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Home My WebLink AboutPR 14546: CARL R. GRIFFITH & ASSOCIATES - CONSULTING AGREEMENTinteroffice MEMORANDUM. To: Mayor, City Council, and City Manager From: Mark T. Sokolow, City Attorney ~„~ ~j.C~~ Date: January 25, 2008 Subject: P. R. No. 14546; Council Meeting January 29, 2008 Attached is P. R. No. 14546 as it pertains to a Consultant Agreement with Carl R. Griffith & Associates for professional consulting services. MTS:ts Attachment z. pn4 546_memo P. R. No. 14546 01/25/08 is RESOLUTION N0. A RESOLUTION AS IT PERTAINS TO A CONSULTANT AGREEMENT WITH CARL R. GRIFFITH & ASSOCIATES FOR PROFESSIONAL CONSULTING SERVICES (REQUESTED BY MAYOR PRINCE) WHEREAS, it is deemed in the best interests of the citizens and the City to enter into a Consulting Agreement with Carl R. Griffith. & Associates for professional consulting services with-local industry. NOW THEREFORE, BE NT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR, TEXAS: Section 1. That the facts and opinions in the preamble are true and correct. Section 2. That the City Manager is herein authorized to enter into a Consulting Agreement with Carl R. Griffith & Associates, Inc., in substantially the same form as attached hereto as Exhibit "A" Section 3. That a copy of the caption of this Resolution be spread upon the Minutes of the City Council. READ, ADOPTED AND APPROVED on this day of A.D., 2008, at a Meeting of the City Council of the City of Port Arthur, Texas, by the following vote: AYES: Mayor Councilmembers z.pr14546 NOES: MAYOR ATTEST: CITY SECRETARY APPROVED AS TO FORM: CITY ATTORNEY APPROVED FOR ADMINISTRATION: CITY MANAGER APPROVED AS TO THE AVAILABILITY OF FUNDS: DIRECTOR OF FINANCE z.ps14546 EXHIBIT "A" z.po5851 CONSULTING AGREEMENT This Consulting Agreement (the "Agreement") is entered into this day of 2008 by and between Carl R. Griffith & Associates, Inc., a Texas corporation, ("Consultant") and the City of Port Arthur, Texas ("City"). 1. Consultant's Services. City retains Consultant to provide to the City professional consulting services as to the following: • Assisting the City in nominating proposed city environmental projects to the TCEQ so that they can be pre-approved as available projects that industries can use as Supplemental Environmental Projects • Contacting local industries to ask them to participate in the pre-approved Supplemental Environmental Projects which will be mutually beneficial to the industries and to the City • Monitoring the projects to make certain that the project is being completed to the satisfaction of the City, participating Industries and the Texas Commission on Environmental Quality • Assisting the City in its reporting requirements for Supplemental Environmental Projects program 2. Consideration. In consideration for the Consulting Services to be performed by Consultant under this Agreement, the City will pay the Consultant 10% of the cost savings that the City receives as it pertains to the project costs as a result of the efforts of the consultant. For example, if the consultant is able to persuade an industry to pay $80,000 of a $100,000 construction project that the City is undergoing or plans to proceed with as a Supplemental Environmental Project and after the industry pays the $80,000, the consultant will be paid $8,000 from City general revenue funds. Therefore, the city will be paying $20,000 for the construction costs, as well as $8,000 to the consultant. The net savings to the City would be $72,000. Consultant will be responsible for any and all consultant `s expenses associated with the projects, included but not limited to travel and costs associated therewith. Consultant will submit such reports as requested by the City Manager delineating the following: • Actions taken to consult with City Staff to facilitate the application by City Staff to the TCEQ to pre-approve Supplemental Environmental Projects • Actions taken by the consultant to contact local industries • Persons contacted • Responses of local industries • Status of negotiations between the consultant and local industries as to proposed projects • Status of ongoing projects • Such other relevant information as requested by the City Manager z. griffith consulting agreement Page 1 of 3 Once an industry agrees to participate in a City Supplemental Environmental Project and pays the City, the consultant will submit an invoice for payment of consultant fees. The City shall pay consultant the