01-0103_HISTORIC RESOURCES GROUP_Personal Services AgreementPERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this day of
200 , by and between the City of San Juan Capistrano (hereinaft r referred to as -the
"City") and Historic Resources Group (hereinafter referred to as "Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant regarding the City's
proposal to develop an Historic Preservation Strategy; 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 June 1, 2001.
Section 3. Compensation.
3.1 Amount.
Total compensation for the scope of services for this Project shall not exceed
Twenty-nine thousand seven hundred fifty dollars and no cents ($29,750.00 ), as set
forth in Exhibit "B," attached and incorporated herein by reference.
3.2 Rate Schedule.
The services shall be billed to the City at the hourly rate set forth in Exhibit
"B," attached and incorporated herein by reference. Included within the compensation are
all the Consultant's ordinary office and overhead expenses incurred by it, its agents and
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employees, including meetings with the City representatives and incidental costs to
perform the stipulated services. Submittals shall be in accordance with Consultant's
proposal.
3.3 Method of Payment.
Consultant shall submit monthly invoices based on total services which have
been satisfactorily completed and specifying a percentage of projected completion for
approval by the City. The City will pay monthly progress payments based on approved
invoices 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.
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
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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 and Construction Site.
By executing this Agreement, Consultant warrants that: (1) it has investigated the
work to be performed; (2) it has investigated the proposed construction site, including the
location of all utilities, and is aware of all conditions there; and (3) it understands the
facilities, difficulties and restrictions of the work under this Agreement. Should Consultant
discover any latent or unknown conditions materially differing from those inherent in the
work or as represented by City, it shall immediately inform City of this and shall not
proceed with further work under this Agreement until written instructions are received from
the City.
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.
Section 10. Conflicts of Interest.
Consultant covenants that it presently has no interest and shall not acquire any
interest, direct or indirect, which would conflict in any manner or degree with the
performance of the services contemplated by this Agreement. No person having such
interest shall be employed by or associated with Consultant.
Section 11. Copies of Work Product.
At the completion of the contract period, Consultant shall have delivered to City at
least one (1) copy of any final reports and architectural drawings containing Consultant's
findings, conclusions, and recommendations with any support documentation. All reports
submitted to the City shall be in reproducible format.
All services to be rendered hereunder shall be subject to the direction and approval
of the City.
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Section 12. Ownership of Documents.
All reports, information, data and exhibits prepared or assembled by Consultant in
connection with the performance of its services pursuant to this Agreement are confidential
to the extent permitted by law, and Consultant agrees that they shall not be made available
to any individual or organization without prior written consent of the City. All such reports,
information, data, and exhibits shall be the property of the City and shall be delivered to
the City upon demand without additional costs or expense to the City. The City
acknowledges such documents are instruments of Consultant's professional services.
Section 13. 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 omissions 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 14. 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.
14.1 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.
14.2 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
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$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
14.3 Worker's Compensation.
If Consultant intends to employ 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.
14.4 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 using ISO form CG 20 10 1185 (in no event with an edition date later than 1990)
to the City's General Counsel for certification that the insurance requirements of this
Agreement have been satisfied.
14.5 Errors and Omissions Coverage
Not required as per City Attorney.
14.6 Notice of Cancellation/Termination of Insurance.
The above policy/policies shall not terminate, nor shall they be cancelled, nor
the coverages reduced, until afterthirty (30) days' written notice is given to City, except that
ten (10) days' notice shall be given if there is a cancellation due to failure to pay a
premium.
14.7 Terms of Compensation.
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Consultant shall not receive any compensation until all insurance provisions
have been satisfied.
14.8 Notice to Proceed.
Consultant shall not proceed with any work under this. Agreement until the
City has issued a written "Notice to Proceed" verifying that Consultant has complied with
all insurance requirements of this Agreement.
Section 15. Termination.
City and Consultant shall have the right to terminate this Agreement without cause
by giving thirty (30) days' advance written notice of termination to the other party
In addition, this Agreement may be terminated for cause by providing ten (10) days'
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 16. 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 Administrative Services
To Consultant: Historic Resources Group
1728 Whitley Avenue
Hollywood, CA 90028-4809
Section 17. 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 18. Dispute Resolution.
