HomeMy WebLinkAboutCAG2011-2412 - Original - Denise McArthur dba the Body Whole Fitness and Nutrition - Senior Center: Personal Fitness Training - 01/01/2011 KENT
WASHINGTON
CONTRACTOR SERVICES AGREEMENT
between the City of Kent and
The Body Whole: Fitness and Nutrition
THiS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the
"City"), and Denise McArthur dba the Body Whole Fitness and Nutrition organized under the laws of the State of
Washington, located and doing business at 12014 SE 221", Kent, WA 98031 (hereinafter the "Contractor").
I. DESCRIPTION OF WORK.
Contractor shall perform the following services for the City:
Description: Personal Fitness Training
Educational Outreach: Health
Start Time/Duration/Stop Time: Appointment hours scheduled between 8:30 am and 4:00 pm
Day,Date,Year: Weekdays by Appointment,January 1,2011—December 31,2011
Event Location: Kent Senior Activity Center
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 $20 00 per client, 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 black and white glossy photographs, biographic descriptions, and
program materials, not less than six (6) weeks prior to the initial event date 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 1 The City shall also provide 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:
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
CONTRACTOR SERVICES AGREEMENT- 1
(Under$10,000—Larger Organization)
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 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 to 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.
VIII. INSURANCE. The Contractor shall procure and maintain for the duration of this Agreement,
insurance as described in Exhibit A,attached and incorporated by this reference.
IX. USE OF CITY MATERIALS. Contractor shall not, without prior written approval and permission of
the City, use participant roster or related program materials for any purpose outside this Agreement including, but not
limited to, solicitation of participants for Contractor's use in competition with City programs
X. 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.
XI. 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.
XIL IMPOSSIBILITY OF PERFORMANCE. Outdoor performances are considered "ram 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
XIII. 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.
CONTRACTOR SERVICES AGREEMENT-2
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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 the 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 VII 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 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. Assi ng ment. 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.
CONTRACTOR SERVICES AGREEMENT-3
(Under$10,000—Larger Organization)
IN WITNESS,the parties below execute this Agreement,which shall become effective on the last date
entered below.
CONTRACTOR: CITY OF VENT:
By By:
(signature) (si natur )
Print Name. 11 J� V i � Print Name: Joe 2 ) P
Its Its Dii:#etoeivf-�,Recreation,& Community
(True) Service
DATE: 2-�017 C I
DATE:
NOTICES TO BE SENT TO: NOTICES TO BE SENT TO:
CONTRACTOR: CITY OF KENT:
e ML tht /V- Lea Bishop,Facility Manager
1 D j� &1 )0 Kent Senior Activity Center
ICr+1 L, `lst City of Kent
600 E Smith St.
(telephone) Kent, WA 98030
(facsimile) (253) 856-5161 (telephone)
(253) 856-6150 (facsimile)
APPROVED AS TO FORM:
Kent City Attorney
Y!CmIP(NM9CYIVIRACTKa0N.1CopY.n.`ConwOUJAprsniaiu PUArPefomcAp BIG 11M 10KM
CONTRACTOR SERVICES AGREEMENT-4
(Under$10,000—Larger Organization)
DECLARATION
CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY
The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all
contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with
the regulations of the City's equal employment opportunity policies.
The following questions specifically identify the requirements the City deems necessary for any contractor,
subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of
the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier
willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of
contract and it will be at the City's sole determination regarding suspension or termination for all or part of the
Agreement;
The questions are as follows:
1. I have read the attached City of Kent administrative policy number 1.2.
2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color,
national origin, age, or the presence of all sensory, mental or physical disability.
3. During the time of this Agreement the prime contractor will provide a written statement to all new
employees and subcontractors indicating commitment as an equal opportunity employer.
4. During the time of the Agreement 1, the prime contractor, will actively consider hiring and promotion of
women and minorities.
5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime
Contractor, that the Prime Contractor complied with the requirements as set forth above
By signing below, I agree to fulfill the five requirements referenced above.
n '
Dated this day of UA rl0-' 1 20011 .
By.
Far'
Title:
Date:
PUBLIC WORKS AGREEMENT-
EEO COMPLIANCE DOCUMENTS
CITY OF KENT
ADMINISTRATIVE POLICY
NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998
SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996
CONTRACTORS APPROVED BY Jim White, Mayor
POLICY:
Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All
contractors, subcontractors, Contractors and suppliers of the City must guarantee equal employment opportunity
within their organization and, if holding Agreements with the City amounting to $10,000 or more within any
given year, must take the following affirmative steps:
1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal
opportunity employer.
2. Actively consider for promotion and advancement available minorities and women.
Any contractor, subcontractor, Contractor or supplier who willfully disregards the City's nondiscrimination and
equal opportunity requirements shall be considered in breach of contract and subject to suspension or
termination for all or part of the Agreement.
Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works
Departments to assume the following duties for their respective departments.
1. Ensuring that contractors, subcontractors, Contractors, and suppliers subject to these regulations are
familiar with the regulations and the City's equal employment opportunity policy.
2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines.
PUBLIC WORKS AGREEMENT-
EEO COMPLIANCE DOCUMENTS
r
CITY OF KENT
EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT
This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the
Agreement.
I,the undersigned, a duly represented agent of RY111 Company, hereby
acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement
known as that was entered into on the (date) ,
between the firm I represent and the City of Kent.
I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent
Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part
of the before-mentioned Agreement.
Dated this day of \ !a 11VA yu 200_
By:
F
Title:
Date:
PUBLIC WORKS AGREEMENT-
EEO COMPLIANCE DOCUMENTS