1989-0701_SYNTHESIS GROUP, THE_Agreement AGREEMENT FOR CONSULTING SERVICES
THIS AGREEMENT is made and entered into this 1st day of July, 1989, by and
between THE CITY OF SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT
AGENCY, hereinafter referred to as "Agency" and THE SYNTHESIS GROUP hereinafter
referred to as "Consultant."
WITNESSETH
WHEREAS, Agency requires professional consulting services for redevelopment
project implementation,
WHEREAS, Consultant represents that it/he is duly qualified to provide said service,
NOW, THEREFORE, and Consultant, for the consideration hereinafter named, agree
as follows:
SECTION 1. GENERAL.
The considerations of work on the project shall be governed by the conditions
contained herein. In general, the tasks delineated herein are to be performed with
minimum direction and assistance from Agency.
All work performed by Consultant, however, shall be subject to review and approval
of the Deputy Director of the Community Redevelopment Agency or his designee at all
times.
SECTION 2. SCOPE OF TASKS BY CONSULTANT.
Subject to the terms and conditions of this Agreement, Consultant shall perform the
tasks as set forth in Exhibits A, attached and incorporated herein by reference.
During the performance of the above tasks, Consultant shall have access to existing
data in Agency files and Agency shall provide copies of any such data Consultant
requests at no cost to Consultant.
SECTION 3. TIME OF BEGINNING AND COMPLETION OF SERVICES.
The services provided under this Agreement shall begin upon execution of this
Agreement by all parties.
Page 1
SECTION 4. PAYMENT FOR CONSULTANT'S SERVICES.
Payments under this Agreement shall be as follows:
At the hourly rate of $65.00.
Three (3) copies of itemized bills, clearly indicating the monthly period for which
the billing is made, and including dates on which expenses (except costs for reproduction
and telephone) were incurred, shall be submitted to: City of San Juan Capistrano
Community Redevelopment Agency, Attn: Jeff Parker, 32400 Paseo Adelanto, San Juan
Capistrano, California 92675.
Total cost to Agency for Consultant's fees shall not exceed $9,945.00.
SECTION 5. COVENANT AGAINST CONTINGENT FEES.
Consultant warrants that he has not employed or retained any company or person,
other than a bona fide employee working for Consultant, to solicit or secure this
Agreement, that he has not paid or agreed to pay any company or person, other than a
bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other
consideration, contingent upon or resulting from the award or making of this
Agreement. For breach of violation of this warranty, Agency shall have the right to
annul this Agreement without liability, or, at its sole discretion, to deduct from the
Agreement price or consideration, or otherwise recover, the full amount of such fee,
commission, percentage, brokerage fee, gift or contingent fee.
SECTION 6. EXPENSES.
Consultant acknowledges Agency is under no obligation to compensate Consultant
for services rendered or expenses accrued under this Agreement in excess of the
maximum compensation specified in Section 4.
SECTION 7. OWNERSHIP OF DOCUMENTS.
All tracings, plans, specifications, maps or other documents prepared or obtained
under the terms of this Agreement shall be delivered to, and become the property of,
Agency, and basic survey notes and sketches, charts, computations and other data
prepared or obtained under this Agreement, shall be made available upon request, to
Agency without restriction or limitation on their use.
SECTION 8. NON-DISCLOSURE.
The designs, plans, reports, investigation, materials and documents prepared or
acquired by Consultant pursuant to this Agreement (including any duplicate copies kept
by Consultant) shall not be shown to any other public or private person or entity, except
as authorized by Agency. Consultant shall not disclose to any other public or private
person or entity any information regarding the activities of Agency, except as authorized
by Agency.
SECTION 9. CONFLICT OF INTEREST.
For the duration of this Agreement, Consultant shall not act as consultant or
perform services of any kind for any person or entity in regard to this project without the
prior written consent of Agency.
Page 2
SECTION 10. CHANGES IN SCOPE OF CONSULTANT'S SERVICES.
No additional fee shall be paid by Agency for additional consulting services not
included in this Agreement without the written approval of the Agency prior to under-
taking such work. In the event of suspension of project by Agency, Consultant shall have
the right to renegotiate fees if delay is greater than six (6) months.
SECTION 11. TERMINATION.
Agency may, without cause, terminate this Agreement at any time prior to
completion by Consultant of any of the services required hereunder. Notice of
Termination of this Agreement shall be given in writing to Consultant, and shall be
sufficient to complete when same is deposited in the U.S. Mail, first class postage
prepaid.
