HomeMy WebLinkAboutC-7581-1 - Independent Contractor Agreement Recreation InstructorI
r INDEPENDENT CONTRACTOR AGREEMENT
RECREATION INSTRUCTOR
V
This Independent Contractor Agreement ("Agreement") is made and entered into
as of this 1st day of December, 2018 ("Effective Date") by and between the City of
Newport Beach, a California municipal corporation and charter city ("City"), and Newport
Bay Naturalists and Friends, a California nonprofit corporation, doing business as
Newport Bay Conservancy ("Contractor"), to provide the classes or programs in the
Fostering Interest in Nature ("FiiN") Program ("Class" or "Program") hereby agreed upon,
as scheduled and described herein and as approved in writing by City.
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. On February 17, 2016, the California Coastal Commission ("Commission") issued
to Olson Real Estate Group, Inc., d.b.a. R.D. Olson Development ("RD. Olson"),
corrected Coastal Development Permit (Permit Application No. 5-14-1785)
("Permit"), regarding the development taking place within the coastal zone at 3300
Newport Boulevard, Newport Beach, California, County of Orange, Assessor's
Parcel Number 423-111-02.
C. Pursuant to the Permit's Special Condition Number 6, Lower Cost Overnight
Accommodations Mitigation ("Special Condition No. 6"), on September 15, 2016,
the City entered into a Memorandum of Understanding ("MOU") with the California
Coastal Commission, a California public agency ("Commission"), to memorialize
the Commission's acceptance of the City's intent to use the in -lieu mitigation fee,
for the purposes of providing lower-cost overnight accommodation opportunities in
conjunction with an outdoor youth educational program in the vicinity of Newport
Beach or greater Orange County ("Fostering interest in Nature 'FiiN' Program").
D. City desires to engage Contractor to assist in the administration, operation and
supervision of the City of Newport Beach, Recreation and Senior Services
Department's FiiN program ("Project").
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on September 1, 2019, unless terminated earlier as provided herein.
2. SERVICES TO BE PERFORMED
Contractor shall diligently perform
Services attached hereto as Exhibit B and
or "Work"). City may elect to delete certain
sole discretion.
COMPENSATION
all the services described in the Scope of
incorporated herein by reference ("Services"
Services within the Scope of Services at its
3.1 City shall pay Contractor for the Program on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of Billing
Rates attached hereto as Exhibit C and incorporated herein by reference. Contractor's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subconsultant fees, shall not exceed Forty Five Thousand
Dollars and 00/100 ($45,000.00), without prior written authorization from City. No billing
rate changes shall be made during the term of this Agreement without the prior written
approval of City.
3.2 Contractor shall submit monthly invoices to City describing the Work
performed the preceding month. Contractor's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and/or the specific
task in the Scope of Services to which it relates, the date the Services were performed,
the number of hours spent on all Work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Contractor no later than thirty (30) calendar
days after approval of the monthly invoice by City staff.
3.3 City shall reimburse Contractor only for those costs or expenses specifically
identified in Exhibit C to this Agreement or specifically approved in writing in advance by
City.
3.4 Contractor shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the Program
or Class, but which is not included within the Scope of Services and which the parties did
not reasonably anticipate would be necessary at the execution of this Agreement.
Compensation for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit C.
4. DUTIES OF CITY
4.1 The duties of the City are set forth in Exhibit B attached hereto and
incorporated herein by reference.
5. CONTRACTOR DUTIES
5.1 Contractors. Contractor hereby certifies that it, or any subcontractor,
representative, volunteer, or employee (collectively "Representative" or
"Representatives") who will be teaching the Class or assisting in teaching the Class are
qualified to do so, and qualified to perform the services described above and in the
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page 2
Program outline submitted to City. Contractor is responsible for all Class curriculum
development. Contractor is responsible for training, supervising, evaluating, scheduling,
and any other requirements by law for all Representatives. Contractor warrants that it will
continuously furnish the necessary personnel to provide the Program or Classes as
contemplated by this Agreement.
5.2 Representatives. Contractor shall provide City with the name(s),
address(es) and phone number(s) of all Representatives who will be providing any
services pursuant to this Agreement. All Representatives must comply with the
Fingerprint and Criminal Background Check policy in Section 9, All Representatives must
be able to provide proof of legal right to work in the United States.
5.2.1 Representative Approval Form. Attached as Exhibit A, and
incorporated herein by reference, is the Representative Approval Form ("Form"). Each
Representative is required to obtain the written approval of the Recreation & Senior
Services Director prior to performing any services under this Agreement. Prior to
Contractor using any Representative to provide any services pursuant to this Agreement.
Contractor shall submit to City a completed Form for each Representative that Contractor
desires to use to provide services pursuant to this Agreement. Contractor, at the sole
discretion of City, shall remove from the Program any Representative assigned to the
performance of services pursuant to this Agreement upon written request of City.
5.2.2 Please initial the statement that applies:
991 1 will not be using Representatives.
I will be using Representatives. Any completed and approved Forms
shall be incorporated herein by reference. I shall not authorize any
Representative to provide services pursuant to this Agreement unless
and until the Recreation & Senior Services Director has approved in
writing the completed Form for that individual Representative.
