HomeMy WebLinkAboutGLESNE, KJERSTI MAE 1-2002
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THIS AGREEMENT, made and entered into this 9 day of ,:JanuarV ,2002 by
and between Kjersti Mac Glcsne, sole proprietor (hereinafter "Consultant"), and thd City of
Santa Ana, a charter city and municipal corporation organized and existing under the
Constitution and laws of the State of California (hereinafter "City").
,,-l":O 2-
eP
N-2002-004
02-
RECITALS
A. The City desires to retain a consultant having special skill and knowledge in the field of
providing music lessons and curriculum.
B. Consultant represents that Consultant is able and willing to provide such services to the
City.
C. In undertaking the performance of this Agreement, Consultant represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional consulting firm in the field.
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
Consultant shall perform the following services:
A. Serve as a music Instructor for Empowerment Zone children's music classes in
Santa Ana schools.
B. Direct music instruction
C. Be prepared in advance for music classes and have a strong knowledge of the
music curriculum prior to each class.
D. Prepare a lesson plan for each class, choose music techniques in coordination with
the Arts Administrator and teach the music so as to achieve a highly competent
performance by the student. A wide array of music is to be taught. Performances
are to occur quarterly before an audience of students, parents and community.
E. Provide 3 hours of art education during each class.
2. COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for its services a
rate of$30.00 per hour. Consultant may be reimbursed for purchase of music supplies and
instructional materials up to a maximum of $2000.00. The total sum expended under this
Agrccmcnt, included reimbursable supplies and materials, shall not exceed S I 0,000 during thc
term of this Agreement.
b. Payment by City shall be made within thirty (30) days following receipt of proper
invoice evidencing work performed, subject to City accounting procedures. Payment need not
be made for work which fails to meet the standards ofperf011l1anee set forth in the Recitals
which may reasonably be expected by City.
3. TERM
This Agreement shall commence on the date first written above and terminate on July I,
2002, unless tel1llinated earlier in accordance with Section 12, below. The term of this
Agreement may be extended upon a writing executed by the Executive Director of the Parks,
Recreation and Community Services Agency and the City Attorney.
4. INDEPENDENT CONTRACTOR
Consultant shall, during the entire term 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
to allow the City to exercise discretion or control over the professional manner in which
Consultant performs the services which are the subject matter of this Agreement; however, the
services to be provided by Consultant shall be provided in a manner consistent with all
applicable standards and regulations governing such services. Consultant 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.
5. INSURANCE
Prior to undertaking performance of work under this Agreement, Consultant shall
maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
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a. Commercial General Liability Insurance. Consultant shall maintain commercial
general liability insurance naming the City, its officers, agents, volunteers, and employees as
additional insured(s) and shall include, but not be limited to protection against claims arising
from bodily and personal injury, including death resulting [hercii-om ;u](] damage [0 property,
resulting from any act or occurrence arising out of Consultant's operations in the perfoDnance 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. Consultant shall supply City with a fully executed additional insured endorsement in
substantially the form attached hereto as Exhibit B upon execution of this Agrccmcnt and shall
be approved in form by the City Attomey.
b. Business automobile liability insurance, or equivalent form, with a combined single
limit of not less than $ I ,000,000 per occurrence. Such insurance shall include coverage for
owned, hired and non-owned automobiles.
c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300
of the Labor Code, Consultant, if Consultant 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, Consultant agrees to obtain and maintain any
employer's liability insurance with limits not less than $1,000,000 per accident.
d. (reserved)
e. The following requirements apply to the insurance to be provided by Consultant
pursuant to this section:
(i) Consultant 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 fumished to the City upon execution of
this Agreement and shall be approved in form by the City Attomey.
(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.
f. If Consultant fails or refuses to produce or maintain the insurance required by this
section or fails or refuses to fumish 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 forthwith
terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its
time and materials expended prior to notification of termination. Consultant 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
Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents,
employees, consultants, special counsel, and representatives from liability: (I) for personal
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injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims
for personal injury, including health, and claims for property damage, which may arise from the
direct or indirect operations of the Consultant or its contractors, subcontractors, agents,
employees, or other persons acting on their behalfwhich relates to the services deseribeJ in
section 1 of this Agreement; amI (2) from any claim that personal il,jury, Jamagcs, just
compensation, restitution, judicial or equitable relief is Jue by reason ofthc tcrms 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 relicf suffered, or alleged to
have been suffered, by reason of the evcnts rcferred to in this Section or by rcason of the temlS
of, or effects, arising from this Agreement The Consultant further agrees to indemnify, hold
harmless, and pay all costs for the defense of the City, including fecs 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. City may make all reasonable decisions with respect to its
representation in any legal proceeding.
7. CONFIDENTIALITY
If Consultant receives from the City information which due to the nature of such
information is reasonably understood to be confidential and/or proprietary, Consultant agrees
that it shall not use or disclose such information except in the performance ofthis Agreement,
and further agrees to exercise the same degree of care it uses to protect its own information of
like importance, but in no event less than reasonable care. "Confidential Information" shall
include all nonpublic information, Confidential information includes not only written
information, but also information transferred orally, visually, electronically, or by other means.
