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HomeMy WebLinkAboutCAG2008-0749 - Original - The Phfft! Dance Theatre Company - Kent Cornucopia Days Outdoor Performance - 07/08/2008 -400', Records ,Marra ement \-7KEN7 Document WASMIN G70N CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed, if you have questions, please contact City Clerks Office. 6111 Vendor Name:At & f R! Dance.Te=kyt Vendor Number: I Dior comp a,nU JD Edwards Number Contract Number: P Kog - 27 This is assigned by Deputy City Clerk Description: ,%I1►t cl JC K-� l da-nc - exL c oy-y%-kA*-S�` Detail: 12. Do PM * 2= 30 3 00 nip.. ; skt- Jkk 200 8 Project Name: VyA Corr Contract Effective Date: 7 7- 0g Termination Date: -7 ' 3 Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment Contract Manager: hrldA - 011leAett Department: 1 �' Abstract: DS S:Public\RecordsManagemenl\Forms\ConlrociCover\ADCL7832 07/02 U i s KENT W A S M I N G T O N CONTRACTOR SERVICES AGREEMENT between the City of Kent and The Phffft! Dance Theatre Company THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and The Phffft! Dance Theatre Company organized under the laws of the State of Washington, located and doing business at 5G09 341"Ave. SW, Seattle,WA 98126, 206-935-0459 (hereinafter the "Contractor'). I. DESCRIPTION OF WORK. Contractor shall perform the following services for the City. Description: Contractor will present Mass Movement in Kent as part of the 2008 King County Performance Network. Start Time/Duration/Stop Time: 12:30 p.m./approximately 30 minutes/1:00 p.m. 2:30 p.m./approximately 30 minutes/3:00 p.m. Other: "Incidental dance encounters"on site from 11:30 a.m.to 4.00 p.m. Day, Date,Year: Saturday,July 12, 2008 Event Location: Kent Cornucopia Days at Kent Station,417 Ramsay Way, Kent Contractor further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices in effect at the time those services are performed. II. COMPENSATION. The City shall pay Contractor the total sum of$7,000.00 for the work to be performed under this Agreement, upon satisfactory completion of all services and requirements specified in this Agreement III. PRESS MATERIALS. Contractor agrees to provide where appropriate, at his or her own costs, complete press materials, including but not limited to hard copy or high resolution electronic photographs, biographic descriptions, and program materials. All publicity and promotional materials released to the media by the Contractor shall credit the City of Kent for its support of the event or project. IV. PERFORMANCE SPACE. The City agrees to furnish, at its sole cost and expense, a place of performance on the date(s) and at the time(s)contained in Section I The City shall also provide ushers, house manager, and box office staff and any additional services and personnel as required, for the efficient operation of the engagement Other arrangements will be the responsibility of the City and Contractor as follows below. Venue: Open site provided by City. Sound: Public address sound system required for the performance provided by City. Contractor will provide specific technical requirements to City at least three weeks prior to the performance date. V. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-Employer Relationship will be created by this Agreement and that the Contractor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement VI. EVALUATION. The Contractor shall have the authority to control and direct the performance and details of the contract work, the work must also meet the approval of the City and shall be subject to the City's general right of inspection and supervision to secure the satisfactory completion thereof Contractor agrees to cooperate in this evaluation process and to make available to the City all information required by such evaluation process Contractor agrees to comply with all federal, state and municipal laws, rules, and regulations that are or may in the future become applicable to Contractor or Contractor's business, equipment and personnel engaged in operations covered by this Agreement or accruing out of the performance of such operations. VII. WORK PERFORMED AT CONTRACTOR'S RISK. Contractor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that. purpose. All work shall be done at Contractor's own risk, and Contractor CONTRACTOR SERVICES AGREEMENT- 1 (Under$10,000-Larger Organization) shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. VIII. INDEMNIFICATION. Contractor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Contractor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence, including assertions that the use or transfer of any software, book, document, report, film, tape or sound reproduction delivered in accordance with this Agreement constitutes an infringement of any copyright, patent trademark, trade name, or otherwise results in unfair trade practices. The City's inspection or acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. The provisions of this section shall survive the expiration or termination of this Agreement. IX. INSURANCE. The Contractor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit A attached and incorporated by this reference. X. USE OF CITY MATERIALS. Contractor shall not, without prior written approval and permission of the City, use participant roster or related program iaterials for any purpose outside this Agreement including, but not limited to, solicitation of participants for Contractor's use in competition with City programs. XI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Contractor, its subcontractors, or any person acting on behalf of the Contractor or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates Contractor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement XII. TERMINATION AND BREACH. Either party may terminate this Agreement, with or without cause, upon providing the other party ninety (90) days written notice at its address set forth on the signature block of this Agreement. All costs incurred by the City due to Contractor's failure to comply with the terms and conditions of this Agreement shall be the responsibility of the Contractor. The City may deduct its costs from any payments due to the Contractor or pro-rate the Agreement amount based upon the actual time of Contractor's performance compared to the contracted performance schedule XIII. IMPOSSIBILITY OF PERFORMANCE. Outdoor performances are considered "rain or shine." In the event that extreme inclement weather renders an outdoor performance impossible, the City will attempt to arrange an alternate performance space and Contractor will employ its best efforts to provide the contract work in that alternate performance space. The Contractor shall be under no liability for failure to perform in the event that such failure is caused by or due to acts or regulations of public authorities, civil tulmut, strike, epidemic or any other cause beyond the control of Contractor. In the event of a failure to perform as provided in this section, neither party shall be liable for the balance of the Agreement. XIV. MISCELLANEOUS PROVISIONS. A Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its Contractors to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and he same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, in addition to any other recovery or award provided by law, provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VIII of this Agreement D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be CONTRACTOR SERVICES AGREEMENT-2 (Under$10,000—Larger Organization) deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment Any assignment of this Agreement by either party without the written consent of the non- assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Contractor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail H Compliance with Laws The Contractor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Contractor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. IN WITNESS,the parties below execute this Agreement,which shall become effective on the last date entered below. CONTRAC CITY OF KENT: By By (sign re) (sig t Pn e. car Print Name* Lori Hog n Its ct Z r Its Superinte dent, Recreation and Cultural tle) c Services DATE lu Itt Zoos (Titll DATE: NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONTRACTOR: CITY OF KENT: Ronda Bdlerbeck City of Kent 220 Fourth Avenue South Kent, WA 98032 (telephone) (facsimile) (253) 856-5050 (telephone) (253) 856-6050 (facsimile) CONTRACTOR SERVICES AGREEMENT-3 (Under$10,000—Larger Organisation) EXHIBIT A INSURANCE & INDEMNITY REQUIREMENTS FOR CULTURAL PERFORMANCE AGREEMENTS Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage. The City shall be named as an insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. B. Minimum Amounts of Insurance Contractor shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than$1,000,000 each occurrence, $1,000,000 general aggregate and a$1,000,000 products-completed operations aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance, 1. The Contractor's insurance coverage shall ue primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage 2. maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it 3. The Contractor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 4 The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the contractor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies The Contractor's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. F. Subcontractors Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor. CONTRACTOR SERVICES AGREEMENT-4 (Under$10,000—Larger Organization)