In the event of a dispute arising between the parties regarding performance or
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interpretation of this Agreement, the dispute shall be resolved by binding arbitration under
the auspices of the Judicial Arbitration and Mediation Service ("JAMS").
Section 19. 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.
CITY OF SAN JUAN CAPISTRANO
By:
Wyatt art, Mayor
CONSUL ANT
By: ///c-Wfnty /Z14/o
Historic Resources Group
ATTEST:
APPROVED AS TO FORM:
n,
John R. Shah, City Attorney
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Exhibit "A" Scope of Work
Task 1: Survey of City -owned resources
Field Survey
Assess significance of City -owned properties and develop priority
Deliverable: Inventory of significant City -owned resources including evaluation for
inclusion in local, California Register, and National Register programs.
Task 2: Existing Conditions Analysis of significant City -owned properties
Field survey to develop preliminary existing conditions analysis
Identification of character -defining features
Assess needed treatments and rank urgency of treatment
Deliverable: Existing Condition Report
Task 3: Development of strategy for protection of historic resources
Strategies for stewardship and active use
Identify and develop preservation incentives
Identify cost-effective management and maintenance procedures
Identify economic benefits and make recommendations for future focused studies
Analyze appropriate ownership strategies for currently owned properties
Identify funding opportunities
Identify opportunities for public-private partnership
Deliverable: Draft Historic Preservation Strategic Plan
Task 4: Study Sessions for City Officials, Staff, and Other Interested Parties
Assist in creating a pro -active climate for the preservation, treatment,
rehabilitation, and use of City -owned properties
Assist the City in developing preservation goals, objectives, strategies, and
priorities and integrate these strategies with other planning efforts
Assist the City in the development of a program to maintain, store, or dispose
of its current inventory of artifacts
Deliverable: Final Historic Preservation Strategy
HISTORIC RESOURCES GROUP
EXHIBIT B
Project: Historic Preservation Services - Historic Preservation Strategy Plan
Client Ciy Of Sen Jaun Capierano
1728 Whitley Ave., Hollywood, CA 90028
323.469.2349; fax: 323.469.0491; a -mail: hrg@HistoricLA.com
TASK DESCRIPTION
HOURS BY PERSONNEL:
Mgr. Sr.Plnr/
Prier. Prot Mgr
$150 $90
Sr. Arch.
HIM.
$75
Sten
Plae/Hiat.
$55
Toml
Pm
by
Tuk
1.0
Survey City -Owned Resources
1.1
Review existing survey
2
2
4
4
$ 1,000
I2
lteacerchhiewriccamtext
8
12
$ 1,260
13
Conduct field survey
2
2
16
16
$ 2,560
16
Evaluateconditionafrewurcas
3
4
16
16
$ 2,890
1.5
Evalumesignicentsofremurces
3
4
8
16
$ 2,290
14
Prepare DPR forms
3
4
8
16
$ 2,290
13
Prepare summery of findings
3
4
8
12
$ 2,070
2,0
Prepare Existing Conditions Report
2.1
Collect related materials
20
$ 1,100
2,2
Review to identify conflicts with hictoric preservation
4
6
15
5 1,965
23
Prepare dreft report
4
6
15
$ 1,965
3.0
Develop Stategy Plan for Historic Resources
3.1
Analyse conflicts between conditions & preservation
4
6
16
S 2,020
3.2
Prepare draft recommendations on:
4
8
32
5 3,080
Assessment of City -owned properties
Development signif cwwcce rung system
Development maintenance prionty
Identification ofpreservation incentives
Eamblishment adminiwranve procedures
3 3
Revise end prepare final report
2
6
16
$ 1,720
4.0
Public Participation
4.1
Prepare for/Amend Colonel Heritage Board
4
4
4
$ 1,180
4.2
Prepare for/Attend City Planning Commission Hearing
4
4
4
$ 1,180
4.3
Prepme for/Amend City Council Hearing
4
4
4
$ 1,180
TOTAL FEES
S 29,750
1728 Whitley Ave., Hollywood, CA 90028
323.469.2349; fax: 323.469.0491; a -mail: hrg@HistoricLA.com