HomeMy WebLinkAbout13231I RESOLUTION NO. 13,231
2
3 A RESOLUTION TO AUTHORIZE THE CITY MANAGER TO EXECUTE A
4 PUBLIC AGENCY SERVICE AGREEMENT WITH THE CITY OF MAUMELLE
5 TO PROVIDE FLEET MECHANICAL REPAIR AND BODY WORK FOR
6 MAUMELLE POLICE DEPARTMENT VEHICLES; AND FOR OTHER
7 PURPOSES.
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9 WHEREAS, Arkansas law authorizes one or more public agencies to contact with any one or more
10 other public agencies to perform any governmental service, activity, or undertaking which each of the
11 public agencies entering into the contract is authorized by law to perform alone, provided that the
12 contract shall be authorized by the governing body of each party to the contract, and
13 WHEREAS, the City of Little Rock owns and operates several fleet maintenance and repair service
14 facilities ( "Fleet Service Centers ") for the purpose of maintenance and mechanical repair of Little Rock -
15 owned vehicles, and
16 WHEREAS, the City of Maumelle does not own or operate a fleet services facility which is
17 equipped to handle all City of Maumelle vehicle repairs and currently contracts with private automotive
18 centers for the repair of Maumelle Police Department vehicles, and
19 WHEREAS, the addition of mechanical repair and body work for the City of Maumelle's Police
20 Department vehicles will not have significant impact on Little Rock's Fleet Service Center operations,
21 and
22 WHEREAS, the additional cost to the City of Little Rock for all mechanical parts and supplies will
23 be reimbursed by the City of Maumelle.
24 NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY
25 OF LITTLE ROCK, ARKANSAS:
26 Section 1. Pursuant to the authority set forth in Ark. Code Ann. § 25 -20 -108 (West 2010), the City
27 Manager is authorized to execute a public agency service agreement, in a form approved by the Little
28 Rock City Attorney, and substantially the same as Attachment "A" herein, in order to provide
29 mechanical repair and body work for Maumelle Police Department vehicles.
30 Section 2. Severability. In the event any title, section, paragraph, item, sentence, clause, phrase, or
31 word of this resolution is declared or adjudged to be invalid or unconstitutional, such declaration or
32 adjudication shall not affect the remaining portions of the resolution which shall remain in full force and
[PAGE 1 OF 15]
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
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effect as if the portion so declared or adjudged invalid or unconstitutional were not originally a part of
the resolution.
Section 3. Repealer. All ordinances and resolutions are hereby repealed to the extent of such
inconsistency.
ADOPTED: November 16, 2010
ATTEST:— APPROVED:
City Clerk
TO LEGAL FORM:
Z,0,� MI. 4��� -
Thomas M. Carpenier, CitottJrney
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Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
[PAGE 2 OF 15]
Mark Stodola, Mayor
I EXHIBIT "A"
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5 FLEET REPAIR SERVICES AND BODY WORK
6 AGREEMENT
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8 The CITY OF LITTLE ROCK, ARKANSAS, a municipal corporation organized under the
9 laws of the state of Arkansas (hereinafter referred to as "Little Rock ") and the CITY OF
10 MAUMELLE, ARKANSAS, a municipal corporation organized under the laws of the state of
11 Arkansas (hereinafter referred to as "Maumelle "), enter into this Agreement this day of
12 , 2010.
13 WITNESSETH:
14 WHEREAS, Little Rock owns and operates several fleet maintenance and repair service
15 facilities ( "Fleet Service Centers ") for the purpose of maintenance and mechanical repair of Little
16 Rock -owned vehicles; and
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WHEREAS, Maumelle does not own or operate a fleet services facility which is
equipped to handle all City of Maumelle vehicle repairs, and currently contracts with private
automotive centers for the repair of Maumelle Police Department vehicles; and
WHEREAS, Maumelle is interested in entering into a non - exclusive public agency
agreement for the performance of mechanical repair and body work on Maumelle's Police
Department vehicles at Little Rock's Fleet Service Centers; and
WHEREAS, the addition of mechanical repair and body work for Maumelle's Police
Department vehicles will not have significant impact on Little Rock's Fleet Service Center
operations; and
WHEREAS, the City of Little Rock's Board of Directors and the City of Maumelle's
City Council have authorized the execution of this Agreement by approval of Little Rock
Resolution No. adopted on , 2010 and Maumelle Resolution No.
adopted on , 2010.
