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16-001 David LewCITY OF a CUPERTINO SHORT FORM AGREEMENT (Less than $5,000) CITY OF CUPERTINO 10300 ToITe Avenue Cupertino, CA 95014 408-777-3200 NO . _____ _ This Agreement, made and entered into this 15TH da y of APRIL, 2016, (the "Effecti ve Date") is by and between the City of Cupertino (hereinafter "City") and DA YID LEW (hereinafter "Co ntractor"), in consideration of their mutual covenants, the parties agree as follows: A. SCOPE OF SERVICES. Contractor shall provide or furnish the following specified services and/or materials: BALLROOM DANCE CLASSES Services are further described in Exhibit "A". B. TERM . The services and/or materials furnished under this Agreement shall commence on JULY 1, 2016 and shall be completed no later than JUNE 30, 2017. C. COMPENSATION. For the full performance of this Agreement, CITY shall pay Contractor a total amount not to exceed THREE THOUSAND dollars ($3000). Consisting of the following: 85% OF REVENUE GENERATED PER SESSION $2 5 Annual Administration Fee will be deducted from the first payment. The contractor shall provide all teaching supplies, such as, but not limited to, dry erase markers , erasers , and handouts . Copy service at the senior center is 10 cents a page . D. EXHIBITS. The following attached exhibits hereb y are made part of this Agreement: X Exhibit "A"-Scope of Services GENERAL TERMS AND CONDITIONS 1. Hold Harmless. Contractor shall , to the fullest extent allowed by law and without limitation of the provi sions of this Agreement related to insurance , with respect to all services performed in connection with the Agreement, indemnify, defend , and hold harmless the City and its officers, officials, agents, employees and volunteers from and against any and all liability, claims, actions, causes of action or demands whatsoever against any of them , including any injury to or death of any person or damage to property or other liability of any nature , whether physical , emotional, consequential or otherwise, arising out, pertaining to, or related to the perfom1ance of this Agreement by Contractor or Contractor's employees, officers, officials , agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation. The acceptance of the Services by City shall not operate as a waiver of the right of indemnification. The provisions of this Section survive the completion of the Services or termination of this Contract. 2. 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 conse nt from City is obtained, only those people whose names are listed this Agreement shall be used in the perfomrnnce of this Agreement. 3. Assignment. Contractor may not assign, transfer, or subcontract this Agreement or any portions thereof, without prior written consent of City. 4. Insurance. Contractor shall maintain the following insurance coverage, with the City as an additional named insured , and provide a Certificate of Insurance and Additional Insured Endorsement consistent with the following requirements: (a) Workers' Compensation: Statutory coverage as required by the State of California. (b) Liability : Commercial general liability coverage, without an exclusion for sexual abuse and molestation , in the following minimum limits: Bodily Injury: $500 ,000 each occuITence; $1,000,000 aggregate -all other Cit y of Cu pertin o -Shon Fonn Ag ree ment -4120 15 Property Damage : $100 ,000 each occ urrence; $2 50 ,00 0 aggregate If submitt ed, co mbined singl e limit policy w ith aggregate limits in the amounts of $1,000,000 will be co n si dered equi va lent to the required minimum limits s hown above. (c) Automotive : Co mprehensive automotive li ab ility coverage in the following minimum limit s: Bodily Injury: $5 00 ,000 each occ urrence Property Damage: $100 ,000 each occurrence or Co mbined Single Limit: $500 ,000 each occu rrence 5. Subrogation Waiver. Contractor agrees that in the event of loss du e to any o f th e p erils for whi ch it ha s ag reed to p rov id e comprehensive genera l an d automotive liability insurance, Con tra ctor shall lo ok sole ly to its in surance for recovery. Contractor hereby grants to City, on behalf of any insurer providing comprehensive ge neral and a ut omot ive liability in surance to either Co ntra ctor or City with respect to th e services of Contractor h ere in , a waiver of any ri ght to subrogation which any s uch insurer of sai d Contractor m ay acquire against C ity by virtue of the payment of any lo ss under suc h in sura nce. 6. Termination of Agreement. In the event Contractor fails or refuses to perfom1 any of th e provis ions hereof at the time and in the mam1 er required hereunder , Contractor shall b e deemed in default in th e p erfom1a nce of this Agreement. If Contractor fails to cure th e defa ult w ithin the tim e spec ifi ed and according to th e requirements set fort h in C it y's written noti ce of default , and in addition to any other remedy available to the City by la w, the City Manager ma y tem1inat e the Agree men t b y giving Contractor \Vritten no tice th ereof, whi ch sha ll be effe ct ive immedi ately. Th e City Manager shall als o have the option, at its sole di scret ion and w ithout cause, of tem1inating thi s Agreement by g iving seven (7) calendar days ' prior written notice to Contractor as provid ed herein . Upon receipt of any notice of terminati on , Contractor shall imm edi ate ly di sco ntinu e p erforma nce . 