HomeMy WebLinkAboutFIORENTINI, CHARO 1(9)
City of Santa Ana
Clerk of the Council
AGREEMENT TERMINATION FORM
9
= ry office use
Please complete this form when the attached agreement and all amendanenfs (if any)a,
are no longer in effect
Return form to the Clerk of the Council Office (M-30).
Call 647-2520 if you have any questions.
The agreement with
No. N-2010-021 was completed on Iii �; 10 and final payment has been made.
(List all amendments. Use space below if needed.) -
Department' t4
Phone/Ext.:
Signature: z 3 L 1 t C,, �
Date:
Revised 07-22-09
;NSURANCE ON FILE N-2010-021
',, OZK MAY PROCEED
UNTIL INSURANCE EXPIRES
/-/- oed//
CLERK OF COUNCIL RECREATION SERVICES AGREEMENT
DATE. 3-/? / J
PRCS (Z) THIS AGREEMENT made and entered into this 12th day of February, 2010 by and
nbetween Charo Fiorentini (hereinafter "Provider"), and the City of Santa Ana, a charter city and
municipal corporation organized and existing under the Constitution and laws of the State of
California (hereinafter "City").
RECITALS
A. The City desires to retain a recreation service provider having special skill and knowledge in the
field home office development and Spanish language training.
B. Provider represents that Provider she is able and willing to provide such services to the City.
C. In undertaking the performance of this Agreement, Provider represents that she is
knowledgeable in the field and that any services performed by Provider under this Agreement
will be performed in compliance with such standards as may reasonably be expected.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth, the parties agree as follows:
1. SCOPE OF SERVICES
Provider shall perform those services as set forth in Exhibit A to this Agreement.
2. COMPENSATION
a. In consideration for the right to provide the programs set forth in Exhibit A, Provider
agrees to pay the City 30% of all gross revenue received from program participants as set forth in
Exhibit A.
b. Payment by Provider shall be made within fifteen (15) days following completion of
each class.
3. TERM
This Agreement shall commence on the date set forth above and terminate on December
31, 2010, unless terminated earlier in accordance with Section 11, below. The term of this
Agreement may be extended upon a writing executed by the Executive Director of Parks,
Recreation and Community Services and the City Attorney.
4. INDEPENDENT CONTRACTOR
Provider shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City. This Agreement is not intended nor
shall it be construed to create an employer-employee relationship, a joint venture relationship, or
to allow the City to exercise discretion or control over the manner in which Provider performs
the services which are the subject matter of this Agreement; however, the services to be provided
by Provider shall be provided in a manner consistent with all applicable standards and
regulations governing such services. Provider shall pay all salaries and wages, employer's social
security taxes, unemployment insurance and similar taxes relating to employees and shall be
responsible for all applicable withholding taxes.
5. INSURANCE
Prior to undertaking performance of work under this Agreement, Provider shall maintain
and shall require its subcontractors, if any, to obtain and maintain insurance as described below:
a. Commercial General Liability Insurance. Provider shall maintain commercial general
liability insurance naming the City, its officers, employees, agents, volunteers and
representatives as additional insured(s) and shall include, but not be limited to protection against
claims arising from bodily and personal injury, including death resulting therefrom and damage
to property, resulting from any act or occurrence arising out of Provider's operations in the
performance of this Agreement, including, without limitation, acts involving vehicles. The
amounts of insurance shall be not less than the following: single limit coverage applying to
bodily and personal injury, including death resulting therefrom, and property damage, in the total
amount of $1,000,000 per occurrence. Provider shall supply City with a fully executed
additional insured endorsement in substantially the form attached hereto as Exhibit B upon
execution of this Agreement and shall be approved in form by the City Attorney.
b. Worker's Compensation Insurance. In accordance with the provisions of Section 3300
of the Labor Code, Provider, if Provider has any employees, is required to be insured against
liability for worker's compensation or to undertake self-insurance. Prior to commencing the
performance of the work under this Agreement, Provider agrees to obtain and maintain any
employer's liability insurance with limits not less than $1,000,000 per accident.
c. The following requirements apply to the insurance to be provided by Provider
pursuant to this section:
(i) Provider shall maintain all insurance required above in full force and
effect for the entire period covered by this Agreement.
