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HomeMy WebLinkAboutC-4577 - Community Program Agreement for Recreational and Enrichment Classes/Programs for Sailing ProgramsAMENDMENT NO. 3 TO I� CITY OF NEWPORT BEACH COMMUNITY PROGRAM AGREEMENT FOR RECREATIONAL & ENRICHMENT CLASSES /PROGRAMS OFFERED BY 1 REGENTS OF UNIVERSITY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION FOR SAILING PROGRAMS THIS AMENDMENT NO. 3 TO CON4MMUNITY PROGRAM AGREEMENT v ( "Amendment No. 3 "), is entered into as of this3D day of May 2012, by and between the CITY OF NEWPORT BEACH, a California municipal corporation ( "CITY "), and REGENTS OF UNIVERSITY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION ( "CONTRACTOR') to provide classes or programs in sailing hereby agreed upon, as scheduled.and described in the Newport Navigator, and is made with reference to the following: RECITALS: A. On July 1, 2010, City and Contractor entered into a Community Program Agreement ( "Agreement") to provide classes or programs in sailing. B. On October 1, 2010, City and Contractor entered into Amendment 1 to the Community Program Agreement ( "Agreement ") to extend the term of the Agreement to December 30, 2012. C. On April 1, 2011, City and Contractor entered into Amendment 2 to the Community Program Agreement ( "Agreement ") to revise Attachment B. D. City desires to enter into this Amendment No. 3 to add to the introductory paragraph under paragraph 1 section 2 under Compensation for additional enrichment classes that are taught at Newport Elementary School ( "School "); and that programs that are conducted at these Schools will not be advertised in the Newport Navigator and /or OASIS News and, effective April 3, 2012, to delete Attachment B (originally attached to the Agreement) and add revised Attachment B dated April 3, 2012. E. City and Consultant mutually desire to amend the Agreement, as provided. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. COMPENSATION The introductory paragraph to Section 2 of the Agreement shall be amended in its entirety and replaced, effective April 3, 2012, with the following: City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference. City shall pay Contractor within twenty one (21) business days after the last Class meeting. City shall pay the Contractor an amount equal to the percentage specified below, of the amount of the total enrollment fees collected, minus the non - resident fee and a five dollars ($5.00) per person administration fee for each Class held: • Sailing Program located at 18th Street & Bay Street in Newport Beach — 75% • Adult Sailing Classes held at University of California, Irvine Sailing Base located at Orange Coast College Sailing Center — 80% Private Sailing Lessons (run through the City) - 80% When working at Newport Elementary School ("School") Contractor will forward "actual" costs in writing to conduct classes at Schools; once City has agreed to these costs in writing City will add overhead costs of thirty-two percent (32%) to the program and at the end of each session the City will pay Contractor one hundred percent (100%) of the "actual" costs as submitted in writing and agreed to by the City. Contractor acknowledges that these programs at the Schools will not be advertised in the Newport Navigator and/or OASIS News. If the specified pick-up and drop-off point is at School, Contractor will walk children to and from School to the 18th Street Beach site. 2. ATTACHMENT B Attachment B from the original Agreement is hereby deleted in its entirety and replaced with Attachment B dated April 3, 2012 that is attached hereto and incorporated herein by reference as Exhibit 1. 3. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in Agreement shall remain unchanged and shall be in full force and effect. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: By: ��r►- A C. Harp City Attorney ATTEST: 6 q � p_Date: l� By: , A�a Leilani Brown, City Clerk CITY OF NEWPORT BEACH, A California Municipal Corporation Date: Im.•'3*1•Aiy ,a uet voiier, uirector reation & Senior Services CONTRACTOR: Regents of University of California on Behalf of Irvine Campus, Department of Campus Recreation By: Print Name and Title�'%/u Ce a� S, atu re Date Rick Coulon, ARM Interim Director By: Print Name and Title: Mate00a Risk Managemem e ate Exhibit 1 — Attachment B REGENTS OF UNIVERSITY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION Page 12 Attachment B April 3, 2012 The following requirements are subject to revision at any time by the CITY, 1. MAXIMUM NUMBER OF PARTICIPANTS A maximum of twenty (20) students may be on the beach at any one time except when classes are overlapping. 