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13-001 Toni Kanani DensingJanuary 7, 2014 Toni Kanani Densing OFFICE OF THE CITY CLERK CITY HALL 10300 TORRE AVENUE • CUPERTINO, CA 95014 -3255 TELEPHONE: (408) 777 -3:23 • FAX: (408) 777 -3366 WEBSITE: www.cupertino.org Re: Agreement for Contract Services Enclosed is a fully executed copy of the above stated agreement with the City of Cupertino. If you have any questions or need additional information, please contact the Parks and Recreation department at 408 - 777 -3120. Sincerely, Kirsten Squarcia Deputy City Clerk Enclosure cc: Parks & Recreation CITY OF AGREEMENT CITY OF CUPERTINO 10300 Torre.Avenue upertino, CA 95014 CUPERTINO I/ r�3 408= 777 -3200 NO. Y' 7 THIS AGREEMENT, mad " - entered into this 13th day of December is by and between the CITY OF CUPERTINO (Hereinafter "CITY ") and TONI KANANI DENSING (Hereinafter "CONTRACTOR "), in consideration of their mutual covenants, the parties agree as follows: CONTRACTOR shall provide or furnish the following specified services and /or materials: Adult Dance Instruction. Check box if services are further described in an Exhibit. FX EXHIBITS: The following attached exhibits hereby are made part of this Agreement: A. TERM: The services and /or materials furnished under this Agreement shall commence 'on January 2, 2014 and shall be completed no later than June 30, 2014. COMPENSATION: For the full performance of this Agreement, CITY shall pay CONTRACTOR: 70% of resident fees minus $5 administration fee perparticipant in an amount not to exceed $1,500.00. GENERAL TERMS AND CONDITIONS Hold Ha_ rmless. Contractor shall, to the fullest extent al towed by law, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers against any and all liability, claims, stop notices, actions, causes of action or demands whatsoever from and against any of them,' including any injury to or death of any person or damage to property or other liability of any nature, arising out of, pertaining to, or related to the performance of this Agreement by Contractor or Contractor's employees, officers, officials, .agents or independent contractors. Contractor shall not be obligated under this Agreement to indemnify City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City, its agents or employees. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigatiop. Subcontracting. Contractor has been retained due to their unique skills and Contractor may not substitute another, assign or transfer any rights or obligations under this Agreement. Unless prior written consent from City is obtained, only those people whose names are listed this Agreement shall be used in the performance of this Agreement. Assignment. Contractor may not assign or transfer this Agreement, without prior written consent of CITY. Insurance. Contractor shall file with City a Certificate of Insurance consistent with the following requirements. Coverage: Contractor shall maintain the following insurance coverage with the City as an additional named insured: (1) Workers' Compensation: Statutory coverage as required by the State of California. Not required for sole proprietors (2) Liability: Commercial general liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence $1,000,000 aggregate - all other Property Damage: $100,000 each occurrence $250,0.00 aggregate If submitted, combined single limit policy with aggregate limits in the amounts of $1,000,000 will be considered equivalent to the required minimum limits shown above. (3) Automotive: Comprehensive automotive liability coverage in the following minimum. limits:. Bodily Injury: $500,000 each occurrence Property Damage: $100,000 each occurrence or Combined Single Limit: $500,000 each occurrence Subrogation Waiver. Contractor agrees that in the event of loss due to any of the perils for which it has agreed to provide comprehensive general and automotive liability insurance, Contractor shall look solely to its insurance for recovery. Contractor hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Contractor or City with respect to the services of Contractor herein, a waiver of any right to subrogation which any such insurer of said Contractor may acquire against City by virtue of the payment of any loss under such insurance. Termination of Agreement. The City reserves the right to terminate this Agreement with or without cause with a thirty (30) -day notice. The. Contractor may terminate this Agreement with or without cause with a thirty (30) -day written notice. Non - Discrimination. No discrimination shall be made in the employment of persons under this Agreement because of the race, color, national origin, ancestry, religion, gender or sexual orientation of such person Interest of Contractor. It is understood and agreed that-this Agreement is not a contract of employment and that Contractor is an independent contractor. At all times, Contractor shall be deemed to be an independent contractor and Contractor is not authorized to bind the City to any contracts or other obligations in executing this Agreement. Contractor certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of City. City shall have no right of control as to the manner Contractor performs the services to be performed. Nevertheless, City may, at any time, observe the manner in which such services are being performed by the contractor. The Contractor 'shall comply with all applicable. Federal, State, and local laws and ordinances including, but not limited to, unemployment insurance benefits, FICA laws, and the City business license ordinance. Changes. *No changes or variations of any kind are authorized without the written consent of the City. CONTRACT CO- ORDINATOR and representative for CITY shall be: NAME: Karen Lew __DEPARTMENT: Parks & Recreation This Agreement shall become effective upon its execution. by CITY, in witness thereof, the parties have executed this Agreement the day and year first written above. CONTRACT= CITY OF CUPERTINO: By: By: Karen Levy s Title: Dance Instructor Title: Recreation Coordinator ADDOnXIAi Q F.XP'F.NI)ITIIRF, MWIRIRIITION DEPA HEAD DATE 530 -6447 NUM $1,500.00 CITY AT NEY APPR VED AS TO FORM DA E rt r -` Y 6 1 CITY C ERK: AT T DATE EXHIBIT A CONSULTANT SERVICES TO BE PERFORMED The CONSULTANT will provide instruction in, but not limited to, the following programs: Hula Dance Location and Time of CONSULTANT Services: Refer to current Recreation Schedule for agreed upon dates, times, and class locations. By Mutual agreement of both parties, class schedule may,change. Eligible Participant Minimum and Maximums for CONSULTANT Services: Minimum: 5 Maximum: 20r,`'� In the event that less than the required minimum number of participants shall request and pay, for services prior to the agreed upon time for the commencement of services to be performed by Consultant, City may cancel and withdraw from this Agreement. Performance of CONSULTANT Services: City shall have no right of control as to the manner Consultant performs the services to be performed. Nevertheless, City may, at any time, observe the manner in which such services are being performed by the consultant. The Consultant shall follow all guidelines pertaining to registration procedures as listed in the quarterly recreation schedule. Participants may not take part in the program unless they are listed on the class roster or can show proof of enrollment. All participants and volunteers need to complete the City's Waiver of Liability form prior to taking part in the program. Contractors are. responsible for supervising minors after class until a parent of legal guardian has arrived. Children are 'not allowed in adult classes and adults are not *allowed in children only classes. The only exception would be a special needs child whose parent might need to attend class with them. In the event of an injury occurring toga participant, the Consultant will notify the City within 1 hour and -complete an ABAG Incident Report. The ABAG Incident Report must be submitted to the City within 24 hours of the injury occurring.