HomeMy WebLinkAboutC-9554-1 - Independent Contractor Agreement Recreation InstructorT
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INDEPENDENT CONTRACTOR AGREEMENT
RECREATION INSTRUCTOR
This Independent Contractor Agreement ("Agreement") is made and entered into
as of this 12th day of December, 2023 ("Effective Date") by and between the City of
Newport Beach, a California municipal corporation and charter city ("City"), and Bryan
Speer, a sole proprietor ("Contractor"), to provide programs in Basketball League
Administration ("Program") hereby agreed upon, as scheduled and described in the
Newport Navigator and/or OASIS News, which is incorporated herein by reference, and
as approved in writing by City.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on December 31, 2026, unless terminated earlier as provided herein.
2. COMPENSATION
2.1 City shall pay Contractor within twenty-one (21) City business days after the
last Program event.
2.2 City shall pay Contractor in accordance with the Schedule of Billing Rates
attached hereto as Exhibit D and incorporated herein by this reference.
2.3 City shall collect all resident and non-resident registration fees, when
applicable, for the Program, which operates four (4) seasons per year.
2.4 Contractor shall be responsible for all costs associated with the
administration of the Program as further described in the Scope of Services attached
hereto as Exhibit C and incorporated herein by this reference.
2.5 City shall pay Contractor electronically. Contractor shall be responsible for
ensuring an up to date "Direct Deposit Authorization Form" is on file with City.
3. DUTIES OF CITY
3.1 Registration. City shall register all participants and shall collect all
enrollment fees. Contractor shall not accept enrollment fees directly from a participant
unless City approves, in advance and in writing, the acceptance of enrollment fees by
Contractor. Contractors shall only collect material fees that are pre -approved by City and
published in advance in the Newport Navigator and/or the OASIS News. Such material
fees shall be collected by Contractor at the first Program event.
3.2 Publicity. City shall provide publicity for the Program in the Newport
Navigator (published on a quarterly basis) and/or the OASIS News (published on a
monthly basis). City shall have the sole discretion to decide what information will be
included in the Newport Navigator and/or the OASIS News about the Program and
Contractor. Publicity may also include flyers created by City or Contractor. Contractor -
created marketing materials must be approved in writing by City before distribution.
3.3 Class Facility. City shall provide a location for Program events without
charging Contractor any rental fees, unless otherwise agreed by the parties. Contractor
will request dates and times for the Program events and City will inform Contractor if the
facility is available. It is Contractor's sole responsibility to request these dates/times; City
will not schedule Contractor's Program events without receiving date/time requests from
Contractor. City facilities shall only be used for Program events authorized by the City
under this Agreement.
3.4 Refund Processing. Refunds are at the discretion of the City. City shall
provide refunds to participants when:
3.4.1 The participant drops the Program before the second Program
event;
3.4.2 The Program is canceled by City or Contractor. If canceled by
Contractor, all required paperwork must be received by City at least seventy-two (72)
hours before start date of the Program.
3.5 Program Roster, Sign -Out and Attendance Sheets. City shall provide
Program rosters, sign -out sheets and attendance sheets to Contractor online via City's
registration system. Contractor is responsible for requesting log -in and password
information from City for use of the registration system.
4. CONTRACTOR DUTIES
4.1 Contractors. Contractor hereby certifies that it, or any subcontractor,
representative or employee (collectively "Representative" or "Representatives") who will
be assisting in conducting the Program are qualified to do so, and qualified to perform the
services described above and in the Program outline submitted to City. Contractor is
responsible for all Program curriculum development. Contractor is responsible for
training, supervising, evaluating, scheduling, and any other requirements by law for all
Representatives. Contractor warrants that it will continuously furnish the necessary
personnel to provide the Program as contemplated by this Agreement.
4.2 Representatives. Contractor shall provide City with the name(s),
address(es) and phone number(s) of all Representatives who will be providing any
services pursuant to this Agreement. All Representatives must comply with the
Fingerprint and Criminal Background Check policy in Section 9. All Representatives must
be able to provide proof of legal right to work in the United States.
4.2.1 Representative Approval Form. Attached as Exhibit A, and
incorporated herein by reference, is the Representative Approval Form ("Form"). Each
Representative is required to obtain the written approval of the Recreation & Senior
Services Director prior to performing any services under this Agreement. Prior to
Contractor using any Representative to provide any services pursuant to this Agreement,
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Contractor shall submit to City a completed Form for each Representative that Contractor
desires to use to provide services pursuant to this Agreement. Contractor, at the sole
discretion of City, shall remove from the Program any Representative assigned to the
performance of services pursuant to this Agreement upon written request of City.
4.2.2 Please initial the statement that applies:
G7� 1 will not be using Representatives.