2. STUDENT TO CONTRACTOR RATIOS For every seven students on the beach or in the water, one representative /employee must be present. Anytime students are in the water, at least one CPR/First Aid representative /employee must be present and supervising the class and have a cell phone or emergency radio with them. 3. BEACH ACCESS Contractor shall not exclude the public from any Site. Beach access must be kept clear at all times. Sailboats must be kept in a position that does not obstruct beach access. 4. LOCATION Contractor must operate from their assigned area at the corner of 18`h Street and Bay Ave. Contractor will meet and escort participants from the parks facilities, parking lots and /or nearest street. 5. EQUIPMENT & REPAIR The City will provide the following: 0 Dinghy with motor 0 12 -16 8ft Sabot Sailboats with equipment 0 3 -4 14ft Lido Sailboats with equipment 0 Dollies for Lido Sailboats 0 Stand -Up Paddleboards and Kayaks 0 Two (2) Tennis Courts at Las Arenas Park 0 Storage Room for Equipment Storage Area for sailboats and equipment on the beach 0 Eff ecive April 3, 2012 Contractor will be paid with City Approval: — No more than $3000 during this Agreement for repair of boats with all repairs or improvements must be approved by the City– invoice must be received no later then June 1, 2012. 0 Emergency Radios 0 Lifejackets 0 Signage for the program 0 Purchasing new equipment for sailboats (sails, etc) 0 Storage unit for gasoline 0 Reimburse Contractor for 5 Blue Pole Stickers REGENTS OF UNIVERSITY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION Page 13 The Contractor will: • Be responsible for routine maintenance and repair of City's boats and storage rack area. • Purchase 5 Blue Pole Passes • Purchase Gasoline • Make available (at mutually agreed times) all Contractor's boats, maintenance, and repairs at the UCI Sailing Base. • Provide (and retain ownership of) three (3) Lido 14s which will be stored at the 18 th Street Beach for enhancing the sailing program • Make available additional Contractor boats and equipment as needed and determined by the Contractor 6. CPR AND FIRST AID All sailing Contractors must and pass CPR & First Aid training. Additionally, an American Red Cross first aid kit, approved by the City, must be onsite at all times. Prior to the initial class, the Contractor must arrange with the City for an initial equipment and first aid safety inspection. REGENTS OF UNIVERSITY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION Page 14 I - AMENDMENT NO. 2 TO N CITY OF NEWPORT BEACH COMMUNITY PROGRAM AGREEMENT FOR N RECREATIONAL & ENRICHMENT CLASSES/PROGRAMS OFFERED BY REGENTS OF UNIVERSITY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, y DEPARTMENT OF CAMPUS RECREATION FOR SAILING PROGRAMS THIS AMENDMENT NO. 2 TO COMMUNITY PROGRAM AGREEMENT ( "Amendment No. 2"), is entered into as of this Vt day of April 2011, by and between the CITY OF NEWPORT BEACH, a California municipal corporation ( "CITY "), and REGENTS OF UNIVERSITY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION ( "CONTRACTOR') to provide classes or programs in sailing hereby agreed upon, as scheduled and described in the Newport Navigator, and is made with reference to the following: RECITALS: A. On July 1, 2010, City and Contractor entered into a Community Program Agreement ( "Agreement ") to provide classes or programs in sailing. B. On October 1, 2010, City and Contractor entered into Amendment 1 to the Community Program Agreement ( "Agreement ") to extend the term of the Agreement to December 30, 2012. C. City desires to enter into this Amendment No. 2 to delete Attachment B (originally attached to the Agreement) and add revised Attachment B. D. City and Consultant mutually desire to amend the Agreement, as provided. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in Agreement shall remain unchanged and shall be in full force and effect. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year written below. APPROVED AS TO FORM: OFFICE OF TH� CITY ATTORNEY Date: �i /rte �� /I By: yn t e uchamp Assistant Ci y Attorney ATTEST: �c Date: 5 vJr 4u � �. 6--" By: U1 Leilani Brown, City Clerk CITY OF NEWPORT BEACH, A California Municipal Corporation Date: --S- -D-'S • t ura Detw i r, Director ;creation & enior Services CONTRACTOR: Regents of Univeristy of California on Behalf of Irvine Campus, Depart ent of Campus Recreation By Print Name and Title: -16-qCe- .z', ehe-� "61gnature(/ Dat aid B Print Name and Title: J(l i r w C�Lk �1C'y'I.1 + C /Date t`�l(�•��---�-,�,IC i�.�c.�� , REGENTS OF UNIVERISTY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION Page 12 Attachment B Revised as of 4/1//11 The following requirements are subject to revision at any time by the C /TY.