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HomeMy WebLinkAboutBERNAL, YENNYINSURANCE NOT ON FILE N.2018-102 WORK MAY NOT PROCEED CLERK Of COUNCIL DATE: �O 2 3 2016 ART WORKSHOPS AGREEMENT q������ THIS AGREEMENT is made and entered into this 12a' day of June, 2018, by and C , Q//n & . between Yenny 13emal ("Provider") and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain an artist who will be responsible for organizing and facilitating ten (10) "Uplifting Soul Art Event" workshops at the Downtown Santa Ana Farmer's Market during the months of June through October 2018, B. Provider represents that Provider is able slid willing to provide such services to the City. C. In undertaking the performance of this Agreement, Provider represents that it is knowledgeable in its field and that any services performed by Provider under this Agreement will be performed in compliance with such standards as may reasonably be expected. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows; 1. SCOPE OF SERVICES Provider shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION In consideration for the right to provide the programs set forth in Exhibit A, City agrees to pay and Provider agrees to accept as total payment for its services $202 per workshop, Total compensation to Provider shall not exceed $2,020 during the term of this Agreement. Payment to Provider shall be made by check within thirty (3 0) days of the conclusion of each event. Provider must provide IRS form W-9 before payment can be made. 3. TERM This Agreement shall commence on the date first written above, and terminate on December 31'20181 unless terminated earlier in accordance with Section 12, below. A schedule of events is defined in the attached Exhibit A, The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. 4. INDEPENDENT CONTRACTOR Provider shall, during the entire tern of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or Page 1 of 7 to allow the City to exercise discretion or control over the manner in which Provider performs the services which are the subject matter of this Agreement; however, the services to be provided by Provider shall be provided in a manner consistent with all applicable standards and regulations governing such services. Provider shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. Provider is not an agent, representative or employee of City and, Provider shall have no authority to act on behalf of the City. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Provider shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a,. Commercial General Liabilityinsurance. Provider shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Provider's negligent operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insured provisions. b. Worker's, Compensation Insurance. In accordance with California State law, Consultant, if Provider has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Provider agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. c. The following requirements apply to the insurance to be provided by Provider pirsuant to this section: (i) Provider shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City, d, If Provider fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to terminate this Page 2 of 7 Agreement. Such termination shall not affect Provider's right to be paid for its time and materials expended prior to notification of termination. Provider waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Provider agrees to and shall defend, indernnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injtuy, including death, and claims for property damage, which may arise from the negligent operations of the Provider or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Provider further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. 7. CONFLICT OF INTEREST Provider covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 8. LIVE SCAN BACKGROUND CHECK Provider, and any employees, subcontractors or substitutes, in contact with minors under eighteen (18) years of age shall arrange for and submit to a Live Scan electronic background check for criminal history available through the California Department of Justice as a condition of this Agreement and provide proof of compliance, including any criminal history identified, prior to performing services hereunder. The background check shall include at a minimum a state and county criminal history investigation where such individual resides and a search of the National and California State Sex Offender Registries, 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: Page 3 of 7 To City Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax (714) 647.6956 With copy to: Executive Director of Community Development Agency City of Santa Ana 26 Civic Center Plaza (M-25) F.O. Box 1988 Santa Ana, California 92702 Fax (714) 647-6549 To Provider: Uplifting Soul Art Events Attn: Yenny Bernal 1052 W. Pine Street Santa Ana, CA 92703 Telephone: 949-545-1666 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above, If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Provider regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail, This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Provider. The parties agree that any terns or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Provider or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. Page 4 of 7 11. ASSIGNMENT The experience, knowledge, capability and reputation of Provider were a substantial inducement for City to enter into this Agreement. Therefore, Provider may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. 