13-0814_MUNISERVICES, LLC_Personal Services AgreementPERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made, entered into, and shall become effective this \ 4~
day of~u*", 2013, by and between the City of San Juan Capistrano (hereinafter referred
to as the 'City") and MuniServices, LLC, a Delaware limited liability company (hereinafter
referred to as the "Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant to conduct Property
Tax Revenue (PTX), Sales and Use Tax Audit (SUTA) and Sales and Tax Analysis and
Reporting Services (STARS); 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 the Consultant shall consist of those tasks as
set forth in Exhibit "A" attached and incorporated herein by reference. To the extent that
there are any conflicts between the provisions described in Exhibit "A" and those provisions
contained within this Agreement, the provisions in this Agreement shall control.
Section 2. Term.
This Agreement shall commence on the effective date and shall terminate, and all
services required hereunder shall be completed, no later than June 30, 2014.
Due to the type of services rendered by the Consultant and their compensation schedule
As outlined in Section 3 below, the City shall remain obligated after termination to provide
Consultant such information as is necessary for Consultant to caiGulate its compensation
due as a result of receipt of revenue by the City and the City shall remain obligated to pay
Consultant's invoices in accordance with the terms of this Agreement.
Section 3. Compensation.
Total compensation for the services to be performed by the Consultant shall
not exceed $4,783 for the full term and shall be as summarized below and as set forth in
Exhibit "A", attached and incorporated herein by reference. To the extent that there are any
conflicts between the provisions described in Exhibit "A" and those provisions contained
within this Agreement shall control.
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Section 15. Termination.
City shall have the right to terminate this Agreement without cause by giving thirty
(30) days' advance written notice of termination to Consultant.
In addition, this Agreement may be terminated by any party for cause by providing
ten (1 0) 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:
To Consultant:
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn: Cindy Russell
MuniServices, LLC
7625 N. Palm Ave., Ste. 108
Fresno, CA 93711
Attn: Legal Department
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").
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.
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