AGREEMENT BETWEEN THE CITY OF MERCED AND THE MERCED
COUNTY TIMES (MID VALLEY PUBLICATIONS) TO PROVIDE
ADVERTISING AND LEGAL NOTICES
THIS AGREEMENT is made by and between the City of Merced, a California Charter Municipal Corporation (hereinafter called "CITY"), and Mid Valley Publications (hereinafter called "VENDOR").
RECITALS
CITY desires to have certain services provided (the "services") as set forth in Exhibit A, attached hereto and incorporated herein.
VENDOR represents that it is qualified and able to perform the services.
NOW, THEREFORE, the parties agree as follows:
Section 1- VENDOR's Services. VENDOR shall perform the
services as described in Exhibit A to the full satisfaction of CITY.
Section 2. Time of Performance. VENDOR shall perform these services for a three-year term commencing on 1/1/2026 and terminating on 12/31/2028.
Section 3. Compensation. CITY agrees to compensate VENDOR, and VENDOR agrees to accept in full satisfaction for the services required by this Agreement an amount not to exceed the Consideration set forth in Exhibit B. Said Consideration shall constitute reimbursement of VENDOR's fee for the services as well as the actual cost of any equipment, materials, and supplies necessary to provide the services (including all labor, materials, delivery, tax, assembly, and installation, as applicable).
VENDOR shall submit to CITY an itemized invoice which shall set forth in detail a description of the services performed. VENDOR shall also submit X:\Agree ments\City Clerk<\2026\Mid Valley Publishing Re Legal Notice Agreement.docx 1 ATTACHMENT 3
I. The insurance provided by VENDOR shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
J. Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, VENDOR shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or VENDOR shall procure a bond guaranteeing payment of losses and expenses.
K. The insurance coverage amounts required under the Agreement do not limit CITY's right to recover against VENDOR and its insurance carriers.
Section 8. Indemnification.
A. VENDOR agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorneys fees and costs) arising from any claim of intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of VENDOR or any person employed by VENDOR in the performance of this
Agreement.
B. In the event of termination or cancellation of this Agreement by CITY under paragraph A, due to no fault or failure of performance by VENDOR, VENDOR shall be paid full compensation for all services performed by VENDOR, in an amount to be determined as follows: For work done in accordance with all of the terms and provisions of this Agreement, VENDOR shall be paid for the services performed prior to the effective date of termination or cancellation based on the rates set forth in Exhibit B, provided in no event shall the amount of money paid under the foregoing provisions of this paragraph exceed the amount which would be paid VENDOR for the full performance of the services required by this Agreement.
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