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
[PAGE 3 OF 151
I NOW THEREFORE, BE IT AGREED BY THE PARTIES AS FOLLOWS:
2 ARTICLE I.
3 Term and Consideration
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5 Section 1.01. Term. The term of this Agreement shall be for a period of one (1) year
6 beginning on the date of execution of the Agreement by both parties.
7 Section 1.02. Extension. This Agreement shall be automatically extended one (1) time
8 for two (2) additional years unless either party provides the other party with a notice in writing of
9 the party's intent not to extend the Agreement at least thirty (30) calendar days prior to the
10 expiration of the original Agreement term.
11 Section 1.03. Non- Appropriation of Funds. This Agreement shall terminate without
12 penalty at such time as appropriated funds are not available to satisfy the obligations of the
13 City of Little Rock hereunder. The failure of the City of Little Rock to make an appropriation in
14 any given year shall not be deemed a breach of this Agreement, nor give rise to any cause of
15 action by Maumelle for legal or equitable relief. The City of Little Rock shall, to the extent
16 possible give Maumelle written notice thirty(30) dasprior to such termination.
17 Notwithstanding' the above should the City of Little Rock experience serious economic
18 shortfalls determined at the City of Little Rock's sole discretion this Agreement shall terminate
19 immediately upon written notice from the City of Little Rock of the intention to do so, and the
20 reason for such termination.
21 Section 1.04. Consideration. For and in consideration of the covenants set forth below, and
22 in exchange for the mechanical repair of Maumelle's Police Department vehicles at Little
23 Rock's Fleet Service Centers, Maumelle agrees to pay Little Rock Forty Eight Dollars
24 ($48.00) per technician hour. For body shop work, the charge will be based upon the
25 insurance company payment through the insurance adjuster. Maumelle further agrees to pay
26 Little Rock for the cost of all mechanical parts and supplies used to provide authorized
27 mechanical repair and body work on Maumelle's Police Department vehicles, plus a ten
28 percent (10 %) shipping and handling charge. Little Rock will provide Maumelle with
29 estimates for the total cost of said repairs before conducting the repair or body work.
30 Section 1.05. Sales Tax. In addition to the charge for labor, parts and supplies, Little
31 Rock shall collect from Maumelle and remit to the State of Arkansas the applicable gross
32 receipts tax for sales and for vehicle repair and body work services, unless Maumelle provides
33 Little Rock with a certificate of sales tax exemption stating the legal basis for the exemption.
[PAGE 4 OF 15]
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
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3 Scope of Services
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5 Section 2.01. Sc
6 needed basis, Little Roc
7 Department vehicles at
ARTICLE II
le of Services. Upon request by Maumelle's authorized agent on an as-
shall perform mechanical repair and body work on Maumelle's Police
tle Rock's Fleet Service Centers.
8 Section 2.02. E *cluded Services. Service provided pursuant to Section 2.01 above shall
9 not include fueling, or
10 Section 2.03.
11 required to perform tl
12 enters this Agreement
13 Maumelle's Police D
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Maumelle's go
health or accident
services pursuant to ti
unemployment insures
or benefits for Little l
employer - employee rc
fleet services technici
work under the directi
aff. Little Rock represents that it will secure at its own expense all staff
services under this Agreement. It is expressly agreed that Little Rock
c a political subdivision providing mechanical repair and body work on
irtment vehicles as is necessary and proper for the administration of
al affairs. Maumelle shall carry no workers' compensation insurance,
ance to cover the Little Rock fleet services technicians who provide
Agreement; nor shall Maumelle pay any contribution to Social Security,
federal or state withholding taxes, nor provide any other contributions
;k's fleet services technicians which might otherwise be expected in an
ionship, it being specifically understood and agreed that the Little Rock
> providing services pursuant to this Agreement are employees of and
of the City of Little Rock.
Section 2.04. Identification of Vehicles. Maumelle may request mechanical repair and
body work on Maume le's Police Department vehicles pursuant to this Agreement for the
vehicles described in Attachment "A" — City of Maumelle Police Department Vehicles,
attached hereto and incorporated herein. This list of City of Maumelle Police Department
vehicles may be modified if agreed to in writing signed by the parties hereto.