I will be using Representatives. Any completed and approved Forms
shall be incorporated herein by reference. I shall not authorize any
Representative to provide services pursuant to this Agreement unless
and until the Recreation & Senior Services Director has approved in
writing the completer/ Form for that individual Representative.
4.3 Subcontracting. Contractor shall not subcontract or assign any portion of
the rights, obligations or duties required under this Agreement, without first obtaining prior
written approval from City. Subcontracts, if any, shall contain a provision making them
subject to all provisions of this Agreement.
4.4 Supplies/Equipment. Contractor shall be responsible for providing all
supplies, equipment, personnel, materials, and any additional publicity desired for the
Program, at Contractor's sole expense. Contractor shall also be responsible for repairing
and maintaining all equipment and supplies in good working condition.
4.5 Anti -Discrimination Laws. Contractor agrees and certifies that no person
shall, on the grounds of race, religious creed, color, national origin, ancestry, age,
physical disability, mental disability, medical condition, including the medical condition of
Acquired Immune Deficiency Syndrome (AIDS) or any condition related thereto, marital
status, sex, sexual orientation or any other impermissible basis under the law, be
excluded from participation in, or be denied the benefits of the services provided pursuant
to this Agreement except as otherwise permitted by law. Contractor shall, where
applicable, conform to the requirements of the Americans with Disabilities Act in the
performance of this Agreement.
4.6 Program Size. Contractor shall determine the minimum and maximum
number of participants required for each Program event to ensure the quality and safety
of the Program participants. Contractor or Representative is required to attend the first
Program meeting of all Program offerings advertised in the Newport Navigator and/or
OASIS News unless Contractor cancels the Program at least three (3) City business days
prior to the first Program event date, with the prior written approval of City. In the event
of such approved cancellation, Contractor shall be responsible for informing all registered
participants. In the event that the minimum number of participants is not met by the first
Program meeting, the Program shall be canceled and Contractor shall not be
compensated for attending the first meeting or for any canceled meeting. Contractor shall
not be obligated to provide any additional services in regards to the canceled meeting. If
the minimum number of participants is met or exceeded, the event shall be held as
scheduled (even if any of the initial participants subsequently drop the Program), subject
to Section 15 of this Agreement. If the demand is such that the Program could be
Bryan Speer Page 3
Contractor shall submit to City a completed Form for each Representative that Contractor
desires to use to provide services pursuant to this Agreement. Contractor, at the sole
discretion of City, shall remove from the Program any Representative assigned to the
performance of services pursuant to this Agreement upon written request of City.
4.2.2 Please initial the statement that applies:
I will not be using Representatives.
I will be using Representatives. Any completed and approved Forms
shall be incorporated herein by reference. I shall not authorize any
Representative to provide services pursuant to this Agreement unless
and until the Recreation & Senior Services Director has approved in
writing the completed Form for that individual Representative.
4.3 Subcontracting. Contractor shall not subcontract or assign any portion of
the rights, obligations or duties required under this Agreement, without first obtaining prior
written approval from City. Subcontracts, if any, shall contain a provision making them
subject to all provisions of this Agreement.
4.4 Supplies/Equipment. Contractor shall be responsible for providing all
supplies, equipment, personnel, materials, and any additional publicity desired for the
Program, at Contractor's sole expense. Contractor shall also be responsible for repairing
and maintaining all equipment and supplies in good working condition.
4.5 Anti -Discrimination Laws. Contractor agrees and certifies that no person
shall, on the grounds of race, religious creed, color, national origin, ancestry, age,
physical disability, mental disability, medical condition, including the medical condition of
Acquired Immune Deficiency Syndrome (AIDS) or any condition related thereto, marital
status, sex, sexual orientation or any other impermissible basis under the law, be
excluded from participation in, or be denied the benefits of the services provided pursuant
to this Agreement except as otherwise permitted by law. Contractor shall, where
applicable, conform to the requirements of the Americans with Disabilities Act in the
performance of this Agreement.
4.6 Program Size. Contractor shall determine the minimum and maximum
number of participants required for each Program event to ensure the quality and safety
of the Program participants. Contractor or Representative is required to attend the first
Program meeting of all Program offerings advertised in the Newport Navigator and/or
OASIS News unless Contractor cancels the Program at least three (3) City business days
prior to the first Program event date, with the prior written approval of City. In the event
of such approved cancellation, Contractor shall be responsible for informing all registered
participants. In the event that the minimum number of participants is not met by the first
Program meeting, the Program shall be canceled and Contractor shall not be
compensated for attending the first meeting or for any canceled meeting. Contractor shall
not be obligated to provide any additional services in regards to the canceled meeting. If
the minimum number of participants is met or exceeded, the event shall be held as
scheduled (even if any of the initial participants subsequently drop the Program), subject
to Section 15 of this Agreement. If the demand is such that the Program could be
Bryan Speer Page 3
expanded, it shall be taken under consideration and negotiated between City and
Contractor. If events are canceled for two (2) consecutive quarters due to lack of
enrollment, the events will not be scheduled again until City determines that public
demand has increased.
