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Home My WebLink AboutAGMT - Lin, Shally (Interim Director of Finance) • .' AMENDMENT NO. 1 PROFESSIONAL SERVICES AGREEMENT FOR CONSULTING SERVICES Between �F SEA(B lec- fn O ' i*i �i i 0 i=/ %4 '�F°'6..A 27 \9>5:�p tr City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 Shally Lin P.O. Box 3483 Costa Mesa, CA This Amendment No. 1 dated April 23, 2012, amends that certain agreement between the City of Seal Beach, a California charter city ("City") and Shally Lin, an individual dated October 11, 2011, ("Agreement"). • I RECITALS WHEREAS, City and Shally Lin ("IDF") entered into the Agreement on October 11, 2011 under which Shally Lin has provided professional services; WHEREAS, IDF is expected to reach her maximum 960 hours this fiscal year on or about April 24, 2012; and WHEREAS, the parties wish to extend the termination date of the Agreement. NOW, THEREFORE, the parties agree to amend the Agreement as follows: Section 1. Subsection 2.1 of Section 2.0 (Term and Termination) is hereby amended to read as follows: "2.1 Term and Effective Date. IDF shall commence her services hereunder as of October 11, 2011 (the effective date of this Agreement). The term of this Agreement shall be one year, expiring on October 10, 2012." Section 2. Subsection 3.1 of Section 3.0 (Compensation) is hereby amended to read as follows: "3.1 Compensation. City shall pay IDF at the rate of $74.53 for each hour worked, which is the maximum hourly rate authorized for the position of Director of Finance/City Treasurer. City shall pay IDF at the same time employees of the City are paid on a bi-weekly basis. " Section 3. All other terms and provisions of the Agreement shall have full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be executed and attested by their proper officers thereunto: CITY OF SEAL BEACH INTERIM DIRECTOR OF FINANCE/ CITY TREASURER mirk ; 424 sp Ingram, City M.nag-r Shall in ATTEST: APPROVED AS TO FO:. 4%t 14j1/%j / Salr /LDevine, City Clerk 0 uinn M. Barrow, City Attorney • • PROFESSIONAL SERVICES AGREEMENT FOR CONSULTING SERVICES Between sc SEA( ) 6 • \��pRPOggj`10\*ll, i0; C% i9' Zi 'tspFay927 19_ �C �% 9UNTV,cz.4e City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 Shally Lin P.O. Box 3483 Costa Mesa, CA 92628 This professional services agreement ("Agreement") is made and entered into on October 11, 2011, by and between the City of Seal Beach, a charter city and municipal corporation ("City"), and Shally Lin, an individual. 1 • • RECITALS WHEREAS, it is the desire of the City to hire an individual to serve on an interim basis to perform the duties of Interim Director of Finance (IDF/City Treasurer; and WHEREAS, Shally Lin represents that she is qualified to perform the duties of Interim Director of Finance/City Treasurer. NOW, THEREFORE, in consideration of the mutual covenants contained herein, City and Shally Lin hereby agree as follows: AGREEMENT 1.0 Duties 1.1 The City hereby engages the services of Shally Lin (hereinafter "IDF") to perform the functions and duties of Interim Director of Finance/City Treasurer ("Services"). IDF is "at-will" and serves at the pleasure of the City's City Manager. 1.2 IDF shall devote her full energies, interests, abilities and productive time to the performance of the Services. 1.3 IDF shall not engage in any activity, consulting service or enterprise, for compensation or otherwise, which is actually or potentially in conflict with or inimical to, or which materially interferes, with her duties and responsibilities to City. 2.0 Term and Termination 2.1 Term and Effective Date. IDF shall commence her services hereunder as of October 11, 2011 (the effective date of this Agreement). 2.2 Termination. Either City or IDF may terminate this Agreement at any time and without cause by giving written notice to the other party of such termination, and specifying the effective date thereof, at least 15 days before the effective date of such termination. Upon termination, IDF shall be compensated for those services that have been adequately rendered to City prior to the effective date of termination, and IDF shall be entitled to no further compensation. 3.0 Compensation 3.1 Salary. City shall pay IDF at the rate of $80 for each hour worked. City shall pay IDF at the same time employees of the City are paid on a bi- weekly basis. 2 • • 3.2 Expenses. City shall reimburse IDF for actual and necessary expenses incurred in the performance of his official duties that are supported by expense receipts in accordance with AB 1234 and any applicable City ordinances, resolutions, rules, policies or procedures. 