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00-0107_HYLTON, GINA M._Personal Services Agreement• • O�-tv cry PERSONAL SERVICES AGREEMENT THIS AGREEMENT is made and entered into this 'f -fi' day of --LI aftmani , 2000, by and between the City of San Juan Capistrano (hereinafter referred to as the "City") and Gina M. Hylton (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 cancelled by either party in accordance with Section 9. Section 3. Compensation. 3.1 Amount. Total compensation for the scope of services for this 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 of $20.00. Billable hours are identified as those required for meeting attendance and transcription of minutes. All costs for Consultant's ordinary office, transportation, reproduction and overhead expenses 0 0 incurred by it, its agents and employees, including meetings with the City representatives and incidental costs to perform the stipulated services are not billable under this Agreement. Submittals shall be in accordance with the Scope of Work (Exhibit A). 3.3 Method of Payment. Consultant shall submit invoices with the draft minutes following each meeting, indicating the amount of time required to attend the meeting and prepare the minutes. The City will make payments based on approved invoices in accordance with this Section. 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 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 Agreement setting forth with particularity all terms of the new agreement, including but not limited to any additional Consultant's fees. 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. -2- 0 0 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. Termination. City and Consultant shall have the right to terminate this Agreement, without cause, immediately. If the City terminates this Agreement a pro rata payment shall be made for work done pursuant to the hourly rate indicated in Section 3.2 of this Agreement. Section 10. 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: Community Services Director To Consultant: Gina M. Hylton 21 Cape Victoria Aliso Viejo, CA 92656 Section 11. 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. -3- • 0 IN WITNESS WHEREOF, the parties hereto have executed this Agreement. ATTEST: // (2 " "02A, Cheryl Joh on, City Clerk APPROVED AS TO FORM: C�John Rr Shaw, City Attorney Exhibits: Exhibit A, Scope of Work. Ms CITY OF SAN JUAN CAPISTRANO CONSULT, y;W"� �v ina M. Hylton , City Manager Exhibit A - Scope of Work Contractor will receive and review informational packets prior to meetings. Informational packets will either be mailed to Contractor, or picked up personally by Contractor. Contractor will attend meetings of the Parks, Recreation & Equestrian Commission scheduled for the third Monday of each month beginning at 6:00 p.m. Contractor will take minutes of the meetings, prepare a draft of minutes to be submitted to the Community Services Director or the department's Administrative Assistant within negotiated time frame, using personal computing equipment and personal facilities. The Community Services Director or Administrative Assistant will be provided with a hard copy of the draft minutes, prepared using the 12 -point Arial font, and a disk copy accessible by WordPerfect 6.1 for Windows. On occasion, Contractor may be asked to attend and prepare minutes of additional meetings scheduled by the Commission. J 32400 PASEO ADELANTO -SAN JUAN CAPISTRANO, CA 92675 (949) 493-1171 (949) 493-1053 (FAX) January 18, 2000 Ms. Gina Hylton 21 Cape Victoria Aliso Viejo, California 92656 Re: Agreement for Personal Services Dear Ms. Hylton: MEMBERS OF THE CIN COUNCIL COLLENE CAMPBELL JOHN GREINER WVATT HART GIL JONES DAVID M. SWERDLIN CITY MANAGER GEORGE SCARBOROUGH Enclosed for your records is a fully -executed copy of the Personal Services Agreement to provide recording secretary services for the Parks, Recreation and Equestrian Commission. Thank you for your assistance. Please feel free to contact us if you need any further information. Very truly yours, �C Cheryl JoL o City Clerk Enclosure s�7 F� cc: Engineering and Building Director (with copy of agreement) Administrative Services (with copy of agreement and purchase order) San Juan Capistrano: Preserving the Past to Enhance the Future