In the event this Agreement is terminated by Agency, Consultant shall be paid the
value of services performed by him pursuant to this Agreement prior to the date of
termination thereof, such value to be the total to which he shall have become entitled, as
determined by the Agency less the amount of any payments previously made, but in no
event exceeding the maximum contract amount stated in SECTION 3.
SECTION 12. DISPUTES.
Unless otherwise specified herein, any dispute over a question of fact arising under
this Agreement which cannot be resolved by agreement between the parties may be, by
mutual consent of the parties, submitted to a 'Board of Arbitration" consisting of three
(3) arbitrators having expertise relating to this contract subject matter, one of whom
shall be selected by each of the parties, and the third by the two members selected by
the parties.
Each of the parties shall pay the member selected by it, and the compensation of the
third member shall be paid equally by the parties. The parties shall be bound by the
decision of the Board of Arbitration.
SECTION 13. NO ASSIGNMENTS.
Neither any part nor all of this Agreement may be assigned or subcontracted, except
as otherwise specifically provided herein, or to which Agency, in its sole discretion,
consents to in advance thereof in writing. Any assignment or subcontracting in violation
of this provision shall be void.
SECTION 14. ENDORSEMENT ON PLANS, ETC.
Consultant shall endorse all plans, data and other documentation submitted to
Agency pursuant to this Agreement.
SECTION 15. MAINTENANCE OF RECORDS.
Consultant shall maintain all books, documents, papers, employee time sheets,
accounting records and other evidence pertaining to costs incurred and shall make such
materials available at their respective offices at all reasonable times during the contract
period and for three (3) years from the date of final payment under this Agreement, for
inspection by Agency and copies thereof shall be furnished, if requested.
Page 3
•
SECTION 16. INDEPENDENT CONTRACTOR.
At all times during the term of this Agreement, Consultant shall be an independent
contractor and shall not be an employee of Agency. Agency shall have the right to
control Consultant only insofar as the results of Consultant's services rendered pursuant
to this Agreement; however, Agency shall not have the right to control the means by
which Consultant accomplishes services rendered pursuant to this Agreement.
SECTION 17. INSURANCE REQUIREMENTS.
I. Comprehensive Automobile Liability. Consultant shall maintain in full farce
and effect comprehensive automobile liability coverage, including owned, hired, and non-
owned vehicles in the following minimum amounts:
$ 50,000 property damage;
$ 50,000 injury to one person/any one occurrence/
not limited to contractual period;
$100,000 injury to more than one person/any one
occurrence/not limited to contractual period.
SECTION 18. TIME FOR SUBMITTING PROOF OF INSURANCE.
Consultant shall submit proof of insurance requirements under this Agreement to the
City Clerk's office prior to beginning any work under this Agreement.
Consultant shall not receive any compensation until all insurance provisions have
been satisfied.
SECTION 19. LICENSES, PERMITS, ETC.
Consultant represents and warrants to Agency that he has all licenses, permits,
qualifications and approvals of whatever nature that are legally required to practice his
profession. Consultant represents and warrants to Agency that Consultant shall, at his
sole cost and expense, keep in effect at all times during the term of this Agreement, any
license, permit or approval which is legally required for Consultant to practice his
profession.
SECTION 20. CONSULTANT NOT AN AGENT.
Except as Agency may specify in writing, Consultant shall have no authority, express
or implied, to act on behalf of Agency in any capacity whatsoever as an agent.
Consultant shall have no authority, express or implied, pursuant to this Agreement to
bind Agency to any obligation whatsoever.
Page 4
SECTION 21. PERSONNEL.
Consultant agrees to assign the following person/persons to perform the tasks set
forth in this Agreement:
RICHARD ZIMMER
Consultant shall not unilaterally after the assignment of the above personnel without
the authorization of Jeff Parker, Sr. Management Assistant.
Agency shall have the unrestricted right to order the removal of any person/persons
assigned by Consultant by giving oral or written notice to Consultant to such effect.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day
and year first hereinabove written.