5.3 Subcontracting. Contractor shall not subcontract or assign any portion of
the rights, obligations or duties required under this Agreement, without first obtaining prior
written approval from City. Subcontracts, if any, shall contain a provision making them
subject to all provisions of this Agreement.
5.4 Anti -Discrimination Laws. Contractor agrees and certifies that no person
shall, on the grounds of race, religious creed, color, national origin, ancestry, age,
physical disability, mental disability, medical condition, including the medical condition of
Acquired Immune Deficiency Syndrome (AIDS) or any condition related thereto, marital
status, sex, sexual orientation or any other impermissible basis under the law, be
excluded from participation in, or be denied the benefits of the services provided pursuant
to this Agreement except as otherwise permitted by law. Contractor shall, where
applicable, conform to the requirements of the Americans with Disabilities Act in the
performance of this Agreement.
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5.5 Contractor Photo IU Badae. Contractor and Representatives are required
to wear a City -provided Contractor Photo ID Badge at all times while engaging in services
for City. Contractor shall be required to pay five dollars ($5.00) for any lost or replacement
Contractor Photo ID Badge, Contractor Photo ID Badges are distributed upon execution
or renewal of the Agreement with City.
5.6 Further obligations and duties of the Contractor are set forth in Exhibit B
attached hereto and incorporated herein by reference.
PROJECT ADMINISTRATOR
This Agreement will be administered by the Recreation & Senior Services
Department. The Recreation & Senior Services Director, or designee, shall be the Project
Administrator and shall have the authority to act for City under this Agreement. The
Project Administrator shall represent City in all matters pertaining to the Services to be
rendered pursuant to this Agreement.
7. NOTICES
Unless otherwise indicated, all notices, demands, requests or approvals, including
change of address notices, to be given under the terms of this Agreement shall be given
in writing, and conclusively shall be deemed served when delivered personally, or on the
third business day after the deposit thereof in the United States mail, postage prepaid,
first-class mail, addressed as hereinafter provided.
7.1 All notices, demands, requests or approvals from Contractor to City shall be
addressed to City at:
Attn.: Recreation & Senior Services Director
Recreation & Senior Services Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
7.2 All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Attn.: Operations Manager
Newport Bay Conservancy
PO Box 10804
Newport Beach, CA 92658
8. INDEPENDENT CONTRACTOR
8.1 The parties intend and agree that at all times during the performance of
services under this Agreement, Contractor and Representatives shall act as an
Independent Contractor and shall not be considered an agent or employee of City. As
such, Contractor shall have the sole legal responsibility to remit all federal and state
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page 4
income and Social Security taxes and to provide for Its own workers compensation and
unemployment insurance and that of its Representatives. Contractor also agrees to
provide liability insurance as required by City and described more fully below and in
Exhibit D. City shall not be liable for any payment or compensation in any form to
Contractor other than as provided herein. City reserves the right to employ other
Independent contractors and contractors who teach the same or similar classes, City
shall provide Contractor with IRS Form 1099-MISC or other applicable IRS forms at the
end of the calendar year for all fees paid to Contractor.
8.2 Contractor agrees and acknowledges that no individual performing a Class
or Program pursuant to this Agreement, including Contractor and Representatives, shall:
work full-time for more than six (6) months; work regular part-time service of at least an
average of twenty (20) hours per week for one year or longer; work nine hundred sixty
(960) hours in any fiscal year; or already be a CaIPERS member.
INSURANCE REQUIREMENTS
Without limiting Contractor's indemnification of City, and prior to commencement
of Classes, Contractor shall obtain, provide and maintain at its own expense during the
term of this Agreement or for other periods as specified in this Agreement, policies of
insurance of the type, amounts, terms and conditions described in the Insurance
Requirements attached hereto as Exhibit D, and incorporated herein by reference. All
policies, endorsements, certificates, and/or binders shall be subject to approval by the
City as to form and content. These requirements are subject to amendment or waiver only
if so approved in writing by the City. A lapse in any required insurance coverage during
this Agreement shall be a breach of this Agreement.
10. FINGERPRINTS AND CRIMINAL BACKGROUND CHECK
10.1 Contractor and its Representatives must submit to and pass a criminal
background investigation by providing a complete set of fingerprints to City at least thirty
(30) calendar days prior to teaching, substituting for Contractor, or assisting with any
Class. Contractor and its Representatives are required to submit fees at City's cost
pursuant to the administrative fee schedule (NEMC §3.36.030) to the City of Newport
Beach, Recreation & Senior Services Department, to cover all costs associated with
fingerprinting through the City of Newport Beach Police Department and the Department
of Justice. Fingerprints may be required to be updated every five (5) years.
10.2 In addition, all Classes involving participants age seventeen (17) years or
younger ("minors") must be taught in an open atmosphere where parents and guardians
are able to observe Class instruction, if so desired. At no time may the parent or guardian
of a minor be denied access to a Class.
11. TRANSPORTING OF MINOR PARTICIPANTS
11.1 Unless the Program specifically involves travel or transportation of minors
to an offsite location, Contractor or its Representatives, shall not transport any minor
participant by vehicle or otherwise.