• MAXIMUM NUMBER OF PARTICIPANTS A maximum of twenty (20) students per Site may be on the beach at any one time. 2. STUDENT TO CONTRACTOR RATIOS For every seven students on the beach or in the water, one Contractor must be present. Anytime students are in the water, at least one American Red Cross CPR/First Aid Contractor must be present and supervising the class and have a cell phone or emergency radio with them. 3. BEACH ACCESS Contractor shall not exclude the public from any Site. Beach access must be kept clear at all times. Sailboats must be kept in a position that does not obstruct beach access. 4. LOCATION Contractor must operate from their assigned area at the corner of 181h Street and Bay Ave. Contractor will meet and escort participants from the parks facilities, parking lots and /or nearest street. 5. EQUIPMENT & REPAIR The City will provide the following: • Dinghy with motor • 12 -16 8ft Sabot Sailboats with equipment • 3 -4 14ft Lido Sailboats with equipment • Two (2) Tennis Courts at Las Arenas Park • Storage Room for Equipment Storage Area for sailboats and equipment on the beach • Effecive April 1, 2011 Contractor will be paid with City Approval: — No more than $5000 during this Agreement for repair of boats which will include new sails; — No more than $1800 to build a kayak rack — No more than $850 to build a paddleboard rack • 2 Emergency Radios • 24 -36 Lifejackets • Signage for the program • Purchasing new equipment for sailboats (sails, etc) • Storage unit for gasoline • Dock Box storage unit at tennis courts • Reimburse Contractor for 5 Blue Pole Stickers REGENTS OF UNIVERSITY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION Page 13 The Contractor will provide the following: • Will be responsible for routine maintenance and repair of boats and storage rack area. • Purchase 5 Blue Pole Passes • Purchase Gasoline • Provide all boats, maintenance, and repairs at the UCI Sailing Base. 6. CPR AND FIRST AID All sailing Contractors must and pass American Red Cross CPR & First Aid training. Additionally, an American Red Cross first aid kit, approved by the City, must be onsite at all times. Prior to the initial class, the Contractor must arrange with the City for an initial equipment and first aid safety inspection. REGENTS OF UNIVERISTV OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION Page 14 AMENDMENT NO. 1 TO CITY OF NEWPORT BEACH COMMUNITY PROGRAM AGREEMENT FOR RECREATIONAL & ENRICHMENT CLASSES/PROGRAMS OFFERED BY REGENTS OF UNIVERISTY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION FOR SAILING PROGRAMS THIS AMENDMENT NO. 1 TO COMMUNITY PROGRAM AGREEMENT ("Amendment No. 1 "), is entered into as of this 1 ST day of October, 2010, by and between the CITY OF NEWPORT BEACH, a California Municipal Corporation ("CITY"), and REGENTS OF UNIVERISTY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION ("CONTRACTOR') to provide classes or programs in sailing hereby agreed upon , as scheduled and described in the Newport Navigator, and is made with reference to the following: RFC'.ITAI S• A. On 1St day of July, 2010, City and Contractor entered into a Community Program Agreement ("Agreement") to provide classes or programs in sailing. B. City desires to enter into this Amendment No. 1 to extend the term of the Agreement to the 31St Day of December, 2012. C. City and Consultant mutually desire to amend the Agreement, as provided below. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement shall be amended hereby and the following is substituted in its entirety. The term of the Agreement shall terminate on 31St day of December, 2012, unless terminated earlier as provided for in Agreement. 2. COMPENSATION City shall pay Contractor within twenty one (21) business days after the last Class meeting. City shall pay the Contractor an amount equal to: • Seventy-five percent (75%) for sailing program located at 18th Street & Bay Street • Eighty percent (80%) for adult sailing classes held at University of California, Irvine sailing Base located at Orange Coast College Sailing Center • Eighty percent (80%) for private sailing lessons of the amount of the total enrollment fees collected, minus the non-resident fee and a five dollar and no/100 ($5.00) per person administration fee for each Class held. 3. