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2012-013 RES APPROVING/AUTHORIZING PROFESSIONAL SERVICES AGREEMENT WITH LAMAR COUNTY HISTORICAL SOCIETY MUSEUMRESOLUTION NO. 2012-013 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, TEXAS, APPROVING AND AUTHORIZING A PROFESSIONAL SERVICES AGREEMENT WITH THE LAMAR COUNTY HISTORICAL SOCIETY MUSEUM TO PERFORM CERTAIN SPECIALIZED SERVICES TO THE CITY OF PARIS AND ITS CITIZENS; MAKING OTHER FINDINGS AND PROVISIOIVS RELATED TO THE SUBJECT; AND DECLARING A111 EFFECTIVE DATE. WHEREAS, The Lamar County Historical Society 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 to the community that will benefit the City by: 1) providing specialized services to the community 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 general 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 Interim 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 Society 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". Section 3. That this resolution shall be effective from and after its date of passage. PASSED AND APPROVED this 27th day of February, 2012. ATTEST: . anice Ellis, City Clerk APPROVED AS TO FORM: W. Kent McII r, Cit Attorney PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF PARIS AND THE LAMAR COUNTY HISTORICAL SOCIETY 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 ]ocated at 135 First Street S.E., in the City of Paris, Lamar County, Texas, hereinafter referred to as "CITY" and the Lamar County Historical Society 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 arganization 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 coinmunity 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; NOW, THEREFORE, FOR AND IN CONSIDERATION 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 as set forth in more detail in the Request for Funding documents attached hereto and incorporated herein as Exhibit A to CITY and its citizens during the term of this agreement: EXHIBIT f~ To provide and maintain the Lainar County Historical Museum for the edification and enjoyment of citizens and visitors to our community. II. Funding For and in consideration of these sei-vices, 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 infonnation 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 ORGANIZATION shall provide to CITY the following information in writing: A financial statement, in such detail and containing such infonnation 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 Agreeinent 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, 2011 and end on September 30, 2012. 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 all the services required herein, the SERVICE ORGANIZATION shall refund that portion of the funding received ($5,000) on a pro rata basis. VI. Release/Indemnification By entering into this Agreement, the SERVICE ORGANIZATION expressly agees to defend, indemnify and hold the City of Paris, Texas and its officers, agents and employees harmless from and against all damages, injuries (including death), claims, property damages (including loss of use), losses, demands, penalties, suits, judgments and costs, including attorney's fees and expenses, in any way arising out of, related to, or resulting froin the SERVICE ORGANIZATION's activities or services provided under this Agreement and/or caused by the negligence, errors, omissions or intentional wrongful acts of the SERVICE ORGANIZATION or the SERVICE ORGANIZATION's owners, officers, employees or agents. 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. 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 Lainar 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 Agreeinent shall not affect the validity of any other portion of this Agreeinent. This Agreement shall be interpreted exclusively under the laws and ordinances of the State of Texas and the City of Paris. EXECUTED this 25th day of October, 2010. ATTEST: Janice Ellis, City Clerk APPROVED AS TO FORM: CITY OF PARIS, TEXAS Gene Anderson, Interim City Manager W. Kent Mcllyar City Attorney T( REQUEST FOR PUBLIC FUNDING v Non-profit agencies requesting funding from the City of Pans for projects that benefit the citizens of Paris must complete the following information to be eligible for consideration (you may use additional pages, if necessary). In addirion, please submit with this form a copy of your agency's most recent financial statement or audit and a detailed budget for the project. Agencies must also make a brief presentation on their project at a city council meeting. Agency Agency Agency Phone Number:tfQ,j- Contact Contact's Mailing Agency Fax Number: Contact's Title• &-rnk1 ~ Describe how your project will benefit the City of Paris and its matching funds, attached? ( /~Yes ❑ No Is t6e agency's most recent financial statement or audit attached? 10 Yes ❑ No i~_t. _ M/~,e. Have you received funding from the City of Paris in the last five years for this or any ther project? .e [~Yes ❑ No If you have received previous city funding, bst the name of the project, the amount of the City's award, and the year awarded:~n t ~ ~ ~ ~C►.~ ~ 5 2p91~ ' G~'!~ ~ t?O2> ~n ff City of Paris EXHIBIT I I { l Revised 6/10/08 Is a detailed project bndget, including columns and descriptions for allocations of city funding and the agency's Contact's Phone Number:~ j-1 / V& i-tContact's Fax Number: 'T ContacNs Finail Address:llr?wrM fi) afi~ „/C .4 u A C'--'v~ ~ Zt"'J P . ~2- Detailed description of project (including description of need, scope of work, methodology, who benefits, number of beneficiaries, other project partners, etc.): , ewL ~ I . c ^ AA~ ~ ~ ~.~o . ~I E e ~ p~ , ~~x ~ 4 ~ . < ~i - - Y - - " ~ f ~iC '►Lt/y~ ~ n ~ ~.cC.-I"Ji~L IA ~1C~.e.( ~ 17AbL` ~Y1'n AA , P* s ~ ~ r X n L M1 A ~~1 . . .,PG ryr"~ G ~ C3-N i 1 ln. ~ D < 1 ~ i Y16d -A n~/~ , t. Y r►~-lr . C9 ~ .u. (~'7 :C -V i X a~/ ~ CL~ G ~A n. ;t ~ K.441i / VC/IJG~ d.( s.Q ~°/l /l/L 7 r vv i ~ City of Paris Revised 6/10/08 ..=~f"`."*