4.7 Use of Non -City Facilities for Program Events. If Contractor desires to
conduct the Program events at its place of business, or some other non City -owned site
or facility, such location shall be first approved in writing by the City, which approval may
be granted or conditioned by City in its sole and absolute discretion. Upon said written
consent by City, Contractor must:
4.7.1 Notify City at least twenty-four (24) hours in advance;
4.7.2 Provide sufficient parking for all participants;
4.7.3 Post signs at the site to direct participants to the location of
Program event; and
4.7.4 Allow access to City staff to the location when requested.
4.8 Absences. Contractor shall obtain permission from City one (1) week prior
to any planned absence from a Program event. In the event of illness, Contractor is
required to notify City and participants at least twelve (12) hours prior to any Program
event cancellation.
4.8.1 City urges Contractor to get a substitute Representative whenever
possible instead of canceling a Program event. Contractor shall obtain City's prior written
approval of any substitute Representative. Any substitute Representative must have
completed fingerprinting and a criminal background check pursuant to Section 9 prior to
conducting any Program events and must have an authorized Representative Approval
Form on file with City.
4.9 Contact Information. Contractor is required to notify City in writing of any
name, address, telephone number, email, website or direct deposit payment changes
within forty-eight (48) hours of such change.
4.10 Contractor Informational Meeting. Contractor or Contractor's authorized
Representative or employee shall attend an annual "Contractor Informational Meeting."
4.11 Camp Participant Emergency Waiver Form Requirements. All Contractors
who offer camps shall require all participants to complete and return to Contractor, or its
designee, on or before the first day of camp, an "Emergency Contact Information Form."
City can provide a sample if needed.
4.12 Sign -Out Sheets. All camp Contractors with participants ages ten (10)
years and younger shall have a parent or legal guardian sign out each said participant
after each Program event. Sign -out sheets along with attendance sheets are available to
Contractor online through the instructor login. All camp Contractors with participants age
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seventeen (17) years and younger shall retain written permission from a parent or legal
guardian to allow said participants to transport themselves home from the Program site.
4.13 Other Requirements. Contractors shall:
4.13.1 Cooperate fully with all reasonable requests from City staff;
4.13.2 Maintain the highest degree of participant safety possible;
4.13.3 Injuries or Damages. Immediately report to City's Project
Administrator named in Section 5 below, by phone or email, any injuries as a result of
Program participation, damages to the Program facility that could cause potential injury
to a Program participant, and/or other needed maintenance repairs;
4.13.4 Clear all participants from the designated Program area at the end
of Program event time unless participants continue to use the facilities for personal use
without conflict with other scheduled activities and in accordance with posted hours and
availability limitations;
4.13.5 Ensure that any music or sound system is kept at levels that will
not interfere with other classes or create a public disturbance/nuisance;
4.13.6 Close and secure the room or building at the end of each event;
4.13.7 Turn off any lights, heat, air conditioning, or other utilities the end
of each event;
4.13.8 Complete and return via email, by the date set forth by City's
Project Administrator, the quarterly "Contract Class Schedule" if Contractor wishes to be
a part of City's marketing materials;
4.13.9 Know facility rules and regulations and provide pertinent
information (e.g., refund policy) to participants;
4.13.10 Pay a twenty dollar ($20.00) lost key/replacement fee when
Contractor requests replacement key; and
4.13.11 Abide by all City policies and procedures including, but not limited
to, the requirements set forth in the Newport Navigator and OASIS News and the current
Instructor Handbook which is incorporated herein by reference. Contractor's signature on
this Agreement signifies acknowledgement of receipt and understanding of the Instructor
Handbook.
4.14 Contractor Photo ID Badge. Contractor and Representatives are required
to wear a City -provided Contractor Photo ID Badge at all times while engaging in services
for City. Contractor shall be required to pay five dollars ($5.00) for any lost or replacement
Contractor Photo ID Badge. Contractor Photo ID Badges are distributed upon execution
or renewal of the Agreement with City.
Bryan Speer Page 5
4.15 Mandated Reporter. Contractor acknowledges receipt of California Penal
Code sections 11164-11174.3 and Mandated Reporting of Child Abuse/Neglect at the
time of execution of the Agreement. Contractor accepts and assumes full responsibility
for role as a "Mandated Reporter", as defined by the California Penal Code. Contractor
agrees to train all of its staff, prior to working with children, of their role and responsibility
as a mandated reporter, as determined by law.
5. PROJECT ADMINISTRATOR
This Agreement will be administered by the Recreation & Senior Services
Department. Recreation Supervisor, or designee, shall be the Project Administrator and
shall have the authority to act for City under this Agreement. The Project Administrator
shall represent City in all matters pertaining to the Services to be rendered pursuant to
this Agreement.
