HomeMy WebLinkAboutContracts & Agreements_95-2015_CCv0001.pdf INDEPENDENT CONTRACTOR AGREEMENT
This agreement for conducting dog obedience services ("Agreement") is made and entered into
this 19'h day of May, 2015 ("Effective Date") by and between the City of Redlands, a
municipal corporation (hereinafter "City") and Bryan Woodward, an individual (hereinafter
"Contractor"). City and Contractor are sometimes individually referred to herein as a"Party"
and,together,as the"Parties."
RECITALS
WHEREAS, Contractor has expressed an interest in developing and conducting dog
obedience training services for City's Recreation Division; and
WHEREAS, Contractor has represented to City that he has the requisite experience,
special knowledge and professional expertise similar to others in the recreation industry who
conduct dog obedience training services;
NOW, THEREFORE, in consideration of the mutual promises contained herein, the
City of Redlands and Bryan Woodward,agree as follows:
AGREEMENT
Section 1. Services.
A. City hereby engages Contractor to develop and conduct dog obedience training
services for the City's Recreation Division (the "Services"). The dog obedience training
services shall be conducted at the Redlands Community Center Tennis Courts. Contractor shall
determine the method, details and means of performing the Services and shall advise City of
the same prior to the provision of any Services under this Agreement. Contractor further agrees
to perform the Services to the best of its ability and in an efficient, safe and competent manner.
B. The Services shall commence July 1, 201.5 and may be scheduled by Contractor
for any times, during business hours, depending upon the availability of the Redlands
Community Center facility,classes will not be scheduled on city holidays.
C. As compensation for providing the Services, City shall register participants and
collect registration fees for participants in Contractor's program. City shall pay Contractor
seventy percent (70%) of the fees collected no later than twenty-one days after the registration
period ends. Contractor shall be responsible for payment of one hundred percent(100%) of the
fees paid by a participant in connection with any refund to the participant. City shall have no
obligation for refunds.
Section 2. Independent Contractor. It is the expressed intention of the Parties that
Contractor is, and shall remain during the term of this Agreement, an independent contractor
and not be an employee or agent of City. Nothing in this Agreement shall be interpreted or
construed as creating or establishing the relationship of employer and employee between
1
I:lcaldjmlAgreementslDog Obedience Training B_Woodward 5.I9.15.doe
Contractor and City. The Parties acknowledge that Contractor is not a City employee for State
tax, Federal tax or any other purpose.
Section 3. Contractor's Employees. No other employees or agents of Contractor
shall participate in the performance of the Services without the prior written consent of City.
Section 4. Business License. Contractor shall obtain a City of Redlands business
license as a pre-condition of performing the Services.
Section 5. Termination. City shall have the right to terminate this Agreement, with
or without cause, upon ten (10) days prior written notice to Contractor. City shall have no
liability for any claims or damages resulting to Contractor as a result of any exercise by City of
its right to terminate this Agreement.
Section 6. Notices. Any notice or other communication required, or which may be
given, pursuant to this Agreement, shall be in writing. Any such notice shall be deemed
delivered (i) on the date of delivery in person; (ii) five (5) days after deposit in first class
registered mail, with return receipt requested; (iii) on the actual delivery date if deposited with
an overnight courier; or (iv) on the date sent by facsimile, if confirmed with a copy sent
contemporaneously by first class, certified, registered or express mail; in each case properly
posted and fully prepaid to the appropriate address set forth below, or such other address as a
Party may provide notice in accordance with this section:
City: Fred Cardenas, Director
Quality of Life Department
City of Redlands
PO Box 3005
Redlands, CA 92373
Contractor: Bryan Woodward
21560 Kuder Avenue
Perris, CA 92570
(951)943-4015
Section 7. Indemnity. Contractor shall defend, indemnify and hold City, its elected
officials, officers, employees and agents harmless from and against any and all actions,
damages, losses, causes of action and liability imposed or claimed relating to the injury or
death of any person or damage to any property, including attorneys' fees and other legal
expenses, arising directly pr indirectly from any negligent act or omission by, or willful
misconduct of, Contractor in performing the Services.
Section 8. Entire Agreement/Amendment. This Agreement represents the entire
Agreement of the Parties as to the matters contained herein.Any amendment of this Agreement
shall be effective only if it is in writing and signed by the Parties.
Section 9. Assignment. This Agreement shall not be assigned without the prior
written consent of City. Any assignment, or attempted assignment,without such prior consent,
2
1Acaldjm\Agreernents\Dog Obedience Training B.Woodward S.19.15.doc
shall be null and void and, at the option of City, result in the immediate termination of this
Agreement.
Section 10. Insurance. Contractor shall obtain and maintain during the term of this
Agreement all insurance required by this Section and shall submit to City certificates of
insurance and appropriate endorsements evidencing that the insurance is in force and effect.
Evidence of such insurance shall be provided to City within fifteen (15) days of the Effective
Date of this Agreement, and prior to commencement of any Services. Acceptance of the
certificates by City shall not relieve Contractor of any of the insurance requirements contained
herein, nor decrease the liability of Contractor.
(a) If applicable, workers' compensation and employer's liability insurance for its
employees throughout the terms of this Agreement pursuant to Labor Code
Sections 1860 and 3700, and in amounts which satisfy statutory requirements.
(b) Comprehensive and general liability insurance with a carrier acceptable to City
in an amounts not less than One Million Dollars ($1,000,000) per occurrence
and Two Million Dollars($2,000,000) aggregate for public liability, property
damage and personal injury. Such insurance shall not be cancelled unless thirty
(30) days prior written notice is provided to City.
(c) Except for workers' compensation and employer's liability insurance, City shall
be named as an additional insured on all policies and such insurance shall be
primary and non-contributing to any insurance or self-insurance maintained by
City.
Section 11. Attorneys' Fees. In the event any action is commenced to enforce or
interpret the terms or conditions of this Agreement the prevailing Party shall, in addition to any
costs or other relief, be entitled to recover its reasonable attorneys' fees, including fees for use
of in-house counsel by a Party.
CITY OF REDLANDS CONTRACTOR
Paul W. Foster, Mayor ryan, oodward
ATTEST:
Z"4
Sam Irwin, Ity Clerk
3
1Aca\djm\Agreements\Dog Obedience Training B.Woodward 5.19.15.doc