Section 2.05. Force Majeure. Little Rock is not responsible for delay caused by
activities or factors bey nd Little Rock's control, such as delays by reason of strikes, acts of
29 God, failure of Maumelle to furnish timely information, faulty performance by contractors or
30 governmental agencies, I fires, floods, acts of civilian or military authority, acts of the public
31 enemy, or other Force
[PAGE 5 OF 15]
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
I Section 2.06.
2 to interfere with or
nal Responsibility. Nothing in this Agreement shall be construed
se affect the rendering of services by Little Rock in accordance with
3 Little Rock's employees' independent and professional judgment.
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ARTICLE III
Fleet Service Centers
Section 3.01. Locations. The following locations are designated Fleet Service Centers
for purposes of this Agreement. Little Rock reserves the right to close or relocate designated
Fleet Service Centers by sending written notice of a change in facility status to Maumelle's
designated contact person.
a. J.E. Davis Drive: (3314 J.E. Davis Drive) Service and repair of diesel, gasoline, fire
apparatus, po�ice cruisers, heavy trucks, and construction equipment. Major repairs on
light to medic duty vehicles are also performed at this location.
b. Landfill Shop: (10803 Ironton Cutoff Rd.) Service and repair of heavy construction
equipment.
Section 3.02. Hours of Operation. Little Rock's Fleet Service Centers are open from
7:00 a.m. to 6:00 p.m., Monday through Friday, except on Little Rock City holidays as
designated on Attachment "B" — 2010 Holiday Schedule, attached hereto and incorporated
herein. Little Rock's Fleet Service Centers may close for normal operations during inclement
weather. However, Maumelle Police Department vehicles that are needed to provide essential
services during inclement weather may be serviced at the J.E. Davis Service Center pursuant to
the City of Little Rock's l inclement weather policy.
Section 3.03. Appointments. Maumelle Police Department vehicles may be delivered to
a particular Fleet Service Center for repair or body work by prior appointment only.
Appointments may be scheduled and a Fleet Service Center location designated for the requested
mechanical repair and body work by calling the Little Rock Fleet Service Writer at (501) 918 -
4240.
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
ARTICLE IV
DISCLAIMER OF WARRANTIES
[PAGE 6 OF 15]
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Section 4.01. Manufacturer's Warranty. Little Rock shall use only genuine manufacturer's
parts or parts of equal quality for the mechanical repair and body work on Maumelle's Police
Department vehicles. However, the only warranties applying to mechanical parts used in the
service or repair of Maumelle's vehicles are those which may be offered by the manufacturer.
THE CITY HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES, EITHER
EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH
RESPECT TO ALI, MECHANICAL PARTS AND SUPPLIES USED IN THE
MECHANICAL REPAIR AND BODY WORK OF MAUMELLE'S POLICE
DEPARTMENT VEHICLES, AND NEITHER ASSUMES NOR AUTHORIZES ANY
OTHER PERSON O ASSUME FOR IT ANY LIABILITY IN CONNECTION
WITH THE MECHANICAL PARTS AND SUPPLIES USED TO IN THE
MECHANICAL REPAIR AND BODY WORK OF MAUMELLE'S POLICE
DEPARTMENT VEHICLES.
15 Section 4.02. N
16 Maumelle's Police Dep
17 vehicles due to Little
18 Department vehicles.
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W
21 Section 5.01.
o Guarantee. Little Rock does not guarantee extended useful life of
irtment vehicles nor guarantee a reduced number of breakdowns of said
Rock's mechanical repairs and body work on Maumelle's Police
ity.
ARTICLE V
INDEMNITY AND INSURANCE
22 a. The City of Maumelle agrees to indemnify and save harmless the City of Little
23 Rock, its officers, agents and employees, from any and all claims or losses resulting to any
r firr injured or damaged b an City of Maumelle Police Department
24 person, property o � g y y y p
25 vehicle repaired or serviced by the City of Little Rock Fleet Services Department under this
26 Agreement.
27 b. The City of Maumelle covenants not to sue the City of Little Rock, and hereby
28 releases, discharges and indemnifies the City of Little Rock, its officers and employees, from any
29 and all liability to the
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
of Maumelle, its officers and employees, and from any and all injury,
[PAGE 7 OF 15]
I loss, damage, and any Maim or demands therefore, on account of injury to person or property,
2 whether caused by the egligence of the City of Little Rock or otherwise, as a result of the City
3 of Little Rock's performance under this Agreement.