amounts due pursuant to this Agreement within 30 days after the invoice is received by the City. 3. Independent Contractor. Nothing herein shall be construed to create an employer- employee relationship between the City and Consultant or any of Consultant's employees. Consultant is an independent contractor and not an employee of the City. The consideration set forth in Section 2 shall be the sole consideration due Consultant for the services rendered hereunder. It is understood that the City will not withhold any amounts for payment of taxes from the compensation of Consultant hereunder. The Consultant will be responsible for the payment of all taxes, including payroll taxes, social security and similar costs. Consultant will not represent to be or hold himself out as an employee of the City. 4. Term and Termination. The term of this agreement is two years. Either party may terminate this agreement for good cause at any time during the term by written notice directed to the other party and given thirty (30) days in advance of the termination date. Such notice shall set out the basis for "cause" and provide an opportunity to cure the "cause" and obviate the termination of this agreement. 5. Dispute Resolution. If there is any dispute or controversy between the parties arising out of or relating to this Agreement, the parties agree that such dispute or controversy will be arbitrated in accordance with proceedings under American Arbitration Association rules, and such arbitration will be the exclusive dispute resolution method under this Agreement. The decision and award determined by such arbitration will be final and binding upon both parties. All costs and expenses, including reasonable attorney's fees and expert's fees, of all parties incurred in any dispute which is determined and/or settled by arbitration pursuant to this Agreement will be borne by the party determined to be liable in respect of such dispute; provided, however, that if complete liability is not assessed against only one party, the parties wile share the total costs in proportion Yo their respective amounts of liability so determined. 6. Notice. Any notice or communication permitted or required by this Agreement shall be deemed effective when personally delivered or deposited, postage prepaid, in the first class mail of the United States properly, or sent via electronic means, addressed to the appropriate party at the address set forth below: Notices to Consultant: Carl R. Griffith & Associates, Inc. 2901 Turtle Creek Drive, Suite 101, Port Arthur, Texas 77642 409-722-5101- (facsimile) j j ohnson@carlrgriffith.com. z. griffi t:~_consul ling agreement ~ Page 2 of 3 Notices to City: Mr. Steve Fitzgibbons, City Manager City of Port Arthur P. O. Box 1089 Port Arthur, Texas 77641 7. General Provisions. 7.T Entire Agreement and Amendments. This Agreement constitutes the entire agreement of the parties with regard to the subject matter. hereof, and replaces and supersedes all other agreements or understandings, whether written or oral as it pertains to Supplemental Environmental Projects. No amendment or extension of the Agreement shall be binding unless in writing and signed by both parties. 7.2 Assignment. Nothing in this Agreement shall be construed to permit the assignment by Consultant of any of its rights or obligations hereunder, and such assignment is expressly prohibited without the prior written consent of City. 7.3 Governing Law, Severability. This Agreement shall be governed by the laws of the State of Texas. The invalidity or unenforceability of any provision of the Agreement shall not affect the validity or enforceability of any other provision. 7:4 Compliance with Section 305.022 Government Code. The parties will take such action as to comply with said section. The fee agreement for the administration of the projects is based on a good faith estimate of work to be performed. Specifically, the consultant will take no action to influence the outcome of legislative or administrative action. 7.5 Waiver. The waiver by either party of a breach or violation of any provision of this Agreement shall not operate as or be construed to be a waiver of any subsequent breach hereof. SIGNED AND AGREED TO on this the day of , 2008. CITYOF PORT ARTHUR: By: Stephen Fitzgibbons, City Manager , SIGNED AND AGREED TO this the _ day of , 2008. CONSULTANT: CARL R. GRIFFITH & ASSOCIATES, INC. By: Carl R. Griffith, President z. g:iffi th_consulting agreement - Paoe 3 of 3