HomeMy WebLinkAboutContracts & Agreements_234-2020INDEPENDENT CONTRACTOR AGREEMENT
This agreement for the provision of jazzercise instruction services (` Agreement") is made
and entered into this 17th day of November, 2020, ("Effective Date") by and between the City of
Redlands, a municipal corporation (hereinafter "City") and Lee Bocanegra, 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 jazzercise
instruction services for City's Recreation Division; and
WHEREAS, Contractor has represented to City that it has the requisite experience, special
knowledge and professional expertise similar to others in the recreation industry who conduct
jazzercise instruction services;
NOW THEREFORE, in consideration of the mutual promises contained herein, the City
of Redlands and Contractor, agree as follows:
AGREEMENT
Section 1. Term. The term of this Agreement shall commence on the Effective Date of
this Agreement and be for a period of three (3) years, unless earlier terminated as provided for
herein.
Section 2. Services.
A. City hereby engages Contractor to develop and conduct jazzercise instruction
services for the City's Recreation Division (the `Services"). The jazzercise instruction services
shall be conducted at various City facilities, including, but not limited to, the Redlands Community
Center, Redlands Senior Center, and the Joslyn Senior Center. Contractor shall determine the
method, details and means of performing the Services and shall advise City of the sante 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 may be scheduled by Contractor for any times, during week day
business hours, depending upon the availability of the City facility
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 (21) 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.
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Section 3. Independent Contractor. It is the express 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 Contractor represents to City that is free from the control of City as to
how Contractor s Services are provided; the Services provided by Contractor are not part of City's
regular business; and that Contractor is providing same or similar Services to other persons and
entities through Contractor s own business, or through other businesses; and that Contractor agrees
its provision of the Services pursuant to this Agreement is not Contractor s sole source of business.
Nothing in this Agreement shall be interpreted or construed as creating or establishing the
relationship of employer and employee between Contractor and City The Parties acknowledge
that Contractor is not a City employee for State tax, Federal tax or any other purpose.
Section 4. Publicity. Contractor -created marketing materials must be approved in writing
by City before distribution and use. City reserves the right to broadcast, televise and photograph
class participants for the purpose of marketing.
Section 5. 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 6. Business License. Contractor shall obtain a City of Redlands business license
as a pre -condition of performing the Services.
Section 7. Termination. City shall have the right to terminate this Agreement, with or
without cause, upon twenty (20) 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 8. 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; or (iii) on the actual delivery date if deposited with an overnight courier;
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
City Clerk
City of Redlands
PO Box 3005
Redlands, CA 92373
jdonaldson@cityofredlands.org
909-798-7531
Contractor.
Lee Bocanegra
1747 Fembrook Avenue
Upland, CA 91784
redlandsjazzerciselll@gmail.com
Section 9. 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 or indirectly from any negligent act or omission of Contractor in performing the Services.
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Section 10 Entire Agreement/Amendment This Agreement represents the entire
Agreement of the Parties as to the matters contained herem Any amendment of this Agreement
shall be effective only if it is m writing and signed by the Parties
Section 11 Assignment This Agreement shall not be assigned without the prior written
consent of City Any assignment, or attempted assignment, without such prior consent, shall be
null and void and, at the option of City, result m the immediate termination of this Agreement.
Section 12. 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 m force and effect Evidence of
such insurance shall be provided to City withm 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 msurance for its
employees throughout the term of this Agreement pursuant to Labor Code Sections
1860 and 3700, and m amounts which satisfy statutory requirements
B Comprehensive and general liability insurance with a carrier acceptable to City m
an amounts not less than One Million Dollars ($1,000,000) per occurrence and Two
Million Dollars ($2,000,000) aggregate for pubhc 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 msurance, City shall be
named as an additional insured on all policies and such insurance shall be primary
and non-contnbutmg to any insurance or self-insurance maintained by City
Section 13. 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, mcludmg fees for use of in-house
counsel by a Party
CITY OF REDLANDS
Paul W Foster, Mayor
ATTEST
eanne Donaldson, City Clerk
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CONTRACTOR
J U f ac( ha
e : ocanegra