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HomeMy WebLinkAboutTaylor, Gerald E - Consultant /l '-I I , . Y>f-rtCA '---- )f> I ::'. PROFESSIONAL SERVICES AGREEMENT Between JEFFERSON COUNTY and GERALD E. TAYLOR This Agreement is entered into between the County of Jefferson, a municipal corporation, hcreinafter rcferred to as "the County" and Gerald E. Taylor, hereinafter referred to as "the Consultant" in consideration of the mutual benefits, terms, and conditions hereinafter specified. Section 1. Section 2. Section 3. Section 4. Designation The County, on behalf of the Jefferson County Public Health, acting in compliance under the contract with Gerald E. Taylor, in agrccment 'with the terms and conditions outlined therein hercby contracts with the Consultant who will perform duties as described in Exhibit A. Term This Agreement shall commence on March 1,2006 and continues through February 28, 2007 unless terminated as provided herein. This agreemcnt may be extended beyond February 28, 2007 upon mutual written consent of the County and thc Contractor. Scone of Agreement The Consultant agrees to perform the services and specific duties, identified on Exhibit A. Comnensation The Consultant shall be paid by the County for completed work and for services rendered under this Agreement as follows: A. Payment for the work provided in Exhibit A by the Consultant shall be invoiced at the rate of $36.00 per hour, not to exceed $2,400 in thc completion of this project without express written amendment signed by both parties to this Agreement. B. The Consultant may submit invoices to the County for work completed to date. The County will review such invoices, and upon approval thereof, payment will be madc to the Consultant in the amount approved. To insure prompt payment, invoiccs must be received by the Sill (close of business day) of each month. Section 5. Section 6. Scction 7. Scction 8. Section 9. C. The County will make final payment of any balance due the Consultant promptly upon its ascertainment and verification after the completion of the work under this Agreement and its acceptance by the County. D. The Consultant records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the County and state for a period of six (6) years after final payments. Copies shall be made available upon request. Ownership and use of documents The County and consultant acknowledge and agree that the County shall maintain proprietary ownership of all materials (documents, drawings, specifications, web pages) produced by the consultant in connection with the serviccs rendered in this agreemcnt. The Consultant shall able permittcd to retail copics, including reproducible copies, of drawings and specifications for information, reference and use in connection with thc Consultants endeavors. Compliancc with laws The Consultant shall, in performing the services contcmplated by this agreement, faithfully obscrve and comply with all fcdcral, state, and local laws, ordinances and regulations, applicable to thc services to be rcndered under this Agreement. Confidentiality Jefferson County, its departments, employces, agents and Consultants agrec that they shall bc bound by and shall abide by all present or hcreinafter adopted policies, practices or procedures rclating to confidcntiality of clients records or information, as well as all other Fedcral and State statutes or regulations pertaining to thc contidentiality of records and information. Indemnification The Consultant shall indemnify, defend and hold harmless thc County, its otllcers, agents and cmployees, from and against any and all claims, lawsuits, demands for money damages, losses or liability, or any portion thcrcof, including attorney's fees and costs, arising from any injury to person or persons (including the death or injury of the Consultant or damage to personal propcrty) if said injury or damage was caused by the ncgligent acts or omissions of the Consultant. Indcpcndence The Consultant and the County agree that the Consultant is an independent Consultant with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employcr and employee between the parties hereto. The Consultant shall not be entitlcd to any benefits accorded County employees by virtuc of the services provided undcr this agreement. The County shall not be responsible for withholding or othcrwise deducting federal income tax or social security or for 2 contributing to thc state industrial insurance program, othcrwisc assuming the duties of an employer with respect to employee. Section 10. Assignments and Subcontracting The Consultant shall not sublct or assign any of the services covered by this Agreement without the express written consent of the County. Section 11. Termination A. The County reserves thc right to terminate this contract in whole or in part, without prior written notice, in the event that expected or actual funding from any funding source is withdrawn, reduced, or limited in any way atier the effective date ofthis agreement. Tn the event of termination under this clausc, the County shall be liable for only paymcnt for scrvices rendered prior to the effective date of termination. B. This Agreement may also be terminated as providcd below: 1. With 14 days' notice by the Board of County Commissioners (or thcir designate) for non-pcrformancc of the speci tic job duties listed in Exhibit A. Consultant may curc thc dcfault for non-performance during the 14 days that notice of termination is pending. 2. With 14 days' notice by the Consultant by voluntary resignation, Section 12. Modification This cmployment agreement may be modiiied at any time by written agreement of all parties, 3 Section 13. Integrated Agreement This Agrccmcnttogether with attachments or addenda represents thc cntire and integrated agreement between the County and the Consultant and superscdcs all prior negotiations, rcpresentations, or agreements writtcn or oral, between the parties, This Agreemcnt may be amended only by 'written instrument signed by both County and Consultant. Approved this day of ,2006. BOARD OF COUNTY COM'v1ISSIONERS JEFFERSON COUNTy, WASHINGTON , ;,,',' .'~~/L ."- Phil Johnson, Chairman ~~~ ~tant 6616198'11 PL SW Lynnwood W A 98036 206.529.4311 (Seattle) 360.554.040 I (Port Townsend) gtalyor@lineangle.com :[_1 fi\\t ':~:.!l t()fn:: ATTEST: 4 Exhibit A STATEMENT OF WORK This statcmcnt establishes the scope of services for the Consultant. 1. Provide hosting for jeffersoncountypublichcalth.org 2. Provide monthly maintenance ofjeffersoncountypublichealth.org 3. Provide wcbsite updating support services to Jefferson County Public Health. 4. Provide 2-four hour training for identified staff 5