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page 5
11.2 If, after the conclusion of any Class session, a minor participant has not
been picked up, Contractor shall make every effort to contact the minor's parent, legal
guardian, or other authorized individual to whom the minor may be released. If no contact
can be made with any of the above individuals, Contractor shall contact the City
Recreation Supervisor or Recreation Manager at the Recreation & Senior Services Office
at (949) 644-3151 (Monday through Friday, 8 a.m. to 5 p.m.), or the Park Patrol Division
at (949) 795-2381 (Monday through Friday, 5 p.m, to 9 p.m. and Saturday and Sunday,
9 a.m, to 5 p.m.). During all other hours, Contractor shall contact the Newport Beach
Police Department Dispatch number for assistance at (949) 644-3717,
12. CONFIDENTIALITY; OWNERSHIP OF DOCUMENTS
All Class rosters, participant addresses and contact information, and any other
such information or documents compiled by City and provided to Contractor, shall remain
the property of City. Contractor shall not release such information to others without the
prior written authorization by City. Contractor shall not use such information for any other
purpose than that authorized by City. All Class rosters, Class participant addresses and
contact information shall be used by Contractor solely for administration of Classes and
performing City business. Contractor shall take reasonable steps consistent with the law
to prevent distribution of such information. Contractor's obligations under this Section
shall survive the termination of this Agreement.
13. USE OF NAMES AND LOGOS; ADVERTISING, PRESS RELEASES AND
PUBLICITY
Contractor shall not include City's name, seal, logos or insignia, or photographs of
the Class site or participants, in any publicity pertaining to Contractor's services or Class
in any magazine, trade paper, newspaper, radio ortelevision production, Internet, or other
printed or electronic medium without the prior written consent of City and participants.
14. BUSINESS LICENSE
Newport Beach Municipal Code Chapter 5.04 provides that every business
operating in City must obtain a business license prior to conducting business in City and
pay the required business license tax. The City business license tax is an annual fee due
every twelve (12) months. Contractor agrees to obtain a City business license as required
by Chapter 5.04 and provide proof of compliance annually. Business license applications
are available in the Revenue Division Office at Newport Beach City Hall. In certain
circumstances, Contractor may be eligible to pay a reduced business license tax, which
is known as an "apportioned business tax'. A Declaration for Apportioned Business Tax
is available in the Revenue Division Office at City Hall. A copy of the business license
must be submitted with this Agreement.
15. INDEMNIFICATION
15.1 General. Contractor shall indemnify, defend and hold harmless City, its
elected and appointed officers, employees, agents, volunteers, representatives, the City
Council, boards and commissions, and any person or entity, other than Contractor or any
parent or subsidiary organizations thereof, owning or otherwise in legal control of the
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page 6
property upon which Contractor performs the Class or Program contemplated hereunder
("Indemnified Parties") with respect to any loss, liability, injury or damage that arises out
of, or is in any way related to, the acts or omissions of Contractor, its employees,
representatives, officers and agents in the course of performing services under this
Agreement; however, Contractor shall not be required to indemnify City from any claim
arising from the sole negligence or willful misconduct of the Indemnified Parties. Neither
Contractor nor any of its parent or subsidiary entities thereof are considered "Indemnified
Parties."
15.2 Intellectual Prooertv. Contractor shall defend, indemnify, and hold harmless
the Indemnified Parties from any claim of infringement or other proceedings brought
against City for any intentional or unintentional violation by Contractor of the displayed,
or written or digital materials provided by Contractor and used during the performance of
this Agreement. Such legally protected rights of third parties include but are not limited
to trade secrets, moral rights, proprietary acts, U.S. patents, trademarks, service marks
and copyrights vested or issued as of the Effective Date of this Agreement. If Contractor
will be providing a public performance of musical compositions or arrangements that are
subject to a license held by a third party, it is the responsibility of Contractor to obtain the
appropriate license to perform the material prior to the public performance.
16. TERMINATION
City has the right, at its sole discretion and with or without cause, to terminate this
Agreement at any time by giving three (3) calendar days' prior written notice to Contractor.
In the event of termination under this Section, City shall pay Contractor on a prorated
basis for any Classes or Programs that were actually taught by Contractor, if any, up to
the effective date of termination.
17. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under the Agreement, Contractor shall submit to City in writing,
all claims for compensation under or arising out of this Agreement. Contractor's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Contractor in writing as unsettled at the time of its final request for payment.
Contractor and City expressly agree that in addition to all claims filing requirements set
forth in the Agreement, Contractor shall be required to file any claim Contractor may have
against City in strict conformance with the Government Claims Act (California Govt. Code
§§ 900 etseq.).
18. STANDARD PROVISIONS
18.1 Compliance with all Laws. Contractor shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted.
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page 7
18.2 Waiver. A waiver by City of any term, covenant, or condition in the
Agreement shall not be deemed to be a waiver of any subsequent breach of the same or
any other term, covenant or condition.
18.3 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and Agreements of whatsoever kind or nature are merged
herein. No verbal contract or implied covenant shall be held to vary the provisions herein.
18.4 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Exhibits attached hereto, the terms of
this Agreement shall govern.
18.5 Amendments. This Agreement may be modified or amended only by a
written document executed by both Contractor and City and approved as to form by the
City Attorney.
18.6 Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
18.7 Equal Opportunity Employment. Contractor represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex, age or any other impermissible basis under law.
18.8 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
18.9 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
18.10 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
18.11 Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one and the same instrument.
