16-001 Robert Ostenberg CITY OF
AGREEMENT
CITY OF CUPERTINO
10300 Torre Avenue
Cupertino,CA 95014
CUPERTINO 408-777-3200 NO. ��I� �=�'-1 G1
This Agreement, for reference dated September 9,2016,is by and between the City of Cupertino
(hereinafter "City") and Robert Ostenberg, an individual, whose address is
(hereinafter "Contractor"), and is made with reference to the
following:
A. SCOPE OF SERVICES. Contractor shall provide or furnish the following specific services:Retirement
Planning for Adults. Services are further described in Exhibit"A."All class materials must be provided
by contractors. This includes but is not limited to, photocopies, stationery, and office supplies.If a class
requires an additional fee that is separate from the registration fee, the contract instructor is responsible
for collecting these fees.
B. TERM. The services and/or materials furnished under this Agreement shall commence on September
29,2016 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 four thousand five Hundred dollars ($4,500.00).
D. EXHIBITS. The following attached exhibits hereby are made part of this Agreement:
f�Exhibit"A"- Consultant Services to be performed
GENERAL TERMS AND CONDITIONS
1. Hold Harmless. Contractor shall, to the fullest extent allowed by law and without limitation of the
provisions 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 performance 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. Subcontractin�. 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 on this Agreement shall be used in the performance
of this Agreement.
3. Assi�nment. 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
FY 2016/2017
the following requirements:
(a) Workers' Compensation:Statutory coverage as required by the State of California.
(b) Liability:Commercial general liability coverage, including sexual abuse and molestation coverage in the
following minimum limits:
Bodily Injury: $500,OOOeach occurrence;$1,00O,OOaggregate-all other
Property Damage: $100,000 each occurrence;$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 minimum limits shown above.
(c)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.
5. Subro�ation 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.
6. Termination of A�reement. In the event Consultant fails or refuses to perform any of the provisions
hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the
performance of this Agreement. If such default is not cured within the time specified after receipt by
Consultant from City of written notice of default, specifying the nature of such default and the steps necessary
to cure such default, City may terminate the Agreement forthwith by giving to the Consultant written notice
thereof. If Consultant fails to attend scheduled classes or does not start classes at the scheduled time, such
default is not curable, and the City shall have the option, at its sole discretion, to immediately terminate this
Agreement.
City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving
thirty (30) days' prior written notice to Consultant as provided herein. Upon termination of this Agreement,
each party shall pay to the other party that portion of compensation specified in this Agreement that is earned
and unpaid prior to the effective date of termination.
City has no obligation to offer any of Consultant's services to participants, and, unless minimum
enrollment for a particular class identified in the Scope of Services is met, City may cancel that class without
further notice to Consultant or payment under this Agreement. The City in its sole discretion may determine
the type of classes, the number of classes and the assigned instructor.
7. Non-Discrimination. Contractor shall not discriminate against a job applicant, employee, City employee,
or a citizen on the basis of race, 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 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.
FY 2016/2017
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 licenseordinance.
9. Permits and Licenses. Contractor, at his/her own expense, shall obtain and maintain during the term of
this Agreement, all appropriate permits, licenses, and certificates including but not limited to a City business
license, that may be required in connection with the performance of services under this Agreement.
10. Revorts 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 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 Reports created pursuant to this Agreement. Any Report, 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 thisAgreement.
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 permit 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 there from as necessary, and to
allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such
records, together with supporting 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
services required under this agreement.
11. Chan�es.No changes or variations of any kind are authorized without the written consent of the City.
CONTRACT COORDINATOR and representative for CIT'Y shall be: Marilu Mejia, Recreation&Community
Services
In witness thereof, the parties have executed this Agreement the day and year first written above.
CONTRACTOR: CITY OF CUPERTINO:
��
By: � By:Marilu Mejia
Title: ��hh�•�' l�du��v- � F;hq..�,..1 P1an•�✓ Title:Recreation Coordinator
�
DEPAR T PERVISOR DATE ACCOUNT NUMBER �AMOUNT
� 580-62-613-700-702 $4500.00
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�v� CITY ATTORNEY APPROVED AS TO FORM DATE
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CITY CLERK: ATTEST DATE
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FY 2016/2017
EXHIBIT A
CONSULTANT SERVICES TO BE PERFORMED
The CONSULTANT will provide ADULT CLASSES in but not limited to, the
followi.ng programs:
RETIREMENT PLANNING
Location and Time of CONSULTANT Services:
Refer to the Recreation Schedule dated Fa112016,Winter 2017, Spring 2017, Summer 2017
for agreed upon dates, times, and class locations. By Mutual agreement of both parties,
class schedule may change.
Eligible Participant Minimum and Ma�cimums for CONSULTANT Services:
Minimum: 10
Maximum: 50
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.
In the event of an injury occurring to a 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.
FY 2016/2017