04-0502_CAPISTRANO UNIFIED SCHOOL DISTRICT_Personal Services AgreementTHIS AGREEMENT is made and entered into this "'
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by and between the City of San Juan Capistrano (hereinafter referred t6 as the "City") and
Capistrano Unified School District. (hereinafter referred to as "Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant regarding the City's
request for Shuttle bus services for the "Swallow's Day Parade", and
WHEREAS, Consultant is qualified by virtue of experience, training, education and
expertise to accomplish such services.
NOW, THEREFORE, City and Consultant mutually agree as follows:
Section 1. Scope of Work.
The scope of work to be performed by Consultant shall consist of those tasks as set
forth in Exhibit "A", attached and incorporated herein by reference.
Consultant warrants that all of its services shall be performed in a competent,
professional and satisfactory manner and in accordance with the prevalent standards of
its profession.
Section 2. Term.
This Agreement shall commence on the effective date of this Agreement and
services required hereunder shall be completed by no later than Saturday.
March 20, 2004 A 6:00p�m.
Section 3. Compensation.
3.1 Amount.
Total compensation for the scope of services for this Project shall not exceed
Three Thousand and Sixty -Six Dollars and no Cents ($ 3.066.00 ). as set forth in
Exhibit "A", attached and incorporated herein by reference.
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3.2 Rate Schedule.
Included within the compensation are all the Consultant's ordinary office and
overhead expenses incurred by it, its agents and employees, including meetings with the
City representatives and incidental costs to perform the stipulated services.
3.3 Method of Payment.
Consultant shall submit an invoice based on total services which have been
satisfactorily completed. The City will process payment based on the approved invoice in
accordance with this Section.
For extra work not part of this Agreement, a written authorization from City
is required prior to Consultant undertaking any extra work.
3.4 Records of Expenses.
Consultant shall keep complete and accurate records of all costs and
expenses incidental to services covered by this Agreement. These records will be made
available at reasonable times to City.
Section 4. Independent Contractor.
It is agreed that Consultant shall act and be an independent contractor and not an
agent or employee of City, and shall obtain no rights to any benefits which accrue to City's
employees.
Section 5. Limitations Upon Subcontracting and Assignment.
The experience, knowledge, capability and reputation of Consultant, its principals
and employees were a substantial inducement for City to enter into this Agreement.
Consultant shall not contract with any other entity to perform the services required without
written approval of the City. This Agreement may not be assigned, voluntarily or by
operation of law, without the prior written approval of the City. If Consultant is permitted
to subcontract any part of this Agreement by City, Consultant shall be responsible to City
for the acts and omissions of its subcontractor as it is for persons directly employed.
Nothing contained in this Agreement shall create any contractual relationships between
any subcontractor and City. All persons engaged in the work will be considered employees
of Consultant. City will deal directly with and will make all payments to Consultant.
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Section 6. Changes to Scope of Work.
In the event of a change in the Scope of Work provided for in the contract
documents as requested by the City, the Parties hereto shall execute an addendum to this
Agreement setting forth with particularity all terms of the new agreement, including but not
limited to any additional Consultant's fees.
Section 7. Familiarity with Work
By executing this Agreement, Consultant warrants that: (1) it has investigated the
work to be performed; (2) it has investigated the proposed site, and is aware of all
conditions there; and (3) it understands the facilities, difficulties and restrictions of the work
under this Agreement.
Section 8. Time of Essence.
Time is of the essence in the performance of this Agreement.
Section 9. Compliance with Law.
Consultant shall comply with all applicable laws, ordinances, codes and regulations
of federal, state and local government.
All services to be rendered hereunder shall be subject to the direction and approval
of the City.
Section 10. Indemnity.
Consultant agrees to protect, defend and hold harmless City, its elected and
appointed officials and employees from any and all claims, liabilities, expenses or damages
of any nature, including attorneys' fees, for injury or death of any person or damage to
property or interference with use of property and for errors and omission committed by
Consultant arising out of or in connection with the work, operation or activities of
Consultant, its agents, employees and subcontractors in carrying out its obligations under
this Agreement.
Section 11. Insurance
Insurance required herein shall be provided by Admitted Insurers in good standing
with the State of California and having a minimum Best's Guide Rating of A- Class VII or
better.
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11.1 Comprehensive General Liability
Throughout the term of this Agreement, Consultant shall maintain in full force and
effect Comprehensive General Liability coverage in the following minimum amounts:
$500,000 property damage;
$500,000 injury to one person/any one occurrence/not limited to contractual period;
$1,000,000 injury to more than one person/any one occurrence/not limited to
contractual period.
11.2 Comprehensive Automobile Liability.
Throughout the term of this Agreement, Consultant shall maintain in full force and
effect Comprehensive Automobile Liability coverage, including owned, hired and non -
owned vehicles in the following minimum amounts:
$500,000 property damage;
$500,000 injuryto one person/any one occurrence/not limited to contractual period;
11.3 Worker's Compensation.
If Consultant intends to employees to perform services under this Agreement,
Consultant shall obtain and maintain, during the term of this agreement, Worker's
Compensation Employer's Liability Insurance in the statutory amount as required by state
law.
