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06-1213_ECORP CONSULTING, INC._Personal Services Agreement0 a Page 1 of 1 Maria Morris From: Lynnette Lehmann Sent: Tuesday, June 19, 2007 11:19 AM To: Maria Morris Subject: RE: Ecorp Consulting Hi Maria, The work is already completed. No need to renew their insurance. Thanks! Lynnette Lehmann, Management Analyst II City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 (949)443-6324 (949) 661-5451 (Fax) email address: Hein man nOsanjuancapistrano.org website address: www.sanjuancaoistrano.org Planning Department Mission Statement: To preserve the small, village -like character of the community through high quality design, diverse housing, and the preservation of cultural resources, open space, natural creeks, and ridgelines in a manner that will enhance the quality of life for the City's present and future residents. -----Original Message ----- From: Maria Morris Sent: Tuesday, June 19, 2007 10:31 AM To: Lynnette Adolphson Subject: Ecorp Consulting Hi Lynnette, I sent out an insurance renewal letter for Ecorp Consulting, Inc. (Archeological Monitoring at Paseo Adelanto between Ramos & Mission Street), the letter came back. Can you give me their new address?? Thank you!! O Maria Morris Deputy City Clerk 32400 Paseo Adelanto San Juan Capistrano, CA 92675 (949)443-6309 (949) 493-1053 -Fax 6/19/2007 0 • PERSONAL SERVICES AGREEMENT THIS AGREEMENT is made and entered into this /���day of December, 2006, by and between the City of San Juan Capistrano (hereinafter referred to as the "City") and Ecora Consulting. Inc. (hereinafter referred to as "Consultant"). RECITALS: WHEREAS, City desires to retain the services of Consultant to perform archaeological monitoring during geotechnical investigations at the north terminus of Paseo Adelanto between Ramos and Mission Streets in San Juan Capistrano, California; 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 January 31, 2007. Section 3. Compensation. 3.1 Amount. Total compensation for the scope of services forthis Project shall not exceed One Thousand Dollars ($1,000.00), as set forth in Exhibit "A," attached and incorporated herein by reference. B:\PROPOSALS\2006\06-176 LAWSON GEOTECH SJC MON\ECIORPCONSULTING CONTRACT.DOC 12/11/06 S 0 • 3.2 Rate Schedule. The services shall be billed to the City at the rates set forth in Exhibit "A," 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 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. B:\PROPOSALS\2006\06-176 LAWSON GEOTECH SJC MON\E-TRPCONSULTING CONTRACT.DOC 12/11/06 0 0 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; (2) it has investigated the proposed construction site 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. BAPROPOSALS\2006\06-176 LAWSON GEOTECH SJC MON\ECgJRPCONSULTING CONTRACT.DOC 12/11/06 0 • 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/anyone occurrence/not limited to contractual period; $1,000,000 injury to more than one person/any one occurrence/not limited to contractual period. B:\PROPOSALS\2006\06-176 LAWSON GEOTECH SJC MON\ECWRPCONSULTING CONTRACT.DOC 12/11/06 0 0 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 vehicles in the following minimum amounts: $500,000 property damage; $500,000 injury to one person/anyone occurrence/not limited to contractual period; $1,000,000 injuryto 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 Errors and Omissions Coverage Throughout the term of this Agreement, Consultant shall maintain Errors and Omissions Coverage (professional liability coverage) in an amount of not less than One Million Dollars ($1,000,000). Prior to beginning any work under this Agreement, Consultant shall submit an insurance certificate to the City Clerk=s office for certification that the insurance requirements of this Agreement have been satisfied. 14.5 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) 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. 