[SIGNATURES ON NEXT PAGE]
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page 8
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Aaron C. Har
City Attorney
ATTEST:
Date: m.k. 18
By: I
—, S myn'--
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:12 •2O �g
By: �.Aei, ,
a a Detwei r
rection & S nior Services Director
CONTRACTOR: NEWPORT BAY
NATURALISTS AND FRIENDS, a
California nonprofit corporation, DBA
NEWPORT PAYICONSERVANCY
Date: I
By: �ZL_
Peter ryant
Chief Executive Officer
Date: 12 1 e l
By:
Don Flower
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A — Representative Approval Form
Exhibit B — Scope of Services
Exhibit C — Schedule of Billing Rates
Exhibit D — Insurance Information
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page 9
EXHIBIT A
REPRESENTATIVE APPROVAL FORM
PLEASE PRINT LEGIBLY
CONTRACTOR NAME:
REPRESENTATIVE: NAME:
ADDRESS:
CITY, STATE ZIP:
DATE OF BIRTH: PHONE#
EMAIL:
SIGNATURE OF REPRESENTATIVE: DATE
-------------------------------------
CITY USE ONLY
CONTRACT #:
FINGERPRINTS:
YES
NO
BACKGROUND:
YES
O NO
CLEARED
CLEARED TO O YES NO
WORK
PHOTO TAKEN: O YES NO
CONTRACTOR O YES NO
NOTIFIED BY EMAIL
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page A-1
EXHIBIT B
SCOPE OF SERVICES/ADDITIONAL TERMS & CONDITIONS
1. Fostering Interest in Nature (FIIN) Program Structure:
1.1 Program Season: February 19, 2019 through April 26, 2019, Tuesday through
Friday for nine (9) consecutive weeks.
1.2 Program Sessions: Season will consist of up to 10 Program sessions; one
Program session per week, over a period of up to 10 consecutive weeks.
1,3 Program Session Duration: A Program session begins on Tuesday morning
and ends on Friday afternoon.
1.4 Program Day Duration: Program days will begin and end at a reasonable hour
each day in order to accommodate staffing and facility needs. On Tuesday,
camp shall begin at 10:00 AM. On Friday, camp shall end no later than 1:00
PM.
1.5 Program Schedule: Activities, meals, and the start and end of each day will
follow the attached sample program schedule; times and days may change.
1.6 Participants: Program shall accommodate up to forty (48) students enrolled in
a Title I school, as defined by the Elementary and Secondary Education Act
("ESEK) of 1965, and at least one (1) teacher, meeting a minimum 1:8 ratio of
Newport Bay Conservancy naturalists and/or staff to participants. Program
shall not exceed four hundred (400) students over the duration of the Program
season.
1.7 Facilities: A map indicating the location of City facilities hosting FiiN activities
is hereby attached to this Scope of Services.
• Newport Bay Conservancy
• Newport Dunes Campground, Camp James
• Back Bay Science Center
• Newport Back Bay
2. CONTRACTOR'S RESPONSIBILITIES/PROVISIONS
Contractor shalt assist in the administration, operation and supervision of the City of
Newport Beach, Recreation and Senior Services Department's FiiN program.
2.1 Administration
Contractor and Program Manager shall cooperate fully with the program, including
meeting with City's Project Administrator or his/her designees when requested, modifying
operations and/or supervision when in the interests of the Program, fulfilling additional
requirements from school districts that are participating in the program and maintaining
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page B-1
an open and regular dialogue with the City and the Project Administrator or his or her
designee regarding Program matters.
Contractor may solicit sponsorships or donations directly related to the purpose of
program support on behalf of the City, All sponsorships and donations must be processed
and approved by the Project Administrator or designee.
Contractor shall provide documentation to the Project Administrator or his/her designees
when requested, outlining program standards, policy and procedures as it relates to their
responsibilities.
Contractor shall provide, at minimum, an apparel giveaway item for each student
scheduled to attend the program. Item must include the FiiN logo and logos of all program
partners and, if applicable, program sponsors. Additional items relevant to the program
may be provided. All giveaway items, including design, must be pre -approved by the
Project Administrator or designee.
Contractor and/or its representatives are authorized to access the Back Bay Science
Center Complex ("BBSC Complex") and conduct the Program as an "Operating Partner"
under the Back Bay Science Center Complex Operating Agreement dated February 26,
2008, between City and the California Department of Fish and Game, who are parties to
the Operating Agreement. Contractor and/or its Representatives, as an acting Operating
Partner, is permitted to use the City's designated office space during the Program and
outside of approved Program hours. Contractor and/or its representatives, shall not,
represent the City as an Operating Partner for the Programs Working Group or Facilities
Working Group, as defined in the Operating Agreement.
2.2 Educational Programming
Contractor's Program Manager and/or designated representative(s) are responsible for
development of the program curriculum and shall focus on coastal and marine ecology
water -oriented activities such as kayaking, boating, and swimming, ocean safety, coastal
hazards, and/or other coastal related topics.
Contractor's Program Manager and/or designated representative(s) shall submit Program
curriculum and tentative activities outline to the City for review and approval sixty (60)
days prior to the start of the camp season.
