16-001 Jeff MadonichCITY OF
a SHORT FORM AGREEMENT
CUPERTINO
(Less than $5,000)
CITY OF CUPERTINO
10300 Torre Avenue
Cupe1iino , CA 95014
408-777-3200
This Agreement, made and entered into this 29TH da y of MARCH, 2016, (the "Effective Date") is by and
between the City of Cupertino (hereinafter "City") and JEFF MADONICH
(hereinafter "Contractor"), in
consideration of their mutual covenants, the paiiies agree as follows:
A. SCOPE OF SERVICES. Contractor shall provide or furnish the following specified services and/or
materials: T Al CHI INSTRUCTION Services are further described in Exhibit "A".
B . TERM. The services and/or materials furnished under this Agreement shall conunence on JULY 1, 2016
and shall be completed no later than JUNE 30 , 2017 .
C. COMPENSATION. For the full perforn1ance of this Agreement, CITY shall pay Contractor a total
amount not to exceed FOUR THOUSAND , l'ffNE HUNDRED dollars ($4900). Consisting of the following:80%
OF REVENUE GENERATED PER SESSION
$2 5 Annual Administration Fee will be deducted from the first pa yment. 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 this Agreement:
X Exhibit "A" -Scope of Services
GENERAL TER1\1S 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 cmmection with the Agreement ,
indenmify, defend , and hold hannless 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 rn: 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 indenmification.
The provisions of this Section survive the completion of the Services or tem1ination 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 used in the perfonnance 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: Conm1ercial general liability coverage, without an exclusion for sexual abuse and
molestation , in the following minimum limits:
Bodily Injury:
Property Damage:
Cit y of Cupe11ino -Short Fonn Agreement -4/2015
$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: $500,000 each occmrence
Property Damage: $100,000 each occurrence
or
Combined Single Limit: $500 ,000 each occutrence
5. Subrogation Waiver. Contractor agrees that in the event ofloss 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 provi ding 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 fails or refuses to perfonn any of the provisions hereof at
the time and in the mal1.11er 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 available 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 tern1inating
this Agreement by giving seven (7) calendar days' prior written notice to Contractor as provided herein. Upon
receipt of any notice of tern1ination , Contractor shall immediately discontinue perfonnance.
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 mal1.11er Contractor perforn1s the services to be perforn1ed. Nevertheless, City may, at any time ,
observe the manner in which such services are being perforn1ed 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 term of this
Agreement, all appropriate pern1its , licenses , and certificates including but not limited to a City business license , that
may be required in col1.11ection 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
col1.11ection 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 , infonnation 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 sa les, costs, expenses, receipts and other
such infom1ation required by City that relate to the perfonnance of services under this Agreement, in sufficient
detail to pernlit 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 work,
Cit y ofCup en in o-Shon Fom1 Agree men t -4120 15
data, documents , proceedings and activi ti es related to this Agreement. Such records , together wi th supp orting
documents , shall be kept separate from other documents and records and sha ll be maintained for a period of three (3)
years after Contractor recei ves final payment from City for all services required under this agreement.
11. Changes. No changes or variations of any kind are authorized witho ut the wri tten consent of the City.
CONTRACT CO-ORDINATOR and representative for CITY shall be : ALEX CORBALIS , RECREATION AND
COMMUNITY SERVICES DEPARTMENT
In witness thereof, the parties have executed this Agreement the day and year first written above.
CONTRACTOR:
~[i;e.
Tax I.D: .
APPROVALS
DEPARTMENT HEAD DATE
CITY CLERK: ATTEST DATE
-lb
Cit y of Cupe11ino -Short Fonn Agreement -4/20 15
CITY OF CUPERTINO:
EXPENDITURE DISTRIBUTION
ACCOUNT l\TUMBER
100-62-623-700-702
AMOUNT
EXHIBIT A
CONSULTANT SERVICES TO BE PERFORl\1ED
The CONSULT ANT will provide TAI CHI INSTRUCTION in, but not limited to, the following
programs:
THREE 1-HOUR CLASSES 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 CONSULT ANT Services:
Minimum: 8
Maximum: 24 ,. . ~
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 particular 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 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 pertaining to registration procedures as listed in the quarterly
recreation schedule. Participants 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 Waiver of
Liability forn1 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 participant, the Consultant will notify the City within 1 hour and
complete an Incident Repo1i in the fonn approved by the City. The Incident Repmi must be submitted to the
City within 24 hours of the injury occuning.
Cit y o f Cupen ino -Shon Fo nn Ag reeme nt -4120 15