14.6 Terms of Compensation. Consultant shall not receive any compensation until all insurance provisions have been satisfied. B:\PROPOSALS\2006\06-176 LAWSON GEOTECH SJC MON\EQ3JRPCONSULTING CONTRACT.DOC 12/11/06 0 0 14.7 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: Ecorp Consulting, Inc. 1801 Park Court Place, Bldg. B, Suite 103 Santa Ana, CA 92701 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 interpretation of this Agreement, the dispute shall be resolved by binding arbitration under the auspices of the Judicial Arbitration and Mediation Service ("JAMS"). BAPROPOSALS\2006\06-176 LAWSON GEOTECH SJC MON\E960FPCONSULTING CONTRACT.DOC 12/11/06 0 0 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: i Arm `i'" -- David F. Adams, City Manager Ecorp Consulting, Inc. By: Roqprr Mason, Director of Cultural Resources ATTEST: City Clerk APPROVED AS TO FORM: John R. Sha ity Attorney B:\PROPOSALS\2006\06-176 LAWSON GEOTECH SJC MONTEffPCONSULTING CONTRACT.DOC 12/11/06 EXHIBIT A DEC/H/NH/WED D2 � H PM 0 0 Mr. Sl awn Haywood December 6, 2006 Page 2 of 6 3. If the monitor determines that the archaeological material may represent part of a site, he will notify the ECORP Project Manager and ensure that no construction Is carried out within the flagged -off area. 4. If the Project Archaeologist determines that the archaeological material represents part of a site, defined as a feature or three or more artifacts In an Intact deposit, an archaeological test program to evaluate the site may be necessary. If so, the ECORP Project Manager will consult with the Construction Supervisor and provide a cost estimate for the test program to the client, which will be considered a separately negotiated contract. 5. No construction can occur within the flagged -off area until the ECORP Project Archaeologist determines that either the site Is not significant or data recovery is complete, 6. If human remains are encountered, procedures 1 and 2, and 3 will be followed. In addition, the County Coroner will be notified, If the Coroner determines that the burials are Native American, a Most Likely Descendant (MLD) designated by the Native American Heritage Commission will be notified, A reburial plan will be formulated with input from the MLD under a separate contract to be negotiated, following procedures required by Public Resources Code, Sections 5097.94, 5097.98, 5097.99, and Health and Safety Code, Section 7050.5. Monitoring for archaeological resources will not be required once native topsoil has been removed. COST ESTIMATE ECORP's costs will be billed on a daily rate basis, as follows: Archaeology Monitoring — $750/day (2 to 10 hours/day) Summary Letter Report (cultural resources absent): $250 Full Monitoring Report (cultural resources present): separate cost to be provided when nature and extent of resources are (mown. Bidding Assumptions Cost and schedule estimates are based on our best judgment of the requirements. known at the time of the proposal and can be influenced favorably or adversely by Client needs and other circumstances. ECORP Consulting, Inc., will endeavor to perform the services and accomplish the objectives within the estimated costs and schedule. However, if the scope of work or schedule changes, ECORP Consulting, Inc., reserves the right to revise costs accordingly. G Archaeological test programs, curation, cataloging, data entry, and sample processing, dre not included in the cost estimate. Should these tasks become necessary during the course of the project, a separate proposal will be submitted for the additional work. DEC/06, 2006ASD 02:02 PM � � P 003 Mr. Shawn Haywood December 6, 2006 Page 3 of 6 c ECORP Consulting, Inc., assumes that, by receipt of notice to proceed, full access to the property will be provided by the Client, including keys to locked gates and advance notice to existing property tenants of our right of entry. 4- ECORP Consulting, Inc., shall not be held responsible for work delays or cancellations caused by strikes, accidents, acts of God; delays imposed by the Client, or other delays beyond the control of ECORP Consulting, Inc. a It is assumed that ECORP Consulting, Inc., can use and rely on the data and information contained in any project -related documents provided by the Client ECORP Consulting, Inc., will not perform a technical review of these documents, and will not be responsible for the content or accuracy of these studies. 