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in Agreement shall remain unchanged and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 on the date first above written. APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY i By: yn tt D. champ �ai Assistant City ttorney �*l ATTEST: By: W Leilani Brown, City Clerk CITY OF NEWPORT BEACH, A Municipal Corporation By: a ra Detweiler, irector Recreation & Senior Services Department a �qti= CONTRACTOR: Regents of Univeristy of- California on Behalf of Irvine Campus, Department of Campus Recreation r �iq#ature . -bate Print Name and Title:91 y�°°Y''"�"��G'�' Harry Gunther Director - Print Name and Title: Materiel & Risk Management Address City State Zip Cell Phone Business Phone Home Phone Email Address Web Site Address Home Address (if different from above) City Home Address (if different from above) City State Zip State Zip REGENTS OF UNIVERISTY OF CALIFORNIA ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION Page 12 CITY OF NEWPORT BEACH Recreation & Senior Services Department CITY OF NEWPORT BEACH COMMUNITY PROGRAM AGREEMENT FOR RECREATIONAL & ENRICHMENT CLASSES/PROGRAMS OFFERED BY REGENTS OF UNIVERSITY OF CALIFORNIA, ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION This Agreement is made and entered into as of this Ll day of-�U_N 2010 by and between the City of Newport Beach, California, a Municipal Corporation and Charter City ("City"), and Regents of University of California, on behalf of Irvine Campus, Department of Campus Recreation (Contractor) to provide classes or programs in sailing hereby agreed upon, as scheduled and described in the Newport Navigator, which is incorporated herein by this reference, and as approved in writing by the City. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: TERM The term of this Agreement shall commence on the above written date, and shall terminate on the 30th day of September 2010 unless terminated earlier as provided herein. 2. COMPENSATION City will pay Contractor within 21 business days after their last class meeting. City will pay the Contractor the following percentages of the amount of the total enrollment fees collected below, minus the non-resident fee and a $3 per person administration fee for each class held: Sailing Program located at 18th Street & Bay Street in Newport Beach — 75% Adult Sailing Classes held at University of California, Irvine Sailing Base located at Orange Coast College Sailing Center — 80% Private Sailing Lessons — 80% City may renegotiate compensation with Contractor anytime during the term of this Agreement, if the City has to take on additional responsibility. The City agrees that Contractor will be paid by check. 3. DUTIES OF CITY A. Registration. City shall register all participants for classes and collect all enrollment fees. Contractor shall not accept enrollment fees directly from a participant unless the City approves, in writing, the acceptance of enrollment fees by the Contractor. Contractor shall only collect materials fees that are pre -approved by the City and published in advance in the Newport Navigator. Such materials fees should be collected by Contractor at the first class meeting. B. Publicity. City shall provide publicity for the class in the Newport Navigator, which is published four times a year. City shall have the sole discretion to decide what information will be included in the Newport Navigator about the class and the Contractor. C. Class Facility. City shall provide a location for the class without charging Contractor any rental fees, unless otherwise agreed by the parties. City shall also provide all necessary utilities. INDEPENDENT CONTRACTOR AGREEMENT University of California, Board of Regents - University of California, Irvine Recreational Sports Department Page 2 D. Refund Processing. City shall provide refunds to participants who: • Drop the class before the second class meetings; • Drop a one -day workshops 5 business days before the workshop; or the class is canceled by the City or Contractor due to low enrollment or other factors The Contractor must provide the City with all required paperwork. E. Class Roster. City shall provide class rosters to Contractor online at the instructor log -in page at: https://www4.newportbeachca.gov/instructorlogin/instructorlogin.aspx 4. CONTRACTOR DUTIES A. Contractors. Contractor hereby certifies that he/she or any Contractor, representatives, or employee who will be teaching the class or assisting in teaching the class is qualified to do so, and qualified to perform the services described above and in the course outline submitted to City. City staff must approve in writing all assigned Contractors, representatives and employees prior to any of them performing any services under this Agreement. A current roster of Contractors, representatives, and employees must be provided prior to new Contractors, representatives and employees being approved. All Contractors must be able to provide proof of legal right to work in the United States. B. Representatives/Employees. Contractor shall provide the City with Name, Address and Phone Number of all representatives or employees who will be providing any services pursuant to this Agreement. All representatives or employees must comply with the City's fingerprint policy (Section 8). Please mark the following that apply: I will not be using representatives or employees. I will be using representatives or employees (Please complete Exhibit A). Contractor must notify the City in writing at least thirty (30) calendar days before the start of the first class or program with any additions or deletions to Exhibit A. 