CO SU TA
B
i and Zimmer
CITY OF SAN IUAN CAPISTRANO
a $
Approved as to form: Attest:
By
John R. Sha City AttorneyMare over, City Clerk
Page 5
INFINITE IMAGING SYS'T'EMS
23011 Moulton Parkway, Suite #E-8
Laguna Hills, California 92653
(714) 472-2777
=!t_ Fes.
aapD�cEA /
THIS CERTIFICATE H ISSUED IC T MATTER Of INFORMATION ONLY AND CONFERS
EX ENHTS UPON THE CERTIFICATE MOLDER.D MY THE POLICIES
ODES NOT AMEND.
EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW
Schrinm)er Insurance Agency, Inc
P 0 Box 788 COMPANIES AFFORDING COVERAGE
Le Habra CA 90633-0788 CO PANY
LETTER A CNA Insurance Company
COMPANY 8
INSURED LETTER
Richard J Zimmer LETTERNY C
6083 Avenida Arbol COMPANY
Anaheim CA 92807 LETTER
COMPANY „-
LETTER
THIS IS TO CERTIFY THAT POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE fOR THE POLICY PERIOD INDICATED
NOTWITHSTANDING ANY REOUIREMENT,TEAM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT 70 WHICH THIS CERTIFICATE MAY
BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED MY THE POLICIES DESCRIBED HEREIN I$SUBJECT TO ALL THE TERMS,EXCLUSIONS AAD CONCE
TIONS OF SUCH POLICIES.
"O TY; c OF INSURANCE POLICY NUMBER P'!I,, LI•_CIIIE LDV:1 EA•IR�TIOY ALL L1M iT5 IN THOUSANDS
a DA•i ro'.oDrvrl VA': Y.M.ID_Wj
GENERAL LIABILITY y. —�.� rfnEAAI AccREui6 ..
COMMEHCIAI GENERAL LIABILITY vAVUuCtS COMN+*W 66tvGF's $ -
CLAMS MACK ❑I LCL'RREVCE PEASONA.d ADYERIIj
O.%FP S B CONTRA:.?UR PRI)TFC`!4E fACR DCCURHPdE $
ftft OAMAIE Wo Gat I•,E: $
MfMCAL<,aPE�Sf :AL, D•a Gva_sc $
AUTOMOBILE LIABILITY
A ANY AW CSL $
A_L OWNED AUTOS AD 852-93-44-2 1/18/90 1/18/91 wm.•
N�URY
SCHEDULED AUTOS IMA Pe"'or. $ 1 DO 000
HIRED AUTOS IM
NON DWNFD AUTOS $ 3 OQ
GARAGE LIABILITY PNflEAIv
aRRRDE $ 50.000
EXCESS LIABILITY _ . ._ -.. --- — 1.- ADo•e.•-s
cx • c.CE
OTHER THAN UMBRELLA FORM
1 StAtVTC�r
WORKERS COMPENSATION
AND $
[-SEASE aO_Ilr
EMPLOYERS'LIABILITY ,v'-
. $
OTHER
A Auto Physical Damage AD 852-93-44-2 1/18/90 11/18/91 $100 ded Comp
IL $200 ded collision
I[IgESCRIPTION CF OPEAATN]NSILOCATIONSIVEM$CLES)FIE$TAICTI.7V$I$PECIAL ITEC+$
Toyota Van JTUR26w6K5052176
EAU
D ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EX
City of San Juan Capistrano 0N DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TC
32400 Paseo Adel auto DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE
San Juan Capistrano CA 92675 "FT, B T FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBIICATION DA
Y OF ANY KIND UPON TH COMPANY,ITS AGENTS OR REPRESENTATIVES
Attn: Dawn M SChanderl IZEDREPRE aAT E
0 (MLUGGIYYI
A0401:11J. CERTIFICAk- OF INSURANCE 11111111111
X
NWGAi{x 2-13-99
PHODUCEN 10•.I 111111 ICAIL IS ISSUED AS A MATTER Of INFORMATION ONLY AND CONPEM
II•I hilt I I S UPON THE CERTIFICATE HOLDER.THIS CERTtftCATE DOE{NO
Schrimwr Insurance Agency, Lt IC. I A It 14I1 UH Al TER THE COVERAGE AFFORDED BY THE POLICIES BELOW
PO Box 788
La Habra, CA 90633-0788 COMPANIES AFFORDING COVERAQH
P.,I ...I A
u CNA
CHUG SUB COOL to
INSURED 1111I1�
Richard Zimmer C"
6083 Avenida Arbol C
Anaheim, CA 92807
D i w
E
1 C
••
.n
COVERAGES 60
1111 S IS I tI CL N 111-Y I HA I THE POL IUILS Ut IH 1,011,1 u 1 1[ I L 11 UI 1,),Y I HI JI UL L N ISSUED 10 1 HE INSURED NAMED ABOVE FOR THE POLICY P,
INDICA I LD NOT WITHSTANDING ANY REOIIIHEIVIL H urA uH LnHnn a nJ nr ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO
i A H 1 IE ICA 1 L MAY bt. ISSUED OR MAY PEM I AIN, 1 Nt rt,'d n Ani a It A, I 1 40 re 1 I UY i HE POLICIES DESCRIBED HEREIN IB SUBJECT TQ ALL THEImm
L RCl lIS1ONS ANT)CONDITIONS OF SUCH PUl ICILS 116tH y .,rTUW I I III I MVI bf:LN REDUCED BY PAID CLAIMS.
