16-001 Grace DuvalCITY OF
m SHORT FORM AGREEMENT
CUPERTINO
(Less than $5,000)
CITY OF CUPERTINO
10300 Torre Avenue
Cupertino, CA 95014
408-777-3200 NO . _____ _
This Agreement, made and entered into thi s 15 1" day of APRIL, 2016 (the "Effec tive Date ") is by and between
the City of Cupertino (hereinafter "City") and GRACE DUVAL,
(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
materials : ZUMBA GOLD INSTRUCTION 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_c_ompleted no lateLthan IUNE-3_0_, 2017. __ -
C. COMPENSATION. For the full performance of this Agreement, CITY shall pay Contractor a total
amount not to exceed THREE THOUSAND FIVE HUNDRED dollars ($3500). Consisting of the following :80%
OF REVENUE GENERATED PER SESSION
$25 Annual Administration Fee will be deducted frorp 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 hereby are made part of thi s 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 provisions of
this Agreement related to insurance, with respect to all services perforn1ed in connection with the Agreement ,
indemnify, defend , and hold harmless the City and its officers, officials , agents , employees and vo lunteers 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, 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 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 consent from City is
obtained, only those people whose names are listed this Agreement shall be us ed in the performance 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 :
Property Damage:
City of Cupe11ino -Short Fonn Agreement -4/20 15
$500 ,000 each occurrence; $1 ,000 ,000 aggregate -all other
$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 ,0 00 each occurrence
Property Damage: $100 ,0 00 each occurrence
or
Combined Single Limit: $500 ,000 each occurrence
5. Subrogation Waiver. Contractor agrees that in the event of loss due to any of the perils for which it has agreed to
pro vid e comprehensive general and automotive liability insurance, Contractor shall look solely to its insurance for
recove ry. Contractor hereb y 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 in surer of said Contractor may acquire against City by virtue of th e
payment of any loss under such insurance .
6. Termination of Agreement. In the event Contractor fails or refuses to perfom1 any of the provis ions hereof at
the time and in the mam1er required hereund er , Contractor shall be deemed in default in the perfomrnnce of this
Agreement. If Contractor fails to cure the defa ult w ithin the time specified and according to th e requirements set
forth in City's written notice of default, and in addition to any other remed y available to the City by law , the City
Manager may temunate the Agreement by giving Contractor written notice th ereo f, which shall be effective
immediately. The City Manager shall also ha ve the option, at its so le di scretion and without cause, of tern1inating
this Agreement by giving seven (7) calendar da ys' prior written notice to Contractor as pro vided herein. Upon
receipt of any notice of tern1ination, Contractor shall immediately di sco ntinue perfornrnnce.
7. Non-Discrimination. Contractor shall not discriminate against a job applicant, employee,
City employee, or a citizen on the basis of race , color, national 01igin , ancestry, religion , gender,
sexual 01ientation 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 ce1iifies 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 iight of control as to
the maimer Contractor perfom1s the services to be perfom1ed. Nevertheless , City may, at any
time, observe the maimer in which such services are being perfonned by the contractor.
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.
9. Permits and Licenses. Contractor, at his/her own expense, shall obtain and maintain during
the tenn of this Agreement, all appropriate pennits, licenses , and ce1iificates including but not
limited to a City business license, that may be required in c01mection with the perfonnance of
services under this Agreement.
10. Reports and Records. Each and every repo1i , 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 c01mection 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 Rep01is created pursuant to this
Agreement. Any Report, infonnation and data acquired or required by this Agreement shall
C it y of Cu pertin o -Shon Fonn Agreement -4'20 15
become the prope1iy of City, and all publication rights are reserved to City. Contractor may
retain a copy of any rep01i 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 supporting documents, shall be kept separate from other documents
and records and shall be maintained for a period of tlu·ee (3) years after Contractor receives final
payment from City for all services required under this agreement.
11. Changes. No changes or vmiations of any kind are auth01ized without the w1itten consent of
the City.
CONTRACT CO-ORDINATOR and representative for CITY shall be: ALEX CORBALIS ,
RECREATION AND COMMUNITY SERVICES DEPARTMENT
In witness thereof, the pmiies have executed this Agreement the day and year first written above.
CONTRACTOR: CITY OF CUPERTINO:
By:----=-~,--'-1 _IA!\..-----',.--~_,.._,.__ __ _ Title:_~tk_c._~U._jD:_ci_t ·~·k~-----
APPROVALS EXPENDITURE DISTRIBUTION
DEPARTMENT HEAD DATE ACCOUNT NUMBER AMOUNT
100-63-623-7 00-7 02 $3500
DATE
Ci1y ofCupe11ino -Short Fonn Agreement -4/2015
EXHIBIT A
CONSULT ANT SERVICES TO BE PERFORMED
The CONSULT ANT will provide insert what the consultant is to do, like "provide youth camps" in,
but not limited to, the following programs:
ONE , 1-HOUR ZUMBA CLASS PER WEEK
Location and Time of CONSULTANT 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: 10
Maximum: 24
If less than the required minimum number of paiiicipants enroll in and pay for a particular class as identified
in the schedule before the class is scheduled to staii, the City may cancel the particular 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 quarterly
recreation schedule. Pmiicipants 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 fonn prior to taking paii 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 occmTing to a pmiicipant, the Consultant will notify the City within 1 hour and
complete an Incident Repo1i in the fom1 approved by the City. The Incident Rep01i must be submitted to the
City within 24 hours of the injury occurring.
Cit y of Cupertino -Short Fonn Agreement -412 015