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. C. Supplies/Equipment. Contractor shall be responsible for providing all supplies, equipment, personnel, materials, and any additional publicity desired for the class, at Contractor's sole expense, unless otherwise agreed to in writing by City. Contractor shall also be responsible for repairing and maintaining all equipment and supplies in good working condition. D. Anti -Discrimination Laws. Contractor 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 Contractor agrees not to discriminate on said grounds in the hiring and retention of employees and representatives, unless authorized under Section 12940 of the California Government Code. Contractor shall, where applicable, conform to the requirements of the Americans with Disabilities Act in the performance of this Agreement. INDEPENDENT CONTRACTOR AGREEMENT University of California, Board of Regents - University of California, Irvine Recreational Sports Department Page 3 D. Class Size. Contractor shall determine the minimum and maximum number of participants required for each class in cooperation with City staff. The City can determine the minimum/maximum number of participants in a class to ensure the quality and, safety of the class. Contractor or Contractor's authorized representative is required to attend the first class meeting of all class offerings advertised in the Newport Navigator unless Contractor cancels the class three (3) business days prior to the start date, with the prior written approval of City. In the event of such approved cancellation, Contractor shall be responsible for informing all registered participants. In the event that the minimum number of participants is not met by the first class meeting, the class will be cancelled and the Contractor shall not be compensated for attending the first meeting or for any cancelled class. Contractor shall not be obligated to provide any additional services. in regards to the cancelled class. If the minimum number of participants is met or exceeded, the class will be held as scheduled (even if any of the initial participants subsequently drop the class), subject to paragraph 14 of this Agreement. If the demand is such that an additional class could be offered, it shall be taken under consideration and negotiated by City and Contractor. If class(es) are cancelled for two (2) consecutive quarters due to lack of enrollment, the class will not be scheduled again until City determines that public demand has increased. E. Use of Non -City Facilities for Classes. If Contractor desires to conduct the class at his/her place of business, or some other non City -owned site or facility, Contractor must: i. Notify City at least twenty-four (24) hours in advance; 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. Contractor shall obtain permission from City one (1) week prior to any planned absence from the class. In the event of illness, Contractor is required to notify City and Participants twelve (12) hours prior to any class cancellation. City urges Contractor to get a substitute, whenever possible, instead of cancelling classes. All Contractor employees or representatives must be fingerprinted and clear a background check before teaching a class as provided in paragraph 8 of this Agreement. Contractor shall obtain City's prior written approval of any substitute Contractor. When cancelling a class, Contractor shall contact all participants as soon as possible. G. Contact Information. Contractor is required to notify City in writing of any name, address, telephone number, email, website or payment changes within 48 hours of such change. H. Orientation. Contractor or Contractor's authorized representative must attend the Annual Contractor Orientation on Wednesday, May 12, 2010, at Newport Coast Community Center (6401 San Joaquin Hills Road, Newport Coast, CA 92657) from 5:00 — 8:30pm. Failure to attend without prior written approval shall result in City retaining an additional 5% of the total enrollment fees collected. I. Other Requirements. Contractors shall: i. Cooperate fully with all reasonable requests from City staff. ii. Maintain safe practices of participant safety. iii. Immediately report to the Recreation & Senior Services Office any injuries as a result of class participation. INDEPENDENT CONTRACTOR AGREEMENT University of California, Board of Regents - University of California, Irvine Recreational Sports Department Page 4 A iv. Immediately report to the Recreation & Senior Services Office any observed 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 cancelled 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 unless participants continue to use public City facilities for personal use without conflict with other scheduled activities and in accordance with posted hours and availability limitations. vii. Ensure that any music or sound system is kept at levels that will not interfere with other classes or create a public disturbance/nuisance. viii. Close and secure the room or building at the end of each class. ix. Turn off any lights, heat, air conditioning, or other utilities when class is finished. X. Schedule make-up classes in advance through City. A. Complete and return the quarterly "Contract Class Schedule" on the date stated which will be emailed to the Contractor. Contractor is given two (2) weeks to return the completed quarterly schedule back to the City. xii. Know facility rules and regulations and provide pertinent information (i.e. refunds) to participants. (Copy provided). xiii. Pay a $20 lost key/replacement fee when Contractor requests replacement key. xiv. Abide by all City policies and procedures including, but not limited to, the requirements set forth in the Newport Navigator and the Contract Contractor's Handbook 2009-10, which is attached hereto and incorporated by this reference. J. Email — All Contractors are required to have an email address. K. Contractor ID Badge — Contractors and their employees/representatives are required to wear Recreation Contractor ID Badge provided by the City at all times while teaching. Pay a $5 Contractor ID Badge lost/replacement fee will be charged. Contractor ID Badges are replaced each year upon renewal of contract. INDEPENDENT CONTRACTOR The parties intend and agree that at all times during the performance of services under this Agreement; Contractor 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 income and social security taxes and to provide for his/her own workers compensation and unemployment insurance and that of his/her employees or representative. Contractor 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 Contractor other than as provided herein. City reserves the right to employ other independent contractors and Contractors who teach the same or similar classes. 6. INSURANCE General Liability Insurance. Contractor 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 only to the extent of and an amount proportional to negligent acts or omissions of the Contractor. The policy shall carry a general liability special endorsement naming the City of Newport Beach, its elected or appointed officers, employees, INDEPENDENT CONTRACTOR AGREEMENT University of California, Board of Regents - University of California, Irvine Recreational Sports Department Page 5 agents and volunteers as additional named insured in the amount of one million dollars ($1,000,000) per occurrence. Evidence of insurance certificate shall be sent to the Recreation & Senior Services Department and must be approved by the City Risk Manager prior to the first class/day of instruction. Contractor 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 Contractor 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 Recreation & Senior Services Department, at the following address: 3300 Newport Boulevard, Newport Beach, CA 92663. Workers' Compensation Insurance. By executing this Agreement, Contractor certifies that Contractor 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. Contractor shall carry the insurance or provide for self-insurance required by California law to protect said Contractor from claims under the Workers' Compensation Act. Please mark the following that apply: Attached is the Certificate of Self -Insurance for the University of California, Irvine. 7. COMPLIANCE WITH ALL LAWS Contractor, and his/her employees, agents and representatives shall at all times observe and comply with all laws, ordinances and regulations. 8. FINGERPRINTS AND CRIMINAL BACKGROUND CHECK All Contractors and their employees, agents and 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 or assisting with any class or program. Such Contractors and their employees, agents and representatives are required to submit fees in the amount of $54 per person 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 are required to be updated every five (5) years. This requirement is mandatory. In addition, all classes involving minors age seventeen (17) or younger must be taught in an open atmosphere where parents and guardians are able to observe class instruction if so desired. At no time can the parent or guardian of a minor be denied access to a class. By signing this Agreement, Contractor agrees to the provisions of this Paragraph. 