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HomeMy WebLinkAbout89-41RESOLUTION NO. 89-41 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF UKIAH AUTHORIZING MAYOR TO SIGN AGREEMENT WITH RICHARD E. WATSON. WHEREAS, Richard E. Watson has been selected by the City of Ukiah to perform the duties of Interim City Manager for the City of Ukiah; and WHEREAS, the City Council is satisfied that the terms of the agreement attached hereto as Exhibit A are acceptable to the City Council; NOW, THEREFORE, BE IT RESOLVED that the Mayor is authorized to sign the Contract for Interim City Manager Services attached to this resolution as Exhibit A and the City Council approves and accepts the terms of said agreement. PASSED AND ADOPTED this 3rd day of May, 1989, at a regular meeting of the Ukiah City Council by the following roll call vote: AYES.- NOES: ABSENT: -C I ~5~~~ I~K ~v~ (®u®resos®watson) Councilmembers Wattenburger, Shoemaker, Schneiter, Hickey,/~and Mayor None None ~~_~~~. ~n ~~OR AGREENENT TO PROVIDE INTERIM CITY MANAGER SERVICES TO THE CITY OF UKIAH ,THi~~ AGREEMENT is made and entered in Ukiah, California on May 3 9, 1989, by and between the City of Ukiah, a general law municipal corporation, hereinafter referred to as "CITY", and Richard E. Watson, hereinafter referred to as "CONTRACTOR". RECITALS 1. The City has commenced the process of replacing its City Manager, who recently resigned. It estimates it will take 4-6 months to recruit and hire a permanent replacement. 2. During the period while this process is taking place, CITY desires to employ an Interim City Manager. 3. CONTRACTOR, by reason of his education and experience, is qualified to fill the Interim Manager Position. 4. CITY desires to employ CONTRACTOR for this purpose. AGREEMENT 1. SERVICES: CONTRACTOR will provide to CITY all neces- sary professional, administrative, and managerial services to perform the duties and responsibilities of City Manager, as es- tablished by the Ukiah City Code and state law, to the satisfac- tion of the Ukiah City Council (hereafter, "the Council"), on an interim basis as set forth herein. Unless otherwise agreed to by CITY, in writing, all services provided under this Agreement shall be rendered by CONTRACTOR. Such services shall include, but not be limited to, the following: A. To perform all functions and duties of City Manager, as set forth in the Ukiah City Code and state law. B. To perform such services on an exclusive full-time service basis for the CITY, and to be available as needed to properly perform such services, including attendance at all regular or special City Council meetings and other meetings as needed for the conduct of CITY business. Page 1 of 5 pages C. To direct and manage the staff of CITY; to assist and advise the City Council in the recruitment of a permanent City Manager as requested by the Council; and to provide the Council periodic written reports concerning the administra- tion and management of the CITY, including a final assess- ment of City operations to be presented to the Council prior to the termination of this Agreement. 2. COMPENSATION: CITY, in and for consideration of the covenants, conditions, agreements, and stipulations of CONTRACTOR set forth herein, hereby agrees to provide, as total compensation to CONTRACTOR, the following: A. Basic Compensation: CONTRACTOR's basic compensation shall be $30.00 per working hour, provided that said basic compensation shall not exceed $5,179.00 per month. B. CITY shall provide and maintain a CITY owned vehicle for CONTRACTOR's use in performing his duties as City Manage r. C. CITY shall pay CONTRACTOR a living allowance in the amount of $800.00 per month to defray CONTRACTOR's costs of lodging and meals while residing in the City of Ukiah. In addition, CONTRACTOR shall be entitled to the same reim- bursement for other out-of-pocket expenses incurred during travel on CITY business as authorized for other CITY person- nel traveling on CITY business. D. Payments under Paragraph C above shall be prorated for any portion of a month in which services are rendered on less than a full time basis. 3. MET~{OD AND TIME OF PAYMENT: CONTRACTOR shall be com- pensated monthly for basic compensation, living allowance, and expenses. On the first working day of each month CONTRACTOR shall submit a claim for basic compensation, living allowance, and ex- penses, for the previous month with necessary verification, to the CITY's Finance Director, for approval and payment. CONTRACTOR's final compensation claim shall be submitted on CONTRACTOR's final working day. 4. TERM: This Agreement shall become effective upon its approval and execution by CITY, and shall remain in effect until the effective date of appointment of a permanent City Manager by the Council or on such other date as the Council notifies CON- TRACTOR that this Agreement is terminated. CONTRACTOR