7. Non-Discrimination. Contractor shall not disc1iminate against a job applicant, employee, City employee, or a citizen on the basis of race , color, national 01igin , ancestry , religion , gender, sexual orientation or other protec ted class of such person. 8. Interest of Contractor. It is understood and agreed that this Agreement is not a contract of employment and, at all times , Contractor shall be deemed to be an independent contractor and Contractor is not auth01ized to bind the City to any contracts or other obligations in executing this Agreement. Contractor ce1iifies that no one who has or will have any fin ancial interest under this Agreement is an officer or emp lo yee of City. City shall have no right of control as to the manner Contractor perfonns the services to be perfonned. Neve1iheless, City may, at any time , observe the manner in which such services are being perfo1111ed by the contractor. Contractor shall comply w ith all applicab l e Federal, State, and local laws and ordinances including, but not limited to , unemplo yment insurance benefits , FICA laws , and the City business license ordinance. 9. Permits and Licenses. Contractor, at his/her own expense, shall obtain and maintain during the tenn of this Agreement, all ap prop1iat e pennits, licenses , and certificates including but not limited to a City business license, that m ay be required in connection with the perfonnance of service s under this Agreement. 10. Reports and Records. Each and every rep01i, draft, work product, map , record and other document , hereinafter collectively refened to as "Report", reproduced, prepared or caused to be prepared by Contractor pursuant to or in cormection with this Agreement, shall be the exclusive property of City. Contractor shall not copyright any Report required by this Agreement and shall execute appropriate documents to assign to City the copyright to R eports created pursuant to this City of Cu pertino - Short Fo n n Agreement -4'2015 Agreement. Any Rep01i , infonnation and data acquired or required by this Agreement shall become the prope1iy of City, and all publication rights are reserved to City. Contractor may retain a copy of any report furnished to the City pursuant to this Agreement. Contractor shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such infonnation required by City that relate to the perfonnance of services under this Agreement, in sufficient detail to pennit an evaluation of services . All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to such books and records to the representatives of City or its designees at all proper times , and gives City the right to examine and audit same, and to make transc1ipts therefrom as necessary, and to allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supp01iing documents , shall be kept separate from other documents and records and shall be maintained for a period of three (3) years after Contractor receives final payment from City for all serv ices required under this agreement. 11. 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: ALEX CORBALIS , RECREATION AND COMMUNITY SERVICES DEPARTMENT In witness thereof, the paiiies have executed this Agreement the day and year first written abo v e. CONTRACTOR: By: -?,/ Title: /).A,tVC,? I ut, T/24 l 7 o">~ .. Tax I.D:. APPROVALS DEPARTMENT HEAD City o f Cupertino -Shon Fonn Agreemem -4/2015 DATE DATE DATE s--;;... b CITY OF CUPERTINO: By ~~~' Title:vtW EXPENDITURE DISTRIBUTION ACCOUNT NUMBER AMOUNT 100-62-623-700-702 $3000 EXHIBIT A CONSULTANT SERVICES TO BE PERFORMED The CONSULT ANT will provide BALLROOM DANCE CLASSES in, but not limited to, the following programs: ONE, 2-HOUR CLASS PER WEEK Location and Time of CONSULT ANT Services: Refer to the SENIOR CENTER NEWSLETTER for agreed upon dates , times, and class locations. By Mutual agreement of both paiiies, class schedule may change . Eligible Participant Minimum and Maximums for CONSULTANT Services: Minimum: 5 Maximum: 10 If less than the required minimum number of paiiicipants emoll in and pay for a paiiicular class as identified in the schedule before the class is scheduled to staii, the City may cancel the paiiicular class and/or tenninate this Agreement without additional notice or payment to Consultant. Performance of CONSULT ANT Services: City shall have no right of control as to the maimer Consultant perfonns the services to be perfonned. Neve1iheless , City may, at any time, observe the maimer in which such services are being perfonned by the consultant. The Consultant shall follow all guidelines pe1iaining to registration procedures as listed in the quaiierly 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 paiiicipants and volunteers need to complete the City's Waiver of Liability fonn prior to taking part in the program. Contractors are responsible for supervising minors after class until a parent oflegal guardian has anived. In the event of an injury occun-ing to a participant, the Consultant will notify the City within 1 hour and complete an Incident Repo1i in the fonn approved by the City. The Incident Report must be submitted to the City within 24 hours of the injury occuning. C ity o f Cupertino -Shon Fonn Agreemen1 -412015 ..