2009-104-RES-Agreement with the Lamar County Human Resources CouncilRESOLUTION NO. 2009-104
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, TEXAS,
APPROVING AND AUTHORIZING A PROFESSIONAL SERVICES
AGREEMENT WITH THE LAMAR COUNTY HUMAN RESOURCES COUNCIL
TO PERFORM CERTAIN SPECIALIZED SERVICES TO THE CITY OF PARIS
AND ITS CITIZENS; MAKING OTHER FINDINGS AND PROVISIONS
RELATED TO THE SUBJECT; AND DECLARING AN EFFECTIVE DATE.
WHEREAS, The Lamar County Human Resources Council, 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 beneflt 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 Ciry of Paris and
The Lamar County Human Resources Council 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.
Section 3. That this resolution shall be effective from and after its date of
passage.
PASSED A1VD APPROVED this 28th day of September, 2009.
ATTEST:
,
nice Ellis, City Clerk
APPROVED AS TO FORM:
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W. Kent McIlya Ci Attorney
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J sse Ja es Freelen, Mayor
PROFESSIONAL SERVICES AGREEMENT
BY AND BETWEEN THE CITY OF PARIS
AND THE LAMAR COUNTY HUMAN RESOURCES COUNCIL
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 Human Resources Council whose offices are located at 1275 N.W. 19th, 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
furtherance of a public purpose;
NOW, THEREFORE, FOR AND IN COIVSIDERATION OF THESE PREMISES, and the mutual
consideration as set out herein, CITY and SERVICE ORGANIZATION agree as follows:
1. Scope of Services
SERVICE ORGANIZATION agrees to provide the following services to CITY and its citizens
during the term of this agreement:
Assistance in dealing with the problems of the elderly of Paris and Lamar County,
Texas, and to prevent said elderly citizens from becoming the victims of abuse,
poverty, sickness, hunger, or other related social conditions.
EXHIBIT V_
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 $12,000.00 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
IVo later than 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 projecrion 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, 2009 and end on September 30, 2010.
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 ORGANIZATION shall refund that portion of the one-time
payment received ($12,000) on a pro rata basis.
VI. Release/Indemnification
By the entering into this Agreement, SERVICE ORGANIZATION agrees to in all things
release, 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 and actions under this Agreement, including claims of
negligence or other similar claims.
VII. Independent Contractor
SERVICE ORGANIZATION 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 Manager of the City of Paris, Texas.
SERVICE ORGANIZATION 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 secrion, 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 28th day of September, 2009.
ATTEST:
Janice Ellis, City Clerk
CITY OF PARIS, TEXAS
Kevin Carruth, City Manager
APPROVED AS TO FORM:
W. Kent McIlyar, City Attorney
LAMAR COUNTY HUMAN RESOURCES COUNCIL
ATTEST:
Tanteta Hilliard, Executive Director