06-0927_LILBURN CORPORATION_Personal Services AgreementPERSONAL SERVICES AGREEMENT
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THIS AGREEMENT is made and entered into this day of September, 2006, by
and between the City of San Juan Capistrano (hereina{{er referred to as the "City") and
Lilburn Corporation (hereinafter referred to as "Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant regarding the City's
proposal to serve as project manager in processing a variety of development application
projects for City entitlements and to provide assistance with City -budgeted administrative
and planning projects, as assigned by the Planning Director; 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 30, 2007.
Section 3. Compensation.
3.1 Amount.
Compensation for the scope of services for assigned development project
management related to work which is reimbursable by developer deposits under this
Agreement shall be billed for hours worked at the hourly rate of $120. Total compensation
for work performed on City -budgeted projects shall not exceed Ten Thousand Dollars
($10,000.00).
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3.2 Rate Schedule.
The services shall be billed to the City for services performed at the hourly
rate of $120.00/hour. Included within the compensation are all the Consultant's ordinary
office and overhead expenses incurred by it, its agents and employees, including 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 for approval by the City. The City will pay monthly 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.
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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 and Construction Site.
By executing this Agreement, Consultant warrants that: (1) it has investigated the
work to be performed; and (2) 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. 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 15. Notice.
All notices shall be personally delivered or mailed to the below listed addresses, orto 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: Planning Director
To Consultant: Lilburn Corporation
Attn: Cheryl Tubbs
1905 Business Center Drive
San Bernardino, CA 92408
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Section 16. 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 17. 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 18. 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:0--�-
David F. Adams, City Manager
LILBURN CORPORATION
By: G?� i`• &1
Martin R. Derus, Vice President
ATTEST:
a aret R. Monahan, City Clerk
YWT�,
John R. Shaw, City Attorney
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LILBURN CORPORATION
1905 Business Center Drive
San Bernardino, CA 92408
(909) 890-1818
SCOPE OF WORK
The City of San Juan Capistrano is seeking a planner with extensive municipal
planning experience to augment the Planning staff in the City's Planning
Department. The department needs an individual to perform as project manager
on assigned development applications and to assist with administrative and
planning tasks as assigned.
Summary of Services:
Services to be provided include:
• Perform project management on assigned development
applications
• Review plans and perform plans analysis
• Prepare CEQA documentation
Prepare screen check letters to applicants
Prepare Determination of Completeness
Prepare public hearing notices and notification
• Coordinate schedules and issues with other departments and
public agencies
• Prepare staff reports, resolutions and draft ordinances as required
• Make oral presentations to citizen groups, City committees,
commissions, and the City Council
Perform other planning and administrative work as needed by the
department
Scope of Work:
Examples of work to be performed include:
• Coordinate with other staff and departments
Respond to direction of the department's administrative staff
• Coordinate issues and schedules with other departments and
public agencies
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Coordinate site specific studies (i.e. traffic analysis, soils reports,
parking studies, etc.,) making sure they are completed within the
established project schedule
Review plans for compliance with the City and State planning laws
and CEQA
Prepare correspondence, staff reports, and resolution/ordinances
as required
Make oral presentations on projects as required
Hourly Rate: $120
Availability: Attend public hearings on assigned cases
Perform project management
Perform administrative assignments
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LILBURN CORPORATION
1905 Business Center Drive
San Bernardino, CA 92408
(909) 890-1818
SCOPE OF WORK
The City of San Juan Capistrano is seeking a planner with extensive municipal
planning experience to augment the Planning staff in the City's Planning
Department. The department needs an individual to perform as project manager
on assigned development applications and to assist with administrative and
planning tasks as assigned.
Summary of Services:
Services to be provided include:
Perform project management on assigned development
applications
Review plans and perform plans analysis
Prepare CEQA documentation
Prepare screen check letters to applicants
• Prepare Determination of Completeness
• Prepare public hearing notices and notification
• Coordinate schedules and issues with other departments and
public agencies
• Prepare staff reports, resolutions and draft ordinances as required
• Make oral presentations to citizen groups, City committees,
commissions, and the City Council
• Perform other planning and administrative work as needed by the
department
Scope of Work:
Examples of work to be performed include:
• Coordinate with other staff and departments
• Respond to direction of the department's administrative staff
• Coordinate issues and schedules with other departments and
public agencies
EXHIBIT A
n
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Coordinate site specific studies (i.e. traffic analysis, soils reports,
parking studies, etc.,) making sure they are completed within the
established project schedule
Rreview plans for compliance with the City and State planning laws
and CEQA
Prepare correspondence, staff reports, and resolution/ordinances
as required
Make oral presentations on projects as required
Hourly Rate: $120
Availability: Attend public hearings on assigned cases
Perform project management
Perform administrative assignments