Contractor's Program Manager and/or designated representative(s) are responsible for
oversight and facilitation during each camp session of the following program elements:
• Assisting with welcome activities (Tuesdays).
• Educational programming and activities (daily).
• Distributing lunches (daily).
• Evening programming and activities (as needed).
• Escorting and transitioning participants to and from camp operations staff
(daily).
• Operate Dunes -owned Duffy boats for participant transportation to site
locations designated for the HN Program (as needed).
• Assisting with departure activities (Fridays).
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2.3 Supervision
Contractor's Program Manager and/or designated representative(s) are responsible for
the hiring, scheduling, supervision, and evaluation of Camp Educators and Volunteer
Naturalists who:
• Are adequately trained and knowledgeable with regards to coastal and estuarine
ecosystems, environmental conservation and stewardship and natural
environments.
• Are adequately trained, knowledgeable, and physically able to lead and supervise
outdoor activities such as hiking, orienteering and observing wildlife.
• Are adequately trained, knowledgeable, and physically able to lead, supervise, and
provide certified lifeguard safety services for water related activities such as
kayaking, boating and swimming, if programmed.
• Are adequately trained, knowledgeable, and physically able to lead and supervise
educational or camp related activities.
• Shall competently maintain a safe and educational environment in accordance with
City rules and regulations, School rules and regulations and all other policies or
procedures governing youth programs.
Contractor's Program Manager and/or designated representative(s) shall report and
provide the City with an assessment in written form of any Camp Educators, Volunteer
Naturalists or participant related accident or incident, within twenty-four (24) hours
following the accident or incident in question.
Contractor shall provide City's Project Administrator with access to schedule of
Contractor's naturalists and staff as assigned prior to the start of each Program session;
must include names, addresses and phone numbers for all Camp Educators and
Volunteer Naturalists working under Contractor's employment.
Contractor shall schedule a minimum of two (2) Volunteer Naturalists to administer
educational programming and activities for the duration of the camp curriculum for the
day. Contractor shall also schedule up to two (2) Camp Educators to fulfill the program
ratio of one (1) staff to eight (8) students. Contractor may schedule an additional Camp
Educator when program size exceeds thirty two (32) participants and Volunteer
Naturalists are unavailable. Contractor shall not be compensated for staffing that
unnecessarily exceeds the Program's staff to student ratio.
Contractor's Program Manager shall notify the City's Project Administrator or his or her
designee of any problems or changes in Contractor's assignments of Camp Educators
and Volunteer Naturalists due to causes within Contractor's reasonable control no later
than twenty-four (24) hours prior to each scheduled educational activity. When this notice
is not possible, Contractor's Program Manager agrees to notify the City's Program
Administrator or his or her designee immediately.
Contractor's Program Manager and/or designated representative(s) shall provide the City
with an annual evaluation report, upon request, of all assigned Camp Educators and
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page B-3
Volunteer Naturalists, including the evaluation process, training procedures and
certification requirements,
3. CITY RESPONSIBILITIES/PROVISIONS
3.1 Camp Administration
City shall provide administrative oversight for overall planning and implementation of the
Program, including all permits, approvals, and annual reports for the Program.
City shall provide a comprehensive document to Contractor that outlines responsibilities,
standards, policies, and procedures of all participating entities as it relates to the Program.
City shall provide all promotional materials related to marketing and branding the program
including but not limited to design of Program logo, flyers, website, social media content,
sponsorship, and donation packet, etc.
City shall schedule and register no more than four hundred (400) disadvantaged youth
from Title 1 schools, as defined in the ESEA, during the Program.
City shall be responsible for creating and providing Program document including but not
limited to accident and incident forms, Program packing list, program waiver of liability.
3.2 Camp Operations
City shall coordinate transportation logistics to program start location and transportation
from program location end with participating school district staff.
City shall be responsible for purchasing and coordinating any transportation for scheduled
activities during the program.
City shall be responsible for purchasing and coordinating all meals and their delivery to
site locations for the duration of the program.
City shall be responsible for purchasing and coordinating access and reservations to
facilities including but not limited to showers, meeting rooms, and educational facilities
City shall provide and when necessary, repair, clean and replace the following equipment:
• Tents;
• Cots;
• Safety equipment;
• Sleeping pads; and
• Spare items from the participant packing list (towels, pillows, toiletries, etc.)
City shall not be responsible for any equipment or supplies purchased or owned by
Contractor. City shall not be responsible for repairing, cleaning or replacing any
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page B4
equipment or supplies that are broken, damaged or misused during educational activities
and Programs.
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Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page B-5
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Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page B-5
Proposed Program Schedule
Day
Time lActivity
Location
Responsible
Notes
Tuesday
10-12
Intro to
progrem/greetin s
CJ
NBC/CJ
intra to Camp staff, icebreakers, team building
activity, pm -assessment
Tuesday
12.1
Lunch
Dunes
Dunes
Hand out goodie bags
Tuesday
I.