6. NOTICES
Unless otherwise indicated, all notices, demands, requests or approvals, including
change of address notices, to be given under the terms of this Agreement shall be given
in writing, and conclusively shall be deemed served when delivered personally, or on the
third business day after the deposit thereof in the United States mail, postage prepaid,
first-class mail, addressed as hereinafter provided.
6.1 All notices, demands, requests or approvals from Contractor to City shall be
addressed to City at:
Attn.: Sean Levin
Recreation Supervisor
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
6.2 All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Attn.: Bryan Speer
2112 E. Eucalyptus Ln
Brea, CA 92821
714-349-2360
Bmspeer1 @gmail.com
7. INDEPENDENT CONTRACTOR
The parties intend and agree that at all times during the performance of services
under this Agreement, Contractor and Representatives shall act as an Independent
Contractor and shall not be considered an agent or employee of City. As such, Contractor
shall have the sole legal responsibility to remit all federal and state income and Social
Security taxes and to provide for its own workers compensation and unemployment
Bryan Speer Page 6
insurance and that of its Representatives. Contractor also agrees to provide liability
insurance as required by City and described more fully below and in Exhibit B. City shall
not be liable for any payment or compensation in any form to Contractor other than as
provided herein. City reserves the right to employ other independent contractors and
contractors who teach the same or similar classes. City shall provide Contractor with IRS
Form 1099-MISC or other applicable IRS forms at the end of the calendar year for all fees
paid to Contractor.
8. INSURANCE REQUIREMENTS
Without limiting Contractor's indemnification of City, and prior to commencement
of the Program, Contractor shall obtain, provide and maintain at its own expense during
the term of this Agreement or for other periods as specified in this Agreement, policies of
insurance of the type, amounts, terms and conditions described in the Insurance
Requirements attached hereto as Exhibit B, and incorporated herein by reference.
9. FINGERPRINTS AND CRIMINAL BACKGROUND CHECK
9.1 Contractor and its Representatives must submit to and pass a criminal
background investigation by providing a complete set of fingerprints to City at least thirty
(30) calendar days prior to teaching, substituting for Contractor, or assisting with any
Program event. Contractor and its Representatives are required to submit fees at City's
cost pursuant to the administrative fee schedule (NBMC §3.36.030) to the City of Newport
Beach, Recreation & Senior Services Department, to cover all costs associated with
fingerprinting through the City of Newport Beach Police Department and the Department
of Justice. Fingerprints may be required to be updated every five (5) years.
9.2 In addition, all Program events involving participants age seventeen (17)
years or younger ("minors") must be taught in an open atmosphere where parents and
guardians are able to observe instruction, if so desired. At no time may the parent or
guardian of a minor be denied access to a Program event.
10. TRANSPORTING OF MINOR PARTICIPANTS
10.1 Unless the Program specifically involves travel or transportation of minors
to an offsite location, Contractor or its Representatives, shall not transport any minor
participant by vehicle or otherwise.
10.2 If, after the conclusion of any Program event, a minor participant has not
been picked up, Contractor shall make every effort to contact the minor's parent, legal
guardian, or other authorized individual to whom the minor may be released. If no contact
can be made with any of the above individuals, Contractor shall contact the City
Recreation Supervisor or Recreation Manager at the Recreation & Senior Services Office
at (949) 644-3151 (Monday through Friday, 8 a.m. to 5 p.m.), or the Park Patrol Division
at (949) 795-2381 (Monday through Friday, 5 p.m. to 9 p.m. and Saturday and Sunday,
9 a.m. to 5 p.m.). During all other hours, Contractor shall contact the Newport Beach
Police Department Dispatch number for assistance at (949) 644-3717.
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11. CONFIDENTIALITY; OWNERSHIP OF DOCUMENTS
All Program rosters, participant addresses and contact information, and any other
such information or documents compiled by City and provided to Contractor, shall remain
the property of City. Contractor shall not release such information to others without the
prior written authorization by City. Contractor shall not use such information for any other
purpose than that authorized by City. All Program rosters, Program participant addresses
and contact information shall be used by Contractor solely for administration of Program
events and performing City business. Contractor shall take reasonable steps consistent
with the law to prevent distribution of such information. Contractor's obligations under
this Section shall survive the termination of this Agreement.
12. USE OF NAMES AND LOGOS; ADVERTISING, PRESS RELEASES AND
PUBLICITY
Contractor shall not include City's name, seal, logos or insignia, or photographs of
the Program site or participants, in any publicity pertaining to Contractor's services or the
Program in any magazine, trade paper, newspaper, radio or television production,
Internet, or other printed or electronic medium without the prior written consent of City
and participants.
