay the project. CONSULTANTS' fee for
such tasks shall be based on $60/hr. for professional services, and $25/hr
for clerical support. Any such agreement shall be set forth in writing
and signed by both parties prior to the beginning of any additional work.
9. Meetings: CONSULTANTS and CITY CLERK, or designated representative, and any
other Staff Member(s) shall meet periodically to review the project' s
progress.
10. Confidential Information: CONSULTANTS agree that they will not divulge
to third parties, without the written consent of the CITY, any information
obtained or developed in connection with the performance of this Agreement.
11. Taxes: CONSULTANTS shall have full and exclusive liability for the
payment of any and all taxes and contributions for unemployment insurance,
retirement benefits, life pensions, annuities and similar benefits which
may now or hereafter be imposed by law or collective bargaining agreements
with respect to persons employed by the CONSULTANTS for performance of work
under this agreement.
12. Laws and Regulations: CONSULTANTS, their employees and/or representatives,
shall at all times comply with all applicable laws, ordinances, statutes,
rules and regulations, including those relating to wages, hours, fair
employment practices, anti-discrimination, and safety and working
conditions.
CITY OF DUBLIN
RECORDS MANAGEMENT PROJECT
CONSULTANT AGREEMENT FOR SERVICES
EXHIBIT A
13. Arbitration: Any controversy or claim arising out of or relating to this
agreement or breach thereof, which cannot be resolved by mutual agreement,
shall be settled by arbitration in accordance with the rules of the
American Arbitration Association then obtaining, except that such
arbitration may not change the terms of this agreement; and a judgement
from any award so rendered may be entered in any court of competent
jurisdiction.
14. Independent Contractor: CONSULTANTS acknowledge that they are acting as
independent contractors for the services agreed to herein.
15. Initiation of Services: CONSULTANTS shall not commence work under this
agreement until receiving a written "Notice to Proceed", and work shall
begin thereafter at a mutually-agreed upon date.
16. Termination: The CITY may, at its sole option, by notice in writing to the
CONSULTANTS, terminate at ahy time the performance of services under this
agreement. Upon receipt of any such notice, the CONSULTANTS shall
immediately discontinue services. In the event of such termination, the
CONSULTANTS will be paid by the CITY for any services performed based on
the rate of $60/hr. for all unbilled services, plus reimbursement for
expenses as provided herein.
17. Services and Products: Consultants shall be responsible for providing
the following records management services:
ESTABLISH FUNCTIONAL FILING SYSTEM
Task: Evaluate and. assess City Clerk and Administration Department
records;
Task: Develop Retention Schedules for all record types.
Task: Segregate obsolete documents and create destruction list, if
needed;
Task: Reorganize Department documents within functional filing system.
Task: Create Master File Index which lists all files in current filing
system in numerical order.
Task: Create comprehensive Cross-Reference Index.
Task: Staff training over course of project and additional training at
project's completion to review system, work products, and
procedures, and assure comfortable working knowledge of system by
all Department Staff.
Work Products:
- Destruction list of obsolete records, as appropriate;
- Computer-generated labels for file folders;
- Comprehensive Department Retention Schedules;
- Computerized Master File Index and data diskette;
- Computerized Cross-Reference Index and data diskette;
- All forms and instructions to Staff as necessary to complete
clerical tasks;
- Scheduled training sessions.
CITY OF DUBLIN
RECORDS MANAGEMENT PROJECT
CONSULTANT AGREEMENT FOR SERVICES
EXHIBIT A
11. Services and Products: (Cont'd)
Task: Preparation of Records Management Manual.
Work Products:
- Records Management Manuals (2) containing:
o Legal Authorities - California Code Sections relating to
Municipal Records;
o Explanation and User' s Guide to Filing System;
o Procedures for upkeep and maintenance of the Filing System;
o Filing System Guide;
o Retention Schedules (created above) ;
o Cross-Reference Index (created above) ;
o Sample forms ;
o Glossary of Records Management Terms and Abbreviations;
Task: Preparation and submission of Final Report, which contains
recommendations relating to the project and acceptable records
management practices.
