2005-119 RES PROFESSIONAL SERVICES AGREEMENT WITH AMERICAN RED CROSS
RESOLUTION NO. 2005-119
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS,
PARIS, TEXAS, APPROVING AND AUTHORIZING A PROFESSIONAL
SERVICES AGREEMENT WITH THE AMERICAN RED CROSS, LAMAR
COUNTY CHAPTER TO PERFORM CERTAIN SPECIALIZED SERVICES
ON BEHALF OF THE CITY OF PARIS; MAKING OTHER FINDINGS AND
PROVISIONS RELATED TO THE SUBJECT; AND DECLARING AN
EFFECTIVE DATE.
WHEREAS, The American Red Cross, Lamar County Chapter, hereinafter referred to as
Service Organization, possesses certain specialized expertise, personnel, equipment, and training
necessary to provide certain community based specialized services unique to said organization and
unavailable from any other readily available source; and,
WHEREAS, the City of Paris, hereinafter referred to as City, desires to enter into a
Professional Services Agreement for Service Organization to provide such specialized services to
the City; and,
WHEREAS, contracting with Service Organization to provide said specialized services will
benefit the City by: 1) avoiding duplication of services; 2) providing specialized services for which
the City has limited or no expertise; 3) providing specialized services for which the City has limited
or no equipment; 4) providing specialized services in a more efficient manner and at a lower cost by
operating at a much larger scale than the City is able to operate; 5) allowing the City to avoid the
necessity of incurring substantial cost in training employees to perform such specialized services on
a limited basis; 6) being generally acknowledged in the community and recognized as an established
source of said services with well established procedures and processes for performing such services;
7) having performed such services successfully for a lengthy period oftime; 8) allowing the City's
employees to focus on other issues more directly related to their primary function; and,
WHEREAS, the City Council finds and determines that contracting with said Service
Organization will benefit the health, safety, and welfare of the citizens of the City of Paris in the
furtherance of a public purpose; NOW, THEREFORE,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, PARIS,
TEXAS:
Section 1. That the findings set out in the preamble to this resolution are hereby in all things
approved.
Section 2. That the mayor is hereby authorized to execute and the City Clerk to attest to a
Professional Services Agreement, a copy of which is attached hereto as Exhibit A and incorporated
herein for all purposes, by and between the City of Paris and The American Red Cross, Lamar
County Chapter for the performance of certain specialized services as set out in said agreement.
Section 3. That this resolution shall be effective from and after its date of passage.
PASSED AND APPROVED this 26th day of September, 2005.
1Ce4/~
Richard Manning, Mayor P em
ATTEST:
~ (QQ d,
ce Ellis, City Clerk
PROFESSIONAL SERVICES AGREEMENT
BY AND BETWEEN THE CITY OF PARIS
AND THE AMERICAN RED CROSS, LAMAR COUNTY CHAPTER
STATE OF TEXAS ~
KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF LAMAR ~
This Professional Services Agreement, hereinafter referred to as the "Agreement," entered
into by and between the City of Paris, a municipality and home rule city with its offices located at
125 First Street S.E., in the City of Paris, Lamar County, Texas, hereinafter referred to as "CITY"
and the American Red Cross, Lamar County Chapter whose offices are located at 102 Lamar
Avenue, in the City of Paris, Lamar County, Texas, hereinafter referred to as "SERVICE
ORGANIZATION".
WITNESSETH
WHEREAS, SERVICE ORGANIZATION possesses certain specialized expertise,
personnel, equipment, and training necessary to provide certain community-based specialized
services unique to said organization and unavailable from any other readily available source; and,
WHEREAS, CITY desires to enter into a Professional Services Agreement for SERVICE
ORGANIZATION to provide such specialized services to CITY; and,
WHEREAS, contracting with SERVICE ORGANIZATION to provide said specialized
services will benefit CITY by: 1) avoiding duplication of services; 2) providing specialized services
for which CITY has limited or no expertise; 3) providing specialized services for which CITY has
limited or no equipment; 4) providing specialized services in a more efficient manner and at a lower
cost by operating at a much larger scale than CITY is able to operate; 5) allowing CITY to avoid the
necessity of incurring substantial cost in training employees to perform such specialized services on
a limited basis; 6) being generally acknowledged in the community and recognized as an established
source of said services with well established procedures and processes for performing such services;
7) having performed such services successfully for a lengthy period of time; 8) allowing CITY's
employees to focus on other issues more directly related to their primary function; and,
WHEREAS, the City Council finds and determines that contracting with said SERVICE
ORGANIZATION will benefit the health, safety, and welfare of the citizens of the City of Paris in
the furtherance of a public purpose; NOW, THEREFORE,
FORAND IN CONSIDERATION OF THESE PREMISES, and the mutual consideration
as set out herein, CITY and SERVICE ORGANIZATION agree as follows:
EXHIBIT A.