13. BUSINESS LICENSE
Newport Beach Municipal Code Chapter 5.04 provides that every business
operating in City must obtain a business license prior to conducting business in City and
pay the required business license tax. The City business license tax is an annual fee due
every twelve (12) months. Contractor agrees to obtain a City business license as required
by Chapter 5.04 and provide proof of compliance annually. Business license applications
are available in the Revenue Division Office at Newport Beach City Hall. In certain
circumstances, Contractor may be eligible to pay a reduced business license tax, which
is known as an "apportioned business tax". A Declaration for Apportioned Business Tax
is available in the Revenue Division Office at City Hall. A copy of the business license
must be submitted with this Agreement.
14. INDEMNIFICATION
14.1 General. Contractor shall indemnify, defend and hold harmless City, its
elected and appointed officers, employees, agents, volunteers, representatives, the City
Council, boards and commissions, and any person or entity owning or otherwise in legal
control of the property upon which Contractor performs the Program contemplated
hereunder ("Indemnified Parties") with respect to any loss, liability, injury or damage that
arises out of, or is in any way related to, the acts or omissions of Contractor, its
employees, representatives, officers and agents in the course of performing services
under this Agreement; however, Contractor shall not be required to indemnify City from
any claim arising from the sole negligence or willful misconduct of the Indemnified Parties.
14.2 Intellectual Property. Contractor shall defend, indemnify, and hold harmless
the Indemnified Parties from any claim of infringement or other proceedings brought
against City for any intentional or unintentional violation by Contractor of the displayed,
Bryan Speer Page 8
or written or digital materials provided by Contractor and used during the performance of
this Agreement. Such legally protected rights of third parties include but are not limited
to trade secrets, moral rights, proprietary acts, U.S. patents, trademarks, service marks
and copyrights vested or issued as of the Effective Date of this Agreement. If Contractor
will be providing a public performance of musical compositions or arrangements that are
subject to a license held by a third party, it is the responsibility of Contractor to obtain the
appropriate license to perform the material prior to the public performance.
15. TERMINATION
City has the right, at its sole discretion and with or without cause, to terminate this
Agreement at any time by giving seven (7) calendar days' prior written notice to
Contractor. In the event of termination under this Section, City shall pay Contractor on a
prorated basis for any Program events that were actually conducted by Contractor, if any,
up to the effective date of termination.
16. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under the Agreement, Contractor shall submit to City in writing,
all claims for compensation under or arising out of this Agreement. Contractor's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Contractor in writing as unsettled at the time of its final request for payment.
Contractor and City expressly agree that in addition to all claims filing requirements set
forth in the Agreement, Contractor shall be required to file any claim Contractor may have
against City in strict conformance with the Government Claims Act (California Govt. Code
§§ 900 et seq. ).
17. STANDARD PROVISIONS
17.1 Compliance with all Laws. Contractor shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted.
17.2 Waiver. A waiver by City of any term, covenant, or condition in the
Agreement shall not be deemed to be a waiver of any subsequent breach of the same or
any other term, covenant or condition.
17.3 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and Agreements of whatsoever kind or nature are merged
herein. No verbal contract or implied covenant shall be held to vary the provisions herein.
17.4 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Exhibits attached hereto, the terms of
this Agreement shall govern.
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17.5 Amendments. This Agreement may be modified or amended only by a
written document executed by both Contractor and City and approved as to form by the
City Attorney.
17.6 Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
17.7 Equal Opportunity Employment. Contractor represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex, age or any other impermissible basis under law.
17.8 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
17.9 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
17.10 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
17.11 Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one and the same instrument.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: G---7 >
By: A�-R- a 1
ron C. Harp s
.i y Attorney
ATTEST:
Date:�.�21.�
CITY OF NEWPORT BEACH,
a Californi 7pnici I corporation
Date: Z
Recr'ea'tion & Senior Services Director
CONTRACTOR: Bryan Speer, a sole
proprietor
Date:
Signed in Counterpart
Bryan Speer
Sole Proprietor
[END OF SIGNATURES]
Attachments: Exhibit A — Representative Approval Form
Exhibit B — Insurance Information
Exhibit C — Scope of Services
Exhibit D — Schedule of Billing Rates
Bryan Speer Page 11
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: ! �
By:
1 J-4—j
)�s
ron C. Harp s
y Attorney �3
ATTEST:
Date:
go
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Sean Levin
Recreation & Senior Services Director
CONTRACTOR: Bryan Speer, a sole
proprietor /
Date: (2-12- ( Z't Z Z
By: 6,-)-'�.
