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13 Resolution Lamar CO. Historical MuseumCITY COUNCIL AGENDA ITEM BRIEFING SHEET Submittal Date: Originating Department: Presented By: Agenda Item No.: 10/02/08 Council Date: City Manager Kevin Carruth 13. 10/13/08 RECOMMENDED MOTION: Motion to approve a resolution authorizing a professional services agreement with Lamar County Historical Museum to provide and maintain the Lamar County Historical Museum for the edification and enjoyment of citizens and visitors to our community; and authorizing the City Manager to negotiate and execute all necessary documents. POLICY ISSUE(S): Fiscal. BACKGROUND: On September 22, 2008, City Council approved the budget for 2007-2008, which did not include a budgeted amount for this for this agreement. Subsequently, the City Council gave direction to the City Manager that they wanted the budget amended to include $5,000 to continue the services provided by Lamar County Historical Museum. Agenda item 27, amending the fiscal year 2008-2009 budget, includes $5,000 for the Lamar County Historical Museum. BOARD/COMMISSION RECOMMENDATION: EXHIBITS: Resolution ACTION: BUDGET INFO: ❑ Financial Report ❑ Minute Order Expense $ ❑ Department Report Z Resolution Budgeted Amt. $5,000 ❑ Presentation ❑ Ordinance ❑ P li y'I'D Actual $ ub c Hearing ❑ Other Acct. Name Acct. Number Fisc.v. NoTES: REVIEWED AND APPROVED BY: Z Administration Z City Clerk ❑ Community Development 0 EMS/IT ❑ Finance ❑ Fire ❑ Municipal Court Z Legal ❑ Library ❑ Police ❑ Eng./Public Works ❑ Utilities City of Paris Revised 2/04/08 1 000066 DRAFT Attorney\reswork\current\Specialized Services Prof Serv Contract Res-Lamar Co Historical Museum 2008 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, TEXAS, APPROVING AND AUTHORIZING A PROFESSIONAL SERVICES AGREEMENT WITH THE LAMAR COUNTY HISTORICAL MUSEUM TO PERFORM CERTAIN SPECIALIZED SERVICES TO THE CITY OF PARIS AND ITS CITIZENS; MAHING OTHER FINDINGS AND PROVISIONS RELATED TO THE SUBJECT; AND DECLARING AN EFFECTIVE DATE. WHEREAS, The Lamar County Historical Museum, 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 with the Service Organization to provide partial funding to the Service Organization; and, WHEREAS, the Service Organization will provide certain specialized services (as described in the Agreement) to the community that will benefit the City by: 1) providing specialized services for which the City has limited or no expertise; 2) providing specialized services in a more efficient manner and at a lower cost; 3) providing specialized services under a recognized name and as a recognized source in the community for specialized expertise in the area of said specialized services; 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 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 city manager is hereby authorized to execute and the City Clerk to attest to a Professional Services Agreement, by and between the City of Paris and The Lamar County Historical Museum for the performance of certain specialized services as set out in said Agreement, a copy of which is attached hereto and incorporated herein as Exhibit A. " 000Hi Section 3. That this resolution shall be effective from and after its date of passage. PASSED AND APPROVED this 13th day of October, 2008. ATTEST: Janice Ellis, City Clerk APPROVED AS TO FORM: W. Kent McIlyar, City Attorney Jesse James Freelen, Mayor _ pOnn68 PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF PARIS AND THE LAMAR COUNTY HISTORICAL MUSEUM STATE OF TEXAS § COUNTY OF LAMAR § This Professional Services Agreement, hereinafter referred to as the "Agreement," entered into by and between the City of Paris, a home-rule municipality 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 Lamar County Historical Museum whose offices are located at 1009 W. Kaufman, 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 with the SERVICE ORGANIZATION to provide such specialized services to City of Paris and its citizens; and, WHEREAS, the Service Organization will provide certain specialized services as described herein and as further described in the Service Organization's mission statement to the community that will benefit the City by: 1) providing specialized services for which the City has limited or no expertise; 2) providing specialized services in a more efficient manner and at a lower cost; 3) providing specialized services under a recognized name and as a recognized source in the community for specialized expertise in the area of said specialized services; 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; 1VOW, THEREFORE, FOR AND IN CONSIDERATION OF THESE PREMISES, and the mutual consideration as set out herein, CITY and SERVICE ORGANIZATION agree as follows: I. Scope of Services SERVICE ORGANIZATION agrees to provide the following services to CITY and its citizens during the term of this agreement: To provide and maintain the Lamar County Historical Museum for the edification and enjoyment of citizens and visitors to our community. EXHIBIT A 0 000069 II. Funding For and in consideration of these services, CITY agrees to provide partial funding to the SERVICE ORGANIZATION, in the form of a one-time payment, in the amount of $5,000.00 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 No later than ninety (90) days prior to the termination of this Agreement as provided herein, SERVICE ORGANIZATIOIV 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, 2008 and end on September 30, 2009. 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. If the SERVICE ORGANIZATION terminates the Agreement prior to providing the services required herein, the SERVICE ORGANIZATIOIV shall refund that portion of the one-time payment received ($5,000) on a pro rata basis. VI. Release/Indemnification By entering into this Agreement, SERVICE ORGANIZATION agrees to in all things indemnify 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. . 00007 0 VII. Independent Contractor SERVICE ORGANIZATIOIV shall be considered for all purposes under this Agreement an independent contractor, and not an employee, agent, or other representative of CITY. Nothing in this Agreement shall change the SERVICE ORGANIZATION's independent contractor status or create any kind of joint enterprise between the SERVICE ORGANIZATION and the CITY. VIII. Miscellaneous This Agreement may be assigned by SERVICE ORGANIZATION only with the express written consent of CITY. SERVICE ORGAIVIZATION and CITY agree that the services provided 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. This Agreement, and every provision hereof, shall be considered severable, and the invalidity or partial invalidity of any section, clause, or provisions of this Agreement shall not affect the validity of any other portion of this Agreement. This Agreement shall be interpreted exclusively under the laws and ordinances of the State of Texas and the City of Paris. EXECUTED this 13th day of October, 2008. ATTEST: CITY OF PARIS, TEXAS Janice Ellis, City Clerk APPROVED AS TO FORM: W. Kent McIlyar City Attorney Kevin Carruth, City Manager THE LAMAR COUNTY HISTORICAL MUSEUM ATTEST: Dr. William Hayden, Executive Director • 000P7 1.