90-041 Susan Robinson; Production of City Channel Sof—os�/
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ACCOUNT NO. 110-3300-761CONTRACT +
c PURCHASE OORDER O, $ 2,340.00 `i
9:214 7
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AGREEMENT
THIS AGREEMENT, made and entered into this 1st day of July; 1991, by
and between the CITY OF CtUPERTINO, a municipal corporation of California,
hereinafter referred to as "CITY", and SUSAN ROBINSON, with offices at 835
Bing Drive, #8, Santa Clara, California, 95051, hereinafter referred to as
"CONTRACTOR";
WITNESSETH:
WHEREAS, CITY desires to retain services in conjunction with SUSAN
ROBINSON, a CONTRACTOR; and
WHEREAS, CITY desires to engage CONTRACTOR to provide these services
by reason of its qualifications and experience for performing such
servioas, and CONTRACTOR has offered to provide the required serviras on
the terms and in the manner set forth herein;
NOW, THEREFORE, in consideration of their mutual covenants, the
parties hereto agree as follows:
1. DEFINITIONS.
(a) The word "City" as used in this agreement shall mean
and include all the territory lying within the municipal boundaries of the
City of Cupertino, California, as presently existing, plus all territory
which may be added thereto during the term of this agreement by annexation
or otherwise.
(b) The term "City Manager" shall mean the duly appointed
City Manager of the City of Cupertino, California, or his designated
representative.
(c) The term "City Attorney" shall mean the duly appointed
City Attorney of the City of Cupertino, California, or his designated
representative.
(d) The term "City Clerk" shall mean the duly appointed
City Clerk of the City of Cupertino, California, or her designated
representative.
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2. PROTECT COORDINATION.
(a) City. The City Manager shall be representative of CITY
for all purposes under this agreement. DONNA EREY, PUBLIC INFORMATION
OFFICER, hereby is designated as the PROJECT MANAGER for the City Manager,
and shall supervise the pluyress and execution of this agreement.
(b) . Contractor. CONTRACTOR shall assign a single PROJECT
DIREClUR to have overall responsibility for the progress and execution of
this agreement for CONTRACTOR. SUSAN ROBINSON hereby is designated as the
PROJECT DIRECTOR for CONTRACTOR. Should circumstances or conditions
subsequent to the execution of this agreement require a substitute PROJECT
DIRECTOR for any reason, the PROJECT DIRECTOR designee shall be subject to
the prior written acceptance and approval of the PROJECT MANAGER.
3. DUTIES OF CONTRACTOR.
(a) Services to be Furnished. CONTRACTOR shall provide all
specified services as set forth below:
(1) Provide City with copies of the City Channel Program Guide
terse days before the first of each month.
one
(2) Finalize and distribute the City Channel Cable Guide by
the first of each month.
(b) Laws to be Observed. CONTRACTOR shall:
(1) Procure all permits and licenses, pay all charges and
feet, and give all notices which may be necessary and incident to the due
and lawful prosecution of the services to be performed by CONTRACTOR under
this agreement;
(2) Keep itself fully informed of all existing and future
federal, state, and local laws, ordinances, regulations, orders, and
decrees which may affect those engaged or employed under this agreement,
any materials used in CONTRACTOR'S performance under this agreement, or
the conduct of the services under this agreement;
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(3) At all times observe and comply with, and cause all of its
subcontractors and employees, if any, to observe and comply with, all of
said laws, ordinances, regulations, orders, and decrees mentioned above;
(4) Immediately report to the PROTECT MANAGER in writing any
discrepancy or inconsistency it discovers in said laws, ordinancs.G,
regulations, orders, and decrees mentioned above in relation to any plans,
drawing, specifications, or provisions of this agreement.
(c) Release of Reports and Information. Any reports,
information, data, or other material given to, or prepared or assembled
by, CONTRACTOR or its subcontractors, if any, under this agreement shall
be the property of CITY and shall not be made available to any individual
or organization by CONTRACTOR or its subcontractors, if any, without the
prior written approval of the City Manager.
(d) Copies of Reports and Information. If CITY requests
additional copies of reports, drawings, specifications or any other
material which CONTRACTOR is required to furnish in limited quantities as
part of the services under this agreement, CONTRACTOR shall provide such
additional copies as are requested and CITY shall compensate CONTRACTOR
for the costs of duplicating of such copies at CONTRACTOR'S cost.
