HomeMy WebLinkAboutC-4205 - Independent Contractor Agreement Recreation InstructorCITY OF NEWPORT BEACH
partment of Recreation & Senior Serv, .s
INDEPENDENT CONTRACTOR AGREEMENT
This Agreement is made and entered into as of this 1;�' day, ofA. 2009, by and between the City of
Newport Beach, California, a Municipal Corporation and Chart r City ("City"), and Jennifer Priest
V("Instructor") to provide classes for American Red Cross Water Safety during the Aquatics Training
Academy hereby agreed upon, as scheduled for May 15-17 and May 29-31, 2009.
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 above written date, and shall terminate on the
1S` day of June, 2009, unless terminated earlier as provided herein.
2. COMPENSATION
City will pay Instructor one thousand two hundred dollars and 00/100 ($1,200.00) for Instruction
services in cooperation with the Recreation and Senior Services Department for the American Red
Cross Water Safety Instructor course. City may renegotiate compensation with Instructor anytime
during the term of this Agreement, if the City has to take on additional responsibility.
3. DUTIES OF CITY
A. Registration. City shall register all participants for classes and collect all enrollment fees.
Instructor shall not accept enrollment fees directly from a participant unless the City
approves, in writing, the acceptance of enrollment fees by the Instructor.
B. Publicity. City shall provide publicity for the class.
C. Class Facility. City shall provide a location for the class without charging Instructor any
rental fees, unless otherwise agreed by the parties. City shall also provide all necessary
utilities.
D. Class Roster. City shall provide one class roster to Instructor prior to each class start date
or verbal roster updates can be obtained from City by phone or in person.
The Instructor has decided that the Instructor wishes to receive the class rosters by (check
one):
_ Internet _ Mail
Fax Email
4. INSTRUCTOR DUTIES
A. Instructors. Instructor hereby certifies that he/she or any instructor, subcontractor, or
employee who will be teaching the class or assisting in teaching the class is qualified to do
so, and qualified to perform in conformance with the ARC instruction materials.
B. Subcontractors/Employees. Instructor shall provide the City with Name, Address and Phone
Number of all subcontractors or employees who will be providing any services pursuant to
this Agreement. Please mark all of the following that apply:
I will not be using subcontractors.
will be using subcontractors (Please list names below):
I will be using employees (Please list names below):
INDEPENDENT CONTRACTOR AGREEMENT
Page 2
Name Address (Street, City, State & Zip) Phone
If any additions or deletions to the above list are made, Instructor must notify the City at
least thirty (30) calendar days before the start of the first class or program. Instructor
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.
C. Supplies/Equipment. Instructor shall be responsible for providing all supplies,
equipment, personnel, materials, and any additional publicity desired for the class, at
Instructor's sole expense, unless otherwise agreed to in writing by City. Instructor shall
also be responsible for repairing and maintaining all equipment and supplies in good
and working condition.
D. Anti -Discrimination Laws. Instructor agrees and certifies that, except as permitted by
law, 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 or sexual orientation, be excluded from participation
in or be denied the benefits of the services provided pursuant to this Agreement, and
Instructor agrees not to discriminate on said grounds in the hiring and retention of
employees and subcontractors, unless authorized under Section 12940 of the California
Government Code. Instructor shall, where applicable, conform to the requirements of
the Americans with Disabilities Act in the performance of this Agreement.
D. Use of Non -City Facilities for Classes. If Instructor desires to conduct the class at
his/her place of business, or some other non City -owned site or facility, Instructor must:
i. Obtain City approval in writing;
ii. Provide sufficient parking for all participants;
iii. Post signs at the site to direct participants to the location of class; and
iv. Allow access to City staff to the location when requested.
F. Absences. Instructor shall obtain permission from City one (1) week prior to any
planned absence from the class. In the event of illness, Instructor is required to notify
City twelve (12) hours prior to any class cancellation. City urges Instructor to get a
substitute, whenever possible, instead of canceling classes. City must approve all
substitute instructors. When canceling a class, Instructor shall contact all participants as
soon as possible.
G. Contact Information. Instructor is required to immediately notify City of any name,
address, or telephone number changes.
H. Other Requirements. Instructors shall:
i. Cooperate fully with all requests from City staff.
ii. Maintain the highest degree of participant safety possible.