9. TRANSPORTING OF MINOR PARTICIPANTS Unless the class or program specifically involves travel or transportation of minors to an offsite location, Contractor, or Contractor's employees, agents or representatives, 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, Contractor shall make every effort to contact the minor participant's parent, legal guardian, or other authorized individual to whom the minor may be INDEPENDENT CONTRACTOR AGREEMENT University of California, Board of Regents - University of California, Irvine Recreational Sports Department Page 6 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, 8am to 5pm.), or the Park Patrol at 949-795-2381 (Monday through Friday, 5 to 9pm, and Saturday and Sunday, 9am to 5pm.) During all other hours, Contractor shall contact the Newport Beach Police Department for assistance. 10. 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 those authorized by City. All class rosters, class participant addresses and contact information, shall be used by the Contractor solely for administration of classes and performing City business. Contractor will take reasonable steps consistent with the law to prevent distribution of such information. Contractor's obligations under this paragraph shall survive the termination of this Agreement. 11. USE OF NAMES AND LOGOS; ADVERTISING, PRESS RELEASES AND PUBLICITY Contractor shall not include City's name, 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 or television production, Internet, or other printed or electronic medium without the prior written consent of City and participants. 12. 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. 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 in Newport Beach City Hall. In certain circumstances, Contractor 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. 13. JOINT INDEMNIFICATION Contractor and City shall defend (with counsel approved in writing by the other Party), indemnify and hold each other, their respective elected officials, officers, agents, employees, boards and commissions ("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, his or her employees, representatives, officers and agents in the course of performing services under this Agreement. Intellectual Property. 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 legally protected rights of any third parties, with respect to works performed, logos 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 INDEPENDENT CONTRACTOR AGREEMENT University of California, Board of Regents - University of California, Irvine Recreational Sports Department Page 7 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. 14. TERMINATION City or Contractor has the right, at its sole discretion and with or without cause, to terminate this Agreement at any time by giving thirty (30) calendar days prior written notice. 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. 15. 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. 16. 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. 17. 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. 18. 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. 19. 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. 20. 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. INDEPENDENT CONTRACTOR AGREEMENT University of California, Board of Regents - University of California, Irvine Recreational Sports Department Page 8 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 By: nett a hamp Assistant City Attorney ATTEST: eilani Brown, Ci M G� o� CITY OF NEWPORT BEACH, A Municipal Corporation By L ura Detwei , Director creation & Senior Services Department CONTRACTOR: REGENTS OF UNIVERSITY OF CALIFORNIA, ON BEHALF OF IRVINE CAMPUS, DEPARTMENT OF CAMPUS RECREATION By: ui a Gunther Name: Director lulatEn a! & Risk ant By: Dail Name: Before submitting your contract package to the City, the following documents must be completed and or enclosed: Exhibits: A - Contract Representative and/or Employee Form B- Additional Services Provided by Contractor and City C - Insurance f:\temp\00 rss contracts\uci.docx s 0 cn (f) v CD 7 C O 0 70 v D Z a) INDEPENDENT CONTRACTOR AGREEMENT University of California, Board of Regents - University of California, Irvine Recreational Sports Department Page 2 Attachment The following requirements are subject to revision at any time by the CITY. 1. MAXIMUM NUMBER OF PARTICIPANTS A maximum of twenty (20) students per Site may be on the beach at any one time. 2. STUDENT TO CONTRACTOR RATIOS For every seven students on the beach or in the water, one Contractor must be present. Anytime students are in the water, at least one American Red Cross CPR/First Aid Contractor must be present and supervising the class and have a cell phone or emergency radio with them. 3. BEACH ACCESS Contractor shall not exclude the public from any Site. Beach access must be kept clear at all times. Sailboats must be kept in a position that does not obstruct beach access. 