HomeMy WebLinkAboutC-519(H) - West Coast Highway, 1221 (Balboa Bay Resort) - Consultant Services Agreement 1994CONSULTANT SERVICES AGREEMENT
THIS AGREEMENT is made at Newport Beach, California, as of
fhc / , 1994 by and between the CITY OF NEWPORT BEACH ("CITY"),
and KEYSER MARSTON ASSOCIATES, INC. ("CONSULTANT"), who agree as
follows:
1. Services: Subject to the terms and conditions set forth in
this Agreement, Consultant shall provide to City the services
described in Exhibit "A".
The parties to this Agreement agree that Consultant, in
performing the services described in Exhibit A, will not make any
warranties or guarantees as to the future value of any real or
personal property, nor will it make any express warranties or
guarantees of estimated or probable construction cost or cost
estimates being exceeded, nor will it guarantee the availability of
funds or specified rates of return and/or interest. Further, the
parties agree that Consultant will not perform services as a
construction manager, appraiser of the fair market value of real
estate, real estate broker or agent, or property manager.
2. Payment. City shall pay Consultant for services rendered
pursuant to this Agreement at the time and in the manner set forth
in Exhibit "B". The payments specified in Exhibit "B" shall be the
only payment to be made to Consultant for services rendered
pursuant to this Agreement. Consultant shall submit all billings
for said services to City in the manner specified in Exhibit "B".
3. Facilities and Equipment. Consultant shall, at its sole cost
and expense, furnish all facilities and equipment which may be
required for furnishing services pursuant to this Agreement.
4. General Provisions. The general provisions set forth in
Exhibit "C" are part of this Agreement. In the event of any
inconsistency between said general provisions and any other terms
or conditions of this Agreement, the other terms or conditions
shall control only insofar as it is inconsistent with the general
provisions.
5. Exhibits. All exhibits referred to herein are attached hereto
and are by this reference incorporated herein.
EXECUTED as of the day first above -stated.
CITY OF NEWPORT BEACH
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KEYSER MARSTON ASSOCIATES, INC.
By e
"CONSULTANT"
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KEYSER MARSTON ASSOCIATES, INC.
By e
"CONSULTANT"
EXHIBIT A
SCOPE OF SERVICES
When and as directed by the City, Consultant shall perform
real estate consulting services for the project area to include,
but not be limited to the four tasks outlined in the attached
proposal letter dated May 31, 1994.
METHOD AND TIME OF PERFORMANCE
Consultant shall perform the various services described herein
as described in the attached May 31 proposal.
EXHIBIT B
COMPENSATION
For Task 1, as described in the attached proposal, Consultant
shall be paid a flat fee of $3,500, inclusive of all expenses and
one meeting with City staff to present the findings of this task.
Payment shall be upon completion of the Task 1 memorandum.
For Task 2, as described in
of all expenses and one meeting
findings of this task. Payment
Task 2 memorandum.
the attached proposal, inclusive
with City staff to present the
shall be upon completion of the
For Tasks 2 and 3, if and when authorized, the City agrees to
pay and Consultant agrees to accept compensation on an hourly basis
according to the following fee schedule, which will remain in
effect through December 31, 1994, at which point new rates may be
negotiated:
A. Jerry Keyser*
$150.00
Senior Principal*
$145.00
Principal*
$140.00
Senior Associate*
$120.00
Associate
$105.00
Senior Analyst
$ 90.00
Analyst
$ 80.00
Technical Staff
$ 50.00
Administrative Staff
$ 45.00
Directly related job expenses not included in the above rates
are: Auto mileage, air fares, hotels and motels, meals, car
rentals, taxies, telephone calls, delivery, electronic data
processing, graphics and printing. Directly related job expenses
will be billed at 110% of cost.
MAXIMUM COMPENSATION
The total compensation for all services performed pursuant to
this Agreement shall not exceed the sum of FORTY-FIVE THOUSAND
DOLLARS ($45,000), without prior approval of the City.
*Rates for individuals in these categories will be increased
by 50% for time spent in court testimony.
