04-C5 Prof Serv Agr ETCADA
DRAFT
RESOLUTION NO.
f:attorney\reswork\currentlSpecialized Services Prof Serv Contract Res-ETCADA
October 1, 2007
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS,
PARIS, TEXAS, APPROVING AND AUTHORIZING A PROFESSIONAL
SERVICES AGREEMENT WITH EAST TEXAS COUNCIL ON ALCOHOL
AND DRUG ABUSE (ETCADA) 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, East Texas Council on Alcohol and Drug Abuse (ETCADA), 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 equipment; 3) 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; 4) allowing
the City to avoid the necessity of incurring substantial cost in training employees to perform such
specialized services on a limited basis; 5) 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; 6) being a recognized source in the community for specialized
expertise in the area of said specialized services; 7) having performed such services successfully for
a lengthy period of time; 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, 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 East Texas Council on Alcohol and
Drug Abuse (ETCADA) 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 8th day of October, 2007.
ATTEST:
Jesse James Freelen, Mayor
Janice Ellis, City Clerk
APPROVED AS TO FORM:
W. Kent McIlyar City Attorney
PROFESSIONAL SERVICES AGREEMENT
BY AND BETWEEN THE CITY OF PARIS
AND EAST TEXAS COUNCIL ON ALCOHOL
AND DRUG ABUSE (ETCADA)
STATE OF TEXAS ~
COUNTY OF LAMAR ~
KNOW ALL MEN BY THESE PRESENTS:
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 East Texas Council on Alcohol and Drug Abuse (ETCADA) whose offices are located at 25 1 sl
Street N.W., 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: I) avoiding duplication of services; 2) providing specialized services
for which CITY has limited or no equipment; 3) 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; 4)
allowing CITY to avoid the necessity of incurring substantial cost in training employees to perform
such specialized services on a limited basis; 5) 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; 6) being a recognized source in the community for specialized
expertise in the area of said specialized 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 assist the City of Paris in psychological counseling for, identification of the causes
of, and the prevention of the proliferation of drug and alcohol abuse problems and
the victims thereof in the City of Paris.
II. Compensation
For and in consideration of these services, CITY agrees to pay to SERVICE
ORGANIZATION, a one-time payment, in the amount of $4,500.00 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
No later than ninety (90) days prior to the termination ofthis 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, 2007 and end on September 30, 2008.
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 an independent contractor, and not an employee, agent, or other
representative of CITY.
2. By entering into this Agreement, SERVICE ORGANIZATION 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 ORGANIZATION and CITY agreethattheservices 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
,2007.
CITY OF PARIS, PARIS, TEXAS
ATTEST:
Jesse James Freelen, Mayor
Janice Ellis, City Clerk
APPROVED AS TO FORM:
w. Kent McIlyar, City Attorney