I. Scope of Services
SERVICE ORGANIZATION agrees to provide the following services to CITY during the term of
this agreement:
To be prepared to provide and to provide emergency services, such as shelters, food,
medical supplies, medical treatment and other related services, during the course of
any identified emergency circumstance within the City of Paris; to provide
specialized equipment in furtherance of such emergency services; and to augment
and assist City of Paris emergency personnel in providing such services.
II. Compensation
For and in consideration of these services, CITY agrees to pay to SERVICE ORGANIZATION, a
one-time payment, in the amount of $6,000.00 to be paid to SERVICE ORGANIZATION within
30 days following an initial billing and invoice from SERVICE ORGANIZATION to CITY for said
services. Said invoice shall be in a form and contain such information as CITY shall require. Upon
receipt of the aforesaid one-time payment, SERVICE ORGANIZATION shall be obligated to
provide said services throughout the term of this Agreement.
III. Reporting
By or before ninety (90) days prior to the termination of this Agreement as provided herein,
SERVICE ORGANIZATION shall provide to CITY the following information in writing:
1. A financial statement, in such detail and containing such information as CITY shall
require;
2. A report of the number of citizens of the City of Paris served and directly benefitted
by the services provided under this Agreement during the previous nine (9) months
of services, or such other similar information as the CITY shall require;
3. A projected scope of services and cost projection for performance for the same or
similar services on behalf of CITY for an additional one year of service, should CITY
desire to renew this Agreement with SERVICE ORGANIZATION at the end of the
contractual term;
4. Any other information which CITY may reasonably require.
IV. Agreement Term
This Agreement shall begin on October 1,2005 and end on September 30,2006.
V. Termination.
This Agreement may be terminated by either party hereto at any time upon ten (10) days
written notice of termination to the other party. Such notice may be delivered personally to the
address shown in this agreement or by forwarding said notice to the other party by certified mail,
return receipt requested and shall be effective ten (10) days following receipt thereof by the other
party.
VI. Miscellaneous Provisions
1. SERVICE ORGANIZATION shall be considered for all purposes under this
Agreement a subcontractor to CITY, and not an employee, agent, or other
representative of CITY.
2. By entering into this Agreement, SERVICE ORGANIZA nON agrees to in all things
indemnity and hold CITY, its officers and employees, harmless from any and all
liability, claims of liability, suits, claims of suit, or other similar acts arising out of
or in any way related to SERVICE ORGANIZATION's activities under this
Agreement, including claims of negligence or other similar claims.
3. This Agreement may be assigned by SERVICE ORGANIZATION only with the
express written consent of CITY.
4. SERVICE ORGANIZA nON and CITY agree that the services under this Agreement
are to be performed in Lamar County, Texas, and venue for any and all legal actions
arising under this Agreement, if any, shall lie exclusively in the State Courts of
Lamar County, Texas and in the Federal Courts for the Eastern District of Texas.
5. This Agreement shall be interpreted exclusively under the laws and ordinances of the
State of Texas and the City of Paris.
EXECUTED this _ day of
,2005.
CITY OF PARIS, PARIS, TEXAS
Curtis Fendley, Mayor
ATTEST:
Janice Ellis, City Clerk
APPROVED AS TO FORM:
Larry W. Schenk, City Attorney
ATTEST:
THE AMERICAN RED CROSS
LAMAR COUNTY CHAPTER
Lisa McAllister, Executive Director