Bryan Speer
Sole Proprietor
[END OF SIGNATURES]
Attachments: Exhibit A — Representative Approval Form
Exhibit B — Insurance Information
Exhibit C — Scope of Services
Exhibit D — Schedule of Billing Rates
Bryan Speer Page 11
EXHIBIT A
REPRESENTATIVE APPROVAL FORM
PLEASE PRINT LEGIBLY
CONTRACTOR NAME:
REPRESENTATIVE: NAME:
ADDRESS:
CITY, STATE ZIP:
DATE OF BIRTH: PHONE#
EMAIL:
SIGNATURE OF REPRESENTATIVE: DATE
--------------------------------------------------
CITY USE ONLY
CONTRACT #:
FINGERPRINTS: YES NO
BACKGROUND: YES NO
CLEARED
CLEARED TO YES NO
WORK
PHOTO TAKEN: YES NO
CONTRACTOR YES
NO
NOTIFIED BY EMAIL
MANDATED YES
NO
REPORTER
Bryan Speer Page A-1
EXHIBIT B
INSURANCE REQUIREMENTS — INDEPENDENT CONTRACTOR FOR
RECREATION AND SENIOR SERVICES
A. Provision of Insurance. Without limiting Contractor's indemnification of City, and
prior to commencement of Work, Contractor shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Contractor
agrees to provide insurance in accordance with requirements set forth here. If
Contractor uses existing coverage to comply and that coverage does not meet
these requirements, Contractor agrees to amend, supplement or endorse the
existing coverage.
B. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
C. Coverage Requirements.
1. Workers' Compensation Insurance. Contractor shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury by
disease in accordance with the laws of the State of California, Section 3700
of the Labor Code.
a) Contractor shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its elected and
appointed officers, employees, agents, volunteers, representatives, the
City Council, boards and commissions, and any person or entity owning
or otherwise in legal control of the property upon which Contractor
performs the Class or Program.
b) In the event Contractor has no employees requiring the Contractor to
provide Workers' Compensation insurance, Contractor shall so certify to
City in writing prior to City's execution of this Agreement.
2. General Liability Insurance. Contractor shall maintain commercial general
liability insurance, with coverage at least as broad as provided by Insurance
Services Office form CG 00 01, in an amount not less than one million
dollars ($1,000,000) per occurrence, preferred with a two million dollar
($2,000,000) in the aggregate. The policy shall cover liability arising from
premises, operations, personal and advertising injury, and liability assumed
under an insured contract (including the tort liability of another assumed in
a business contract) with no endorsement or modification limiting the scope
of coverage for liability assumed under a contract.
Bryan Speer Page B-1
3. Automobile Liability Insurance. Contractor shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of the Contractor
arising out of or in connection with Work to be performed under this
Agreement, including coverage for any owned, hired, non -owned or rented
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
D. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this agreement shall be endorsed to waive subrogation against
City, its elected and appointed officers, employees, agents, volunteers,
representatives, the City Council, boards and commissions, and any person
or entity owning or otherwise in legal control of the property upon which
Contractor performs the Class or Program or shall specifically allow
Contractor or others providing insurance evidence in compliance with these
requirements to waive their right of recovery prior to a loss. Contractor
hereby waives its own right of recovery against City, and shall require
similar written express waivers from each of its subcontractors.
2. Additional Insured Status. All liability policies including general liability,
excess liability, and automobile liability, but not including professional
liability, shall provide or be endorsed to provide that City and its elected and
appointed officers, employees, agents, volunteers, representatives, the City
Council, boards and commissions, and any person or entity owning or
otherwise in legal control of the property upon which Contractor performs
the Class or Program shall be included as insureds under such policies.
3. Primary and Non Contributory. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-insurance
maintained by City.
4. Notice of Cancellation. All policies shall provide City with thirty (30) days
notice of cancellation (except for nonpayment for which ten (10) days notice
is required) or nonrenewal of coverage for each required coverage.
5. Subcontractors. Contractor shall require and verify that all subcontractors
maintain insurance meeting all the requirements stated herein, and
Contractor shall ensure that City is an additional insured on insurance
required from subcontractors. For CGL coverage subcontractors shall
provide coverage with a format at least as broad as CG 20 38 04 13.
E. Additional Agreements Between the Parties. The parties hereby agree to the
following:
Evidence of Insurance. Contractor shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
Bryan Speer Page B-2
waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance certificates
and endorsement must be approved by City's Risk Manager prior to
commencement of performance. Current certification of insurance shall be
kept on file with City at all times during the term of this contract. The
certificates and endorsements for each insurance policy shall be signed by
a person authorized by that insurer to bind coverage on its behalf. At least
fifteen (15) days prior to the expiration of any such policy, evidence of
insurance showing that such insurance coverage has been renewed or
extended shall be filed with the City. If such coverage is cancelled or
reduced, Contractor shall, within ten (10) days after receipt of written notice
of such cancellation or reduction of coverage, file with the City evidence of
insurance showing that the required insurance has been reinstated or has
been provided through another insurance company or companies. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
2. City's Right to Revise Requirements. The City reserves the right at any time
during the term of the contract to change the amounts and types of
insurance required by giving the Contractor sixty (60) days advance written
notice of such change. If such change results in substantial additional cost
to the Contractor, the City and Contractor may renegotiate Contractor's
compensation.