(e) Final Report. CONTRACTOR shall provide CITY with N/A
copies of the final report required under this agreement upon completion
and acceptance of the report by CITY.
(f) Qualifications of Contractor. CONTRACTOR represents that
it is qualified to furnish the services described under this agreement.
As evidence thereof, CONTRACTOR warrants that one or more members or
employees of the firm are licensed N/A by the State of
California and that the services to be provided under this agreement will
be performed by them or under their supervision.
4. COMPENSATION. For the full performance of the services
described herein by CONTRACTOR, CITY shall pay CONTRACTOR a total sum not
to exceed TWO THOUSAND THREE HUNDRED FORTY DOLLARS ($ 2,340.00) , payable
at $13.00 PER HOUR FOR UP TO 15 HOURS PER MONTH upon submission by
CONTRACTOR of an itemized billing.
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5. DUTIES OF CITY. City shall provide all specified services as
set forth below:
(a) All materials and information will be provided to
CONTRACTOR by the second Friday of each month.
6. TERM. ' The services to be performed hereunder shall commence on
JULY 1, 1991, and shall be completed by JUNE 30, 1992.
7. TEMPORARY SUSPENSION. The City Manger shall have the authority
to suspend this agreement, wholly or in part, for such period as he deems
necessary due to unfavorable conditions or to the failure on the part of
the CONTRACTOR to perform any provision of this agreement.
8. EXTENSION OF TERM. In the event that the services called for
under this agreement are not completed within the time specified above,
the City Manager shall have the option to extend the time for completion.
This paragraph does not preclude the recovery of damages for delay by
either party.
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9. SUSPENSION; TEIATION.
(a) Right to Suspend or Terminate. Either party may suspend
or terminate this agreement for any reason by giving thirty (30) days'
written notice. Upon receipt of such notice, CONTRACTOR shall immediately
discontinue his performance under this agreement.
(b) Payment. Upon such suspension or termination, CONTRACTOR
shall be paid for all services actually rendered to CITY to the date of
such suspension or termination; provided, however, if this agreement is
suspended or terminated for fault of CONTRActvR, CITY shall be obligated
to compensate CONTRACTOR only for that portion of CONTRACTOR'S services
which are of benefit to CITY.
(c) Return of Materials. Upon such suspension or termination,
CONTRACTOR shall turn over to the City Manager immediately any and all
copies of studies, sketches, drawings, computations, and other data,
whether or not completed, prepared by CONTRACTOR or its subcontractors, if
any, or given to CONTRACTOR or its subcontractors, if any, in connection
with this agreement. Such materials shall become the permanent property
of CITY. CONTRACTOR, however, shall not be liable for CITY's use of
incomplete materials or for CITY's use of complete documents if used for
other than the project contemplated by this agreement.
10. INSPECTION. CONTRACTOR shall furnish CITY with every
reasonable opportunity for CITY to ascertain that the services of
CONTRACTOR are being performed in accordance with the requirements and
intentions of this agreement. All work done and all materials furnished,
if any, shall be subject to the PROJECT MANAGER's inspection and
approval. The inspection of such work shall not relieve CONTRACTOR of any
of its obligations to fulfill its agrccment as prescribed.
11. INDEPENDENT JUDGMENT. Failure of CITY to agree with
CONTRACIOR's independent findings, conclusions, or recommendations, if the
same are called for under this agreement, on the basis of difference in
matters of judgment shall not be construed as a failure on the part of
CONTRACTOR to meet the requirements of this agreement.
12. ASSIGdMENT; SUBCONTRACTORS; EMPLOYEES.
(a) Assignment. Both parties shall give their personal
attention to the faithful performance of this agreement and shall not
assign, transfer, convey, or otherwise dispose of this agreement or any
right, title, or interest in or to the same or any part thereof without
the prior written consent of the other party, and then only subject to
such terms and conditions as the other party may require. A consent to
one assignment shall not be deemed to be a consent to any subsequent
assignment. Any assignment without such approval shall be void and, at
the option of the other party, shall terminate this agreement and any
license or privilege granted herein. This agreement and any interest
herein shall not be assignable by operation of law without the prior
written consent of the other party.
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(b) Subcontractors. It is agreed that this agreement is for
the personal services of SUSAN ROBINSON and cannot be performed by any
other person or organization.
13. NOTICF- . All notices hereunder shall be given in writing and
mailed, postage prepaid, by certified mail, addressed as follows:
TO CITY: Office of the City Clerk
P. O. Box 580
Cupertino, CA 95014-0580
TO CONTRACTOR: Attention of the PROTECT
DIRtCIUR at the address of
CONTRACTOR recited above.