1:30pm
water shuttle to BBSC
NBC
Plankton pickup
Tuesday
1:30-
4;�
Bay Ecology
BBSC
NBC
Earth's Water, Importance of Estuaries, marine life,
Human Impacts
Tuesday
4.30.5
water shuttle to CJ
NBC
Tuesday
5.5:30
Journaling
CJ
NBC
Journaling Activity at Sunset- making observations
Tuesday
5:30-
6:30
Sathing/break
CJ
CJ
Get settled, slower, change clothes for evening
Tuesday
6:30-
7:30
Dinner
CJ
Dunes
Tuesday
7:30.9
Nature at Night
cJ
NBC/CJ
explore and bring down fears of wildlife at night, set
rules for night time behavior
Tuesday
9-9:30
Prep for Sleep
CJ
CJ
Tuesday
9:30 1
Lights out
CJ
CJ
Wednesda
7.8
lAwake, Dress
CJ
CJ
Wednesda
6.9
lBreakfast
CJ
Dunes
Wednesda9-12
Walk/Activity in Big
Canyon
Big
Canyon
NBC
Plants, restoration
Wednesda12-1
Lunch
Big
Canyon
Dunes
Wednesda1.4
Activity/Walk to Camp
James
Big
Canyon
NBC
Mammals, Food webs, owl pellet dissection
Wednesda
43
ITeam Building
CJ
CJ/NBC
Wednesda
5-5:30
liournaling
cJ
NBC
sda
5:30•
Bathingibreak
CJ
cJ
sda
6:30-
7:30
Dinner
CJ
Dunes
sda
7:30-9
Astronomy
CJ
NBC/CJ
Constellations. bird migration/navigation, Native
American stories about the stars
sda
9-9:30
Prep for sleep
CJ
CJ
sda
9:30
Lights out
CJ
CJ
ay
1,3:30-4
7-8
Awake, Dress, tent
Takedown
CJ
CJ
ay
8-9
Breakfast
CJ
Dunes
ay
9-9:30
Shuttle to NAC
NAC
NBC
ay
9:30-12
Kayaking
NAC
NBC
Water safety, demonstrations, orienteering (half
group on landthalf on water)
day
12-1
Lunch
NAC
Dunes
day
1-3:30
Kayaking
NAC
NBC
Water safety, demonstrations. orienteering (half
group on land/ha6 on water)
day
3:344
Shuttle to CJ
CJ
NBC
Thursday
4-5
Team Building
CJ
CJ/NBC
Thursday
5-5:30
lJournaling
CJ
INBC
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page B-6
Thursday
530-
6.30
Bathing/break
!cJ
1
CJ
Thursday
6:30-
7.30
Dinner
cJ
Dunes
Thursday
7.30.9
Campfre Program
CJ
cJ
Last night show- Skits, songs. and smores.
Thursday
9.9 30
Prep for sleep
CJ
CJ
Thursday
9.30
Lights out
Ici
cJ
Friday
_ _
7.8
Awake, Dress, tent
takedown, pack _
cJ
CJ
pack up
Friday
6.9
breakfast and pack
Ici
Dunes
_
Friday
9.10
Program activities
CJ ^NBC
T
conservation Projects
Friday
10.11
Program activities -
CJ
o— -
onservation Presentations
Friday
it.12
Program wrap-up
55
BC/CJ
Post assessmentlawards, camp shirt sgning?
Friday
Friday
12.1
1
Lunch C
Bussesdepart
Cd �16C/CJ_
nes
SUMMARY:
Contractor shall be responsible for education activities from 9:00 a.m. to 5:00 p.m.
each day, oversight of lunch, with evening presentations from 7:30 p.m. to 9:00
p.m. on Tuesday and Wednesday.
2. Contractor shall also be jointly responsible with Camp James for any activities
operated in conjunction with the Camp James, such as icebreakers, evening
presentations, the awards ceremony, and student departure on Friday. Certain
activities will occur outside the hours of 9:00 a.m. to 5:00 p.m.
3. Newport Dunes shall be responsible for facilitating ten (10) meals including
breakfast (8:00 a.m. to 9:00 a.m.), lunch (12:00 p.m. to 1:00 p.m.), and dinner (5:30
p.m. to 6:30 p.m.) daily, pursuant to a separate Memorandum of Understanding
entered into concurrently herewith between the City and Newport Dunes.
4. City shall be responsible for managing communication with school/students.
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page B-7
EXHIBIT C
SCHEDULE OF BILLING RATES
Financial and Payment Terms:
Compensation for Program services is set forth below by the City and the Contractor shall
be compensated under the following terms:
Staffing
• Operations Director: $40.00 per hour not to exceed two (2) hours per week
or forty six (46) hours annually.
• Volunteer Coordinator: $22.00 per hour not to exceed ten (10) hours per
week or two hundred (200) hours annually.
• Program Coordinator: $22.00 per hour not to exceed eighteen (18) hours
per week or four hundred fourteen (414) hours annually.
• Camp Educator: $17.00 per hour not to exceed one hundred two (102)
hours per week or one thousand twenty (1020) hours annually.
• Training and Orientation: $17.00 per hour not to exceed fifteen (15) hours
annually.
• Volunteer and staff fingerprinting: $1,750.00 total.
• Student take home items: $15.00 per student not to exceed four hundred (400)
students.
• Educational supplies: $10.00 per student not to exceed four hundred (400)
students.
• Liability insurance: $1,500.00 total.