4 Section 5.02. Each party acknowledges that the other party is a governmental entity, duly
5 organized under the laws of the state of Arkansas, and that each parry relies on tort immunity.
6 Accordingly, additional
7 Agreement.
8 Section 5.03. Irr
9 Agreement in no way
10 immunity that the partie
11 of the state of Arkansas.
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insurance shall not be required by either party as a condition of this
imunity. The parties acknowledge and accept the fact that entry into this
diminishes or waives the constitutional, common law or statutory
s enjoy by virtue of their status as a public agency or political subdivision
ARTICLE VI
CITY OF MAUMELLE'S DUTIES
Section 6.01. Authorized Agents. Maumelle shall provide a list of agents designated
for the purpose of authorizing mechanical repair and body work requests under this Agreement.
This list and any changes thereto shall be verified by notarized signature of Maumelle's
authorized signatory and. delivered to Little Rock's Fleet Services Director.
Section 6.02. Payment. By the fifteenth (15th) day of each month, Maumelle shall
submit payment for the mechanical repair and body work performed on Maumelle's Police
Department vehicles d ring the previous month, as listed on Little Rock's monthly billing
invoice. All payments to Little Rock required by this Agreement shall be made payable to the
"City of Little Rock" and submitted to Little Rock's Department of Fleet Services, 3314 J.E.
Davis Drive, Little Rock. Arkansas 72209.
Section 6.03.
information regarding 1
vehicles pursuant to thiE
Section 6.04. T
or from a Fleet Service
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
requested by Maumelle's authorized agent, Little Rock will provide
x mechanical repair and body work of Maumelle Police Department
Agreement.
Any Maumelle Police Department vehicle that must be towed to
location shall be towed at the request of the City of Maumelle at
[PAGE 8 OF 15]
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the City of Maumelle'
Little Rock's Towing S
Section 6.05.
Maumelle Police Depa
perils, weather - related
other Force Majeure.
sole cost and expense and shall not be towed pursuant to the City of
;rvice Contract.
Insurance. Maumelle shall assume the risk of loss or damage to
tment vehicles, equipment, and their contents caused by human- related
erils, and unavoidable casualty resulting from violent forces of nature or
ARTICLE VII
BILLING
Section 7.01. onthly Invoice. Little Rock shall send a monthly invoice to Maumelle's
designated contact person by the fifth (5th) day of each month, detailing mechanical repair and
body work transaction for the previous month. Each invoice shall contain the following
information: the vehicle serviced or repaired, the nature of the work performed on that vehicle,
the technician hours spent on the work, mechanical parts installed, the cost of each mechanical
part installed, and the applicable sales tax.
Section 7.02. Service Transaction Printouts. If requested by an authorized agent of the
City of Maumelle, Little Rock shall provide a transaction printout describing the details of any
mechanical repair and body work that was performed on a specified Maumelle Police
Department vehicle pun uant to this Agreement.
ARTICLE VIII
NOTICE
Section 8.01. Notice. Any notices or demands required by this Agreement shall be in
writing, and personally delivered or mailed in the United States mail, postage prepaid:
a. To the Cit,
Wendell J
Director,1
3314 J.E.
Little Roc_
b. To the (
Lt. Jim ]
Patrol C
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
of Little Rock, to the attention of:
nes (or duly appointed successor)
eet Services
lavis Drive
. Arkansas 72209
of Maumelle, to the attention of:
[PAGE 9 OF 15]
(501) 918 -4202
(501) 851 -1337
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Maumell
Police Department
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2002 Murphy
Drive
3
Maumell
, AR 72113
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ARTICLE IX
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MODIFICATION
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Section 9.01. Modification.
Any modifications to this Contract Agreement shall be in
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writing, signed by both parties
to the Agreement.
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ARTICLE X
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TERMINATION
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Section 10.01. Termination
of Agreement. The parties shall have the right to terminate
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this Agreement for any
reason whatsoever and without penalty, by giving written notice to the
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non - terminating party o
such termination and specifying the effective date thereof, at least ten
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(10) calendar days befor
the effective date of such termination.
