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Home My WebLink About19-170 - Rainier Symphony - Rainier Symphony 2019-2020 Season19-170 Council Approval N/A ,64..s14 L A 4,4 4 4 City of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 CONTRACT FOR SERVICES Contract Number: This Agreement is entered into by and between the City of Tukwila, Washington, a non -charter optional municipal code city hereinafter referred to as "the City," and Rainier Symphony, hereinafter referred to as "the Contractor," whose principal office is located at PO Box 58182, Seattle, WA 98138. WHEREAS, the City has determined the need to have certain services performed for its citizens but does not have the manpower or expertise to perform such services; and WHEREAS, the City desires to have the Contractor perform such services pursuant to certain terms and conditions; now, therefore, IN CONSIDERATION OF the mutual benefits and conditions hereinafter contained, the parties hereto agree as follows: 1. Scope and Schedule of Services to be Performed by Contractor. The Contractor shall perform those services described on Exhibit A attached hereto and incorporated herein by this reference as if fully set forth. In performing such services, the Contractor shall at all times comply with all Federal, State, and local statutes, rules and ordinances applicable to the performance of such services and the handling of any funds used in connection therewith. The Contractor shall request and obtain prior written approval from the City if the scope or schedule is to be modified in any way. 2. Compensation and Method of Payment. The City shall pay the Contractor for services rendered according to the rate and method set forth on Exhibit A attached hereto and incorporated herein by this reference. The total amount to be paid shall not exceed $7,000 annually, totaling $14,000. 3. Contractor Budget. The Contractor shall apply the funds received under this Agreement within the maximum limits set forth in this Agreement. The Contractor shall request prior approval from the City whenever the Contractor desires to amend its budget in any way. 4. Duration of Agreement. This Agreement shall be in full force and effect for a period commencing January 17, 2019, and ending December 31, 2020, unless sooner terminated under the provisions hereinafter specified. 5. Independent Contractor. Contractor and City agree that Contractor is an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Contractor nor any employee of Contractor shall be entitled to any benefits accorded City employees by virtue of the services provided under this Agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an employer with respect to the Contractor, or any employee of the Contractor. \ck os OcA:( 0015 CA Revised December 2016 Page 1 of 5 6. Indemnification. The Contractor ehoU defwnd, indemnify and hold the Public Enhtv, its officera, officia|s, employees and volunteers harmless from any and all claime, injuries,a losses or suits including attorney fees, arising Out of or in connection with the performance of this Aoreemant, except for injuries mnddgnnogesoouoedbvtheao|enog|igenceofthmPub|ioEntih/. Should a courtof competent jurisdiction determine that this Agreement is NecttoRCW424115 then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the Public Entity, its officers, officials, employees, and volunteers, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Contractor's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 7. Imammmncm. The Contractor shall procure and maintain for the duration ofthe Agreement, insurance against claims for injuries to persons ordamage bo property which may arise from or in connection with the performance of the work hereunder by the Contnactnr, their egente, nepr*aentetivee, employees or subcontractors. Contractor's maintenance of inourance, its scope of coverage and limits as required herein shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance. Contractor shall obtain insurance ofthe types and with the limits described below: 1. Automobile Liability insurance with 8 minimum combined Sjngka |innd for bodily injury and property damage of$1.00U.00O per accident. Automobile liability insurance shall cover all ovvned, non -owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (|8{)) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liabilitv insurance with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and $2,000,000 prod ucts-completed operations aggregate limit. Commercial General Liability insurance shall be as least at broad as ISO occurrence form CG 0001 and shall cover liability arising from premises, openadono, independent contnactora, prod unta-connp|etod operations, stop gap |iabi|ity, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Umb||ib/ insurance shall be endorsed to provide per project general aggregate limit using ISO form CE)25O3O5O9oronequivalent endorsement. There shall banoexclusion for liability arising from explosion, collapse orunderground property damage. The City shall benamed maan additional insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured endorsement CG 20 10 1001 and Additional Insured -Completed Operations endorsement CG2O57 10 01 or substitute endorsements providing etleast uebroad coverage. 3. Workers' Compensation coverage aorequired by the Industrial Insurance laws of the State of CARevised December 2016 Page 2of5 B. Other Insurance Provision. The Contractor's Automobile Liability and Commercial General Liability insurance policies are to oontain, or be endorsed to contain that they ohoU be primary insurance with respect tothe City. Any inaurmnoe, seK-inouuanme, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. C. