HomeMy WebLinkAboutEspinosa David - Consultant 2010 07 29 CONSULTING AGREEMENT
THIS CONSULTING AGREEMENT is entered into th �9 • day of
JU L 2010, by and between David Espinosa, d/b /a "CSL" ( "Consultant "),
having an office at 401 East Los Olas Boulevard, Ft. Lauderdale, Flroida 33301, and
the City of Winter Springs, a Florida municipal corporation, ( "Client "), located at
1126 E. State Road 434, Winter Springs, Florida 32708.
WHEREAS, Consultant is a commercial and technical consultant providing
expertise related to equipment, improvements and fixtures transmitting and receiving
wireless voice and data communications; and
WHEREAS, Client desires to retain Consultant to evaluate Client's existing
telecommunications leases and to provide a market analysis of current rental rates for
telecommunications towers and antenna collocations in Florida;
NOW, THEREFORE in consideration of the mutual covenants and
promises contained herein, and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, this document memorializes the
entire agreement of the parties, and all parties intending to be legally bound, the
parties agree as follows:
1. RECITALS. The foregoing recitals are true and correct and are hereby
incorporated herein by this reference.
2. ENGAGEMENT. Client hereby engages Consultant and Consultant agrees to
provide the Services outlined in this section for the stated fee arrangement. No prior
or present agreements or representations shall be binding upon any party hereto
unless expressly incorporated in this Agreement.
3. SERVICES. Consultant shall provide Client with a comprehensive and broad
market analysis of the current rates charged for telecommunications towers, antennas
and collocations in Florida. Consultant shall analyze Client's existing two (2)
telecommunication tower leases relative to the market rates to determine whether
Client's existing leases are within a market range of other leases in Florida.
Consultant shall additionally provide this analysis for the sub - category of the Central
Florida region, including Seminole, Osceola, Orange, Brevard, Lake and Volusia
Counties. Consultant shall provide Client with a comprehensive analysis of the
market rates for stealth /canister antennas located on existing utility poles or other
structures. (Collectively referred to herein as "Services "). Consultant shall present
Client with a comprehensive written report incorporating the Services outlined
herein. Clients understands and agrees that Consultant's services do not include
legal, accounting or tax advice and are not intended to take the place of legal,
accounting or tax advice.
4. WARRANTY OF PROFESSIONAL SERVICES. The Consultant hereby
warrants unto the Client that it has sufficient experience to properly complete the
Services specified herein or as may be performed pursuant to this Agreement. In
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pursuit of any Services, the Consultant shall supervise and direct the Services, using
its skill and attention and shall enforce strict discipline and good order among its
employees and agents. The Consultant shall comply with all laws, ordinances, rules,
regulations, and lawful orders of any public authority bearing on performance of the
Services. The Consultant shall pay all taxes, fees, license fees required by law,
including but not limited to occupational fees and withholding taxes and assume all
costs incident to the Services, except as provided herein.
5. SERVICES ARE A PRIVATE UNDERTAKING. With regard to any and all
Services performed hereunder, it is specifically understood and agreed to by and
between the parties hereto that the contractual relationship between the Client and
Consultant is such that the Consultant is an independent Consultant and is neither
an agent nor employee of the Client. Nothing in this Agreement shall be interpreted
to establish any relationship other than that of an independent Consultant, between
the Client, on one hand, and the Consultant, on the other hand, during or after the
performance of the Services under this Agreement
6. COMPENSATION. For the performance and full completion of the Services
specified herein, Client agrees to pay Consultant One Thousand Five Hundred and
no /100 Dollars ($1,500.00), inclusive of all reasonable and necessary direct
expenses. There shall be no other compensation due Consultant for the Services
provided under this Agreement, unless specifically agreed to by the Client and
Consultant in writing, pursuant to Section 9 of this Agreement.
7. TERM; TERMINATION. This Agreement shall commence upon full execution
by both parties hereto and shall terminate upon full completion of the Services to the
satisfaction of the Client.
8. GOVERNING LAW; VENUE. This Agreement shall be governed by the laws
of the State of Florida. Venue of all disputes shall be properly placed in Seminole
County, Florida. The parties agree that the Agreement was consummated in
Seminole County, and the site of the Services is Seminole County. If any dispute
concerning this Contract arises under Federal law, the venue will be Orlando,
Florida.
9. MODIFICATION OF AGREEMENT. This Agreement shall not be modified
or amended except by written agreement duly executed by both parties hereto.
10. ASSIGNMENT. Neither party hereto may assign, convey, or otherwise
transfer any of its rights, obligations or interest herein without the prior written
consent of the other party.
[EXECUTION PAGE FOLLOWS]
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IN WITNESS WHEREOF, the parties hereto have duly executed this
Agreement on the day and year first above written.
Consultant City of Winter Springs, Florida ,
Da • , spinosa K n L. Smith, City Manager
CO_ T. ACT /AG. EEMEN _
To: City Clerk's Office
From: Information Services Department
Date: August 3, 2010
Subject: ComServe Agreement
Commission Approval Required? No
If Yes, Date of Commission Meeting:
Agenda Item Number:
Number of originals attached: 2
Ti Other signatures required — return to Joanne Dalka to secure other signatures
ONo other signatures required — return one original to Barbara Martin to be forwarded to other party
Note to City Manager:
Kevin, this is the agreement for the cell tower
analysis. It was drafted oy the City Attorney's
Off