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Section 10.02. In
the event of such termination, the City of Little Rock shall be entitled to
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receive just and equitable
compensation for any work completed up to the effective date of
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termination.
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ARTICLE XI
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MISCELLANEOUS
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Section 11.01.
overning Law. This Agreement shall be construed in accordance with
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the laws of the State of
Arkansas, and venue for any action related thereto shall lie exclusively in
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Pulaski County, Arkansas.
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Section 11.02.
Compliance with Laws. The parties shall comply with all applicable
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federal, state and local laws
and regulations.
[PAGE 10 OF 15]
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
I Section 11.03. No Waiver. The waiver of the breach of one or more of any covenants or
2 conditions by Little Ro k shall not be construed as the waiver of any subsequent breach of the
3 same or any other cove ant or conditions; and the consent and approval of Little Rock to any act
4 by Maumelle requiring the Little Rock's consent or approval shall not be deemed a waiver and
5 shall still render necessary Little Rock's consent or approval to or of any subsequent or similar
V a%,L vy iviauiucuc.
7 Section 11.04. S everability. In the event any section, subsection, subdivision, paragraph,
8 subparagraph, item, sen ence, clause, phrase, or word of this Agreement is declared or adjudged
9 to be invalid or unconstitutional, such declaration or adjudication shall not affect the remaining
10 provisions of this Agreement, as if such invalid or unconstitutional provision was not originally a
11 part of this Agreement.
12 Section 11.05. Covies Same as Original. This Agreement shall be executed in the
13 original, and any number of executed copies. Any copy of this Agreement so executed shall be
14 deemed an original and hall be deemed authentic for any other use.
15 Section 11.06. Captions. All captions contained in this Agreement are inserted only as a
16 matter of convenience and in no way define, limit or extend the scope, or intent of this
17 Agreement.
18 Section 11.07. ntire Agreement. This Agreement and the documents referenced and
19 incorporated herein contain the complete and entire agreement of the parties respecting the
20 transactions contemplated herein, and supersede all prior negotiations, agreements,
21 representations, and understandings, if any, among the parties regarding such matters.
22 Section 11.08. Agreement Binding. This Agreement shall be binding on agents,
23 successors and permittec. assigns of the parties.
[PAGE 11 OF 15]
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
I
Section 11.09. Assignment.
This Agreement shall not be assigned or transferred by either
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party without the prior written
consent of the other.
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Section 11.10.
uthority to Execute A14reemen t. The undersigned officials of the
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parties hereto are the properly
authorized officials and have the necessary authority to execute
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this Agreement on behalf
of the parties hereto, and each party hereby certifies to the other that
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any necessary resolutions
or other documentation extending said authority have been duly passed
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and are now in full force
and effect.
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Section 11.11. This
Agreement shall be construed without regard to the identity of the
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persons who drafted the
provisions contained herein. Moreover, each and every provision of the
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Agreement shall be cor
strued as though each party hereto participated equally in the drafting
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thereof. As a result of t
e foregoing, any rule of construction that the document is to be construed
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against the drafting party
shall not be applicable. Both parties acknowledge that they have had
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full opportunity to revie
this Agreement with legal counsel of their choice.
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IN WITNESS
WHEREOF, the parties have signed this Agreement on the dates
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indicated below.
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CITY OF LITTLE RC
CK, ARKANSAS CITY OF MAUMELLE, ARKANSAS
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BY:
BY:
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Bruce Moore, City
Manager Michael Watson, Mayor
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Date:
Date:
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ATTEST:
ATTEST:
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[PAGE 12 OF 15]
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
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Susan Langley, City Clerk Joshua Clausen, City Clerk
Date: Date:
APPROVED AS TO LEGAL FORM:
Thomas M. Carpenter City Attorney
By:
Beth Blevins Carp
Deputy City Attor
Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
Attachment "A"
[PAGE 13 OF 15]
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Resolution
To Authorize Agreement for Fleet Services
City of Maumelle Police Department Vehicles
VEHICLE LIST
City of Maumelle Police Department
[PAGE 14 OF 15]
Attachment "B"
2010 HOLIDAY SCHEDULE
City of Little Rock
[PAGE 15 OF 151
Resolution
To Authorize Agreement for Fleet Services
City ofMaumelle Police Department Vehicles