03-1020_WHITE, EILEEN B._Personal Services Agreement0 0
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this aOi�L--c7?0 day of
2003, by and between the City of San Juan Capistrano
(hereinafter referred to as the "City") and EILEEN B. WHITE (hereinafter
referred to as "Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant for taking and preparing
minutes of Parks, Recreation & Equestrian Commission meetings; 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 continuous until canceled by either party in
accordance with Section 14.
Section 3. Compensation.
3.1 Amount.
Total compensation for the scope of services forthis Project shall not exceed
the amount budgeted annually for this purpose by the Community Services Department.
3.2 Rate Schedule.
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.
3.3 Method of Payment.
Consultant shall submit monthly invoices based on total services that 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 as 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 Community Services Director. 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
Agreement setting forth with particularity all terms of the new agreement, including but not
limited to any additional Consultant's fees.
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Section 7. Familiarity with Work to be Performed.
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 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.
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.
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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, 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: Attn: Community Services Director
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
To Consultant: Eileen B. White, Recording Secretary
779 Calle Vallarta
San Clemente, CA 92673
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.
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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.
ATTEST:
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R. Monahan, City Clerk
APPROVED AS TO FORM:
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John R. haw, City Attorney
CITY OF SAN JUAN CAPISTRANO
By:
Pamela Gibson, Interim City Manager
EILEEN B. WHITE. RECORDING SECRETARY
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Eileen B. White, Consultant
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Exhibit A - Scope of Work
Contractorwill receive and review informational agenda packets priorto meetings. Agenda
packets will either be mailed to Consultant or picked up personally by Consultant.
Consultant will attend meetings of the Parks, Recreation & Equestrian Commission,
scheduled for the third Monday of each month beginning at 6 p.m. Consultant will take
minutes of the meetings and prepare a draft of the minutes to be submitted to the Parks,
Recreation & Equestrian Commission Secretary or the department's Administrative
Assistant within a negotiated time frame, using personal computing equipment and
personal facilities. The draft minutes will be sent by email, accessible by either Word
Perfect for Windows or Microsoft Word.
On occasion, Consultant may be asked to attend and prepare minutes of additional
meetings scheduled by the Commission. Although Commission meetings are regularly
scheduled on the third Monday of the month, changes to this schedule do take place due
to holidays and/or the need for supplemental meetings. The Community Services
Department will advise the Consultant of changes to the Commission's meeting schedule.
Consultant's billing rate for regularly scheduled meetings shall apply to additional meetings
as well.
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EILEEN B. WHITE
Recording Secretary
779 Calle Vallarta
San Clemente, CA 92673
949-498-9194
At King, Jr.
Community Services Director
City of San Juan Capistrano
Dear Mr. King:
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September 29, 2003
Pursuant to my discussion with Jeanne Beck, here is my contact information, employment
history and references, and terms of service.
My home address is 779 Calle Vallarta. San Clemente, CA 92673, home phone number 949-498-
9194: cell 949-291-3455. My email address is white7794i cor.net. My City of San Clemente
business license number is 018643 and my social security number is 557-15-8618.
I have worked as a recording secretary, independent contractor status, for the City of San
Clemente since 1992. I currently do the minutes for Planning Commission meetings twice a
month and Talega Joint Planning Authority Commission as needed. The current City Planner is
George Buell and my contact person is Denise Gee, who can be reached at 361-6184. 1 also work
for the City of Laguna Niguel, where I have been doing the minutes for the Parks and Recreation
Commission since 1993 and Youth Committee since 2000. My contact people are Pant Lawrence
at 362-4300 and Gretchen Malcolm at 425-5100.
I currently charge $35.00 per hour. In accordance with independent contractor status. I charge
you from the time l leave my home to my return. Typically, the time it takes to type the minutes
is double the time of the meeting. Very short meetings may take longer to type and very long
meetings usually take less time. I charge in one-hour increments and will adjust my time from
invoice to invoice so that you are not charged for unearned services.
I charge a minimum of three hours for each meeting. I would appreciate a few hours notice in the
event a meeting is canceled to ensure that I receive the message. If I do not receive notice that a
meeting has been canceled and show up for that meeting, I will charge you the minimum fee for
that meeting.
I look forward to working with you and am confident that I can adjust to the style of minutes that
you prefer. If you have any questions, please feel free to contact me at any of the contact
numbers listed above.
Sincerely,
Eileen White
EXHIBIT B