INDEPENDENT CONTRACTOR AGREEMENT
Page 3
iii. Immediately report to the Recreation & Senior Services Office any injuries as a
result of class participation.
iv. Immediately report to the Recreation & Senior Services Office any damage to
the classroom or program facility that could cause potential injury to a class
participant, or other needed maintenance repairs.
V. Contact participants, if/when a class is canceled and confirm all cancellations
and/or make-up classes, in writing, with City staff.
vi. Clear all participants from the designated class area at the end of class time.
vii. Receive prior written approval from City of all printed materials, including class
instruction materials and press releases, prior to distribution.
viii. Ensure that any music or sound system is kept at levels that will not interfere
with other classes or create a public disturbance/nuisance.
ix. Close and secure the room or building at the end of each class.
X. Turn off any lights, heat, air conditioning, or other utilities when class is finished.
A. Scheduling make-up classes in advance through City.
xii. Know facility rules and regulations and provide pertinent information (i.e.
refunds) to participants. (Copy provided).
xiii. Paying a $20 lost key/replacement fee.
5. INDEPENDENT CONTRACTOR
The parties intend and agree that at all times during the performance of services under this
Agreement, Instructor shall act as an Independent Contractor and shall not be considered an
agent or employee of City. As such, Instructor shall have the sole legal responsibility to remit all
federal and state income and social security taxes and to provide for his/her own workers
compensation and unemployment insurance and that of his/her employees or subcontractors.
Instructor also agrees to provide liability insurance as required by City and described more fully
below. City shall not be liable for any payment or compensation in any form to Instructor other
than as provided herein. City reserves the right to employ other independent contractors and
instructors who teach the same or similar classes.
6. INSURANCE
Liability Insurance. Instructor must provide and maintain at all times general liability insurance in
an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury,
personal injury, and property damage. The policy shall carry a general liability special
endorsement naming the City of Newport Beach, its elected or appointed officers, employees,
agents and volunteers as additional named insureds in the amount of one million dollars
($1,000,000) per occurrence. Evidence of insurance shall be made available to City's Risk
Manager and approved by her prior to the first class/day of instruction. Instructor shall have the
option of purchasing coverage through the City of Newport Beach's Special Event insurance
program, or providing his/her own coverage. If an Instructor elects to obtain his/her own
coverage, said coverage must have the policy limits described above and be provided by an
insurance carrier with a Best's Insurance Guide Rating of A (or higher) and Financial Size
Category Class of VII (or larger). Said policy must also provide a written 30 -day notice of
cancellation (10 -day written notice for non-payment of premium) to the City of Newport Beach
Risk Manager, at the following address: 3300 Newport Boulevard, Newport Beach, CA 92663.
Workers' Compensation Insurance. By executing this Agreement, Instructor certifies that
Instructor is aware of and will comply with Section 3700 of the Labor Code of the State of
California requiring every employer to be insured against liability for workers' compensation or
to undertake self-insurance before commencing any work. Instructor shall carry the insurance
or provide for self-insurance required by California law to protect said Instructor from claims
under the Workers' Compensation Act.
INDEPENDENT CONTRACTOR AGREEMENT
Page 4
7. COMPLIANCE WITH ALL LAWS
Instructor, and his/her employees, agents and subcontractors shall at all times observe and
comply with all laws, ordinances and regulations.
8. TRANSPORTING OF MINOR PARTICIPANTS
Unless the class or program specifically involves travel or transportation of minors to an offsite
location, Instructor, or Instructor's employees, agents or subcontractors, shall not transport any
minor participant by vehicle or otherwise. If, after the conclusion of any class session, a minor
participant has not been picked up, Instructor shall make every effort to contact the minor
participant'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, Instructor shall contact
the City Recreation Coordinator or Recreation Manager at the Recreation & Senior Services
Office at 949-644-3151 (Monday through Friday, 8:00 a.m. to 5:00 p.m.), or the Park Patrol at
949-795-2381 (Monday through Friday, 5:00 p.m. to 9:00 p.m., and Saturday and Sunday, 9:00
a.m. to 5:00 p.m.) During all other hours, Instructor shall contact the Newport Beach Police
Department for assistance.
9. 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 Instructor, shall remain the property of City.
Instructor shall not release such information to others without the prior written authorization by
City. Instructor shall not use such information for any other purpose than those authorized by
City. This clause shall survive the termination of this Agreement.