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page C-1
EXHIBIT D
INSURANCE REQUIREMENTS — INDEPENDENT CONTRACTOR FOR
RECREATION AND SENIOR SERVICES
A. Provision of Insurance. Without limiting Contractor's indemnification of City, and
prior to commencement of Work, Contractor shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Contractor
agrees to provide insurance in accordance with requirements set forth here. If
Contractor uses existing coverage to comply and that coverage does not meet
these requirements, Contractor agrees to amend, supplement or endorse the
existing coverage.
B. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager,
C. Coverage Requirements.
Workers' Compensation Insurance. Contractor shall maintain Workers'
Compensation Insurance, statutory limits, and Employers Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury by
disease in accordance with the laws of the State of California, Section 3700
of the Labor Code.
a) Contractor shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its elected and
appointed officers, employees, agents, volunteers, representatives, the
City Council, boards and commissions, and any person or entity owning
or otherwise in legal control of the property upon which Contractor
performs the Class or Program.
b) In the event Contractor has no employees requiring the Contractor to
provide Workers' Compensation insurance, Contractor shall so certify to
City in writing prior to City's execution of this Agreement.
2. General Liability Insurance. Contractor shall maintain commercial general
liability insurance, with coverage at least as broad as provided by Insurance
Services Office form CG 00 01, in an amount not less than two million
dollars ($2,000,000) per occurrence. If a general aggregate limit applies,
either the general aggregate limit shall apply separately to this
projectllocation (ISO CG 25 03 or 25 04) or the general aggregate limit shall
be twice the required occurrence limit.
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page D-1
The policy shall cover liability arising from products and completed
operations, property damage, bodily Injury, personal and advertising injury,
premises, operations, sexual abuse and molestation with defense cost
included, and liability assumed under an insured contract (including the tort
liability of another assumed in a business contract) with no endorsement or
modification limiting the scope of coverage for liability assumed under a
contract.
3. Automobile Liability Insurance. Contractor shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of the Contractor
arising out of or in connection with Work to be performed under this
Agreement, including coverage for any automobile (Code 1), or if Contractor
has non -owned automobile, hired, or rented vehicles (Code 8), and non -
owned automobiles (Code 9) in an amount not less than one million dollars
($1,000,000) combined single limit each accident for bodily injury and
property damage.
D. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this agreement shall be endorsed to waive subrogation against
City, its elected and appointed officers, employees, agents, volunteers,
representatives, the City Council, boards and commissions, and any person
or entity owning or otherwise in legal control of the property upon which
Contractor performs the Class or Program or shall specifically allow
Contractor or others providing insurance evidence in compliance with these
requirements to waive their right of recovery prior to a loss. Contractor
hereby waives its own right of recovery against City, and shall require
similar written express waivers from each of its subcontractors.
2. Additional Insured Status. All liability policies including general liability,
excess liability, and automobile liability, but not including professional
liability, shall provide or be endorsed to provide that City and its elected and
appointed officers, employees, agents, volunteers, representatives, the City
Council, boards and commissions, and any person or entity owning or
otherwise in legal control of the property upon which Contractor performs
the Class or Program shall be included as insureds under such policies.
3. Primary and Non Contributory. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-insurance
maintained by City.
4. Notice of Cancellation. All policies shall provide City with thirty (30) days
notice of cancellation (except for nonpayment for which ten (10) days notice
is required) or nonrenewal of coverage for each required coverage.
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page D-2
Subcontractors. Contractor shall require and verify that all subcontractors
maintain insurance meeting all the requirements stated herein, and
Contractor shall ensure that City is an additional insured on insurance
required from subcontractors, For CGL coverage subcontractors shall
provide coverage with a format at least as broad as CG 20 38 04 13.
E. Additional Agreements Between the Parties. The parties hereby agree to the
following:
Evidence of Insurance. Contractor shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance certificates
and endorsement must be approved by City's Risk Manager prior to
commencement of performance. Current certification of insurance shall be
kept on file with City at all times during the term of this contract. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
2. City's Right to Revise Requirements. The City reserves the right at any time
during the term of the contract to change the amounts and types of
insurance required by giving the Contractor sixty (60) days advance written
notice of such change. If such change results in substantial additional cost
to the Contractor, the City and Contractor may renegotiate Contractor's
compensation.
3. Enforcement of Contract Provisions. Contractor acknowledges and agrees
that any actual or alleged failure on the part of the City to inform Contractor
of non-compliance with any requirement imposes no additional obligations
on the City nor does it waive any rights hereunder.
4. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Section are not intended as a limitation on coverage,
limits or other requirements, or a waiver of any coverage normally provided
by any insurance. Specific reference to a given coverage feature is for
purposes of clarification only as it pertains to a given issue and is not
intended by any party or insured to be all inclusive, or to the exclusion of
other coverage, or a waiver of any type. If the contractor maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for higher limits maintained by the Contractor. Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City.
5. Self-insured Retentions. Any self-insured retentions must be declared to
and approved by City. City reserves the right to require that self-insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page D-3
6. City Remedies for Non Compliance If Contractor or any subcontractor
falls to provide and maintain insurance as required herein, then City shall
have the right but not the obligation, to purchase such insurance, to
terminate this agreement, or to suspend Contractor's right to proceed until
proper evidence of insurance is provided. Any amounts paid by City shall,
at City's sole option, be deducted from amounts payable to Contractor or
reimbursed by Contractor upon demand.
