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04-0615_KT COMMUNITY RELATIONS_Personal Services AgreementPERSONAL SERVICES AGREEMENT THIS AGREEMENT is made and entered into this 15th day of June 2004, by and between the City of San Juan Capistrano (hereinafter referred to as the "City") and KT Community Relations (hereinafter referred to as "Consultant'). RECITALS: WHEREAS, City desires to retain the services of Consultant regarding the City's proposal for Public Relations and Community Liaison services; 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. Work under the agreement shall commence on the effective date of this Agreement and continue for one year. The City Manager or his designee shall have the authority to extend the contract for two (2) one year periods. Extension shall only be granted provided that Consultant has performed in a competent and satisfactory manner and that any rate or fee increases can be mutually agreed upon and are within market rates. Section 3. Compensation. 3.1 Amount. Total compensation for the scope of services for this Project shall not exceed $ 4,500 per month, as set forth in Exhibit "A," attached and incorporated herein by reference, excepting there from those incidental expenses as indicated. Compensation will be based on the hourly rate schedule as set forth in Exhibit "B", however in no case shall it exceed $ 4,500 per month, plus incidental expenses. Work requested and mutually agreed upon between the City and Consultant not covered in the Scope of Work in Exhibit "A" shall be compensated at the consultants hourly rate as provided in Exhibit "B". 3.2 Rate Schedule. The services shall be billed to the City at the rate set forth in Exhibit "B," attached and incorporated herein by reference. Included within the compensation set forth in Exhibit "B" are all the Consultant's ordinary office and overhead expenses incurred by it, its agents and employees, including meetings with City representatives to perform the stipulated services Submittals shall be in accordance with Consultant's proposal. 3.3 Method of Payment. Consultant shall submit semi-monthly invoices based on total services which have been satisfactorily completed and specifying task and amount of time, plus any incidental costs. Work not specifically covered under the scope of this contract will be billed to the City under a separate invoice. The City will pay progress payments twice per month for periods from the first (15) to the fifteenth (15th) and from the sixteenth (16th) to the end of the month based on approved invoices in accordance with this Section. 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 the City. Section 4. Independent Contractor. It is agreed that Consultant shall act and be an independent contractor and not an agent or employee of the City, and shall obtain no rights to any benefits which accrue to the 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 the 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 the City, Consultant shall be responsible to the 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 the City. All persons engaged in the work will be considered employees of Consultant. The 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 shall hereto agree on a fee for the additional services pursuant to Sections 3.1, 3.2 and 3.3 herein. Section 7. 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 8. 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 9 . 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 10. 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. 10.1 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 as required by law in the State of California. 10.2 Proof of Insurance Requirements/Endorsement. Prior to beginning any work under this Agreement, Consultant shall submit proof of insurance to the City Clerk's office for certification that the insurance requirements of this Agreement have been satisfied. Section 11. 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 12. 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: William Huber,Assistant City Manager To Consultant: KT Communications 32 Rambling Lane Aliso Viejo, CA. 92656 Attn: Kelly Tokarski Section 13. 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 By:'--,GKja Joeoto, Mayor CONSU ANT By:lLS2l �A A.•0A Kelly Toka i ATTEST: cti R. Monahan, City Clerk APPROVED AS TO FORM: John haw, City Attorney Exhibit `A' SCOPE OF SERVICES The Consultant shall perform the tasks as set forth herein: Press Releases Consultant shall work with staff and City Council in the preparation of all Media Press Releases. Releases must be handled in a timely manner to ensure appropriate local paper deadlines are met. Consultant must have ability to develop releases that properly represent the Cities position in a factual and concise manner. Graphics or photos accompanying releases may be supplied by the City or provided by the consultant. Consultant may be requested to prepare release from existing materials, staff reports, and attendance at meetings or interviews with Council or staff. In all instances consultant shall be responsible for all materials released to the press to ensure quality and accuracy. All press releases must be near newspaper copy ready as possible to ensure minimum loss of information due to space restrictions and editing. Consultant shall also coordinate with staff and Council, if necessary, on requests for information and provide appropriate response. City Hall Updates The City of San Juan Capistrano prepares and supplies to the local newspaper on a weekly basis, updates on important City issues. Consultant shall work with staff and City Council in the preparation of all City Hall Updates. The City Hall Updates must be handled in a timely manner to ensure appropriate local paper deadlines are met. Consultant must have ability to develop the Updates to properly represent the Cities position in a factual and concise manner. Graphics or photos accompanying the Updates may be supplied by the City or provided by the consultant. Consultant may be requested to prepare Updates from existing materials, staff reports, and attendance at meetings or interviews with Council or staff. In all instances consultant shall be responsible for all information in the Updates released to the press to ensure quality and accuracy. All Updates must be near newspaper copy ready as possible to ensure minimum loss of information due to space restrictions and editing. Mayors Messages The Mayors Message is a bi-weekly regular feature in the local newspaper. The Mayors Message provides important information to the community on a variety of topics. The Consultant shall work with the Mayor and city staff on the preparation of the Mayors Message to ensure quality and timeliness. City Hall Meetings/Mayor Meetings Consultant shall meet with Department Heads and City Manager's representative on a regular basis to determine most news worthy information and activities. Consultant shall coordinate with City Managers office on appropriate items and activities to report on. Council Meeting attendance will be required where media coverage is required for significant projects. Consultant shall meet with the Mayor and other Council Members on an as needed basis to facilitate and prepare Mayors Messages and other media information. Speech Preparation Consultant shall work with Council and staff in the preparation of speeches for the Mayor and Council Members as appropriate. Consultant shall be responsible for the quality and accuracy of the prepared speeches. Community/Media Event Coordination Consultant may from time to time be required to coordinate not only the media portion of a community event but also to ensure the event is properly coordinated and attended. This may include sending out notices to individuals, inviting speakers, coordination of set up and tear down, securing appropriate facilities, food ordering etc. Venues may include but are not limited to Chamber of Commerce, Downtown Merchants Association, Rotary, and Senior's Club etc. Events may be scheduled either day or night. Public Relation/Community Outreach Campaigns Consultant shall work with the City on all assigned public relation and community outreach campaigns. Consultant shall provide information on most appropriate use of available resources and proposed media campaign that will best achieve the City desired results. Consultant shall work with appropriate staff and prepare for review all City media information. Media Relations Consultant must maintain a good working relationship with key media personnel at all times Other Assigned Duties From time to time other duties may be assigned that are not specifically addressed above. Additional duties will be discussed and reviewed with consultant and paid for at the set hourly rate in the contract. Exhibit `A' Exhibit `B' Fee schedule and rate KT Community Relations will work 20 to 25 hours per week for the city of San Juan Capistrano at $50 per hour. The fixed salary is not to exceed $4,500 per month and is subject to negotiation. Mailings, postage and things not covered by the city will be charged as an additional cost plus 15%. Vehicle mileage at 0.33/mile and other direct expenses will be charged in addition to the maximum fee stated above. Exhibit `B'