10. USE OF NAMES AND LOGOS; ADVERTISING, PRESS RELEASES AND PUBLICITY
Instructor shall not include City's name, logos or insignia, or photographs of the class site or
participants, in any publicity pertaining to Instructor's services or class in any magazine, trade
paper, newspaper, radio or television production, Internet, or other printed or electronic medium
without the prior written consent of City and participants.
11. BUSINESS LICENSE
Newport Beach Municipal Code Chapter 5.04 provides that every business operating in the City
must obtain a business license prior to conducting business in the City, and pay the required
business license fee. This ordinance applies to businesses operating at commercial or
residential locations within the City, or using a City of Newport Beach address or P.O. Box for
receiving mail. The City Business License Fee is an annual tax, due every twelve (12) months.
Instructor 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 in Newport Beach City Hall or by accessing the City Website. In certain
circumstances, Instructor may be eligible for paying 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 or by accessing the City Website.
12. INDEMNIFICATION
General. Instructor shall defend, indemnify, and hold harmless City, its elected and appointed
officers, employees, agents, representatives, the City Council, boards and commissions
("Indemnified Parties") with respect to any loss, liability, injury or damage that arises out of, or
INDEPENDENT CONTRACTOR AGREEMENT
Page 5
is in any way related to, the acts or omissions of Instructor, his or her employees,
subcontractors, officers and agents in the course of performing services under this Agreement;
however, Instructor shall not be required to indemnify City from any claim arising from the sole
negligence or willful misconduct of the Indemnified Parties.
Intellectual Property. Instructor 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 Instructor of the legally protected rights of any third
parties, with respect to works performed, logos displayed, or written or digital materials provided
by Instructor 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 Instructor 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
Instructor to obtain the appropriate license to perform the material prior to the public
performance.
13. TERMINATION
City shall have the right, at its sole discretion and without cause, of terminating this Agreement
at any time by giving three (3) calendar days prior written notice to Instructor. In the event of
termination under this Section, City shall pay Instructor on a prorated basis for any classes or
programs that were actually taught by Instructor, if any, up to the effective date of termination.
14. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters relating to it. Any
action brought relating to this Agreement shall be adjudicated in a court of competent
jurisdiction in the County of Orange.
15. AMENDMENTS
This Agreement may be modified or amended only by a written document executed by both
Instructor and City and approved as to form by the City Attorney.
16. 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 this Agreement or any other rule of construction which might otherwise apply.
17. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or nature
whatsoever between the parties, and all preliminary negotiations and agreements are merged
herein. No verbal agreement or implied covenant shall be held to vary the provisions herein.
18. 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.
INDEPENDENT CONTRACTOR AGREEMENT
Page 6
19. WAIVER
A waiver by either party of any breach, of any term, covenant or condition contained herein
shall not be deemed to be a waiver of any subsequent breach of the same or any other term,
covenant or condition contained herein, whether of the same or a different character.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and
year first written above.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
ATTEST:
O� r 6WPOR
By: p T
Leilani Brown, City Clerk U
9
U n
INSTRUCTOR
By:
Jennifer Priest
Attachment A: Scope of Services
CITY OF NEWPORT BEACH,
A Municipal Corporation
By
Lauo Detwe r, Director of Recreation
XP56enlor Services
EXHIBIT A
CONSULTANT
Scope of Services
I. SERVICES TO BE PROVIDED BY CONSULTAN
A. CONSULTANT will teach the American Red Cross Water Safety Instructor (WSJ)
course during the Aquatics Training Academy.
II. SPECIFIC PROJECTS TO BE COMPLETED BY CONSULTANT
Water Safety Instructor Course• CONSULTANT will work in
cooperation with the Recreation & Senior Services Department on the
instruction the American Red Cross (ARC) Water Safety Instructor
(WSI) course. The CONSULTANT is required to follow the ARC
instruction materials when teaching the course.
The WSI course is expected to take 20 hours. Course will take place
at the Marian Bergeson Aquatic Center located at Corona del Mar High
School (2102 Eastbluff Drive, Corona del Mar, CA) May 15-17 and
May 29-31. _
The CONSULTANT will be responsible for documenting and filing all
necessary information with the ARC upon completion of the WSI
course within 5 business days and provide ARC certifications to the
City.
Cost: $1200.00
Consultant Information
Contact Person: Jennifer Priest
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