14. INTEREST OF CONTRACTOR. CONTRACTOR covenants that it presently
has no interest, and shall not acquire any interest, direct or indirect,
financial or otherwise, which would conflict in any manner or degree with
the performance of the services hereunder. CONTRACTOR further covenants
that, in the performance of this agreement, no subcontractor or person
having such an interest shall be employed. CONTRACTOR certifies that no
one who has or will have any financial interest under this agreement is an
officer or employee of. CITY. It is expressly agreed that, in the
performance of the services hereunder, CONTRACTOR shall at all times be
deemed an independent contractor and not an agent or employee of CITY.
15. INDEMNITY. CONTRACTOR hereby agrees to indemnify and save
harmless CITY, its officers, agents, and employees of and fium:
(a) Any and all claims and demands which may be made against
CITY, its officers, agents, or employees by reason of any injury to or
death of any person or damage suffered or sustained by any person or
corporation caused by, or alleged to have been caused by, any act or
omission, negligent or otherwise, of CONTRACTOR or any subcontractor under
this agreement or of CONIRACTOR's or any subcontractor's employees or
agents;
(b) Any and all damage to or destruction of the property of
CITY, its officers, agents, or employees occupied or used by or in the
care, custody, or control of CONTRACTOR, or in proximity to the site of
CDNTRACIUR's work, caused by any act or omission, negligent or otherwise,
of CONTRACTOR or any subcontractor under this agreement or of CONTRACTOR's
or any subcontractor's employees or agents.
(c) Any and all claims and demands which may be made against
CITY, its officers, agents, or employees by reason of any injury to or
death of or damage suffered or sustained by any employee or agent of
CONTRACTOR or any subcontractor under this agreement, however caused,
excepting, however, any such claims and demands which are the result of
the sole negligence or willful misconduct of CITY, its officers, agents,
or employees;
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(d) Any and all claims and demands which may be made against
CITY, its officers, agents, or employees by reason of any infringement or
alleged infringement of any patent rights or claims caused or alleged to
have been caused by the sue of any apparatus, appliance, or materials
furnished by CONTRACTOR or any subcontractor under this agreement; and
(e) Any and all penalties imposed or damages sought on account
of the violation of any law or regulation or of any ten or condition of
any permit.
CONTRAciuk, at its own cost, expense, and risk, shall defend
any and all suits, actions, or other legal proceedings that may be brought
or instituted by third persons against CITY, its officers, agents, or
employees on any of the above claims or demands of such third persons, or
to enforce any of the above penalties, and pay and satisfy any judgment or
decree that may be rendered against, CITY, its officers, agents, or
employees in any such suit, action, or other legal proceedings.
16. WORKERS' COMPENSATION. CONTRACTOR certifies that it is aware
of the provisions of the Labor Code of the State of California which
require every employer to be insured against liability for workers'
compensation or to undertake self-insurance in accordance with the
provisions of that code, and it certifies that it will comply with such
provisions before commencing the performance of the work of this
agreement.
17. INSURANCE. CONTRACTOR, at its sole cost and expense, shall
obtain and maintain in full force and effect throughout the entire term of
this agreement the insurance coverage of at loact a "B" rating as
determined in accordance with the insurance industry standard, insuring
not only CONTRACTOR, but also (with the exception of workers' compensation
and employer's liability insurance) , CITY, its officers, agents, and
employees, and each of them with respect to activities and services
performed by CONTRACTOR for or on behalf of CITY under the provisions of
this agreement. S/A
Certificates of such insurance, preferably on the forms
provided by CITY, shall be filed with CITY concurrently with the execution
of this agreement or, with CITY's approval, within ten (10) days
thereafter. Said certificates shall be subject to the approval of the
City Attorney and shall contain an endorsement stating that said insurance
is primary coverage and will not be cancelled or altered by the insurer
except after filing with the City Clerk thirty (30) days' written notice
of such cancellation or alteration, and that the City of Cupertino is
named as an additional insured. Current certificates of such insurance
shall be kept on file at all times during the term of this agreement with
the City Clerk.
18. AGREEMENT BINDING. The terms, covenants, and conditions of
this agreement shall apply to, and shall bind, the heirs, successors,
executors, administrators, assigns, and subcontractors of both parties.