shall com- mence providing services on May 10, 1989. CONTRACTOR agrees to serve at the sole pleasure and discretion of the Council which Page 2 of 5 pages can terminate his services pursuant to this paragraph without cause or explanation as to the reasons therefor. CITY may ter- minate this Agreement by providing CONTRACTOR with written notice of termination. Such termination shall become effective im- mediately or upon the date of termination stated in the notice. CONTRACTOR shall be compensated for all services satisfactorily performed prior to the effective date of the termination. The monthly living allowance shall be prorated on a daily basis, as- suming a 30 day month. CONTRACTOR shall provide all work product produced through the date of termination, whether complete or in- complete, to CITY, free of any and all claims, liens, and/or en- cumbrances, and such documents may be used by CITY for any pur- poses. CONTRACTOR may terminate this Agreement upon 15 days prior written notice to the City Clerk. In the event of termina- tion by CONTRACTOR the provisions of this paragraph respecting termination shall apply. 5. INELIGIBILITY FOR PERMANENT POSITION: CONTRACTOR un- derstands and agrees that by accepting the appointment as Interim City Manager he is ineligible and cannot apply for the permanent posit ion of City Manager. 6. STANDARDS OF PERFORMANCE: CONTRACTOR shall perform the services described in a professional, first-class, workmanlike and businesslike manner in accordance with standards of quality satisfactory to the Council. 7. ASSIGNMENT OF SUBCONTRACT: No performance of this Agreement may be assigned or subcontracted without the express prior written approval of CITY. 8. INDEMNITY AND DEFENSE: CITY agrees to extend to CON- TRACTOR, as to any action or proceeding on account of any act or omission of CONTRACTOR within the scope of services for CITY provided pursuant to this Agreement, those rights of indemnifica- tion, including the right that CITY pay any judgment or any com- promise or settlement of an action, and the right to provision for a defense for actions or proceedings as are granted to employees of a public entity by provisions of Division 3.6 of Title I of the California Government Code. 9. INDEPENDENT CONTRACTOR: It is specifically understood and agreed that CONTRACTOR is an independent contractor and not an employee of CITY for any purpose. CONTRACTOR shall be solely liable and responsible to pay all required taxes and other obligations. CONTRACTOR agrees to indemnify and hold CITY harm- less from any liability which CITY may incur to the federal or state governments or any other party as a consequence of this Agreement. Page 3 of 5 pages 10. WAIVER OR MODIFICATION: No waiver, alteration, or modification of any of the provisions of this Contract shall be binding unless in writing and signed by a duly authorized repre- sentative of both parties to this Contract. 11. GOVERNING LAW: This Contract shall be governed by the laws of the State of California. 12. PREVIOUS AGREEMENT: Any and all existing statement or agreements, whether oral or written, or renewals thereof, between the parties hereto, covering the same subject matter, are hereby canceled and superseded by this Contract and such prior agreement shall have no further force or effect. 13. PARAGRAPH HEADINGS: The paragraph headings contained herein are for convenience and reference only and are not in- tended to define or limit the scope of this Contract. 14. NOTICE: Whenever notice to a party is required by this Contract, it shall be deemed given when deposited with proper address and postage in the U.S. Mail or when personally delivered as follows: CITY: CITY OF UKIAH Civic Center 300 Seminary Avenue Ukiah, CA 95482 CO NTRACTOR: RICHARD E. WATSON Civic Center 300 Seminary Avenue Ukiah, CA 95482 15. DUPLICATE ORIGINALS: This Contract may be executed in one or more duplicate originals bearing the original signature of both parties and when so executed any such duplicate original shall be admissible as proof of the existence and terms of the Contract between the parties. 16. FORUM SELECTION: Contractor and City stipulate and agree that any litigation relating to the enforcement or inter- pretation of this Contract, arising out of Contractor's perfor- mance or relating in any way to the work shall be brought in Men- docino County and that venue will lie in Mendocino County. 17. COURT COSTS AND ATTORNEY'S FEES: In the event legal action is instituted by either party to enforce this Contract, the prevailing party shall be entitled to reasonable attorney's fees and actual costs incurred in connection with such action. Page 4 of 5 pages IN WITNESS WHEREOF, City of Ukiah and Contractor have ex- ecuted this Contract on the day and year first written above. RICHARD E. WATSON CONTRACTOR SIGNATURE CITY OF UKIAH '~~~'~ Page 5 of 5 pages