3 The cost proposal is presented on daily rate basis in accordance with ECORP Consulting, Inc.'s Environmental Services Agreement, General Provisions, and Rate Schedule, which are attached and made part of this proposal. c Change orders will be issued and signed by the Client and ECORP Consulting, Inc., before starting additional work not provided for In the original proposal, If the Client's authorized representative is not available for a signature, the additional out -of -scope work will not commence until the change order is signed. Rr This cost is valid for a period of 30 days from the date of this the proposal. Beyond 30 days, ECORP Consulting, Inc., reserves the right to reevaluate the cost. 6 Except as expressly provided to the contrary in the dlenYs contract, ECORP Consulting, Inc.'s Environmental Services Agreement presented with this proposal for services, which are Incorporated herein by this reference, shall apply. If this scope of work and cost estimate meet with your satisfaction, please execute both copies of the attached agreement and this proposal, and return it to ECORP Consulting, Inc., as your authorization to begin work. We will return a fully executed agreement to you. Thank you for the opportunity to submit this cost estimate, If you have any question regarding this proposal, please call me at (714) 648-0630 or Evelyn Chandler at (909) 307-0046. I can also be reached via email at rmason6aecorpconsuldnno.com. Sincerely, !CORP CONSULTING SOUTHERN CALIFORNIA, LLC RogerfD. Mason, Ph.D., RPA Director of Cultural Resources SEC/OG/000 NED 02:01 Phi 0 Mr. Shawn Haywood December 6, 2006 Page 4 of 6 ECORP Consulting Southern California, LLC Environmental Consultants ENVIRONMENTAL SERVICES AGREEMENT F, ON THIS ENVIRONMENTAL SERVICES AGREEMENT ("A.greemenn is entered Into on December 8, 2006 by and between Lawson Geotechnical Companies, Inc., hereinafter referred to as "CLIENT," and ECORP Consulting, Inc., at California corporation, hereinafter referred to as "ECORP." WHEREAS, CLIENT desires to obtain environmental consulting services for geotechnical investigations In the City of San Juan Capistrano (the "Projectl. WHEREAS, ECORP is experienced in environmental consulting and desires to perform such services. NOW, THEREFORE, the parties mutually agree as follows: SCOP,EQF WORK. The Scope of Work in the letter proposal attached above contains the description of the services to be provided under this Agreement for CLIENT by ECORP ("Scope of Work'). ECORP shall not be required it) perform any services in excess of the Scope of Work, unless specifically authorized by CLIENT by amendment hereto. COMPENSATION AND PAYMENT SCHEDULE. CLIENT agrees to compensate ECORP for the services performed under this Agreement for those tasks In the "Scope of Work" to be performed on a time and materials/dally rate basis in accordance with the fee schedule for Professional Services also presented above. The hourly rate set forth may change from time to time during the tern of the agreement when they are adjusted for ECORP's clients generally. CLIENT agrees to reimburse ECORP for all costs and expenses actually incurred by ECORP which are directly related to the performance of the Scope of Work. Such costs include, but are not limited to, aerial photography, airfare, lodging, auto mileage, bluellnes, film processing, vehicle rental, meals, telephone, postage, messenger, reproduction, word processing costs, and field survey equipment and supplies. Payment shall be made by CLIENT within thirty (30) days after billing. If payment has not been received within thirty (30) days atter billing, ECORP may discontinue ifs services and the services of all subconsultants. Payments not received by ECORP within thirty (30) days alter billing shall incur a late charge squat to three percent (3 %) of the outstanding balance, and shall incur interest charges tharealler at the rate of one and one-half percent (1 12%) of the outstanding balance per month. The Scope of Work will be recommenced upon payment of all fees due, and payment of an advance in an amount to be mutually agreed upon - PROJECT INFORMATION. CLIENT is the legal applicant for the Project and the undersigned has full authority to execute this Agreement on behag of CLIENT. CLIENT agrees to fumiah ECORP, at CLIENTS cost, true and correct copies of all relevant or necessary information regarding the Project as a becomes available in order to facilitate the timely completion of the Scope of Work by ECORR THE "GENERAL PROVISIONS" OF THIS AGREEMENT ARE ATTACHED, HAVE BEEN REVIEWED BY CLIENT, AND CONSTITUTE A PART OF THIS AGREEMENT. CCORP Consulting Southern California. LLC: Lawson Geotechnical Companies. jttg, Date: , D40C Date Address: 1801 Park Court Place, B-103 Address: 1319 Calle Avanzado Santa Ana, California 92701 San Clemente, CA 92673 Telephone: (714) 648.0830 Telephone! (949) 369-8141 Fax (714) 648-0935 Fax: (949) 369142 D"H/06/2006!'