3. Enforcement of Contract Provisions. Contractor acknowledges and agrees
that any actual or alleged failure on the part of the City to inform Contractor
of non-compliance with any requirement imposes no additional obligations
on the City nor does it waive any rights hereunder.
4. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Section are not intended as a limitation on coverage,
limits or other requirements, or a waiver of any coverage normally provided
by any insurance. Specific reference to a given coverage feature is for
purposes of clarification only as it pertains to a given issue and is not
intended by any party or insured to be all inclusive, or to the exclusion of
other coverage, or a waiver of any type. If the contractor maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for higher limits maintained by the Contractor. Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City.
5. Self -insured Retentions. Any self -insured retentions must be declared to
and approved by City. City reserves the right to require that self -insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
6. City Remedies for Non Compliance If Contractor or any subcontractor
fails to provide and maintain insurance as required herein, then City shall
Bryan Speer Page B-3
have the right but not the obligation, to purchase such insurance, to
terminate this agreement, or to suspend Contractor's right to proceed until
proper evidence of insurance is provided. Any amounts paid by City shall,
at City's sole option, be deducted from amounts payable to Contractor or
reimbursed by Contractor upon demand.
7. Timely Notice of Claims. Contractor shall give City prompt and timely notice
of claims made or suits instituted that arise out of or result from Contractor's
performance under this Agreement, and that involve or may involve
coverage under any of the required liability policies.
8. Contractor's Insurance. Contractor shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of the
Work.
Bryan Speer Page B-4
Bryan Speer Page C-1
EXHIBIT C
SCOPE OF SERVICES
1. ADULT BASKETBALL 5v5 LEAGUE STRUCTURE - Four seasons per year:
1.1 Seasons - Specific season commencement dates will be provided by the City at
the end of the year.
1.1.1 Winter (begins on or about January of each year)
1.1.2 Spring (begins on or about April of each year)
1.1.3 Summer (begins on or about July of each year)
1.1.4 Fall (begins on or about September of each year)
1.2 Season will consist of 8-1 0-games — not including playoff games.
1.3 Games may be played Monday through Thursday.
1.4 Weeknight game times can start between 6:15pm and 9:15pm (typical game
times are determined based on the availability of the gymnasium and subject to
change).
1.5 Gymnasiums
1.5.1 Ensign School Gym
1.5.2 Eastbluff Gym
1.5.3 Lincoln Athletic Center
1.5.4 Newport Coast Community Center
1.5.5 West Newport Community Center
2. CONSULTANT RESPONSIBILITIES/PROVISIONS
Consultant shall be expected to assist in the promotion, organization and operation of the City of
Newport Beach Recreation & Senior Services Department's Adult Basketball program, to
including the following:
2.1 Administration
2.1.1 Consultant, designated representatives, and officials shall cooperate fully
with the City's Adult Basketball Program, including meeting with the City's
1
Project Administrator or his/her designee when requested, making
assignment changes, including removal when in the interest of the
program, and maintaining an open and regular dialogue with the City and
the City's Project Administrator or his or her designee regarding program
matters.
2.1.2 Consultant's Project Manager shall notify the City's Project Administrator
or his or designee of any problems or changes in Consultant's assignments
of officials due to causes within Consultant's reasonable control no later
than twenty-four (24) hours prior to each scheduled game. When this notice
is not possible, Consultant agrees to notify the City's Recreation Sports
Supervisor or his or designee immediately.
2.1.3 Consultant shall provide payment to all assigned officials and
scorekeepers.
2.1.4 Consultant shall provide City Project Administrator with access to database
of certified officials as assigned upon request; must include names,
addresses, phone numbers and current certifications for all officials working
under Consultant's employment.
2.1.5 Consultant's Project Manager shall provide the City with an evaluation
report of all assigned officials, including the evaluation process, training
procedures and certification requirements upon request.
2.1.6 Consultant shall be responsible for keeping and submitting a bi-weekly log
of player misconduct, ejections, and technical fouls.
2.1.7 Consultant's Project Manager shall report and provide the City with an
assessment of any rule or game related disputes, protests, or facility
related issues within twenty-four (24) hours following the game in question.
2.1.8 Consultant's Project Manager shall be required to attend any and all league
manager meetings.
2.1.9 Consultant may referee games throughout the week as long as
assignments are rotated consistently throughout all divisions during each
season. In the event that the Consultant is refereeing, a designated
representative shall be appointed as primary league contact and Project
Manager during such time periods.
2.1.10 Consultant's Project Manager shall update game scores, forfeits, and
standings through the City designated website no later than twenty-four
(24) hours after each scheduled game.