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METHOD OF PAYMENT
Consultant shall submit monthly requisitions to City
specifying the amount due for services performed by Consultant's
staff and a list of incurred expenses for the past calendar month.
Upon approval of the services performed and the requisition, City
shall pay Consultant in accordance with such requisition.
Monthly billings will be payable within thirty (30) days of
invoice date. A charge of 1% per month will be added to all past
due accounts.
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EXHIBIT C
GENERAL PROVISIONS
1. Independent Contractor. At all times during the term of
this Agreement, Consultant shall be an independent contractor and
shall not be an employee of City. City shall have the right to
control consultant only insofar as the results of Consultant's
services rendered pursuant to this Agreement; however, City shall
not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement.
2. Time. Consultant shall devote such time to the
performance of services pursuant to this Agreement as may be
reasonably necessary for satisfactory performance of Consultant's
obligations pursuant to this Agreement.
3. Consultant's Liability. The Consultant shall be
responsible for all injuries to persons and for all damage to real
or personal property of the City or others, caused by or resulting
from the negligence of itself, its employees, or its agents during
the process of or connected with the rendition of services
hereunder. Consultant shall defend and hold harmless and indemnify
the City, the Agency, and all officers and employees of both public
agencies from all costs and claims for damages to real or personal
property, or personal injury to any third party, resulting from the
negligence of itself, its employees, or its agents, arising out of
the Consultant's performance of work under this Agreement.
4. Equal Employment Opportunity. During the performance of
this Agreement, the Consultant agrees as follows:
a. The Consultant will not discriminate against any employee
or applicant for employment because of race, color, age, religion,
sex, national origin, or physical handicap. The Consultant will
take affirmative action to ensure that applicants are employed, and
that employees are treated during employment, without regard to
their race, color, age, religion, sex, national origin, or physical
handicap. Such action shall include, but not be limited to the
following: employment, upgrading, demotion, or transfer,
recruitment or recruitment advertising; layoff or termination;
rates of pay or other forms of compensation; and selection for
training, including apprenticeship. The Consultant agrees to post
in conspicuous places, available to employees and applicants for
employment, notice setting forth the provisions of this non-
discrimination clause.
b. The Consultant will, in all solicitations or
advertisements for employees placed by or on behalf of the
Consultant state that all qualified applicants will receive
consideration for employment without regard to race, color,
religion, sex, age, national origin, or physical handicap.
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C. The Consultant will cause the foregoing provisions to be
inserted in all subcontracts for any work covered by this
Agreement, provided that the foregoing provisions shall not apply
to contracts or subcontracts for standard commercial supplies or
raw materials.
5. Consultant Not Agent. Except as City may specify in
writing, Consultant shall have no authority, express or implied, to
act on behalf of City in any capacity whatsoever as a agent.
Consultant shall have no authority, express or implied, pursuant to
this Agreement to bind City to any obligation whatsoever.
6. Products of Consulting. All products of consulting, with
the exception of computer software developed by Consultant, shall
become the property of the City and shall be delivered to the City
before the end of performance under this Agreement. Computer
software remains the property of Consultant,
7. Assignment Prohibited. No party to this Agreement may
assign any right or obligation pursuant to this Agreement. Any
attempted or purported assignment of any right or obligation
pursuant to this Agreement shall be void and of no effect.
8. Changes. The City may, from time to time, request change
in the Scope of Services of the Agreement to be performed
hereunder. Such changes, including any increase or decrease in the
amount of Consultant's compensation, which are mutually agreed upon
by and between the City and the Consultant, shall be incorporated
in written amendments to this Agreement.
9. Termination. This Agreement may be terminated by either
party on fifteen (15) days written notice to the other. The
effective date of cancellation being the 15th day of said written
notice. consultant shall be entitled to the compensation earned by
it prior to the date of termination, computed pro rata up to and
including the date of termination.
10. Attorney's Fees. In the event that it becomes necessary
for either party to this Agreement to bring a legal suit to enforce
any of the provisions of this Agreement, the parties agree that a
court of competent jurisdiction may determine and fix reasonable
attorney fees to be paid the successful litigant.
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