+4£-1 62:01 DK P OC6 Mc Shawn Haywood December 6, 2006 Page 5 of 6 GENERAL PROMMONS 1, NO GUARANTEE. ECORP makes no w2rtarrtY a guarantee cprxsming aaYyttanra of me raablte d one Snipe d WeriC err issuers d perms by any Pablit agency or regulatory Whey Ihdudlng, but not amhed to, the U.S. Feb and w ldlde Servke, the U.S. Any Carps of Ergteers or the Califomla Depanmentd Fish and Game. ECORP will use due dlllgonce through at ph, xa of the Smile of Work 1. Si l NSNLTANTS. E*CW B authorized to nig% subcaaultams as needed to Fee fpnn the vereioe described under Scope of Work. 3. INDEPENDENT CONTReCroa This Agreement does not establish ECORP as an empd)ee, agert a regal represaubtive of OJENT for any purpose whatsoever, nor does t grant to ECORP arty right a alrhaRy be ASSUME Or to Create any oblopon or responsibility, express a tripled, an behalf of or In the name of C 2NIT orte bind CLIENT In any manner e>acept u otherwise eapreeely provided herein. At all times, ECORP, In fulfilelg Its ahligancre and in rendering the Services called for hereunder, shat be aping as an Independent contractor with respect to CLIENT. Noting caxalrted herein shat Imply a joirt vanturs, partnership or association bowman the parties. 4, iNDaNIIY. CLIENT shall Indemnify, defend and hold ECORP harmless from and against all dahns, subs, damages, losses, expenses, cogs, obigaborns, lost prof ts, liabilities, recoveries and deficiencies, including trlerest, 002NO and reasonable adomeys'teres, that EMRP shall incur or suffer, whkh arlse, or result thorn or relate to CLIENTS braeGl of this Agreement or CLIENrs fellers to perform any Iepariseentirdon, warranty, cvwnent or agreement ghen or mode by CLIENT N at fat in this Agrosommrt or in any writing fumlShad W CLBMM under this Agreement, orwhich arise out ofor an posted to ECORPs perWmanrs or nonperrormantt of N obligation lndertla AgreAmem, or which arse tram the acts or agreements of CLIENT or others Noting In this Paragraph 4 stall obligate CLIENT to Index miry ECORP against ECORP5 ode misfigence or intentional acts. 5. MEDIATION. At daspubes telprreen ECORP and OIent shag be subject to non -blinding Mediation. Emer party may demand mediation by serving written notice mating the essential nature of the dispute and the amount of time or money dahned,. and requiring that the madiedon proceeds within silly (60) days of service of said notice. The mediation Shall be edml massed by the Amman Arblbatim Association or by such other person or organization M to parties agree upon. No 9aop or sure may rolNlance unless the medgrtbn does not occur within ronety (90) days after serAw of notice, to ma iollon occurred but did not resolve to dispum, or a statue Of Ihlbft would lapse if suit was not mod pita to Saw (60) days after service of notice. 6. TERMINATION r:an rxF. Except u otherwise provided for non-payrruent of Involoss N paragraph 2 hand, eMler party may terminate this Agreement by giving THIRTY (30) DAYS wic ten notice to the other party. 7. LIMITED. WARRBNmC• ECORP MAKES NO WARRANT' CONCERNING ITS FINDINGS, RECOMMENDATIONS, SPECIFICATIONS OR ADVICE, EXCEPT THAT rM SERVLCES WILL BE PERFORMED PURSUANT TO GENERALLY ACGWpEO STANDARDS OF PRACTICE IN EFFECT AT THE TIME OF PERFORMANCE AND AT THE LOCALITY OF PERFORMANCE, CLIENTS SOLE AND EXCLUSIVE REMEDY FOR ANY BREACH OF THIS AGREEMENT BY ECORP, OR ANY NEGLIGENT PERFORMANCE BY ECORP, SMALL M LIMITED TO DAMAGE IN AN AMOUNT NOT TO EXCEED THE AMOUNT OF THE RE PAID TO WORT BY CLIENT PUKSUAMT TO THIS AGREEMENT. IN NO EVENT SHALL ECORP BE LIABLE FOR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES RESULTING FROM THE LOSS OF USE, PROFITS, BUSINESS OR GOOD WILL BEYOND THE AMOUNT PERMITTED HEREIN, IN THE EVENT OF ANY BREACH OF THIS AGREEMENT BY ECORP, ECORP SHALL Be GrIEN THIRTY (30) DAYS AFTER WRITTEN NOTICE FROM CLIENT TO CURE SUCH BREACH OR DEFER. 8, 9glIM ECORP Shall eMeava to perform as services In a prompt and timely matter. However, BORT "I not be Uwe for any damages caused by any delays tit delNerhG to services hereunder. 