2.1.11 Consultant shall ensure that all assigned officials are aware of, and will
comply with, any extra officiating obligations, including but not limited to:
0
2.1.11.1 Filing misconduct reports in written form with the City's Project
Administrator or his or her designee within twenty-four (24)
hours following incidents such as fighting and ejections;
2.1.11.2 Filing accident reports in written form with the City's Project
Administrator or his or her designee within twenty-four (24)
hours following game related injuries or accidents; and
2.1.11.3 Fully cooperate and communicate with the City's Project
Administrator or his or her designee for matters pertaining to the
adult basketball program and City.
2.2 Assigning Duties for Adult Basketball
2.2.1 Consultant will assign experienced officials with two (2) or more years of
experience that can competently officiate games in accordance with City
rules and regulations, National Federation of State High School
Association rules, and any and all other policies or procedures governing
adult basketball leagues and tournaments.
2.2.2 Consultant will only assign officials that are able to traverse the entire area
of a basketball court as necessitated by typical game play.
2.2.3 Consultant shall assign two (2) officials per game and one (1) scorekeeper.
2.2.4 Consultant will assign scorekeepers that are trained and certified in use of
an Automated External Defibrillator ("AED") and First -Aid.
2.3 Basketball Officials / Scorekeepers
2.3.1 Consultant shall ensure that all responsibilities and requirements of
officials and scorekeepers are fulfilled including, but not limited to:
2.3.2 Wearing company uniform;
2.3.3 Arriving at the site fifteen (15) minutes prior to game time and inspecting
the court for safety related issues; Dry mopping the gymnasium floor and
inspecting the playing site before the scheduled game start time;
2.3.4 Meeting with team managers prior to each game to review game rules;
2.3.5 Maintaining timely rate of play and ensuring that games adhere to their
allotted time limits;
2.3.6 Verifying all participants have signed the season's roster and ensure
score sheets are filled out with both team's lineup prior to game time.
Officials may be required to conduct identification checks periodically by
matching specified player(s) on the master roster with a requested picture
identification;
3
2.3.7 Keeping accurate score;
2.3.8 Enforcing and administering City of Newport Beach Adult Basketball
program League Rules & City of Newport Beach Participant Code of
Conduct;
2.3.9 Ability to maintain a positive rapport and open line of communication with
team managers and players;
2.3.10 Maintaining the general organization and cleanliness of relevant storage
areas;
2.3.11 Locking up the following facilities after use: Ensign school Gym, Eastbluff
Gym, Lincoln Athletic Center, and West Newport Community Center; and
2.3.12 Distributing awards to winning team at the last game of each season, as
supplied by the City.
3 CITY RESPONSIBILITIES/PROVISIONS
3.1 City shall provide score sheets, team rosters, and blank accident/incident report
forms.
3.2 City shall follow-up with reports stemming from player misconduct, ejections and
technical fouls as needed.
3.3 City shall provide Consultant with game schedules for all leagues.
3.4 City shall provide keys to the following facilities: Ensign School Gym, Eastbluff
Gym, Lincoln Athletic Center, and West Newport Community Center.
3.5 City shall provide the maintenance of the Newport Coast Community Center
gymnasium and will serve as the point of contact for the maintenance of Ensign
School Gym, Eastbluff Gym, Lincoln Athletic Center, and the West Newport
Community Center.
3.6 City shall provide first aid supplies at all gymnasiums, including AED units. City
shall provide opportunities for AED training for scorekeepers that are not
currently certified.
3.7 City shall provide awards to all league or tournament champions in all divisions,
including individual awards to all players on the winning champion team up to ten
(10).
S
Bryan Speer Page D-1
EXHIBIT D
SCHEDULE OF BILLING RATES
Adult Basketball
$35 each for two (2) referees per game
$20 Scorekeeper fee per game
$10 Administrative & Assigning fee per game
• Consultant shall provide payment to all assigned officials and scorekeepers.
• Consultant shall submit invoices on a bi-weekly basis, according to City schedule.
o Contractor shall be compensated for the following:
■ Scheduled and completed games.
■ Forfeits that occur the day of the scheduled games.
• One (1) game following weather and maintenance/facility related cancellations, in
which the official(s) stays on site to notify arriving teams of the cancelled game(s).
• Contractor shall not be compensated for the following fees:
o Unforeseen maintenance/facility related cancellations notified before 5:00pm
on the day of games.
o Forfeited or cancelled games by City so long as Contractor is notified more
than twenty-four (24) hours in advance.
o The portion of the total game fee where a referee or scorekeeper is not
present for the duration of game.
Name: Bryan Speer
Account Number: FV00001110
Address: 2112 E Eucalyptus Lane, Brea, CA, 92821
Status: Compliant with Waived Deficiencies_