1989-001-Authorizing The Town Manager To Enter Into An Agreement With Records Systems Associates IncorporatedRESOLUTION NO. 1989 -1
RESOLUTION AUTHORIZING THE TOWN MANAGER TO ENTER
INTO AN AGREEMENT WITH RECORDS SYSTEMS ASSOCIATES INCORPORATED
RESOLVED, by the Town Council of the Town of Los Gatos, County of Santa Clara,
State of California, that the TOWN OF LOS GATOS hereby authorizes the Town Manager to
enter into an agreement with Records Systems Associates, Incorporated for Inventory
of Inactive Records, and that the Town Manager is hereby directed to execute said
agreement in the name and on behalf of the TOWN OF LOS GATOS.
PASSED AND ADOPTED at a Regular meeting of the Town Council of the
town of Los Gatos held on the 3rd day of January , 1989 by the following
vote:
AYES: COUNCIL MEMBERS Eric D. Carlson Thomas J. Ferrito,
Brent N. Ventura, Mayor Joanne Benjamin
NOES: COUNCIL MEMBERS
ABSTAIN: COUNCIL MEMBERS None
ABSENT: COUNCIL MEMBERS Hobert L. Hamilton _
SIGNED:
OF THE TOWN OF Iibt GATOS
ATTEST:
CLERK OF THE TOWN OF LOS�GATOS
AGREEMENT BETWEEN THE TOWN OF LOS GATOS
AND RECORDS SYSTEMS ASSOCIATES, INC.
This agreement, made and entered into this day of ,
1989, by and between the Town of Los Gatos, a municipal corporation
of the State of California, (hereinafter referred to as "Town "),
and Records Systems Associates, a California corporation,
(hereinafter referred to as "RSA ").
RECITALS
WHEREAS, the Town is in need of a uniform method of records
control, storage and retrieval; and
RSA, specialists in local government records management programs
in February, 1989, submitted a proposal for a multi -phase records
management program to the Town; and
WHEREAS, the Town wishes to undertake Phase 1 of the records
management program as set forth in the attached proposal from RSA
(Exhibit A).
NOW, THEREFORE, it is agreed by and between the parties hereto as
follows:
1. RSA shall provide, to the reasonable satisfaction of the Town,
the professional services outlined as the "Project Tasks" for Phase
1 (Exhibit A).
2. RSA is authorized to proceed with Phase 1 as outlined in
Exhibit A.
3. Professional fees and transportation expense to paid to RSA
are to be as follows:
Professional Fees
Transportation
Business License
& Labor
Fee
Not to Exceed
$18,300
700
100
4. All products of RSA are proprietary methods and procedures
designed and produced for the exclusive use by the Town. The Town
shall not transfer this information to other cities nor make it
available for use by others.
5. All records of the Town are to be kept confidential by RSA.
RSA shall not transfer any information which it procures as a
result of this project.
6. RSA agrees to defend, indemnify and hold harmless the Town,
its officers, agents and employees, from and against any and all
PAGE 2
liability, claims, suits, loss, damages, costs, and expenses
arising out of or resulting from any intentional or negligent acts
of RSA, its officers, employees, agents or subcontractors in the
performance of their services under this contract.
7. RSA agrees to obtain a business license in order to transact
business in the Town as required by Los Gatos Code Section 15 -3.
8. Consultant shall acquire and maintain statutory workers'
compensation insurance coverage, and comprehensive general
liability insurance coverage, naming the Town of Los Gatos as
insured.
This Agreement contains the entire understanding between the
parties with respect to the subject matter herein. There are no
representations, agreements, arrangements, or understandings
(whether oral or written) between or among the parties relating to
the subject matter of this Agreement which are not fully expressed
herein. This Agreement may not be amended except pursuant to a
written instrument signed by all parties.
WITNESS THE EXECUTION HEREOF the day and year first hereinabove
written
Approved as to Form:
MAW IL INGER
Toy 0� Afto ney
ATTEST:
/ r
Town Clerk
A:\CONTRACT\RECRDMGT.CON
TOWN OF LOS GATOS, a municipal
corporation
DEBORAH SWqRVI ER
Town Managdrl
RECORDS SYSTEMS ASSOCIATES, INC
a ,t
By:
"RSA"
Address: J31? 6�51ewealal 64001
Telephone:��