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HomeMy WebLinkAboutGolden Writing; 2008-02-19;Project Task Description and Fee Allotment Golden Writing (Caron Golden) This first Project Task Description and Fee Allotment is entered into on March 1, 2008 pursuant to an Agreement between Golden Writing (Caron Golden) and the City of Carlsbad, hereinafter referred to as "City" dated ^(ffi/S^) (the "Agreement"), the terms of which are incorporated herein by this references. 1. Contractor's Obligations Contractor shall provide professional writing and editing services in accordance with the City's Communications Department, "Standards for Writing and Editing," and the proposal dated November 2008, ("proposal") attached as Appendix "A" for community services guide and calendar, (the "Project"). 2. Progress and Completion Contractor's receipt of this Project Task Description and Fee Allotment, signed by the City's Communications Manager and a Purchase Order from the City's Purchasing Department, constitutes notification to proceed to the Contractor. Contractor shall begin work within ten (10) days after received this fully executed document and a City Purchase Order. Contractor should complete the work by August 1, 2008 thereafter. In no event shall Contractor work beyond the term or authorized compensation of the Agreement, as agreed by this Project Task Description and Fee Allotment. 3. Fees to be Paid to the Contractor Contractor's compensation for the Project is shown in Table 1, "Fee Allotment," herein. Fees shall be paid on the basis of time and materials for each task group shown in Table 1. Progress payments shall be based on completed tasks. Appendix "A," attached, prepared by Contractor and reviewed by City, shows the party's intent as to the elements, scope and extent of the task groups. Contractor acknowledges that the performance of any and all tasks by the Contractor constitutes acknowledgement by Contractor that such tasks are those defined in Appendix "A." Additional task groups, not shown in Table 1 or Appendix "A," will be performed by the Contractor only upon authorization of the District through the mechanism of a separate Project Task Description and Fee Allotment and Purchase Order. In the event that the City directs Contractor to curtail or eliminate all or portions of the task groups identified in Table 1 or Appendix A, then the Contractor shall only invoice the City for work actually performed. The maximum total cost of Contractor's services for this Project Task and Fee Allotment is $10,000. Table 1 Fee Allotment Writing and Editing Services for Calendar/village web site/ community services guide Task Group Calendar: Community services guide Village web site Total (not to exceed)$1 0,000 Contractor: Caron Golden (name of contractor) By: (sign here)(SIJ, , t^^sv\ (\iluuA,— 1—'(print name/title)(print name/title) (e-mail address)(e-mail address) If Contractor is a corporation, this document must be signed by one individual from each column: Column A Column B Chairman, President or Vice-President 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. unicipal Communications Manager Approved as to Form Ronald R. Ball, City Attorney Deputy City Attorney of the State of California Date: MASTER AGREEMENT FOR PROFESSIONALWRITING AND EDITINGSERVICES IN COMMUNICATIONS (GOLDEN WRITING) THIS AGREEMENT is made and entered into as of the day of 20 *f . by and between the CITY OF CARLSBAD, a municipal corporation, /JCity"), and Caron Golden an individual doing business as Golden Writing, a sole proprietorship ("Contractor"). RECITALS City requires the professional services of a professional writer and editor that is experienced in researching, editing and writing. 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. The services are required on a non-exclusive, project-by-project basis. 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 1 year from the date first above written. This Agreement is not to exceed twenty thousand dollars ($20,000) per year for three (3) years with an optional two (2) year extension for a total of five (5) years. The agreement may be amended by mutual consent of the City and Contractor. 3. Compensation. The cumulative total for all projects allowed pursuant to this Agreement will not exceed twenty thousand dollars ($20,000) per Agreement year at a rate of one hundred and ten dollars ($110) per hour. Fees will be paid on a project-by-project basis and will be based on Contractor's Schedule of Rates specified in Exhibit "A." Prior to initiation of any project work by Contractor, the City's communications department shall prepare a Project Task Description and Fee Allotment (the "Task Description"), which upon signature by Contractor and the City's communications manager, as his designee, will be considered and a statement of Contractor's fee to complete the project in accordance with the specified scope of services. The Task Description will also include a description of the method of payment and will be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a combination thereof. City reserves the right to withhold a ten percent (1 0%) retention until City has accepted the work and/or the Services specified in Exhibit "A." 4. Status of Contractor. Contractor will perform 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. City Attorney Approved Version #11.28.06 5. Progress and Completion: The work for any project granted to the Contractor pursuant to this Agreement will begin within a mutually agreed upon time after receipt of notification to proceed by the City and will be completed within the time specified in the Task Description for the project. In no event shall a specific task exceed the term of this Agreement. 6. 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. 7. Insurance. 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-:V in an amount of not less than five hundred thousand dollars ($500,000) each, unless otherwise authorized and approved by the City Attorney 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 and Automobile liability. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City's execution of this Agreement. 8. Conflict of Interest. City will evaluate Contractor's duties pursuant to this Agreement to determine whether disclosure under the Political Reform Act and City's Conflict of Interest Code is required of Contractor or any of Contractor's employees, agents or subcontractors. Should it be determined that disclosure is required, Contractor or Contractor's employees, agents, or subcontractors will complete and file with the City Clerk those schedules specified by City and contained in the Statement of Economic Interests Form 700. 9. Compliance With Laws. Contractor wiN 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. 10. 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. 11. 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 sea., 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. City Attorney Approved Version #11.28.06 12. Venue and Jurisdiction. Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the State Superior Court, San Diego County, California. 13. 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. 14. 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. City Attorney Approved Version #11.28.06 Authority. 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 (sign (print name/title) nWvJu.' (e-mairaddress) (j "By: (sign here) (print name/title) CITY OF corporatioi CARLSBAD, a municipal of California Mfk3^l( ATTEST: L City Clerk (e-mail address) 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-Presldent '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: RONALD R. BALL, City Attorney _ 'vCiiyrAttorney\ City Attorney Approved Version #11.28.06 Exhibit A SCOPE OF SERVICES • Prior to any project, vendor must submit a scope of work and an hourly estimate of time to the Communications Department. • Write and edit stories for Carlsbad publications, including but not limited to the Carlsbad Community Services Guide, brochures, e-news, business journal articles and internet content. • Conduct interviews for stories and articles. • All works submitted to and accepted by the City of Carlsbad must be an original piece written by the Vendor • All works submitted by the Vendor must be in standard US English • All works must be written in AP style format • Vendor must proofread and complete a grammar and spell check on each article prior to submissions • Vendor's submissions to the City may not contain profanity, erotica or pornography and/or the Contractor's personal racial, political or religious views. • The City of Carlsbad reserves the right to use all submitted works in current publications and/or future publications in any form of current media and/or media to be developed in the future. • Contractor may work with City photographer as needed to capture photographs of event. • City reserves the sole right to determine what stories, if any, will be published • City reserves the right to hire other contractors to work on the project