4. LOCATION Contractor must operate from their assigned area at the corner of 18th Street and Bay Ave. Contractor will meet and escort participants from the parks facilities, parking lots and/or nearest street. 5. EQUIPMENT & REPAIR The City will provide the following: • Dinghy with motor • 12-16 8ft Sabot Sailboats with equipment • 3-4 14ft Lido Sailboats with equipment • Two (2) Tennis Courts at Las Arenas Park • Storage Room for Equipment Storage Area for sailboats and equipment on the beach • Contractor will be paid no more than $5000.00 during this agreement for repairs and improvements to the City's boat racks. City must approve all repairs and improvements. • 2 Emergency Radios • 24-36 Lifejackets • Signage for the program • Purchasing new equipment for sailboats (sails, etc) • Purchasing new sailboats as needed • Storage unit for gasoline • Dock Box storage unit at tennis courts • Reimburse Contractor for 5 Blue Pole Stickers The Contractor will provide the following: • Will be responsible for routine maintenance and repair of boats and storage rack area. • Purchase 5 Blue Pole Passes INDEPENDENT CONTRACTOR AGREEMENT University of California, Board of Regents - University of California, Irvine Recreational Sports Department Page 3 • Purchase Gasoline • Provide all boats, maintenance, and repairs at the UCI Sailing Base. 6. CPR AND FIRST AID All sailing Contractors must and pass American Red Cross CPR & First Aid training. Additionally, an American Red Cross first aid kit, approved by the City, must be onsite at all times. Prior to the initial class, the Contractor must arrange with the City for an initial equipment and first aid safety inspection. R49,�h men, C. No: 12009/2010 110 University of California, Irvine This certificate is issued to: Insurance & Risk Management City of Newport Beach 250 Public Services Building Irvine, CA 92697-4530 (949) 824-5093 UNIVERSITY OF CALIFORNIA a CERTIFICATE OF SELF-INSURANCE This is to certify that the University of California is self-insured for the following coverages: Should any of the above described programs of self-insurance be materially modified or cancelled before the expiration date shown below, The Regents of the University of California will give 30 days written notice to the named certificate holder. DATE ISSUED: May 24, 2010 CERTIFICATE EXPIRES: October 1, 2010 AUTHORIZED SIGNATURE 10/16/01 Type of Coverage Self -Insured Limits I. GENERAL LIABILITY Each Occurrence $ 1,000,000 Products and Completed Operations Aggregate $ 1,000,000 Personal and Advertising Injury $ 1,000,000 General Aggregate (Bodily Injury & Property Damage) $ 1,000,000 II. AUTOMOBILE LIABILITY Vehicles Owned, Non -owned and Hired $ each occurrence III. SPECIAL TERMS & CONDITIONS: 1. City of Newport Beach, its elected or appointed officers, employees, agents and volunteers, are hereby named as additional insured, but only in connection with activities under the Program Agreement for Recreational & Enrichment Classes/Programs offered by University of California, Irvine and the City of Newport Beach, effective (once executed) through 9/30/10. This provision shall apply to claims, costs, injuries or damages but only in proportion to and to the extent such claims, costs, injuries, or damages are caused by or result from the negligent acts or omissions of the Regents of the University of California, its officers, agents, or employees. 2. The insurance evidenced herein follows the provisions of the Bylaws and Standing Orders of The Regents of the University of California and self-insurance programs as administered by the University of California, Office of the President, Office of Risk Services, which do not permit any assumption of liability which does not result from and is not caused by the negligent acts or omissions of its officers, agents, or employees. Any indemnification or hold harmless clause with broader provisions than required under such Bylaws and Standing Orders shall invalidate this certificate. NOTE: If Certificate is a renewal add: Renewal of Certificate No.: Should any of the above described programs of self-insurance be materially modified or cancelled before the expiration date shown below, The Regents of the University of California will give 30 days written notice to the named certificate holder. DATE ISSUED: May 24, 2010 CERTIFICATE EXPIRES: October 1, 2010 AUTHORIZED SIGNATURE 10/16/01