3.3 Deductions and Withholdinq. City will deduct or withhold from IDF's compensation any and all applicable federal or state income tax and all other taxes, deductions or withholdings required by then current state, federal or local law. The City shall issue a W-2 form to IDF. 3.4 Benefits. IDF shall not receive any benefits. 3.5 Work Schedule. IDF shall normally work 32 hours per week. 4.0 Insurance IDF shall procure and maintain in effect a policy of automobile insurance for use of her private vehicle. Such insurance shall not be subject to cancellation, modification or lapse without City first receiving ten days advance written notice. 5.0 Mutual Indemnity 5.1 City agrees to indemnify, defend, and hold harmless IDF from and against any and all claims, actions, proceedings, suits, or damages, including costs and attorneys' fees, resulting from physical harm or damage to persons or property which harm arise out of or is in any way caused by the acts, omissions, negligence or misconduct of City, its officials, officers, agents or contractors. 5.2 IDF agrees to indemnify, defend, and hold harmless City, its elected and appointed officials, officers, agents and contractors against any claims, actions, proceedings, suits, or damages, including costs and attorneys' fees, resulting from physical harm or damage to persons or property which harm arise out of or is in any way caused by the acts, omissions, negligence or misconduct of IDF, her officers, agents or contractors. 5.3 The provisions of this Mutual Indemnity Clause shall survive the termination or expiration of this Agreement. 6.0 Confidentiality IDF covenants that all data, documents, discussion, or other information developed or received by IDF or provided for performance of this Agreement are deemed confidential and shall not be disclosed by IDF without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. All City data shall be returned to City upon the termination of 3 • • this Agreement. IDF's covenant under this Section shall survive the termination of this Agreement. 7.0 Assignment IDF shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of City. Any purported assignment without such consent shall be void and without effect. 8.0 General Provisions 8.1 Compliance with Laws. IDF shall comply with all applicable federal, state and local laws, ordinances, codes and regulations. 8.2 Non-Waiver of Terms, Rights and Remedies. Waiver by either party of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall the making by City of any payment to IDF constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of IDF, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default. 8.3 Attorney's Fees. In the event that either party to this Agreement shall commence any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action or proceeding shall be entitled to recover its costs of suit, including all attorney's fees incurred in connection with such action or proceeding. The venue for any litigation shall be Orange County, California. 8.4 Headings. The headings herein are descriptive only and for convenience in reference to this Agreement. Should there be any conflict between such caption, and the section where he heading appears, the section, and not such heading, shall control and govern in the construction of this Agreement. 8.5 Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of California. 8.6 Entire Agreement. This Agreement represents the entire agreement between the parties and supersedes other agreements, either oral or in writing, between the parties with respect to the subject matter of this Agreement. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by either party, or anyone acting on behalf of either party, which are not embodied herein, and that no other agreement, statement of promises not contained in this Agreement shall be valid or binding upon either party. 4 • • IN WITNESS WHEREOF, the CITY OF SEAL BEACH has caused this Agreement to be signed and executed on its behalf by its City Manager, and duly attested by its officers thereunto duly authorized, and IDF has signed and executed this Agreement, both in duplicate. CITY OF SEAL BEACH INTERIM DIRECTOR OF FINANCE/ CITY TREASURER I{ J . Ingram, City a .ger Shally Lin Dated: \ b l o / ► Dated: (D 3 Ito i ATTEST: APPROVED AS TO FORM: ity 04444 L Lin a Devine, Clerk 0 uinn Barrow, City Attorney [END OF SIGNATURES] 5