"O IV uE INSURANCE I'll u., a„1.m.a I"'I N I EhhtG IIYE POLICY EXPIRATION ALL List
1IN UAIt 1MM.IIUIYYI DATEIMWUDIYY)
GkNEHAl.11AHI11f Y GENERAL ATAGREGATE E
LOXIMIIN IM 1ANl HAI tlAblWY P110DUCTS-0OMPAO►S AGGIIII E
(I AIMS MALA OCCUR PRAWN"t ADVERTISMO WAIRY
(IWHI 11 a A E.UNI HAI IDH 6 PRtll EACHOWUB WAG11 S
FINE DAMAGE tAM'AIM INP) E
I AIENCAL EXPENSE(My DIIP INNARAI S
AUTOMOUIlk I.I ANIIIIY COMO”"
SINGLE E
ANY AUIU LIMIT
At I O W NEU ATTARS BGD4Y
IwupY X 1(10
X S(.111Dill LNA 10S AU 852-53-.11-I -16-89 1-18-901Pwpul N
111111 II A(IIUS bODXY
Nura llWNL l.Aul U] IwURY E 300
IPP,AKMYAI)
4,A11Ald I ANIIIfY
PROPERTY
DAMAGE E 50
EXCESS LIASu it EACH AB{{EEILT{
OCCURRENCE
M
(tl1fill MAN I)MUNtl I A WHM
WOHXkH 5 COMPENSATION STATUTORY
AND E (EACH ADCIG{ND 1
EMP{.OYEHS'
f LDL{EAEE—EARN
O THtH
I
I
DLSCNIPITU"UE OPERA JIUNSILOCAHONSIVtHICI LS.HtS IIIA.N,nm ..rtll..i If
1989 'ibyota van TP3YTQ61tl6K5uS I /11
CEHT IFICATE HOLDER !
:In J,,I.l I A l ION
In,,'I I. ,ANY fit 111E AbOVL UESCHIbW POLICIES BE CANCELLED BEFORE THE
City OF San Juan Cap15tT'e lu u,IH OA7L THEREOF IHE ISSUING COMPANY WILL ENOEAVDIR TO 1
32400 Paseo Adelanto I'll HAYSWHTTIENNUIICETOTHE CERTIFICATE HOLDER NAMEQTQTNE
San .Juan CaPistran0, ( A 926 /"J I 1 1 III I I 1 All UHL 10 II SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR
nn 1I Y I,) ANY KIND UPON INE COMPANY, ITS AGENTS OR REPRE{ENTATRIEE.
X1.1 c.a utrutbtNlATrvt 1
Atten: City Clerk 11
ACOHD 2b S IJ/RbI 10ACORD CORPnOATonM yAUA
San Juan Capistrano
Community
Redevelopment
Agency
i ;-
August 9, 1989
Rick Zimmer
The Synthesis Group
P. O.Box 18446
Anaheim Hills, California 92817-8446
Re: Award of Consulting Services Agreement
Mr. Zimmer:
Enclosed for your records is a fully-executed copy of the July 1, 1989, Agreement
for Consulting Services for professional services to assist with Community
Redevelopment Agency projects. The Agency has received the automobile
insurance certificate; we still need an endorsement naming the City and Agency
as additional insureds.
Thank you for your cooperation. If we can be of further assistance, please call.
Very truly yours,
Mary Ann anover
Agency Secretary
MAH/cj
Enclosure
cc: Jeff Parker (with agreement)
Cass Walker (with agreement)
32400 Paseo Adelanto
San Juan Capistrano
California 92675
714-493-1171