2002-337ORDINANCE NO. QQaC 2J
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING A PERSONAL AND
PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF DENTON AND LYNN
CARDONA FOR CONSULTING SERVICES AND SYSTEM ASSISTANCE IN THE
FINANCIAL/HUMAN RESOURCES SOFTWARE KNOWN AS JD EDWARDS; AND
PROVIDING AN EFFECTIVE DATE (PERSONAL AND PROFESSIONAL SERVICES
AGREEMENT WITH LYNN CARDONA IN THE AMOUNT NOT TO EXCEED $89,000).
WHEREAS, The personal and professional services provider, Lynn Cardona (the "Provider)
is being selected as the most highly qualified on the basis of its demonstrated competence and
qualifications to perform the proposed personal and professional services; and
WHEREAS, The fees under the proposed agreement are fair and reasonable and are
consistent with and not higher than the recommended practices and fees published by the
professional associations applicable to the Provider's profession and such fees do not exceed the
maximum provided by law; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Manager, or his designee, is hereby authorized to enter into a personal
and professional service agreement with the Provider to provide personal, professional and
consulting services and system assistance for the Financial/Human Resources software known as JD
Edwards in substantially the same form as the agreement attached hereto and incorporated by
reference herein (the "Agreement"). The City Manager, or his designee, is authorized to exercise the
City's rights, responsibilities and duties under the Agreement.
SECTION 2. The City Manager, or his designee, is authorized to expend funds as required
by the Agreement.
SECTION 3. The findings in the preamble of this ordinance are incorporated herein by
reference.
SECTION 4. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the /5_day of Ai~~ , 2002.
EULINE BROCK, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: aad
APPROVED AS TO LEGAL FORM:
HERBERT L. PROUTY, CITY ATTORNEY
BY:
PERSONAL AND PROFESSIONAL SERVICES AGREEMENT
1.
THIS AGREEMENT is made and entered into to be effective as of the 1st day of October 2002,
through the 31st day of January, 2003, by and between the City of Denton, Texas, Denton
County, Texas 76201, and LYNN CARDONA, hereinafter called "CONSULTANT", acting
herein, by and through their duly authorized representatives.
WHEREAS, the City of Denton wishes to provide the following services:
• Annual Close of Financial System
• GASB 34 and CAFR Reporting
• Continued Job Cost Refinement and Report Writing
■ Annual Grant Reporting
• Audit of 1099 information
■ Preparation of 1099's
• Fixed Asset Annual Close and Report Writing
■ Report Writing - Various department requirements
• General System Troubleshooting
to its citizens at The Office of the Finance Director.
11.
WHEREAS, LYNN CARDONA (hereinafter referred to as "Contractor") is specially skilled and
qualified to provide these services and desires to provide same under the terms and conditions set
forth below.
III.
WHEREAS, City hereby contracts with Contractor to provide consulting for:
• Annual Close of Financial System
• GASB 34 and CAFR Reporting
■ Continued Job Cost Refinement and Report Writing
• Annual Grant Reporting
■ Audit of 1099 information
■ Preparation of 1099's
• Fixed Asset Annual Close and Report Writing
■ Report Writing - Various department requirements
■ General System Troubleshooting
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(See Attachment A of this document) for its citizens and any others qualified to receive these
services, the City of Denton hereby contracts with the Contractor to provide approved Consulting
and Related Activities of the Finance Office.
IV.
The parties have conducted negotiations and as a result of these negotiations agree that $100 per
hour plus reimbursable expenses not to exceed $89,000 is a just and reasonable fee for the
performance or the services, which are the subject of this contract. (See Attachment B to this
document). The fee is to be paid to contractor within 14 days after receipt of billing for time and
expenses up to the date of billing.
V.
Contractor and City acknowledge and agree that Lynn Cardona is and shall be deemed an
independent contractor for the services she provides under this Contract. Further, because Linn
Cardona is an independent contractor, the parties agree:
The City will make no withholding for taxes of any type from the fee agreed upon in
Article IV. All taxes, including, but not limited to Social Security, unemployment, FICA
or other monies owned to any State, Local or Federal governmental entity, including
applicable penalties and interest, are to be paid by Contractor and are solely the liability of
same. In the event a claim is made against City for payment of taxes, penalties or interest
for or on behalf of Contractor, Contractor agrees to indemnify and hold harmless City of
such damages, including costs and expenses.