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19. WAIVERS. The waiver by either party of any breach or violation
of any term, covenant, or condition of this agreement or any provision,
ordinance, or law shall not be deemed to be a waiver of any other term,
covenant, condition, ordinance, or law or of any subsequent breach or
violation of the same or of any other term, covenant, condition,
ordinance, or law. The subsequent acceptance by either party of any fee
or other money which may become due hereunder shall not be deemed to be a
waiver of any .preceding breach or violation by the other party of any
term, covenant, or condition of this agreement or of any applicable law or
ordinance.
20. COSTS AND ATTORNEYS FEES. The prevailing party in any action
brought to enforce the terms of this agreement or arising out of this
agreement may recover its reasonable costs and attorneys' fees expended in
connection with such an action from the other party.
21. NONDISCRIMINATION. No discrimination shall be made in the
employment of persons under this agreement because of the race, color,
national origin, anrpstry, religion or sex of such person. If the value
of this agreement is, or may be, Five Thousand Dollars ($5,000) or more,
CONTRACIOR agrPPs to meet all requirements of the Cupertino Municipal Code
pertaining to nondiscrimination in employment and to complete and submit
the "Compliance Report—Nondiscrimination Provisions of City of Cupertino
Contracts" on the form furnished by CITY.
If CONTRACTOR is found in violation of the nondiscrimination
provisions of the State of California Fair Employment Practices Act or
similar provisions of federal law or executive order in the performance of
this agreement, it shall thereby be found in material breach of this
agreement. Thereupon, CITY shall have the power to cancel or suspend this
agreement, in whole or in part, or to deduct from the amount payable to
CONTRAu1VR the sum of Twenty-five Dollars ($25) for each person for each
calendar day during which said person was discriminated against, as
damages for said breach of contract, or both. Only a finding of the State
of California Fair ELviloyment Practices Commission or the equivalent
federal agency or officer shall constitute evidence of a violation of
contract under this paragraph.
If CONTRACTOR is found in violation of the nondiscrimination
provisions of this agreement or the applicable affirmative action
guidelines pertaining to this agreement, CONTRACTOR shall be found in
material breach of this agreement. Thereupon, CITY shall have the power
to cancel or suspend this agreement, in whole or in part, or to deduct
from the amount payable to CONTRACTOR the sum of Two Hundred Fifty Dollars
($250) for each calendar day during which CONTRACIOR is found to have been
in such noncompliance as damages for said breach of contract, or both.
22. AGREEMENT CONTAINS ALL UNDERSTANDINGS. This document
represents the entire and integrated agreement between CITY and CONTRACTOR
and supersedes all prior negotiations, representations, or agreements,
either written or oral. This document may be amended only by written
instrument, signed by both CITY and CONTRACTOR. All provisions of this
agreement are eXpressly made conditions. This agreement shall be governed
by the laws of the State of California.
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IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this
agreement the day and year first above written.
ATTEST: CITY OF CUJPERTINO
44-114taL /Hy/
City Clerk /
APPROVED AS TO FORM:
City Attorney
JAa al i V`- /"gia i I
Name
Address
(
Telephone
Social Security number
or
Tax I.D. number
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AGREEMENT
- om8',4 110-3300-761
8 oov& CITY OF CUPERTINO $ 1 ,950.00
recap°' P.O. Box 580
Goad" Cupertino, CA 95015
252-4505 (O2`5 t•5p
NO. 8 I6dS £1
BY THIS AGREEMENT made and entered into on the day of October 19 91
by and between the CITY OF CUPERTINO (Hereinafter referred to as CITY) and
Name (1) Susan L. Robinson (2)
Address City Phone
(Hereinafter referred as CONTRACTOR), in consideration of their mutual covenants, the parties hereto agree as follows:
CONTRACTOR Shall provide or furnish the following specified services and/or materials:
EXHIBITS: The following attached exhibits hereby are made part of this Agreement:
TERMS The services and/or materials furnished under this Agreement shall commence on October 1 , 1991
and shall be completed before June 30, 1992
COMPENSATION For the full performance of this.Agreement,CITY shall pay CONTRACTOR: $13.00 per hour
for up to 15 hours of work per month
GENERAL TERMS AND CONDITIONS
Hold Harmless. Contractor agrees to save and hold harmless the City, its officers,agents and employees from any and
all damage and liability of every nature, including all costs of defending any claim,caused by or arising out of the per-
formance of this agreement.City shall not be liable for acts of Contractor in performing services described herein.
