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HomeMy WebLinkAbout1976-13 CRA KLG:adg 5/21/76 RESOLUTION NO. 76-13 . - A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA APPROVING THE "AGREEMENT FOR DISPOSITION CONSULTANT SERVICES" . BE IT RESOLVED, by the Community Redevelopment Agency of the City of Santa Ana that it hereby approves the "AGREEMENT FOR DISPOSITION CONSULTANT SERVICES", which Agreement is on file in the office of the Executive Director of the Agency, and the Chairman of the Agency is hereby authorized to execute said Agreement on behalf of the Agency. PASSED AND ADOPTED by the Community Redevelopment Agency of the City of Santa Ana at its Regular meeting held on the 25th day of May , 1976. , . ~4/~ ~ J ARTH , Chairman APPROVED AS TO LEGAL FORM: ~~" Legal Counsel . . STATE OF CALIFORNIA) COUNTY OF ORANGE) ss.: CITY OF SANTA ANA ) I hereby certify that the foregoing resolution was duly adopted by the Community Redevelopment Agency of the City of Santa Ana, California, at a Regular meeting thereof, held on the 25th day of May , 1976, by the following vote, to wit: AYES: MEMBERS : Garthe, Bricken, Yamamoto, Evans, Brandt NOES: MEMBERS : Ortiz ABSENT: MEMBERS: Ward ~~ Executive Director and Recording Secretary . , ,I . (I ~ . I 7~-/3 COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA, CALIFORNIA AGREEMENT FOR DISPOSITION CONSULTANT SERVICES THIS AGREEMENT, entered into this ~ day of May 1976, by and between the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA, a public body, corporate and politic (herein- after referred to as "Agency"), 20 Civic Center Plaza, Santa Ana, California, and DOUGLAS C. MYERS (hereinafter referred to as the "Contractor"), 1383 Happy'Va11ey Avenue, San Jose, California 95129. WITNESSETH WHEREAS, the Agency is undertaking certain activities neces- sary for the Community Redevelopment Project (hereinafter referred to as "Project"), the boundaries of which are delineated on the attached map incorporated herein as Exhibit "A"; and WHEREAS, the Agency desires to retain the consulting services of the Contractor to assist in planning and carrying out the property acquisition'and disposition programs for its Project and incidentals thereto; and WHEREAS, the Contractor represents that he is authorized and qualified to provide such services to the Agency. WHEREFORE, in consideration of the respective and mutual covenants and promises hereinafter contained and made, and subject to all the terms and conditions hereof, the parties hereto do here- by agree as follows: SECTION 100 SCOPE OF SERVICES Contractor agrees to perform each and all of the services hereinafter specified in Section 101 within the time specified in Section ZOO. SECTION 101 The Contractor shall render consultation and advice to Agency on planning and accomplishing the acquisition and marketing of CI . ~ , . , parcels of Real Property for the Project. shall include, but not be limited to: The Contractor's duties a. Provide Agency staff assistance with respect to market- ing strategies and financial and disposition problems. b. Assist in preparation of financial pro formas which evaluate costs of development versus profits and benefits to developer and Agency. Pro formas provide information on economic feasibility of the project both from the private developers and community's ability to finance the project. c. Assist in the planning and execution of acquisition and disposition programs including the following services: i. Preparing documents and descriptions. Describing sales conditions. Proposing selection criteria. ii. iii. d. Assist in the stimulation and maintenance of buyer interest including the following services: i. ii. Drafting and sending written communications. Seeking purchasers. Negotiating with prospective purchasers. iii. e. Assist in the consummation of sales agreements including the following services: i. ii. Negotiating financial terms. Negotiating performance times. Negotiating performance quality. iii. f. Assist in the conformance of disposition to Health and Safety Code and Redevelopment Plan requirements including preparing records and documentation. h. Such other related duties as the Executive Director of Agency shall prescribe. -2- I . 8 , . I SECTION 200 TIME OF PERFORMANCE All services required pursuant to Section 101 shall commence when and as directed by the Executive Director of the Agency and shall be completed within a mutually satisfactory time schedule as appropriate to the required task. Services shall be on an as-needed basis upon specific request issued by the Executive Director. Pursuant to each such request, the Contractor shall confirm in writing the task to be performend, giving a time and fee estimated unless the services required pertain only to atten- dance at meetings. SECTION 300 COMPENSATION The Agency agrees to pay and the Contractor agrees to accept from Agency as and for payment in full for all services performed, including reimbursement for air travel costs incurred in perform- ing his duties, by the Contractor in accordance with Section 100 and 101 above, such sum of money, not to exceed the total sum of $10,000, as shall be determined by multiplying the hours spent by the Contractor and his employees in the performance thereof by the applicable following rate: $35.00 per hour SECTION 400 METHOD OF PAYMENT The Contractor shall submit to the Agency a monthly verified statement in a form to be approved by the Executive Director of the Agency, containing a specification of work done by each class of persons specified in Section 300. The verified statement as to work completed shall be attached to an invoice stating all claims for work done during the prior month. The invoice must be submitted prior to the fifth day of each month and if so done, the Agency shall review_such statements and remit payment within thirty (30) working days after the submission of the invoice re- quested. SECTION 502 CONFLICT OF INTEREST Contractor agrees that neither the Contractor nor any indivi- dual associated therewith, will either directly or in~irectlY represent or assist owners of the properties