12. TERMINATION a, This Agreement may be terminated by the City upon thirty (3 0) days written notice of termination. In such event, Provider shall be entitled to receive, and City shall pay Provider, compensation for all services rendered prior to the effective date of termination, b. Termination or cancellation of any workshop by the Provider must be given to the City at least thirty (30) days prior to termination/cancellation. 13. RECORDS Provider shall keep any records in connection with the work to be performed under this Agreement and shall permit City, upon request, to review such records for a period of three (3) years from the date of final payment to Provider under this Agreement. 14. NON DISCRIMINATION Provider shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities, or in any activities under this Agreement. Provider affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 19. JURISDICTION —VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. LICENSES Provider shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Page 5 of 7 N-2018-102 17. SEVERABILITY In the event that one or more of the phrases, sentences, clauses, paragraphs or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement, which shall be interpreted to carry out the intent of the parties hereunder. 18. EXHIBPI'S All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 19. AUTHORITY The person(s) executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that be so executing this Agreement, the parties hereto are formally bound to the provisions of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: .r, D. HUIZAR)MARTA rk of the Council APPROVED AS TO FORM: SONIA R ARVALHO City A66AN M Attorney RECOMMENDED FOR APPROVAL: STEVEN A. MENDOZA Executive Director Community Development Agency CITY OF SANTA ANA RAUL GOD EZ II City Manager PROVIDER: Yen erm�l` Page 6 of 7 Exhibit A Scope of Services Page 7 of 7 Exhibit A February 11t, 2018 Uplifting Soul Art Events 1052 W. Pine St, Santa Ana, CA Wings of the City - Educational Family Art Booth at DTSA Farmers Market It is with great honor that we will provide educational workshops to our community while honoring prominent guest artist, Jorge Marin and his Wings of the City exhibit. We are proud to have been the chosen city for this year long exhibit and are grateful to be a part of this beautiful opportunity to share art and culture. We understand the Importance of freedom and what it means to humanity, as well as what it means to us as immigrants and our cultural backgrounds and roots. Here are the dates that we would be available to participate: June 17 & 24, 2018 July 1 & 15, 2016 Aug 19 & 26, 2018 Sep 16 & 30. 2018 Oct 14 & 21, 2018 June 17th —The Flying Spirit We welcome spring and dedicated our art creation to pollinators and our fragile and beautiful environment as we learn to draw flowers, bees, butterflies, and hummingbirds. This is a Mixed Media project using pastels and watercolors. We will focus on the Importance line and color theory as Elements of Art. June 24th — Wood and Glue Lesson will focus on Picture Frame assembly and painting- We will discuss principals of art in regards to Sculpture and Design by creating wooden frames using Popsicle sticks and wooden add-on's and acrylic paint. Perfect gift forthe familyl July 1st — Summer Color Celebration Independence Day Celebration will have a focused lesson on wax resist medium which is pastels/crayons and watercolors. We will study texture and color theory as we create card and post cards for our loved ones. July 15th — Summer Calor Celebration Dream catchers watercolor'drip technique, We will focus on the meaning of our dreams and their protection. We will study cojortheory. August 191h — Back to School In this lesson students will create their own Art Journal and get their creative juices flowing on its pages. We will be using recycled materials to create art journals using geometric shapes and pastels as our art medium. We will discuss Shape, Pattern, and Rhythm. August 261h - Back to School Manifestation intention box of dreams. We will use recycled materials to create a cardboard box which will be filled with dream messages for the future school year. Mixed media with paint we will study 3•D Form, September 16th — Revolution (Not sure if the Fiestas Patrias will affect the market running on that da Paper Picado and Paper Flower Banners. We will use tissue paper of various colors, chenille sticks (pipe cleaners), and color string as we explore the world of precision cut using scissors to create special designs thru patterns. We will be studying texture as we create a beautiful decorative banner that can be used for space dicor. September 30th Friendship Celebration. We will create friendship cards using construction paper, cutting tools, glue, markers and glitter. We will study calligraphy and design. October 141h — Autumn Celebration. We will welcome the changing of the season as we look at our environment and create silhouettes as we study space, using a colorful watercolor background to off -set the work. October 2111-- Understanding of Life and Death in Cultural Traditions. We will acknowledge the fear and sadness of death, as well as the natural cycle of life. We will discuss Halloween as a Pagan tradition, and Dia de los Muertos as a Spanlsh-Mexican tradition. We will create Calacas and Halloween inspired masks and focus on sculpture and design, Mixed media such as cardboard and tempera paint will be used for this project. Thank you foryourtime. I hope that you like the planned curriculum and I am looking forward to starting the workshops. Yenny Bernal Uplifting Soul Art Events 949/545-1666