11.4 Proof of Insurance Requirements/Endorsement.
Prior to beginning any work under this Agreement, Consultant shall submit the
insurance certificates, including the deductible or self -retention amount, and an additional
insured endorsement to the Consultant's general liability and umbrella liability policies to
the City's General Counsel for certification that the insurance requirements of this
Agreement have been satisfied.
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11.5 Notice of Cancellation/Termination of Insurance.
The above policy/policies shall not terminate, nor shall they be cancelled, nor the
coverages reduced, until after thirty (30) day's written notice is given to City, except that
ten (10) day's notice shall be given if there is a cancellation due to failure to pay a
premium.
11.6 Terms of Compensation.
Consultant shall not receive any compensation until all insurance provisions have
been satisfied.
Section 12. Termination.
City and Consultant shall have the right to terminate this Agreement without cause
by giving thirty (30) day's advance written notice of termination to the other party.
In addition, this Agreement may be terminated for cause by providing ten (10) day's
notice to the other party of a material breach of contract. If the other party does not cure
the breach of contract, then the agreement may be terminated subsequent to the ten (10)
day cure period.
Section 13. Notice.
All notices shall be personally delivered or mailed to the below listed addresses, or
to such other addresses as may be designated by written notice. These addresses shall
be used for delivery of service of process:
To City: City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn: Director of Community Services
To Consultant: Daniel Crawford, Associate Superintendent
Capistrano Unified School District
32972 Calle Perfecto
San Juan Capistrano, CA 92675
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Section 14. Attorneys' Fees.
If any action at law or in equity is necessary to enforce or interpret the terms of this
Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, costs and
necessary disbursements in addition to any other relief to which he may be entitled.
Section 15. Dispute Resolution.
In the event of a dispute arising between the parties regarding performance or
interpretation of this Agreement, the dispute shall be resolved by binding arbitration under
the auspices of the Judicial Arbitration and Mediation Service ("JAMS").
Section 16. Entire Agreement.
This Agreement constitutes the entire understanding and agreement between the
parties and supersedes all previous negotiations between them pertaining to the subject
matter thereof.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
ATTEST:
CITY OF SAN JUAN CAPISTRANO
By:
Dave Adams, City Manager
CONSU7NT
By: 1-2
Daniel Crawfor , Associate Superintendent
Support Services
Capistrano Unified School District
n�
R. Monahan, City Clerk
APPROVED AS TO FORM:
John R. 8haw, City Attorney
Exhibit A, Scope of Work & Proposed Schedule
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EXHIBIT A
SCOPE OF WORK
The scope of work to be performed by Consultant shall consist of providing buses and
drivers, three of which will be ADA compliant, for use as the City's Swallow Day Parade
Shuttle Bus Service commencing at 8:00 a.m. and terminating at 6:00 p.m. on Saturday,
March 20, 2004.
Consultant's buses and drivers shall transport parade attendees from City's designated
pick-up and drop-off locations throughout the designated performance time period. Buses
shall have a capacity of 48 passengers at two per seat. Buses designated for the parking
lot locations and services to be provided in accordance with the following schedule:
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Swallow's Day Parade
"2004"
Proposed Shuttle Bus Schedule
Exhibit A
Fluidmaster / Marbella Commerce Center
Bus Site Lot # 1
Hours of Service
Hours of Operation
# of Regular
Buses
# of Handicapped
Accessible Buses
Cost
1
8:00 a.m. to 9:00 a.m.
1
0
2
9:00 a.m. to 10:00 a.m.
2
0
6
10:00 a.m. to 12:00p.m.
3
0
4.5
12:00 p.m. to 1:30 p.m.
2
1
12
1:30 p.m. to 4:30 p.m.
3
1
3
4:30 p.m. to 6:00 p.m.
1
1
Total Hours 28.5
Endevco Bus Site Lot # 2
Total Cost $1197.00
Hours of Service
Hours of Operation
# of Regular
Buses
# of Handicapped
Accessible Buses
Cost
1
8:00 a.m. to 9:00 a.m.
1
0
2
9:00 a.m. to 10:00 a.m.
2
0
6
10:00 a.m. to 12:00 p.m.
3
0
4.5
12:00 p.m. to 1:30 p.m.
2
1
12
1:30 p.m. to 4:30 p.m.
3
1
3
4:30 p.m. to 6:00 p.m.
1
1
Total Hours 28.5 Total Cost $1197.00
Capistrano Business Plaza Site Lot # 3
Hours of Service
Hours of Operation
# of Regular
Buses
# of Handicapped
Accessible Buses
Cost
1
8:00 a.m. to 9:00 a.m.
1
0
1
9:00 a.m. to 10:00 a.m.
1
0
2
10:00 a.m. to 12:00 p.m.
1
0
3
12:00 p.m. to 1:30 p.m.
1
1
6
1:30 p.m. to 4:30 p.m.
1
1
3
4:30 p.m. to 6:00 p.m.
1
1
Total Hours 16
Complete Total Hours 73
Total Cost $672.00
Complete Total Cost $ 3,066