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HomeMy WebLinkAboutSCOTT T. WILLIAMS MD - 201401/11/2012 09:04 9494818462 S WILLIAMS PAGE 02/06 1 9 2012 _ N-2012-002 ????+c `??? 7E ?E12T WITNESS SERVICES .A,G?ElVIENT This AGRBEMEIV".C made aad entered into this ? ? day o£ ?dLn , 2012 by atzd between Scott T. Williams, 1vF.D. (ltereinal?rr "Expert" ), and the City of Santa Ana, a chartee-city daaly organized and existing under the Constitution and laws of the State ofCalifomia ("City"). RECITALS A. Ciry dcsires to employ Expert to assist the City by providing expert testimony and consulting services irz litigation matters, and Expert represents that it has special experience and kaozvledge in the field of T2adiology, and desire to undertake said employment. NOW `r'i-TF1z &'F'ORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. F.Tyf1PLOYMF:id'T OF EXPER'T'. City hereby agrees tb and does employ Expert, to assist its City Attorney in investigation and testimony services related to litigation involving law enforcement matters, when and as requested by the City Attorney to do so. Expert accepts said employment and agrees to perfrnm, in timely and e#'Ficient manner all such services as may be requested by the City. Expert shall confirm its acceptance of work requested by City in writing by a-mail or letter. COMPI:iV SA1'lON a. City agrees to pay, and Expert agrees to accept as total payment for its services, tlae rates and charges identified in T3xhibit A. The total auto to be expended under this Agreement shall mot exceed $25,000 during the term of this Ageement. b. T'aymerrt by City shaLL be made within ttinery (90) days foJlo?ving receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which Sails to meat the standards of per£orAaance set forth in the Recitals which may reasonably be expected by City. 3. CON'T'ROL OF LECsAL IVIATTERS. Bspett agaEes that cacti and suety matter or proceeding 3n which they undetutke to assist the City, as aforesaid, shall be and t?tnaitt amde% and subject to the control and direction.of said City at all stages, and that they sha17 at all times keep the City Attttoaney infotaned of all matters pertaining thereto. Ciry will keep Eazpezt informed of all signi5cant developments in !natters relating to aay representation undertaken by EixpeM. Expert feather agrees, if and ?vhea its employment hereunder is terminated by City, as hereinafer specified, it shall return to the City Attorney any and all files then in its possession concerning each artd every matter or proceeding in which they assisted the City purseteat to this Agreement 4. EXPERT 1NDEPENDFsN'T' CONTRACTORS. Zt is mutually agreed by and between the parties that, in the petforinance of its covenants hereunder, Expert is and shall be an independent contractor, and not an officer or employee of City. 01/11/2012 09:04 9494818462 S WILLIAMS PAGE 03/06 5. ZIVDEMNIFTC.A.-1-IO3?T Expert agrEes to and shall iudctnnify and hold harmless the City, its o?-icers, agents, employees, and representatives from liability for personal ir{jury, damages, restitution, judicial or equitable relief arising out of Esperf negligent or tivrongful perfot-rnance or conduct of this Agreement. 6. CONFIDLN'TIAI.ITY If Expert receives from the City information which due to the nature ? such information is reasonably understood to be confidential and/or proprietary, £:cpert agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the sartia° degree of care it uses to proteot its o?vn information of like imporcancc, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic infoixttation. Confidential infrn-mation includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either parry by any subsidiary and/or agent of the other party is covered by this Agreement. `The foregoing obligations of non-use artd nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; {b) is, through no fault of the Expertt disclosed in a publicly available source; (c) is in rightful possessiott of the Ea.pert without ap obligation of confidentlaliry; (d) is required to be disclosed by operation of lativ; or (e) is independently developed b3' the Expert without reference to information disclosed by the City. 9. CONFLICT OF IEV'iEREST CLAUSE Lxpert covenants that it presently ltss no interests and shall not have interests, direct or- indirect, that would conflict in any matznea tivith performance of services specified under this Agreement. 10. NO7-1Clt; Any notice, tender, demand, delivery, nr ocher communication ptusuant to this Agreerrrcnt shall be in writing and shall be deerrred to be properly given if delivered in person oar mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic comrzaunication iri tits manner provided in this Section, to the following persons: To City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. 13ozc 1988 Santa Ana, California 92702 Fay 714-647-6956 With courtesy copy to: City Attorney City of Santa ,Ana 20 Civic Cerlter Plaza (ivl-29) P.p. Box 1988 Santa Ana, California 92702 Pax 714-647-6515 To Expert: Scott T. Williams, IVi.D. 31461 Paseo Diosa San Jvan. Capistrano, CA 92675 Phone (949) 400-9208 A party may change its address by giving notice in writing to the other patty. Thereafter, arty notice, render, demand, delivery, or other communication shall be addressed and transmitted to the mew address. If scat by mail, communication shall tie effective or deemed to have been given tl,r-ee 01/11/2012 09:04 9494818462 S WILLIAMS PAGE 04/06 (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by tie}efacsimilc, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11- EXCLUSMTX AND AMENDMENT' and supersedes any and all other agreements, oral or written, between the parties. In the event of s This Agreement represents the complete and exclusive statement between the City and Expert, conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorised representative of Expert. 'T'he parties agree that any terms or conditions of any purchase order or other insh ument Ybat are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Exper[ ar the City. Each parry to this Agreement acknowledges that no representations, inducements, promisos or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSPUNN4ENT Inasmuch as this Agreement is intended W secure the specialized services of 13xpert, Expert may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject of this Agreement performed by City personnel or by other Expert retained by City. 13- TE1UVE1NATIOT7 This Agreement may be terminated by City at any time. In such event, Expert shall be entitled to receive and the City shall pay Expert compensation for all services performed by Expert prior to receipt of such notice ofterntination..A,s a condition ofsuclu payment, Expert shall deliver to the City all :Files and records generated under this Agreement as of such date. Expert may terminate tills agreement, subject to its obligation to provide reasonable notice to arrange altemative representation. 14. DISCRIMINATION Expert shall not discriminate because ofrace, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities- Export affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. Ji3RISIDICTION VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of 1he State of Califontia. Both parties further agree that Orangc County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason ofthis Agreement. 16. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terns ofthis Agreemenrt, and shall indemnify City 01/11/2012 09:04 9494818462 S WILLIAMS PAGE 05/06 fully, including reasonable costs and attorney's tees, for any injuries or damages to City in the event that Bach authority or power is not, in fact, held by the signatory or is withdrawn- NvxjYteA. IN VJTiNESS WHEREOF, tho parties hereto have executed this Agreement the day and year first above ATTEST: Maria D. Huizar `J Clerk of the Cocuicil Approved as Yo Form: eph Straka Inierirn City Attorn CIT•X OF` SAN"I'A ANA Pau] A4. Walters , Istterim CityiVTianager cottT. illiams, M.D. 01/11/2012 09:04 9494818462 S WILLIAMS PAGE 06/06 Scott T. Williams, MD 37461 Pas®o Dlosa San-Juan Capistrano, CA 92675 949-400-9208 MEDICOLEGAL REVIEW FEE SCHEDULE Review of medioal records/"smaging and consulting fee $500/hour Hourly rate for deposition testimony $500/hour Fee for trig! testimony in Orange County, CA $3,000ltiiay Fee for trial testimony outside of Orange County, CA $3,500/day Travel and lodging expenses are additional, as required. EXHIBIT "A"