2. City will not provide worker's compensation for Contractor for services performed
pursuant to this Contract.
This is a non-exclusive contract. Contractor is free to advertise and provide his/her
services to persons or entities other than the City. Further, City may use other contractors
or its own employees to conduct the same services as Contractor.
4. Any insurance the City may have for its facility described above is solely for the benefit of
the City. The City shall not be liable for injuries to property or persons (including death),
which are the result of the activities of the Contractor. Contractor agrees he/she shall be
liable for injuries to himself/herself or others caused by his/her own negligence, omissions,
malfeasance, or intentional conduct. When applicable, for the services provided, contractor
shall provide insurance for the activity as provided in the policies of the contract instructors
program.
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VI.
This Contract can be terminated by the City, at any time with notice to Contractor. In the event
City terminates the Contract without the fault of Contractor, Contractor shall be entitled to her
fee and expenses for work satisfactorily completed to the date of termination.
VII.
In the event of default of Contractor for any term or provision of this Contract, the City upon
notice to the Contractor of such default, may terminate this Contract without further obligations
or liability. In the event of termination for cause, the Contractor shall only receive payment, for
work satisfactorily completed, less any damages incurred by the City for the default.
VIII.
The Contractor shall at all times exercise reasonable precautions for the safety of participants and
others on or near the City's facility and shall comply with all applicable provisions of Federal,
State, and Municipal safety laws.
IX.
The Contractor shall at all times observe and comply with all Federal, State and local laws,
ordinances and regulations, which in any matter affect the Contractor or the work, and shall
indemnify, defend and save harmless the City against any claim arising for the violation of any
such laws, ordinances and regulations whether by the Contractors or its employees.
X.
Contractor shall provide, at his or her own cost and expense, workers' compensation insurance,
liability insurance, and all other insurance necessary to protect Contractor in the operation of
Contractor's business.
XI.
The laws of the State of Texas shall govern the interpretation, validity, performance and
enforcement of this Contract, and the exclusive venue for any legal proceedings involving this
Contract shall be Denton County, Texas.
XII.
The Contractor agrees to retain control and to give full attention to the fulfillment of this
Contract, and agrees this contract will not be assigned or sublet without the prior written consent
of the City.
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XIII.
The Contractor shall defend, indemnify and hold harmless the City and its officers, agents and
employees from and against all damages, injuries (including death), claims, property damages
(including loss of use, losses demands, suites, judgments and costs, including reasonable
attorney's fees and expenses, in any way arising out or of or resulting from the performance of
this Contract or caused by the negligent or intentional act or omission of the Contractor, its
officers, agents, employees, subcontractors or invitees.
XIV.
This Contract shall be binding upon the parties hereto, their successors, heirs, personal
representatives and assigns. This Agreement ratifies and authorizes payment for any work
performed by Contractive prior to the effective date of this Agreement.
IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by
its duly authorized City Manager, and CONSULTANT h~~,,s executed this greement through its
duly authorized undersigned officer on this the _15lLk DAY OF
2002.
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: 618 Al 9-0,z APPROVED AS TO LEGAL FORM:
HERBERT L. PMUTY, CITY ATTORNEY
BY:
L, P 0NA,C0NSULTANT
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ATTACHMENT "A"
SCOPE OF SERVICES
WHEREAS, City hereby contracts with Contractor to provide consulting to
■ Annual Close of Financial System
■ GASB 34 and CAFR Reporting
• Continued Job Cost Refinement and Report Writing
■ Annual Grant Reporting
■ Audit of 1099 information
■ Preparation of 1099's
• Fixed Asset Annual Close and Report Writing
• Report Writing- Various department requirements
■ General System Troubleshooting
for its citizens and any others qualified to receive these services, the City of Denton hereby
contracts with the Contractor to provide approved Consulting and Related Activities of the
Finance Office.
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ATTACHMENT "B"
COST ESTIMATES
Consultant Rate Estimated Hours Estimated Fees/Expenses
$100.00 720 $ 72,000
Travel/Expenses
$ 17,000
$ 89,000
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