Task: Performance of system audit within one year of project completion
to assure system is working to satisfaction of Department and City.
Where appropriate, an additional written report is submitted with
any additional recommendations which may be helpful to Staff.
18. Responsibilities of City: CITY shall be responsible for the following:
- Purchase and installation of any new filing equipment necessary;
- Purchase of necessary filing and records storage supplies;
- Assistance in the moving of records to and from buildings during
project;
- The removal and destruction of records after appropriate approvals
have been obtained, if necessary;
- Creation of new file folders and labels upon instruction from
CONSULTANTS;
- Transfer of newly organized records to new file folders;
- Providing for,work space suitable for the timely completion of
project, and which minimizes interruptions to the daily workflow of
Department Staff while CONSULTANTS must perform work on-site;
- Review and return of data or material submitted by CONSULTANTS
when necessary in a manner which is timely and consistent with
the timeframe of project;
- Data input into CITY'S computerized information system.
EXHIBIT B
City shall pay Consultant for services set forth in
Exhibit A at the rate of $60. 00 per hour for professional
services and $25. 00 per hour for clerical support. The total sum
payable hereunder shall not exceed Twenty-Four Thousand, Two
Hundred Dollars ($24, 200) . Consultant shall submit invoices
during the term of this Agreement based on the cost for services
performed. Billings shall be submitted at least once a month and
be paid by City within ten (10) days. City shall pay Consultant
its cost of office supplies, printing and duplication costs and
shall reimburse Consultant for travel related expenses at the
rate of $0.25 per mile.
The total sum stated above shall be the total which City
shall pay for the services to be rendered by Consultant pursuant
to this Agreement. City shall not :pay any additional sum for any
expense or cost whatsoever incurred by Consultant in rendering
services pursuant to this Agreement.
City shall make no payment for any extra, further or
additional service pursuant to this Agreement unless such extra
service and the price therefor is agreed to in writing executed
by an official of City authorized to obligate City thereto prior
to the time such extra service is rendered.
The services to be provided under this Agreement may be
terminated at any point in time at the sole and exclusive
discretion of City. In this event, City shall compensate the
Consultant for all outstanding costs incurred to date of written
notice thereof and terminate this Agreement.
Consultant shall maintain adequate logs and payment in order
to verify costs incurred to date.
EXHIBIT C
City shall furnish physical facilities such as desks,
filing cabinets, and conference space, as may be reasonably
necessary for Consultant's use while consulting with City
employees and reviewing records and the information in possession
of City. The location, quantity and quality, and time of
furnishing said physical facilities shall be in the sole
discretion of City. In no event shall City be obligated to
furnish any facility which may involve incurring any direct
expense, including, but not limiting, the 'generality of this
exclusion, long-distance telephone or other communication
charges, vehicles, and reproduction facilities.
EXHIBIT D
GENERAL PROVISIONS
1. INDEPENDENT CONTRACTOR. At all times during the term of
this Agreement, Consultant shall be an independent
contractor and shall not be an employee of city. City shall
have the right to control Consultant only insofar as the
results of Consultant' s services rendered pursuant to this
Agreement; however., City shall not have the right to control
the means by which Consultant accomplishes services rendered
pursuant to this Agreement.
2 . LICENSES; PERMITS; ETC. Consultant represents and warrants
to City that she has all licenses, permits, qualifications
and approvals of whatsoever nature which are legally
required for Consultant to practice her profession.
Consultant represents and warrants to City that . Consultant
shall, at her sole cost and expense, keep in effect at all
times during the term of this Agreement any licenses,
permits, and approvals which are legally required for
Consultant to practice her profession.
3 . TIME. Consultant shall devote such time to the performance
of services pursuant to this Agreement as may be reasonably
necessary for satisfactory performance of Consultant' s
obligations pursuant to this Agreement. Time is the essence
of this Agreement.
4 . INSURANCE REQUIREMENTS . Consultant shall procure and
maintain for the duration of the contract insurance against
claims for injuries to persons- or damages to property which
may arise from or in connection with the performance of the
work hereunder by the Consultants, her agents,
representatives, employees or subcontractors . The cost of
such insurance shall be included in the Consultant' s bid.