9. CidagagadjGggIS acuRp makes w represertBtion or warranty mrcernng the estimated costs and fees whim may be Inco red by CLIENT In corietion with the Services to be provided neeunder. AM estimates provided pursuant m this Agreement by ECORP are "" estimates made m good farm w ECORF and are in no way to be construed as a mmdrmem fee or other IhnMWn On to ams or fes to be incurred hereunder. 10. change in Smoe of Se itis. If CLIENT hereafter requeg that changes be made In the Snipe of Work, then ECORP Shall be ended to Increase Its charges based an any Increase In hours a reduns that Its employees, conhactas, or agents expend resulting frown to change - 11. Applicable taw. This Agreement Shag be govetned by and construed IA accordance with the WAS of to STaM of Celifdmrla applicable to contracts between Califome residents entered into and to be performed entirely within the State ofCallfamla. 12. Non•amonabilhv. The Agrsamaht shall not be assigned by ether party without written mnttm from the other parry, which consent may be withhold In such party's sok doemlon, No such assignment shall release the assigning party from Its obligations and Liabilities hereunder unless spedfRaily agreed to in writing. 13. No 1pbA d Walvis, The failure of emha pally at any None to require perfomance by the dna Party of any prwKim hared 0211 not affect in any manrar the right to require such performance At anytime thereafter, nor shall the waNer by anther party of a breach of any provalon hereof behold W be a waNa of any subsequent breach of the same provision or any other pfovDlon. 14. ham• All heaters, requesCs, demands, InstnRtions or other communications required a perm sed t be elven under this Agreement anal; be In writing and shall be deemed to have been fully givens (a) up rn arcual deawsry, if deavered paemally or by overnight delivery service, or (b) tree (3) business days arta depose In fine U.S. Mad If mailed friar dams, pomage prepaid, registered or certlfed mail, return realpt requested, to the addresses below each party's donators block Elver party hereto may change the address m which such communk More am to be directed by 9lving written pollee to the other panty of SLeh change in to manna above provided. 15.rSave a6 MI , If any pMVWM or this Agreement shill as determined W be innalid or inoperative, the validity anti effect of the other pmvtsmns haedrshaff not be aR4cted thereby, swelled that no such saverabany shaft be effective rK mlrses a materal detriment to any party. 16. E®R cur.± Aaaht. Subject to any prowiore herein mnaming assignment, all covenants and agreements herein shat bind and inure be to ber ear of the respective helm, exeatas, adminlmramre, successors, and Swipes of to parties hereon. DEC/06/'4006/8FD 02�H PM 0 P.006 Mr. Shawn Haywood December 6, 2006 Page 6 of 6 v. No Third Padv Ranarltladas. The agreements of MOO and CLZNT under thls Agmerent are Imended solely for th6r benefit and no third- rty tienefidary re urb- * anal be deemed to be created hereby. Ia. Enare Anmement. Thin Agmemmh Including all Whibita attached haale winch are etmrponsbad herein by this rtferenco, constitutes the emhm agreement and understanding barwam the pewee with ml)ectto the subject: matters herein and therein, aro supersedes and mDlmzs any prior agreements and understandings, whether oral or written, by and between thom with meoect to surh matte¢ The pmyisione of true Agreement may be waWPA tittered, amended or repealed In whole or In part only upon the written c n of both partles to this Agreement. Ig, owngr9hip of wwaerev All materials pr@Mmd or devaoped by ECottf` pursuant to this Agreement (Induding but not limited to documents, data, cakulatlona, maps, d*dm, notes and pr*,t specific report material) shall become the property of CLIENT when prepared, whether deh amt! to CLIENT or not, and I requested shell be delivered to CLIENT upon termination of this Agreement. All formula, methodologies, technical pmUKes, and starMed d=ment format et content developed by ELVRP prior to the date of the Agreem v omerMae de loped oublude of this Agreement and all formulae, matroddlogles, and fadsscal pretoms developed durmg IN performance of the walk hereunder shall remain aro be the property of E000. KM may commingleproperly owned by CLIENT art property owned by ECORP dtelrg me performance of me