located in the Proj- ect in regard to the acquisition of such property by the Agency, nor divulge to any person any information in regard to such acqui- sition. -3- i, ~ . - - .. I SECTION 503 CONTRACTOR'S LIABILITY The Contractor shall be responsible for all injuries to per- sons and for all damage to property of the Agency or others caused by or resulting from the negligence of himself, his employees or his agents during the progress of or connected with the work required by this Agreement to be done by him, and shall hold harm- less and indemnify the Agency, the City of Santa Ana, and all officers and emplo~ees thereof, from all costs, suits and claims for damages or injuries, however caused, arising out of the Con- tractor's performance of or failure to perform said work under this Contract. SECTION 504 WORKER'S COMPENSATION INSURANCE A. If Contractor now or at anytime during the course of this Agreement qualifies as an employer under Labor Code Section 3300, unless the employee(s) he hires come(s) within those persons excluded under the Labor Code, Contractor shall furnish Agency and the City of Santa Ana with an insurance certificate from his worker's compen- sation insurance carrier certifying that he carries such insurance, and that the policy shall not be cancelled nor the coverage reduced except upon ten (10) days prior written notice to Agency and the City of Santa Ana. B. Should any policy be cancelled before completion of the work herein contemplated and the Contractor fails to immediately procure other insurance as herein required, the Agency may procure such insurance and deduct the cost thereof from the amoung due the Contractor. SECTION 505 EMPLOYMENTS OF RESIDENTS The Contractor is ~ncouraged by the Agency to employ quali- fied people, when available, from the general Project Area to assist in providing the services contracted for in this Agreement. SECTION 506 a. The Contractor certifies that he will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The Contractor agrees to take affirmative action to insure that applicants are employed and that employees are treated during employment, without regard -4- I l' . , c\ , c' . , c. to their race, color, religion, sex or national origin. Such action shall include, but not be limited to the following: employ- ment, up-grading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training including apprentice- ship. The Contractor agrees to post in conspicuous places, avail- able to employees and applicants for employment, notices to be provided by the Agency setting forth the provisions of this non- discrimination clause. B. The Contractor will, in all solicitations or advertise- ments for employees placed by or on behalf óf the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. C. The Contractor agrees to cause the foregoing provisions to be inserted in all subcontracts for any work covered by this Agreement, so that such provisions will be binding upon each sub- contractor provided that the foregoing provisions shall not appl to contracts or subcontracts for standard commercial supplies or raw materials. SECTION 507 SUBCONTRACTS None of the services covered by this Agreement shall be sub- contracted without the prior written approval of the Agency. Contractor shall be fully responsible to the Agency for performance of subcontractors. SECTION 508 ASSIGNABILITY Contractor shall not assign any interest in this Agreement and shall not transfer any interest in this Agreement without the prior written approval of the Agency. SECTION 509 NOTICES Notices to the parties shall, unless otherwise requested in writing, be.sent to the Agency at 20 Civic Center Plaza, Santa Ana, California 92701, and to the Contractor at 1383 Happy Valley Avenue, San Jose, California 95129. -5- 8 . , , . ,. SECTION 510 TERMINATION Either party, upon thirty (30) day notice in writing to the other, may terminate this Agreement and, in that event, Contractor shall only be entitled to compensation for services performed to the expiration of said thirty (30) day notice. SECTION 511 OWNERSHIP OF MATERIALS AND DOCUMENTS Any and all sketches, drawings, tracings, filed survey notes, computations, detail and other materials and documents prepared by the Contractor shall be the property of the Agency from the moment of their preparation and the Contractor shall deliver such materials and documents to the Agency whenever requested to do so by the Agency. SECTION 512 NON-DISCLOSURE The designs, plans, reports, investigations, materials and documents prepared or acquired by the Contractor pursuant to this Agreement (including any duplicate copies kept by th~ Contractor) shall not be shown to any other public or private person or entity except as authorized in writing by the Agency. The Contractor shall not disclose to any other public or private person or entity any information regarding the activities of the Agency, except as authorized in writing by the Agency. SECTION 513 VALIDITY The invalidity in whole or in part of any provisions of this Agreement shall not void or effect the validity of any other pro- vision of this Agreement. SECTION 514 LAW~ GOVERNING THIS AGREEMENT This Agreement shall be governed by and construed in accor- dance with the laws of the State of California. SECTION 515 EXCLUSIVITY OF AGREEMENT This Agreement supersedes any and all other Agreements either oral or in writing between the parties hereto with respect to employment of the Contractor by the Agency and contains all the covenants and Agreements between the parties with respect to such -6- i. . ( . t . '8 8 . , employment in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or Agreements orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other Agreement shall be effective unless executed in writing and signed by both the Agency and the Contractor. IN WITNESS WHEROF, the Agency and the Contractor have executed this Agreement as of the date first hereinabove set forth. ATTEST: COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA R~~~~- Executive Director APPROVED AS TO FORM ,I:s:::r -!. s:;::; KEITH GOW, Agency Counsel ~1~ -7-