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A: VIL D. Verification of Coverage. Contractor shall furnish the City with originalcedificates and ocopy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements oftheContractorbefonaonnnnlenmarnantof the work. Upon request by the Qb/. the Contractor shall furnish certified copies of all required insurance po|ioieo, including endonaernenta, required in this Agreement and evidence of all subcontractors' coverage. E. Subcontractors. The Contractor shall have sole responsibility for determining the insurance coverage and limits naquired, if any, to be obtained by eubcontnaotoro, which determination ohe|| bemade inaccordance with reasonable and prudent business practices. F. Notice of Cancellation. The Contractor shall provide the City and all Additional Insureds for this work with written notice of any policy canoe||ahon, within two business days of their receipt of such notice. G. Failure to Maintain Insurance. Failure on the part of the Contractor to maintain the insurance as required shall constitute a material breach of contract, upon which the City may, after giving ||wa Uue|naae Umyo nnt/m* to the Contractor to correct the breach, |nnrneo|oze|y nmnn/nota the contract or, atits discretion, procure orrenew such insurance and pay any and all premiums in connection therewith, with any sums ooexpended to be repaid tothe City on demend, uraithe sole discretion of the City, offset against funds due the Contractor from the City. 8. Record Keepimq and RepoMUnq. A. The Contractor shall maintain accounts and reoordo, including personnel, pnopedv, financial and ppognannnnmdio records which sufficiently and properly reflect all direct and indirect costs of any nature expended and services performed in the performance of this Agreement and other such records as may be deemed necessary by the City to ensure the performance of this Agreement. B. These records shall be maintained for a period of seven (7) years after termination hereof unless permission to destroy them is granted by the office of the archivist in n000vdmnom with RCVV Chapter 4O.14and bythe City. 9. Audits and Inspections. The records and documents with respect to all matters covered by this Agreement shall besubject sdall times tn inspection, review oraudit bv law during the performance of this 10.Terminwtiom' This Agreement may at any time be terminated by the City giving to the Contractor thirty (30) days written ncdioa of the City'e intention to terminate the same. Failure to provide products on schedule may n*au|1 in oon{nani termination. If the Contractor's insurance coverage is canceled for any reason, the City shall have the right toterminate this Agreement immediately. 11.0iscrimination Prohibited. The Consultant, with regard to the work performed bybunder this Agreement, will not discriminate on the grounds of race, religion, creed, color, national origin,age. veteran status, sex. sexual orientation, gender identity, marital status, political affiliation, the presence of any disability, or any other protected class status under state or federal law, in the selection and retention of employees or procurement of materials or supplies. CARevised December 2016 Page 3of5 12'Assimnmmmt and Subcontract. The Contractor shall not assign or subcontract any portion of the services contemplated bythis Agreement without the written consent of the City. 13.EnMnm Aqreemnemt| Modification. This Aoreannent, together with attachments or oddenda, represents the entire and integrated Agreement between the City and the Contractor and supersedes all prior negotiations, representations, oragreements written or oral. No amendment urmodification of this Agreement shall be of any force or effect unless it is in writing and signed by the parties. 14. Sevsrmbi|itv and Survival. If any tero), condition or provision of this Agreement is declared void or unenforceable orlimited in its application or effect, such event shall not affect any other provisions hereof and all other provisions shall remain fully enforceable. The provisions of this AQnaennent, which by their sense and context are reasonably intended tosurvive the completion, expiration or cancellation of this Agreement, shall survive termination of this Agreement. 15.yAotioem. Notices hothe City ofTukwila shall basent tothe following address: City Clerk, City of Tukwila Tukwila, Washington SO188 Notices to the Contractor shall be sent to the address provided by the Contractor upon the signature line below. 16.App|icmblm Lam; Venue; Aftmmmev's Fees. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. In the event any aud, arbhroLon, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree that venue shall beproperly laid |nKing County, Washington. The prevailing party inany such action shall boentitled toits attnrney'sfees and costs ofsuit. DATED this b \4V, day of Npm �� ° S. ~��_� °_�, _ )ck ~W ~.0 -V �~- CARevised December 2016 �� .2O ` .. CONTRACTOR ° ` �u?sa')n Rey)nolds, Vice ent Board of Directors PO Box58182 Seattle, VVA98130 Phone Page 4of5 EXHIBIT A SCOPE OF WORK Rainier Symphony will provide a minimum of six (6) concerts and weekly rehearsals at the Foster High School Performing Arts Center annually throughout 2O19and 2O2O PAYMENT in December of each year, Rainier Symphony shall submit a detailed invoice along with an annual report highlighting the past year's performances and accomplishments. CARevised December 2016 Page 5cd5