suede. Such mmmmgred property may be used OUNde dus Agreement, pmwtled, howdver, that suds use dr d19C7owre preserves the emfida imallty of cLul 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 92675 (949) 493-1171 (949) 493-1053 FAX www.sanjuancapistrano.org TRANSMITTAL TO: Ecorp Consulting, Inc. 1801 Park Court Place, Santa Ana, CA 92701 0 Bldg B, Ste 103 FROM: Meg Monahan, MMC — City Clerk (949) 443-6308 MEMBERS OF THE CITY COUNCIL SAM ALLEVATO THOMAS W. HRIBAR MARK NIELSEN JOE SOTO DR. LONDRES USO RE: Personal Services Agreement — archaeological monitoring `excavation at terminus of Paseo Adelanto between Ramos and Mission Streets Enclosed: Original, executed agreement for your records. Please disregard yesterday's request for a separate endorsement form related to the General Liability Insurance. If you have question related to the agreement, please contact Lynnette Adolphson, Management Analyst II, (949) 443-6324. CC: Lynnette Adolphson, Management Analyst II San Juan Capistrano: Preserving the Past to Enhance the Future �, Printed on recycled paper • Page 1 of 2 • Meg Monahan From: Lynnette Adolphson Sent: Thursday, December 14, 2006 2:39 PM To: Meg Monahan Subject: FW: Agreement Modification to Delete Insurance Requirement Meg, John said ok to delete the additional insured endorsement (which I already did) for Ecorp. Please go ahead and finalize agreement. Thanks. Sincerely, Lynnette Adolphson City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 (949) 443-6324 Planning Dept. Fax: (949) 661-5451 email address: ladolphson@sanjuancapistrano.org City website address: www.sanjuancapistrano.org -----Original Message ----- From: John Shaw Sent: Thursday, December 14, 2006 11:39 AM To: Lynnette Adolphson Subject: RE: Agreement Modification to Delete Insurance Requirement Deletion of the insurance is OK here -----Original Message ----- From: Lynnette Adolphson Sent: Thursday, December 14, 2006 11:04 AM To: John Shaw Cc: Meg Monahan Subject: Agreement Modification to Delete Insurance Requirement Hi John, I will be using Ecorp Consulting to perform less than one day of archaeological monitoring during geotechnical investigations on the Little Hollywood site. Ecorp's responsibility will be to observe the testing to ensure there are no archaeological finds during drilling of the borings. Normally, I wouldn't require any insurance for archaeological monitoring. However, the consulting company already had the required insurance. Because of the necessity to get this going right away, I deleted the additional insured endorsement form requirement because this typically takes several weeks to obtain. Meg Monahan wants confirmation asap that you approve of deleting the additional insured endorsement form requirement from the agreement. Thank you. Sincerely, Lynnette Adolphson City of San Juan Capistrano 32400 Paseo Adelanto 12/14/2006 32400 PASEO ADEIANTO SAN JUAN CAPISTRANO, CA 92675 (949) 493-1171 (949) 493-1053 FAx www. salyucntcapstrano. o1g December 13, 2006 nJww, � L//s15�yy' IA(AAIAAAffI ' tslAeusem 1961 1776 Ecorp Consulting, Inc. 1801 Park Court Place, Bldg B, Ste 103 Santa Ana, CA 92701 Dear Sir or Madam: MEMBERS OF THE CITY COUNCIL SAM ALLEVATO THOMAS W HRIBAR MARK NIELSEN JOE SOTO OR. LONORES USO A Personal Services Agreement related to performing archaeological monitoring excavation at terminus of Paseo Adelanto between Ramos and Mission Streets is in the process of being executed. It will be issued upon receipt of required documentation related to contract terms under Section 14. Insurance. We have received your certificate, but need to receive a separate endorsement form naming the City of San Juan Capistrano as "additional insured" on the General Liability insurance. Insurance evidence may be faxed to (949) 493-1053 — ATTENTION CITY CLERK -- followed by original signed documents. I have enclosed a copy of the agreement terms for your reference in supplying this documentation. If you have questions specific to the contact, please contact the project manager, Lynnette Adolphson, Management Analyst Il, (949) 443-6324. Please call Maria Morris, Deputy City Clerk (949) 443-6309 if you have questions regarding the forms of insurance needed. Thank you, Clerk Adolphson, Management Analyst II San Juan Capistrano: Preserving the Past to Enhance the Future Pnntetl on recYclea Oaper