HomeMy WebLinkAbout25-002 - Contract - SharEL Thom - Instructor: Mossa Group Fitness25-002
Council Approval N/A
AGREEMENT FOR INSTRUCTIONAL SERVICES
VO 3CO
THIS AGREEMENT is entered into by and between the City of Tukwila, Washington, a non -charter optional
code city hereinafter referred to as "the City," and SharEL Thom, hereinafter referred to as "the Instructor."
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 Instructor 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:
Performance Designation. The Instructor is retained by the City to perform Mossa Group Ride/R30
Instruction services ("Services") as further defined in Section 2 below, in connection with the project titled
Mossa Group Fitness Instruction.
Scope of Services. The Instructor agrees to perform the services described and specified below, including
the provision of all labor, materials, equipment and supplies.
Instructional Service(s) Mossa Group Fitness Instruction
Address of Service 12424 42nd Ave. S — Tukwila, WA 98168
Dates/Times of Service January 2 — December 31, 2025 - Weekly Class
3. Time for Performance. Work under this contract shall commence upon the giving of written notice by the
City to the Instructor to proceed. The Instructor shall perform all services and provide all work product
required pursuant to this Agreement at the agreed upon date(s) and time(s), unless alternate arrangements
are granted by the City.
4. Duration of Agreement. This Agreement shall be in full force and effect for a period commencing Jan 2s
2025, and ending December 31, 2025, unless sooner terminated under the provisions hereinafter specified.
5. Payment. The City shall pay the Instructor at a rate of $35 per class for a total sum not to exceed $2500
for the full performance and services required under this Agreement. If this Agreement is terminated prior to
completion, the city shall pay only for the portion of such services and performance actually completed by
the Instructor.
6. Record Keeping and Reporting. The Instructor's records and accounts pertaining to this Agreement are to
be kept available for inspection by representatives of the City and the state of Washington for a period of
three (3) years after final payments. Copies shall be made available upon request.
7. Ownership and Use of Performance. All performances, artistic works, or products produced by the
Instructor in connection with the services rendered under this Agreement shall be the property of the City
whether the performance for which they are made is executed or not. The Instructor shall be permitted to
retain copies, including reproducible copies, of performances, artistic works for information, reference and
use in connection with the Instructor's endeavors. The Instructor shall not be responsible for any use of the
said performances, artistic works, products, or other materials by the City on any performance other than the
performance specified in this Agreement.
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Promotional' Material. All promotional material shall be reviewed and pre -approved by the City prior to its
release and distribution.
9. Substitute Instructor; Activity Cancellation, Unthe event that the Instructor isunable to teach the
scheduled activity due to illness or other reason on the instructor's behalf, it shall be the sole responsibility
of the Instructor to coordinate and schedule a substitute instructor to teach the scheduled activity, Any and
all substitute instructors must be pre -approved by the City and meet pre-exietiog conditions, for Instructors,
Substitute instructors shall be considered sub -contractors and will be paid at the discretion of the Instructor
listed onthis Agreement. In the event that the Instructor is unable to teach the scheduled activity and is
unable bzcoordinate asubstitute instmmobor. itshall bethe responsibility ofthe, Instructor hznotify the students
of class cancellation. In the event that the City cancels a scheduled aotivby, it shall be the responsibility of
the City tonotify students ofclass cancellation
10. Compliance with Laws. The Instructor shall, inperforming the services contemplated by this Agreement,
faithfully observe and comply with all federaU,state, and local laws, ordinances and regulations, applicable tV
the services toberendered under this Agreement.
11 Indemnification. The Instructor shall defend, indemnify and hold the City, its ofOcena, agentm, nffioia|o,
employees and volunteers hemn|eau from any and all o|aimms, injuries, damages. losses or suits including
attorney fees, arising out of or in connection with the performance of this Agreement, except for injuries and
damages caused bythe sole negligence ofthe City, Should acourt ofcompetent jurisdiction determine that
this Agreement is subject to RCVV4.24.115, then, in the event of liability for damages arising out ofbodily
injury to persons or damages to property caused by or resulting from the concurrent negligence of the
Instructor and the City, its officon;, nM5oia|s, employees, and volunteers, the Instructor's liability hereunder
shall beonly tothe extent ofthe Instructor's negligence. Itisfurther specifically and expressly understood
that the indemnification provided herein constitutes the Instructor's, waiver of immunity under Industrial
Insurance, Title 51 RCVV, 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.
12, Insurance. Prior to the commencing the Services, the Contractor shall procure and maintain for the duration
of the Agreement, insurance against claims for injuries 0opersons ordamage brproperty which may arise
from or in connection with the performance of the Services provided pursuant to this Agreement by the
Instructor, his/her agents, representatives, employees or sub -contractors. Instructor's maintenance of
inouranoe, its scope of coverage and limits as required herein shall not be construed to limit the liability of
the Instructor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy
available atlaw nr in equity.
A. Minimum Scope of Insurance. Instructor shall obtain insurance of the types and with the limits
deschbedbelow�
1� Commercial General Liability insurance with Umdm no less than $1.Q0V.O0O each occurrence,
$2.0nD.00Ogeneral aggregate and $2'OOQ.0DOproducts-completed operations aggregate limit.
The City shall be named as an imoonyd under the Contractor's Commercial General Liability
insurance policy with respect tmthe work performed for the City.