(a) Minimum Scope of Insurance. Coverage shall be at least
as broad as:
1 . Insurance Services Office form number GL 0002 (Ed.
1 /73 ) covering Comprehensive- General Liability and
Insurance Services Office form number GL 0404
covering Broad Form Comprehensive General
Liability; or Insurance Services Office Commercial
General Liability coverage ( "occurrence" form CG
0001 . )
2 . Insurance Services Office form Number CA 0001 (Ed.
1 /78) covering Automobile Liability, code 1 "any
auto" and endorsement CA 0025 .
3 . Workers' Compensation Insurance as required by the
Labor Code of the State of California and
Employers Liability Insurance.
Exhibit D
(b) Minimum Limits of Insurance. Consultant shall maintain
limits no less than:
1 . General Liability: $1 , 000, 000 combined single
limit per occurrence for bodily injury, personal
injury and property damage. If commercial General
Liability Insurance or other form with a general
aggregate limit is used, either the general
aggregate limit shall apply separately to this
project/location or the general aggregate limit
shall be twice the required occurrence limit.
2 . Automobile Liability: $1 , 000, 000 combined single
limit per accident for bodily injury and property
damage.
3 . Workers' Compensation and Employers Liability;
Workers' compensation limits as required by the
Labor Code of the State of California and
Employers Liability limits of $1 , 000, 000 per
accident.
(c) Deductibles and Self-Insured Retentions. Any
deductibles or self-insured retentions must be declared
to and approved by the City. At the option of the
City, either the insurer shall reduce or eliminate such
deductibles or self-insured retentions as respects the
City, its officers, officials and employees; or the
Consultant shall procure a bond guaranteeing payment of
losses and related investigations, claims
administration and defense expenses .
(d) Other Insurance Provisions. The policies are to
contain, or be endorsed to contain, the following
provisions:
1 . General Liability and Automobile Liability
Coverages .
a. The City, its officers, officials, employees
and volunteers are to be covered as insureds
as respects: liability arising out of
activities performed by or on behalf of the
Consultant; products and completed operations
of the consultant, premises owned, occupied
or used by the Consultant, or automobiles
owned, leased, hired or borrowed by the
Consultant. The coverage shall contain no
special limitations on the scope of the
protection afforded to the City, its
officers, officials, employees or volunteers .
b. The Consultant's insurance coverage shall be
primary insurance as respects the City, its
officers, officials, employees and
volunteers . Any insurance or self-insurance
maintained by the City, its officers,
Exhibit D
officials, employees or volunteers shall be
in excess of the Consultant' s insurance and
shall not contribute with it.
C. Any failure to comply with reporting
provisions of the policies shall not affect
coverage provided to the City, its officers,
officials, employees or volunteers.
d. The Consultant' s insurance shall apply
separately to each insured against whom claim
is made or suit is brought, except with
respect to the limits of the insurer' s
liability.
2 . Workers' Compensation and Employers Liability
Coverage.
The insurer shall agree to waive all rights of
subrogation against the City, its officers,
officials, employees and volunteers for losses
arising from work performed by the Consultant for
the City.
3 . Professional Liability.
Consultant shall carry professional liability
insurance in an amount deemed by the City to
adequately protect the Consultant against
liability caused by negligent acts, errors or
omissions on the part- of the Consultant in the
course of performance of the services specified in
this Agreement.
4. All Coverages.
Each insurance policy required by this clause
shall be endorsed to state that coverage shall not
be suspended, voided, cancelled by either party,
reduced in coverage or in limits except after
thirty (30) days' prior written notice by
certified mail, return receipt requested, has been
given to the City.
(e) Acceptability of Insurers. Insurance is to be placed
with insurers with a Bests' rating of no less than
A:VII .
( f) Verification of Coverage. Consultant shall furnish
City with certificates of insurance and with original
endorsements effecting coverage required by this
clause. The certificates and endorsements for each
insurance policy are to be signed by a person
authorized by that insurer to bind coverage on its
behalf. The certificates and endorsements are to be
received and approved by the City before work
Exhibit D
commences. The City reserves the right to require
complete, certified copies of all required insurance
policies at any time.
