16-001 Joyce RummumCITY OF
SHORT FOR M AGREEMENT
CUPERTINO
CITY OF CUPERTINO
10300 ToITe Avenue
Cuperiino , CA95014
408-777 -3200 NO. 1.,,of ':t -f" g
This Agreement, made and entered into this 16th day of June, 2016, (the "Effective Date") is by and between
the City of Cupertino (hereinafter "City") and Joyce Russum
(hereinafter "Contractor"), 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
materia ls: Fitness Instruction Services are fu11her described in Exhibit "A".
B. TERNI. 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 fo11y-five hundred dollars ($4500.00). Consisting of the following:$39 per 60 minute class
D. EXHIBITS . The following attached exhibits hereby are made part of this Agreement:
~xhibit "A"-Scope of Services
DExhibit "B"-Acknowledgement of Mandated Reporiing Requirements, Receipt of Training, and Receipt of Penal
Code Statutes Exhibits "B" and "C" are for anyone working with minors
D Exhibit "C"-City of Cupertino, Consultant Declaration
GENERAL TERMS AND CONDITIONS
1. Hold Harmless. Contractor shall, to the fulle st extent allowed by law and without limitation of the pro visions of
this Agreement related to insurance, with respect to all services perfon11ed in connection with the Agreement,
indenmify, defend , and hold hamiless 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 perfonnance of this Agreement by
Contractor or Contractor's employees, officers , officials, agents or independent contractors. Such co sts and
expenses shall include reasonable attorneys' fees of counsel of City's choice , expe1i 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 indenmification.
The provisions of this Section survive the completion of the Services or ternlination 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 consent from City is
obtained, 01ily those people whose names are listed on this Agreement shall be used in the performance of this
Agreement.
3. Assignment. Contractor may not assign, transfer, or subcontract tllis Agreement or any p01iions thereof, without
prior written consent of City.
4. Insurance. Contractor shall maintain the following insurance co verage, with the City as an additional named
insured, and provide a Ce1iificate of Insurance and Additional Insured Endorsement consistent with the following
requirements:
(a) Workers ' Compensation: Statutory coverage as required by the State of Califonlia.
(b )Liability: Conm1ercial general liability coverage, including sexual abuse and molestation coverage, in
the following minimum limits:
Bodily Injury: $500 ,000each occmTence; $1 ,000 ,000aggregate -all other
Property Damage: $100,000 each occuITence; $250,000 aggregate
If submitted, combined single limit policy with aggregate limits in the amounts of $1,000,000 will be
considered equivalent to the required nlinimum limits shown above.
(c)Automotive: Comprehensive automotive liability coverage in the following minimum limits:
Bodily Injmy: $500,000 each occmTence
Cit y o f Cupenino -Short Fa nn Agreement -4/2015
Property Damage: $100,000 each occmTence
or
Combined Single Limit: $500,000 each occurrence
5 . Subrogation \Vaiver. 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.
6. Termination of Agreement. In the event Contractor fai ls or refuses to perform any of the provisions hereof at
the time and in the mam1er required hereunder, Contractor shall be deemed in default in the perfonnance of this
Agreement. If Contractor fails to cure the default within the time specified and according to the requirements set
forth in City's written notice of default, and in addition to any other remedy ava ilable to the City by law, the City
Manager may tenninate the Agreement by giving Contractor written notice thereof, which shall be effective
immediately. The City Manager shall also have the option, at its sole discretion and without cause, of terminating
this Agreement by giving seven (7) calendar days' prior written notice to Contractor as prov ided herein. Upon
receipt of any notice of tennination, Contractor shall immediately discontinue perfom1ance.
7. Non -Discrimination. Contractor shall not discriminate against a job applicant, employee, City employee, or a
citizen on the basis of ra ce, color, national origin, ancestry, religion, gender, sexual orientation or other protected
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 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 111am1er Contractor p e1fonns the services to be perfonned. Nevertheless, City may, at any time,
observe the manner in which such services are being perfom1ed by the contractor. Contractor shall comply wi th all
applicable Federal, State, and local la ws and ordinances including, but not limited to, unemployment insurance
benefi ts, FICA laws , and the City business license ordinance.
9. Permits and Licenses. Contractor, at his /her own expense, shall obtain and maintain during the term of this
Agreement, all appropriate pe1mits, licenses, and ce1iificates including but not limited to a City business license , that
may be required in connection with the performance of services under this Agreement.
10. Reports and Records. Each and every report, draft, work product, map, record and other document, hereinafter
collectively referred to as "Report", reproduced , prepared or caused to be prepared by Contractor pursuant to or in
connection with this Agreement, shall be the exclusive prope1iy of City. Contractor shall not copyright any Repmi
required by this Agreement and shall execute appropriate documents to assign to City the copyright to Repmis
created pursuant to this Agreement. Any Repo1i, information and data acquired or required by this Agreement shall
become the property 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 information required by City that relate to the performance of services under this Agreement, in sufficient
detail to p ennit 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 transcripts therefrom as necessary, and to allow inspection of all wo rk,
data , documents , proceedings and activities related to this Agreement. Such records , together with suppo1iing
documents , shall be kept se parate from other do cuments and records and shall be maintained for a period of three (3)
years after Contractor recei ves final payment from City for all services required under this agreement.
Cit y o f Cupe11in o -Short Fonn Agreement -4/20 15
11. Changes. No changes or variations of any kind are aut horized without the written cons ent of the City .
CONTRACT CO-ORDINATOR and representative fo r CITY shall be: Karen Levy, Recreation an d Community
Services
In witness thereof, the parties have executed this Agreemen t the da y and year fir st written above.
CONTRACTOR: CITY OF CUPERTINO:
By ~~ Titl e : ~ 1StfUCtor
By:_~K=ai~·e=n~L~e~vv~~tA-~·---------
Title :_~R~e~c~re~a~ti=o=n~C~o~o~rd=iI=1=at=o~r ______ _
APPROVALS EXPENDITURE DISTRIBUTION
ACCOUNT 1'HJMBER AMOUNT
580-63-620 700-702 $4 500.00
DATE
, 7 , I
City o f Cupert ino -Short Fonn Agreement -4 1~0 15
EXHIBIT A
CONSULTANT SERVICES TO BE PERFORlVIED
The CONSULTANT will provide instruction in, but not limited to, the following programs:
Cardio Sculpt, Just Dance
Location and Time of CONSULTANT Services:
Refer to the Recreation Schedule dated Insert date of Rec Schedule or official title of that document for
agreed upon dates, times , and class locations. By Mutual agreement of both paiiies, class schedule may
change.
Eligible Participant Minimum and Maximums for CONSULT ANT Services:
Minimum: 5
Maximum: 20
If less than the required minimum number of paiiicipants enroll 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 iight of control as to the manner Consultant perfonns the services to be perfonned.
Neve1ihel ess, City may, at any time , observe the mam1er in which such services are being perfonned by the
consultant.
The Consultant shall follow all guidelin es pe1iaining to registration procedures as listed in the quaiierly
recreation schedule. Paiiicipants may not take paii 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 \Vaiver of
Liability fo1111 prior to taking paii in the program. Contractors are responsible for supervising minors after
class until a parent of legal guardian has anived .
In the event of an injury occuning to a paiiicipant, the Consultant wi ll 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.
City ofCupe11ino -Sho11 Fann Agreement -4/2015