2. coverage as required bythe Industrial Insurance laws ofthe State cf
B. Other Insurance Provision. The Instructor's Commercial General Liability insurance policies are to
contain, or be endorsed to contain that they shall be primary insurance with respecttothe City, Any
insurance, self-insurance, or insurance pool coverage maintained! by the City shall be excess of the
Contractor's insurance and shall not contribute with it.
C. Verification of Coverage. Instructor shall furnish the City with original certificates and aoopy of the
amendatory endorsements, imc1udhlgbu not necessarily limited tothe additional insured
endorsement, evidencing the insurance requirements of the Instructor before commencement of the
work.
D. Notice mfCancellation. The Instructor shall provide the City
with written notice of any policy cancellation, within two business days of their receipt of such notice.
(DTpz/ noeeooc1nmro.unooU1/) Page 2of6
E. Failure to Maintain Insurance. Failure on the part of the Instructor to maintain the insurance as
required shall constitute a material breach of contract, upon which the City may, after giving five
business days' notice to the Instructor to correct the breach, immediately terminate the contract or, at
its discretion, procure or renew such insurance and pay any and all premiums in connection
therewith, with any sums so expended b be repaid to the City on demand, or at the sole discretion of
the City, offset against funds due the Instructor from the City.
13. Independent Contractor. The Instructor and the City agree that the Instructor 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 the
Instructor nor any employee of the Instructor 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 for contributing to the state industrial insurance
program, otherwise assuming the duties of an employer with respect to the Instructor, or any employee of
the Instructor.
14. Discrimination Prohibited. The Consultant, with regard to the work performed by it under 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 or the presence of any disability in the
selection and retention of employees or procurement of materials or supplies.
15. Assignment. The Instructor shall not sublet or assign any of the services covered by this Agreement without
the express written consent of the City.
16. Non -Waiver. Waiver by the City of any provision of this Agreement or any time limitation provided for in this
Agreement shall not constitute a waiver of any other provision.
17. Termination. The City reserves the right to terminate this Agreement at any time by giving thirty (30) days
written notice to the Instructor at the address listed on this Agreement. The Instructor may terminate this
Agreement by giving notice at least thirty (30) days prior to the date for commencement of services as
described in this Agreement. Written notice shall be provided to the City at the address listed in this
Agreement.
18. Applicable Law; Venue; Attorney's Fees. This Agreement shall be governed by and construed in
accordance with the laws of the State of Washington. In the event any suit, arbitration, or other proceeding
is instituted to enforce any term of the Agreement, the parties specifically understand and agree that venue
shall be properly laid in King County, Washington. The prevailing party in such action shall be entitled to its
attorney's fees and costs of suit.
19. Notices. Any and all notices shall be given to the parties at the address listed below on this Agreement.
20. Integrated Agreement. This Agreement, together with any attachments or addenda, represents the entire
and integrated Agreement between the City and the Instructor and supersedes all prior negotiations,
representations, or agreements written or oral. No amendment or modification of this Agreement shall be of
any force or effect unless it is in writing and signed by the parties.
21. Severability and Survival. If any term, condition or provision of this Agreement is declared void or
unenforceable or limited 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 Agreement, which by their
sense and context are reasonably intended to survive the completion, expiration or cancellation of this
Agreement, shall survive termination of this Agreement.
22. The instructor shall complete a W-9 form and such form shall be attached to this Agreement.
DATED this day of I)�`� 202—�
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INSTRUCTOR:
(signature)
(name)
(address)
(city, state, zip)
(7
(phone number)
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CITY OF T KWJLA:
(signaturdl'
(name)
(title)
City of Tukwila Parks and Recreation Department
12424 — 42nd Avenue South
Tukwila, WA 98168
(206) 768-2822
FAX (206) 768-0524
Estimated Contract Value $2500
W9 ,,,E]
Department Approval Executive Approval
AGREEMENT FOR INSTRUCTIONAL SERVICES
Exhibit A: Class Description, Scheduling, Etc.
{DTP2713286.DOC;1/13175.000001/ } Page 5 of 6
Group Ride - is a 60 -minute cycling experience brought indoors that will get your heart,
lung, and leg strong. Inspiring music sets the pace and creates the terrain as you roll
Class Description (s)
over hills, chase the pack, spin the flats, climb mountains, and sprint to the finish!
R30 is a cycling workout that will improve your cardio fitness and muscular endurance in
only 30 minutes. Inspiring music and motivating coaching set the pace for
Class Size(s):
6-21
Class Schedule(s):
R30 Class is held on Saturdays 8:40 — 9:10am. 1 scheduled class per week, may sub
for GR instructor, + 4 Launch Events per year (Saturdays)
Class Location(s):
Tukwila Community Center —12424 42nd Ave. S — Tukwila, WA 98168
Class Substitute(s):
Other Group Ride Instructor on Contract — additional subs TBD
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AGREEMENT FOR INSTRUCTIONAL SERVICES
Exhibit B: Contract Coding
Item #
Descri tion 30 characters)
GL Key
GL Object
JL Key
JL Object
Amount $
1
Group Ride/R30 Instruction
PR007206
541011
11600705
6361000
$2500
2
3
4
5
6
7
8
9
10
Total:
$2500
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