Confidential information disclosed to either party by any subsidiary and/or agent of the other
party is covered by this Agreement The foregoing obligations of non-use and nondisclosure
shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is,
through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful
possession ofthe Consultant without an obligation of confidentiality; (d) is required to be
disclosed by operation oflaw; or (e) is independently developed by the Consultant without
reference to information disclosed by the City.
8. CONFLICT OF INTEREST CLAUSE
Consultant 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.
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 telefacsimile or other
telegraphic communication in the manner provided in this Section, to the following persons:
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To City:
Clcrk ofLhc City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O, Box 1988
Santa Ana, CA 92702-1988
telefacsimile (714) 647-6956
With courtesy copies to:
Executive Director ofthe Parks, Recreation and Community Services
Agency
City of Santa Ana
888 W, Santa Ana Blvd Ste 200
Santa Ana, California 92702
te]efacsimi]e (7]4) 571-4235
and,
City Attorney
City of Santa Ana
20 Civic Center Plaza (M-29)
P,O. Box 1988
Santa Ana, California 92702
telefacsimile (714) 647-6515
To Consultant:
Kjersti Mae Glesne
2738 Quail Ridge Circle
Fullerton, CA 92835
714-256-8579
A party may change its address by giving notice in writing to the other party. Thereafter,
any notice, tender, demand, delivery, or other communication shall be addressed and transmitted
to the new address. If sent by mail, any notice, tender, demand, delivery, or other
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 telefacsimile, any notice, tender, demand, delivery, or
other 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,
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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 statcmcnt betwecn the City and
Consultant, 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
temlS of this Agreement shaH prevail. This Agreement may not be modiiied except by written
instillment signed by the City and by an authorized representative of Consultant. The parties
agree that any terms or conditions of any purchase order or other instillment that arc inconsistent
with, or in addition to, that tenus and conditions hereof, shall not bind or obligate Consultant nor
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 are not embodied herein.
11. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Consultant,
Consultant 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. Nothing in this Agreement
shall be construed to limit the City's ability to have any of the services which are the subject to
this Agreement performed by City personnel or by other consultants retained by City.
12. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant
compensation for all services performed by Consultant prior to receipt of such notice of termination,
subject to the following conditions:
a. As a condition of such payment, the Executive Director may require Consultant to deliver
to the City all work product completed as of such date, and in such case such work product shall be
the property of the City unless prohibited by law, and Consultant consents to the City's use thereof
for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance
specified in the Recitals of this Agreement.
13. DISCRIMINATION
Consultant 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, training, utilization, promotion, termination or
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other employment related activities. Consultant affirms that it is an equal opportunity employer
and shall comply with all applicable federal, state and local laws and regulations.
]4. JURISDICTION - VENUE
This Agrccmcnt and all qucstions relating to its validity, interpretation, performance, and
cnforcement shaH be government and construed in accordance with the laws ofthc Statc of
California. 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 partics 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.
15. PROFESSIONAL LICENSES
Consultant 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 ofthe United States, the State of California,
the City of Santa Ana and all other governmental agencies. Consultant shall notify the City
immediately and in writing of her inability to obtain or maintain such permits, licenses,
approvals, waivers, and exemptions. Said inability shall be cause for termination of this
Agreement.
16. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature hereinbelow has the power,
authority and right to bind their respective parties to each of the terms of this Agreement, and shall
indemnity City fully, including reasonable costs and attorney's fees, for any injuries or damages to
City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set
forth in the body of this Agreement.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year
first above written.
ATTEST:
CITY OF SANTA ANA
PATRICIA E. HEALY
Clerk ofthe Council
APPROVED AS TO FORM:
JOSEPH W. FLETCHER
City Attorney
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By:('"" l:.> A-,
Cristine '. aw -
Assistant City Attorney
RECOMMENDED FOR APPROVAL:
CONSULTANT
Jo}fu "Rip" Ribble
d\Oti~ Executive Director ofthe
Parks, Recreations and Community
Services Agency
(.tle.-
Kj sti Mae Glesne
(TITLE)
344-80-8907
Employer ill # or Individual SS #
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EXHIBIT B
ADDITIONAL INSURED ENDORSEMENT
FOR COMMERC1AL GENERAL LlAB1UTY POLICY
Insurance Company
This endorsement modifies such insurance as is afforded by the provisions of Policy
# relating to the following:
1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its
officers, employees, agents, volunteers and representatives are named as additional insureds
("additional insureds") with regard to liability and defense of suits arising from the operations
and uses performed by or on behalf of the named insured.
2. With respect to elaims arising out of the operations and uses performed by or on
behalf of the named insured, such insurance as is afforded by this policy is primary and is not
additional to or contributing with any other insurance carried by or for the benefit of the
additional insureds.