Insurance. Should the City require evidence of insurability Contractor shall file with City a Certificate of Insurance
before commencing any services under this agreement.Said Certificate shall be subject to the approval of City's
Director of Administrative Services.
Non-Discrimination. No discrimination shall be made in the employment of persons under this agreement because of
the race, color, national origin,ancestry, religion or sex of such person.
Interest of Contractor. It is understood and agreed that this agreement is not a contract of employment in the sense
that the relation of master and servant exists between City and undersigned.At all times Contractor shall be deemed to
be independent contractor and Contractor is not authorized to bind the.City to any contracts or other obligations in
executing this agreement.Contractor certifies that no one who has or will have any financial interest under this
agreement is an officer or employee of City.
Changes. This agreement shall not be assigned or transferred without the written consent of the City. No changes or
variations of any kind are authorized without the written consent of the City.
CONTRACT CO-ORDINATOR and representative for CITY shall be:
NAME Donna M. Krey DEPARTMENT Public Information Officer
This Agreement shall become effective upon its execution by CITY, in witness thereof,the parties have executed this
Agreement the day and year first written above.
CONTR CTOR: ��nn,,(� CITY OF CUPERTINO:
By ,� 1 .l1 f�0%1J11rfI�Tt/L� By /-V F--e. a
Title (f{ 1&, A.tim J��?i Title Public I nformat i n Officer
Soc. Sec.#
APPROVA
Departm n / e., Date Cit • //,j �j /
White-City Cle KCoev Green-Finance Canary-Con rector's Copy Pink-Receiving Copy Goldenrod-Department.Copy
//O - 3300 -4 -AGREEMENT q ., 1
Data'
'loco' CITY OF CUPERTINO
P.O. Box 580 t
Cupertino, CA 95015 " fl 2
252-4505 NO'.
BY THIS AGREEMENT made and entered into on the 9Y k day of / e-o-e-t'icher ,' 19 90
by and between the CITY OF CUPERTINO (Hereinafter referred to as CITY) and
Name (1) J 2n t sit i (2)
Address * • ' ( City Zip' Phone '
(Hereinafter referred as CONTRACTOR), in consideration of their mutual covenants, the parties hereto agree as follows:
CONTRACTOR Shall provide or furnish the following specified services and/or materials:
t patli ea-i< e7 ef' Citi-442-1- &ie, a4u , Ailaicat u/()1 el
EXHIBITS:The following attached exhibits hereby are made part of this Agreement:
TERMS The services and/or materials furnished under this Agreement shall commence onciief„ // /990
and shall be completed before U/t-P. 36/ /9 9/
/3.0np�0
COMPENSATION For the full performance of this Agreement,CITY shall pay CONTRACTOR: >Dper AtL--/U
GENERAL TERMS AND CONDITIONS
Hold Harmless. Contractor agrees to save and hold harmless the City, its officers,agents and employees from any and
all damage and liability of every nature, including all costs of defending any claim,caused by or arising out of the per-
formance of this agreement.City shall not be liable for acts of Contractor in performing services described herein.
Insurance. Should the City require evidence of insurability Contractor shall file with City a Certificate of Insurance
before commencing any services under this agreement.Said Certificate shall be subject to the approval of City's
Director of Administrative Services.
Non-Discrimination. No discrimination shall be made in the employment of persons under this agreement because of
the race,color, national origin,ancestry, religion or sex of such person.
Interest of Contractor. It is understood and agreed that this agreement is not a contract of employment in the sense
that the relation of master and servant exists between City and undersigned.At all times Contractor shall be deemed to
be an independent contractor and Contractor is not authorized to bind the City to any contracts or other obligations in
executing this agreement.Contractorcertifies that no one who has or will have any financial interest under this
-
agreement is an officer or employee of City.
Changes. This agreement shall not be assigned or transferred without the written consent of the City. No changes or
variations of any kind are authorized without the written consent of the City.
CONTRACT CO-ORDINATOR and representative for CITY shall be:
NAME W V'�vyL u /c DEPARTMENT //2,42,/
2/C `l /{'(RY/B'IL
This Agreement shall become effective upon its execution by CITY, in witness thereof, the parties have executed this
Agreement the day and year first written above.
CONTRA TOR: CITY 0 CUPERTINO:
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APPRO LS
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De a t nt Datq �/ Date
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White-City Clerk Copy Green-Finance Canary-Contractors Copy Pink-F eceiving Copy Goldenrod-Department Copy