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ResolutionNo1315_HVAC_SKConsulting_BudgetAmendment_A_ERESOLUTION NO. 1315 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROLLING HILLS. CALIFORNIA AUTHORIZING A FISCAL YEAR 2022-2023 BUDGET MODIFICATION TO APPROPRIATE $25,100.00 IN GENERAL FUND RESERVES FOR THE PROFESSIONAL SERVICES AGREEMENT WITH S&K CONSUL TING SERVICES FOR HVAC EVALUATION AND DESIGN SERVICES THE CITY COUNCIL OF THE CITY OF ROLLING HILLS, CALIFORNIA, DOES HEREBY RESOLVE, DECLARE, DETERMINE, AND ORDER AS FOLLOWS: Section 1. Recitals. A. It is the intention of the City Council of the City of Rolling Hills to review the adopted budget from time to time. B. On October 10, 2022 the City Council received a report from staff regarding the status of City Hall's existing HVAC system and the Request for Proposal for a consultant to evaluate and design a new HVAC system for City Hall. C. After the report the City Council directed staff to prepare a professional services agreement with S&K Consulting Services in an amount not to exceed $25,100. D. The City desires to appropriate $25,100 from the General Fund Reserves to fund the Professional Services Agreement with S&K Consulting Services (attached as Exhibit "A"). Section 2. The sum of twenty five thousand and one hundred dollars ($25,100.00) is hereby appropriated from the General Fund Reserves to fund the Professional Services Agreement with S&K Consulting Services. Section 3. This Resolution shall take effect immediately upon its adoption by the City Council, and the City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book or original resolutions. B.Consultant will promptly pay any judgment rendered against City, its officers, agents or employees for any such claims, penalties, obligations or liabilities; and, C.In the event City, its officers, agents or employees are made a part to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the sole negligence or wrongful acts of Consultant hereunder, Consultant agrees to pay City, its officers, agents, or employees, any and all costs and expenses incurred by City, its officers, agents of employees in such action or proceeding, including by not limited to, reasonable attorneys' fees. 6.Ownership of Data. All data, maps, photographs, and other material collected or prepared under this Agreement shall become the property of the City. 7. the City. Work Schedule. Consultant shall perform the work at times to be determined by 8.Licenses and Permits. Consultant shall maintain all necessary licenses and shall comply with all other license and permit requirements of the City, State and Federal governments, as well as all other requirements of the law. 9.Taxes. Consultant agrees to pay all applicable taxes, including sales tax on material supplies where applicable. 10.General Requirements. Consultant shall comply with all City, State and Federal laws in the performance of its services. 11.Assignment. This Agreement is not assignable nor the performance of either party's duties delegable without the prior written consent of the other party. Any attempted or purported assignment or delegation of any of the rights or obligations of either party without the prior written consent of the other shall be void and of no force and effect. 12.Attorney's Fees. In any action brought to declare the rights granted herein or to enforce any of the terms of this Agreement, the prevailing party shall be entitled to an award of reasonable attorney's fees in an amount determined by the court. 13.Non-discrimination. Consultant shall not discriminate in the hiring of employees or in the employment of subcontractors on any basis prohibited by law. 14.Independent Contractor. Consultant is and shall at all times remain as to City, a wholly independent contractor. Neither City nor any of its agents shall have control of the conduct of Consultant or any of the Consultant's employees, except as herein set forth. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are in any manner agents or employees of the City. 15.Notices. Any notice required to be given hereunder shall be deemed to have been given by depositing said notice in the United States mail, postage prepaid, and addressed as follows: -3-