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1986-006-Approving Personal Services Agreement With Susan SimekRESOLUTION NO. 1986_6 A RESOLUTION APPROVING PERSONAL SERVICES AGREEMENT WITH SUSAN SIMEK WHEREAS, the Secretary to the Town Manager has retired effective December 27, 1985; and WHEREAS, the Town Manager is in the process of recruiting a new Secretary to the Town Manager; and WHEREAS, the Town Manager needs the continuing services of Susan Simek until a new Secretary is recruited and trained; NOW, THEREFORE, BE IT RESOLVED by the Town Council that the Town Manager is hereby authorized to execute a Personal Services Agreement with Susan Simek to provide necessary secretarial services. PASSED AND ADOPTED BY THE TOWN COUNCIL OF THE TOWN OF LOS GATOS, CALIFORNIA, at a regular meeting held this 6th day of January , 1986, by the following vote: AYES: COUNCILMEMBERS Joanne Benjamin Thomas J. Ferrito,_Brent N. Ventura, and fr,ayor Terrence ' Daily NOES: COUNCILMEMBERS None ABSENT: COUNCILMEMBERS Eric D. Carlson ABSTAIN: COUNCILMEMBERS None SIGNED: MAYOR, TOWN OF W� GATOS F ATTEST: CLER CF THE T T F LOS G TOS AGREEMENT FOR PERSONAL SERVICES COPY AGREEMENT between the Town of Los Gatos and Susan T. Simek for secretarial services. This Agreement is made and entered into this 30th day of December , 19 85 by and between the Town of Los Gatos (hereinafter "Town" and Susan T. Simek (hereinafter "Contractor "). The parties hereby agree as follows: SECTION 1. RECITALS The purpose for which this Agreement is made and all pertinent recitals are listed on Exhibit A, entitled "RECITALS," which is attached hereto and incorporated herein. Time is of the essence in the Agreement. SECTION 2. SCOPE OF SERVICES Contractor shall perform those services as specified in detail in Exhibit B, entitled "SCOPE OF SERVICES," which is attached hereto and incorporated herein. SECTION 3. TERM OF AGREEMENT The term of this Agreement shall be from December 30 lg85. to January 31, 1986, , inclusive. SECTION 4. COMPENSATION. The compensation to be paid to Contractor shall be $14.95 /hour , payable as follows biweekl a checks. Such compensation s a be u payment or costs o a a or, materia s, and expenses of any kind incurred by Contractor in the performance of the above services. In no event shall any payment by Town be due Contractor for any period of time Contractor is unable, due to illness, disability, or any other reason, to actually provide services. The rate and schedule of payment is set out in Exhibit C, entitled "COMPENSATION," which is attached hereto and incorporated herein. SECTION 5. INDEPENDENT CONTRACTOR. Contractor and Town agree that Contractor is and shall be at all times an independent contractor and not an employee of Town, and that Contractor shall not be entitled to any salary, fringe benefits, pension, worker's compensation, sick leave, insurance or any other benefit or right connected with employment by the Town of Los Gatos, or any compensation other than that described herein. Contractor hereby expressly waives any claim he /she may have to any such rights. -I- SECTION 6. ASSIGNMENT. Contractor shall not assign or transfer any interest in this Agreement nor the performance of any of Contractor's obligations hereunder, without the prior written consent of Torn, and any attempt by Contractor to so assign or transfer this Agreement or any right, duties or obligations arising hereunder shall be void and of no effect and shall at the option of Town be considered a material breach of this Agreement. SECTION 7. RELIANCE ON CONTRACTOR. Contractor, being skilled in the profession necessary to perform the service agreed upon, hereby agrees to indemnify Town against any loss or liability arising from the failure of Contractor to perform in the most skillful manner; acceptance of said services shall not operate as a waiver by Town of such right of indemnification. SECTION 8. TERMINATION. A. Town shall have the right to terminate this Agreement, without cause, by giving no less than 30 days' written notice of termination. B. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, Torn may terminate the Agreement immediately upon written notice. Contractor shall cease all work upon receipt of same and shall be compensated only for work completed prior to that time. SECTION 9. COMPLIANCE WITH LAWS. Contractor shall comply with all applicable laws, ordinances, codes, and regulations of the federal, state and local level. SECTION 10. CONFIDENTIAL INFORMATION. All data, documents, discussions or other information developed or received by or for Contractor in performance of this Agreement are confidential and not to be disclosed to any person except as authorized by the Town Manager or his /her designee, or as required by law. SECTION 11. PRIOR AGREEMENTS AND AMENDMENTS. This Agreement represents the entire undeerstanding of the parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement can only be modified by written amendment. SECTION 12. COSTS AND ATTORNEY'S FEES. Should either party bring suit in court to enforce any of the terms of this Agreement, it is agreed that the losing party shall pay to the successful party its costs and attorney's fees. -2- SECTION 13. WAIVER. Contractor agrees that waiver by Town of any one or more of the conditions of performance under this Agreement shall not be construed as waiver of any other condition of performance under this agreement and shall not prevent Town from requiring strict compliance with the terms of this Agreement in the future. SECTION 14. NOTICES. All notices shall be personally served or mailed, postage prepaid, to the address designated beneath the signatures of the parties hereto, or to such other address as may be designated by written notice. WITNESS THE EXECUTION HEREOF on the day and year first hereinabove written. APPROVAL BY DEPARTMENT HEAD: -3- "TOWN" TOWN OF LOS GATOS By Manager 110 East Main Street Los Gatos, CA 95030 "CONTRACTOR" Address: RECITALS To perform secretarial services for the Town Manager. Exhibit "A" SCOPE OF SERVICES To perform secretarial support services at the direction of the Town Manager. Exhibit "B" COMPENSATION See paragraph 1 of Section 4. Exhibit "C"