3. This insurance applies separately to each insured against whom claim is made or
suit is brought except with respect to the company's limits of liability. The inclusion of any
person or organization as an insured shall not affect any right which such person or organization
would have as a claimant if not so included.
4. With respect to the additional insureds, this insurance shall not be cancelled, or
materially reduced in coverage or limits except after thirty (30) days written notice has been
given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701.
(Completion of the following, including countersignature, is required to make this endorsement
effective.)
Effective
Policy #
lssued to
, this endorsement form as a part of
Named Insured
Countersigned by
Authorized Representative
9
Feb 06 02 10:538
~ G8/29/01 18:28 FAX 415 957 2882
santa ana prosa
7145714235
p.2
:
AollRJ.skServlces
f41J003
AON RlskSel"l'ic... rllc~ofNorth.rn California
IllSbr~ote SerVIces
199 F......ool SI,..<:I. /#1400
Sam Bra""r.eo, CA. 94105
BIG INDEPENDENT CITXES EXCESS POOL
Cttyor. Santa Ana
415} 486-7000
NAMED INSURED (EVEN"f HOLDER):
f~ity of Santa Ana Empowerment Zone
After School Arts Program
20 Civic Center Plaza, M-28
Santa Ana, CA 92702
EVENT INFORMATION:
Type: Edt"ation Consultants
C..... ~
Date(~):_1/01 - IIIIUZ
Project Description: Af ter School Arts
Pro\:rarn _
N.m~ ofPro~ca; ww<>rmAn; 7.nnA C.l"'~ses
I'renllUlll: 800.
AddJrionalFe.und r.".s $26. 0
'~See Attached Listing
lhisls to cartlly that the polici.s ot in.!<IrOncc li,te~ below hovc becn issued to the ilUU",d Domed e&0V<l Dor lb.
policy Ileriod Indicated. Notwithstandin: ~ny requirement,. tenns or coaditions of any COntracl Or other dOCWllellt
wIth respecl to which this certifIcate may be issued or may pertain, the insUnlr.ce afforded by the polities dcstribed
herein is subject TO aU the terms, e"clusions lllld Conditions of such policies.
INSUltANCE CAR.R.lER EVRlISton los=ee Company
MASTERPOLlCYNUMBER: TBD
MASTER POl-fCY DATBS: Eff'ECTrV~ lUL y 1.2001
12:01 a.m. Pacific Slllndard JlTJle
POFESSlONAL LiABfLrT'(
EXPiRATION; JULY t.2002
12:01 a.m. l'oclfic SllUldord Ti",.
General Aggregate Liability
Each Occurrence .LImit
Sl,OOO,ODO
Pe, eaoh project Or
CO~uJting con~t
,s1.000,OOO
bedUctiblc; Per Claim
s
500
Co.eralle i<primAry and no' coatrlburing with any insut8rlcc lTUl;nrained by an additional in>ured. The limi.. of
insunmce apply separately to el!cb event insured by this policy.. if a separate policy of insurance has been i!.Sued
for lhat evem.
n is Undezmodand weed that the CertiflCe1c Holder Is llll Additional ~~ '?"~1':l r~~a./li8'RM
orisin ""I ofthe activitlcs of the Named In,ured J:_
O'I'HER AODITIONAL !N8UIU;D OTIlER AOP HAL INS!]
aura Sheedy
Deputy City Attorney
CANCELLA TrON: Sbould the above d.sCnbcd policy b. cancel.d betw. tit.
CQm ' will mall 30 d. s written notic. TO the certiticatc he! d add" .
AUTHORIZED REPRESENTATIVES:
DA'f:E ISSUED: 7/23/01
Name
Abdelsayed, Said
Baker, Daniel
Campbell, Tamara
Caterina, Amy
Fosler, Jeff
Geiger, Greg
Glesne, Kjersti
Gonzalez, Laura Ann
Lee, David
Madigan, April
Magee, Peggy
Mills, Michael
Moreno, Maria Mercedes
Nunes, Jennifer
PiloR,JasoR
Shaw, Esther
Schermer, Janet
lulianl, Margaret
WordlH)~fEntpZoMClIaes
Instructors to be covered under
The New Certificate of Insurance
Empowerment Zone After School Classes
Revised 2/1/02
~
Lowell, Lincoln
Grand Central
Class
Visual Art
Graphic Arts
Grant Writing
Graphic Arts
Graphic Arts
MusIc
Music
Piano
Graphic Arts
Theater
Dance
Thoater
Graphic Arts
Dance
GrapRiG J'.rts
Visual Art
Piano
Visual Art
Grand Central, Assistant
Grand Central
Lincoln, Madison, Heninger
Kidseum
Heninger
Grand Central, Assistant
Lincoln, Madison, Heninger, Davis
Kidseum
Kidseum
Grand Central
Lincoln, Madison, Heninger
Grano CeRlr-a1
Madison, Lincoln, Heninger
Madison
ACCESS Sites
DavslWk
3
1
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30
10
2
2
3
1
1
1
4
1
1
1
3
1
3
1
4
10
10
20
30
20
10
20
30
30
10
20
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20
20
20