HomeMy WebLinkAboutElevator Marketing Store; 2015-02-18;AGREEMENT FOR INTERNET MAINTENANCE SERVICES
ELEVATOR MARKETING STORE, INC.
THIS AGREEMENT is made and entered into as of the /gH^ ^ay of
F<^\ruarU . 20 IS", by and between the CITY OF CARLSBAD, a municipal
corporation, ("Cltyi, and Elevator Marketing Store, Inc., a corporation, ("Contractor").
RECITALS
City requires the professional services of a creative brand and marketing firm that is
experienced in website design, development and execution. Contractor has the necessary
experience in providing these professional services, has submitted a proposal to City and has
affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein. City and Contractor agree as follows:
1. SCOPE OF WORK
City retains Contractor to perform, and Contractor agrees to render, those services (the
"Services") that are defined in Exhibit "A", attached and incorporated by this reference in
accordance with the terms and conditions set forth in this Agreement.
2. TERM
This Agreement will be effective for a period of one year from the date first above written.
3. COMPENSATION
The total fee payable for the Services to be performed will be two thousand hNO hundred fifty
doiiars ($2,250). No other compensation for the Services will be allowed except for items covered
by subsequent amendments to this Agreement. City reserves the right to withhold a ten percent
(10%) retention until City has accepted the work and/or the Services specified in Exhibit "A."
4. STATUS OF CONTRACTOR
Contractor will perfomi the Services as an independent contractor and in pursuit of Contractor's
independent calling, and not as an employee of City. Contractor will be under the control of City
only as to the results to be accomplished.
5. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees
and volunteers from and against all claims, damages, losses and expenses including attorneys
fees arising out of the performance of the work described herein caused by any negligence,
recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or
indirectly employed by any of them or anyone for whose acts any of them may be liable.
The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or
makes to or on behalf of an injured employee under the City's self-administered workers'
compensation is included as a loss, expense or cost for the purposes of this section, and that this
section will survive the expiration or early termination of this Agreement.
6. INSURANCE
City Attorney Approved Version 1/30/13
Contractor will obtain and maintain policies of commercial general liability insurance, automobile
liability insurance, a combined policy of workers' compensation, employers liability insurance, and
professional liability insurance from an insurance company authorized to transact the business of
insurance in the State of California which has a current rating in the Best's Key Rating guide of at
least A-:VII OR with a surplus line insurer on the State of California's List of Eligible Surplus Line
Insurers (LESLI) with a rating in the latest Best's Key Rating Guide of at least "A:X", in an amount
of not less than one million dollars ($1,000,000) each, unless otherwise authorized and approved
by the Risk Manager or the City Manager. Contractor will obtain occurrence coverage, excluding
Professional Liability, which will be written as claims-made coverage. The insurance will be in
force during the life of this Agreement and will not be canceled without thirty (30) days prior written
notice to the City by certified mail. City will be named as an additional insured on General Liability
which shall provide primary coverage to the City. Contractor will furnish certificates of insurance
to the Contract Department, with endorsements to City prior to City's execution of this Agreement.
7. CONFLICT OF INTEREST
Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the
requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report
investments or interests in ail four categories.
8. COMPLIANCE WITH LAWS
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment and will obtain and maintain a City of Carlsbad Business License
for the term of this Agreement.
9. TERMINATION
City or Contractor may terminate this Agreement at any time after a discussion, and written notice
to the other party. City will pay Contractor's costs for services delivered up to the time of
termination, if the services have been delivered in accordance with the Agreement.
10. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of
false claims as set forth in the California False Claims Act, Government Code sections 12650, et
seq., and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges
that debarment by another jurisdiction is grounds for the City of Carlsbad to terminate this
Agreement.
11. JURISDICTIONS AND VENUE
Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes
behrt/een the parties arising out of this Agreement is the State Superior Court, San Diego County,
California.
12. ASSIGNMENT
Contractor may assign neither this Agreement nor any part of it, nor any monies due or to become
due under it, without the prior written consent of City.
13. AMENDMENTS
This Agreement may be amended by mutual consent of City and Contractor. Any amendment will
be in writing, signed by both parties, with a statement of estimated changes in charges or time
schedule.
14. AUTHORITY
City Attorney Approved Version 1/30/13
The individuals executing this Agreement and the instruments referenced in it on behalf of
Contractor each represent and warrant that they have the legal power, right and actual authority
to bind Contractor to the terms and conditions of this Agreement.
CONTRACTOR CITY OF CARLSBAD, a municipal
corporation ofthe State of California
anagor or Mayor or Director
Glen Van Peski
(print name/title)
TTEST:
(print name/title)
BARBARA ENGLBS^N
Clerk
If required by City, proper notarial acknowledgment of execution by contractor must be attached.
If a corporation. Agreement must be signed by one corporate officer from each of the following
two groups:
Group A.
Chairman,
President, or
Vice-President
Group B.
Secretary,
Assistant Secretary,
CFO or Assistant Treasurer
Otherwise, the corporation must attach a resolution certified by the secretary or assistant
secretary under corporate seal empowering the officer(s) signing to bind the corporation.
APPROVED AS TO FORM:
CELIA A. BREWER, City Attorney
By:
Assistant City Attorney
City Attorney Approved Version 1/30/13
o Elevator EXHIBIT "A" SCOPE OF SERVICES AND FEE
2965 Roosevelt St., Suite C SalCS Order
Carlsbad Due Date:
CA Sales Order Number : 750749000002725003
USA 92008 Vendor Number:
Account Name:Clty of Carlsbad EDD Status:Pen(ting Client Approval
Due Date:
S.No.Product Details Total
1. Web Development-10@$ 150.00 $
1,500.00
1. Need news to be more prominent, because news Is relevant and Important.
2. Move email sign up further to top
3. Make "news and updates" and "@carlsbadbjz" clickable on home page
4. Change UVE and CONNECT template to be the template used on WORK.
5. Enable all outside links and dcwnloads to open up In a new window- not on the same window. Define which links should open in a new tab and we can
do that programmadcally. Christina to send list.
6. Add RSS Icon to template.
2. GraphicDesign-2@$ 150.00 $ 300.00
One design comp for items 1,2 and 6 (all on one comp); one revision round
3. Project Manageinent-3.6 @$ 125.00 $450.00
SubTotal 2^25aoS
• Discount $ 0.00
Tax $ 0.00
Ac^ustment $ 0.00
Grand Total ___-J[ 2,250.00
Terms and Conditions
Donna Heraty
From: Donna Heraty
Sent: Wednesday, February 18, 2015 4:25 PM
To: 'sszilagyi@elevatoragency.com'
Cc: Christina Vincent; Shelley Collins; Sherry Freisinger
Subject: Form 700 - Conflict of Interest
Dear Consultant:
Regarding your agreements with the City of Carlsbad for Internet Maintenance Services -
// your agreement states: Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the
requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interest in all four
categories.
It has been determined by the City Clerk's Office that you are not required to file a Conflict of Interest Statement as
mentioned in your agreement with the City of Carlsbad. A copy of this email will be added to your file memorializing this
decision.
Should you have any questions, please do not hesitate to contact me.
Kindest regards,
^Cityof
Carlsbad
Shelley Collins, CMC
Assistant City Clerk
City Clerk's Office
City of Carlsbad
1200 Carlsbad Village Drive
Carlsbad, CA 92008-1949
www.carlsbadca.gov
760-434-2917 I Shellev.Collins(g)carlsbadca.gov
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