HomeMy WebLinkAboutContracts & Agreements_71-2005_CCv0001.pdf AGREEMENT
This Agreement is made and entered into this 3rd day of May, 2005 by and between the
City of Redlands, a municipal corporation(hereinafter "City"), and the Redlands Chamber of
Commerce (hereinafter "Chamber").
RECITALS
WHEREAS, a proposed voter initiative (the"Initiative")has been filed with City to
further clarify and refine provisions contained in Measure U, a voter initiative that was adopted
in November, 1997; and
WHEREAS, City and Chamber seep an independent,third-party analysis of the Initiative;
and
WHEREAS, City and Chamber desire to engage the Rose Institute of State and Local
Government(the "Institute")to review and evaluate the effects of the Initiative, with particular
emphasis on consistency with City's General Plan, land use policies and regulations, and its
fiscal effects upon City.
NOW,THEREFORE, in consideration of the mutual promises contained herein, City and
Chamber hereby agree as follows:
AGREEMENT
Section 1. Duties and Responsibilities of Chamber.
A. Chamber shall engage the Institute to provide professional services to Chamber for
ultimate delivery to City. Specifically, Chamber shall contract with the Institute to prepare a
written report, for delivery to City by June 6, 2005, which addresses the following:
• Provision-by-provision consideration of the Initiative's consistency with City's
General Plan.
• Land use effects of the Initiative.
• Issues relating to implementation of the Initiative.
• Identification of legal issues associated with the Initiative.
• Identification of fiscal issues associated with the Initiative.
B. Chamber shall pay all costs of the Institute's services in excess of Twenty-Five
DJMCbamber Agreement for Initiative
Thousand($25,000) Dollars.
Section 2. Obligations of City. City shall do the following:
• Pay Twenty-five Thousand($25,000) Dollars to Chamber for City's share of the
costs of the Institute's services upon receipt of an invoice from.Chamber and
delivery of the Institute's report.
• Provide reasonable and necessary support to Chamber and the Institute.
Section 3. Indemnification. Chamber shall defend, indemnify and hold City, its elected
officials, officers, employees and agents harmless from and against any and all actions,
damages, losses,causes of action and liability imposed or claimed relating to the injury or death
of any person or damage to any property, including attorneys' fees and other legal expenses,
arising directly or indirectly from any negligent act or omission of Chamber or the Institute in
performing their obligations under this Agreement.
Section 4. Independent Contractor. It is the express intention of the parties hereto that
the Institute is an independent contractor, under contract to Chamber,and shall not be an
employee or agent of City. Nothing in this Agreement shall be interpreted or construed as
creating or establishing a relationship of employer and employee or any privity of contract
between City and the Chamber or the Institute. The parties acknowledge that the Institute is not
under contract with, or an employee of City, for State tax,or Federal tax or any other purpose.
Section 5. Entire Agreement/Modification. This Agreement represents the entire
agreement of the parties hereto as to the matters contained herein. Any modification of this
Agreement will be effective only if it is in writing and signed by the parties hereto.
Section 6. In the event any action is commenced to enforce or interpret the provisions of
this Agreement the prevailing party shall, in addition to its costs and any other relief, be entitled
to the recovery of its reasonable attorneys' fees, including any fees of in-house counsel of the
respective parties at rates prevailing in San Bernardino County, California.
Section 7. This Agreement shall be governed by and construed in accordance with the
laws of the State of California.
DJMChamber Agreement for Initiative
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CITY OF REDLANDS
Date May 4, 2005
us Peppler, Mayor
A EST:
Date May 4, 2005
Lome Poyzer, Se
City Clerk
CHMMBER O MMERCE:
_
{ 4- Date
Darrel Ol on, President
DJMChamber Agreement for Initiative
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