(g) Subcontractors . Consultant shall include all
subcontractors as insureds under its policies or shall
furnish separate certificates and endorsements for each
subcontractor. All coverages for subcontractors shall
be subject to all of the requirements stated herein.
5 . CONSULTANT NO AGENT. Except as City may specify in writing,
Consultant shall have no authority, express or implied, to
act on behalf of City in any capacity whatsoever as an
agent. Consultant shall have no authority,, express or
implied, pursuant to this Agreement to bind City to any
obligation whatsoever.
6 . ASSIGNMENT PROHIBITED. No party to this Agreement may
assign any right or obligation pursuant to this Agreement.
Any attempted or purported : assignment of any right or
obligation pursuant to this Agreement shall be void and of
no effect.
7 . PERSONNEL. Consultant shall assign only competent personnel
to perform services pursuant to this Agreement. In the
event that City, in its sole discretion, at any time during
the term of this Agreement, desires the removal of any such
persons, Consultant shall immediately upon receiving notice
from City of such desire of City cause the removal of such
person or persons .
8 . STANDARD OF PERFORMANCE. Consultant shall perform all
services required pursuant to this Agreement in the manner
and according to the standards observed by a competent
practitioner of the profession in which Consultant is
engaged in the geographical area in which Consultant
practices her profession. All instruments of service of
whatsoever nature which Consultant delivers to City pursuant
to this Agreement shall be prepared in a substantial, first
class and workmanlike manner and conform to the standards of
quality normally observed by a person practicing in
Consultant' s profession.
9 . HOLD HARMLESS AND RESPONSIBILITY OF CONSULTANTS. Consultant
shall take all responsibility for the work, shall bear all
losses and damages directly or indirectly resulting to her,
to any subcontractor, to the City, to City officers and
employees, or to parties designated by the City, on account
of the performance or character of the work, unforeseen
difficulties, accidents, occurrences or other causes
predicated on active or passive negligence of the Consultant
or of any subcontractor. Consultant shall indemnify and
hold harmless the City, its officers, officials, directors,
employees and agents from and against any or, all loss,
liability, expense, claim, costs (including costs of
defense) , suits, and damages of every kind, nature and
description directly or indirectly arising from the
Exhibit D
performance of the work. This paragraph shall not be
construed to exempt the City, its employees and officers
from its own fraud, willful injury or violation of law
whether willful or negligent. For purposes of Section 2782
of the Civil Code, the parties hereto recognize and agree
that this agreement is not a construction contract. By
execution of this agreement, Consultant acknowledges and
agrees that she has read and understands the . provisions
hereof and that this paragraph is a material element of
consideration.
Approval of the insurance contracts does not relieve the
Consultant or subcontractors from liability under this
paragraph.
10 . GOVERNMENTAL REGULATIONS. To the extent that this Agreement
may be funded by fiscal assistance from another governmental
entity, Consultant shall comply with all applicable rules
and regulations to which City, is bound by the terms of such
fiscal assistance program.
11. INTEREST OF CONSULTANT. In accepting this Agreement,
Consultant covenants that it presently has no interest, and
shall not acquire any interest, direct or indirect,
financial or otherwise, which would conflict in any manner
or degree with the performance of the services hereunder.
Consultant further covenants that, in the performance of
this Agreement, no subcontractor or person having such an
interest shall be employed. Consultant certifies that no
one who has or will have any financial interest under this
Agreement is an officer or employee of City.
12 . OWNERSHIP OF WORK PRODUCT. If requested in writing by the
City, all documents prepared by Consultant shall become the
property of the City upon completion of the project or
termination of this Agreement. The Consultant may retain a
copy of all material produced by Consultant pursuant to this
Agreement for use in its general business activities.
Should the City desire to use the work completed under this
Agreement for purposes other than those intended under this
Agreement, the City will notify Consultant- in writing prior
to any other reuse of said documents.
Exhibit D