7. Timely Notice of Claims. Contractor shall give City prompt and timely notice
of claims made or suits instituted that arise out of or result from Contractor's
performance under this Agreement, and that involve or may involve
coverage under any of the required liability policies.
8. Contractor's Insurance. Contractor shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of the
Work.
Newport Bay Naturalists and Friends DBA Newport Bay Conservancy Page D-4
CERTIFICATE OF INSURANCE
CHECKLIST
City of Newport Beach
This checklist is comprised of requirements as outlined by the City of Newport Beach. *
Date Received: 12/18/18 Dept./Contact Received From:
Date Completed: 12/20/18 Sent to:
Company/Person required to have certificate:
Type of contract:
Teri By: Jan
Newport Bay Naturalists & Friends dba: Newport Bay
Conservancy — Fostering Interest in Nature contract
I. GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 8/15/18 — 8/15/19
A.
INSURANCE COMPANY: Nonprofits Insurance Alliance of CA
B.
AM BEST RATING (A-: VII or greater): A / VIII
INSURANCE COMPANY: Nonprofits Insurance Alliance of CA
C.
ADMITTED Company (Must be California Admitted):
B.
Is Company admitted in California?
® Yes ❑ No
D.
LIMITS (Must be $1 M or greater): What is limit provided?
$1M/$2M + $1M UMB
E.
ADDITIONAL INSURED ENDORSEMENT— please attach
® Yes ❑ No
F.
PRODUCTS AND COMPLETED OPERATIONS (Must
Is Company admitted in California?
include): Is it included? (completed Operations status does
❑ No
D.
not apply to Waste Haulers or Recreation)
® Yes ❑ No
G.
ADDITIONAL INSURED FOR PRODUCTS AND
UM, $2M min for Waste Haulers): What is limits provided?
COMPLETED OPERATIONS ENDORSEMENT (completed
E.
Operations status does not apply to Waste Haulers)
❑ Yes ❑ No
H.
ADDITIONAL INSURED WORDING TO INCLUDE (The City
(What is limits provided?)
N/A
its officers, officials, employees and volunteers): Is it
F.
included?
® Yes ❑ No
I.
PRIMARY & NON-CONTRIBUTORY WORDING (Must be
G.
PRIMARY & NON-CONTRIBUTORY WORDING:
included): Is it included?
® Yes ❑ No
J.
CAUTION! (Confirm that loss or liability of the named insured
HIRED AND NON -OWNED AUTO ONLY:
❑ N/A
is not limited solely by their negligence) Does endorsement
❑ No
I.
include "solely by negligence' wording?
❑ Yes ® No
K.
SEXUAL ABUSE/MOLESTATION COVERAGE:
❑ N/A ® Yes ❑ No
L.
NOTICE OF CANCELLATION:
❑ N/A ® Yes ❑ No
II. AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION DATE: 8/15/18 — 8/15/19
A.
INSURANCE COMPANY: Nonprofits Insurance Alliance of CA
B.
AM BEST RATING (A-: VII or greater) A/ VIII
C.
ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California?
® Yes
❑ No
D.
LIMITS - If Employees (Must be $1M min. BI & PD and $500,000
UM, $2M min for Waste Haulers): What is limits provided?
$1,000,000
E.
LIMITS Waiver of Auto Insurance / Proof of coverage (if individual)
(What is limits provided?)
N/A
F.
ADDITIONAL INSURED WORDING:
❑ N/A
❑ Yes
❑ No
G.
PRIMARY & NON-CONTRIBUTORY WORDING:
❑ N/A
❑ Yes
❑ No
H.
HIRED AND NON -OWNED AUTO ONLY:
❑ N/A
® Yes
❑ No
I.
NOTICE OF CANCELLATION:
❑ N/A
0 Yes
❑ No
III. WORKERS' COMPENSATION
EFFECTIVE/EXPIRATION DATE: 8/21/18 — 8/21/19
A.
INSURANCE COMPANY: State Compensation Insurance Fund
B.
AM BEST RATING (A-: VII or greater): Not Rated
C.
ADMITTED Company (Must be California Admitted):
® Yes
❑ No
D.
WORKERS' COMPENSATION LIMIT: Statutory
❑ Yes
❑ No
E.
EMPLOYERS' LIABILITY LIMIT (Must be $1 M or greater)
$1,000,000
F.
WAIVER OF SUBROGATION (To include): Is it included?
® Yes
❑ No
G.
SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
® N/A ❑ Yes
❑ No
H.
NOTICE OF CANCELLATION:
❑ N/A ® Yes
❑ No
ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED
IV. PROFESSIONAL LIABILITY
V POLLUTION LIABILITY
V BUILDERS RISK
HAVE ALL ABOVE REQUIREMENTS BEEN MET?
IF NO, WHICH ITEMS NEED TO BE COMPLETED?
Broker of record for the City of Newport Beach
12/20/18
Date
® N/A ❑ Yes ❑ No
® N/A ❑ Yes ❑ No
® N/A ❑ Yes ❑ No
® Yes ❑ No
RISK MANAGEMENT APPROVAL REQUIRED (Non -admitted carrier rated less than
Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No
Reason for Risk Management approval/exception/waiver:
Approved:
Risk Management
* Subject to the terms of the contract.
Date