(ii) Certificates of insurance shall be furnished to the City upon execution of
this Agreement and shall be approved in form by the City Attorney.
(iii) Certificates and policies shall state that the policies shall not be canceled
or reduced in coverage or changed in any other material aspect without
thirty (30) days prior written notice to the City.
d. If Provider fails or refuses to produce or maintain the insurance required by this
section or fails or refuses to furnish the City with required proof that insurance has been procured
and is in force and paid for, the City shall have the right, at the City's election, to forthwith
terminate this Agreement. Such termination shall not effect Provider's right to be paid for its
time and materials expended prior to notification of termination. Provider waives the right to
receive compensation and agrees to indemnify the City for any work performed prior to approval
of insurance by the City.
6. INDEMNIFICATION
Provider agrees to and shall indemnify and hold harmless the City, its officers, agents,
employees, consultants, special counsel, and representatives from liability for personal injury,
damages, just compensation, restitution, judicial or equitable relief arising out of claims for
personal injury, including health, and claims for property damage, which may arise from the
direct or indirect operations of the Provider or its contractors, subcontractors, agents, employees,
or other persons acting on their behalf which relates to the services described in section 1 of this
Agreement. The Provider further agrees to indemnify, hold harmless, and pay all costs for the
defense of the City, including fees and costs for special counsel to be selected by the City,
regarding any action by a third party asserting that personal injury, damages, just compensation,
restitution, judicial or equitable relief due to personal or property rights arises by reason of the
terms of, or effects arising from this Agreement. City may make all reasonable decisions with
respect to its representation in any legal proceeding.
7. CONFLICT OF INTEREST
Provider covenants that it presently has no interests and shall not have interests, direct or
indirect, which would conflict in any manner with performance of services specified under this
Agreement.
8. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other
telegraphic communication in the manner provided in this Section, to the following persons:
To City: Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
telefacsimile (714) 647-6956
With copy to: Executive Director of Parks, Recreation and Community Services
City of Santa Ana
26 Civic Center Plaza (M-75)
P.O. Box 1988
Santa Ana, California 92702
To Provider: Charo Fiorentini
59 Toulon
Foothill Ranch, CA 92610
A party may change its address by giving notice in writing to the other party. Thereafter,
any notice, tender, demand, delivery, or other communication shall be addressed and transmitted
to the new address. If sent by mail, any notice, tender, demand, delivery, or other
communication shall be effective or deemed to have been given three (3) days after it has been
deposited in the United States mail, duly registered or certified, with postage prepaid, and
addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or
other communication shall be effective or deemed to have been given twenty-four (24) hours
after the time set forth on the transmission report issued by the transmitting facsimile machine,
addressed as set forth above. For purposes of calculating these time frames, weekends, federal,
state, County or City holidays shall be excluded.
9. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and
Provider, and supersedes any and all other agreements, oral or written, between the parties. In
the event of a conflict between the terms of this Agreement and any attachments hereto, the
terms of this Agreement shall prevail. This Agreement may not be modified except by written
instrument signed by the City and by an authorized representative of Provider. The parties agree
that any terms or conditions of any purchase order or other instrument that are inconsistent with,
or in addition to, the terms and conditions hereof, shall not bind or obligate Provider nor the City.
Each party to this Agreement acknowledges that no representations, inducements, promises or
agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any
party, which are not embodied herein.
10. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Provider,
Provider may not assign, transfer, delegate, or subcontract any interest herein without the prior
written consent of the City and any such assignment, transfer, delegation or subcontract without
the City's prior written consent shall be considered null and void.
11. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination. In such event, Provider shall pay City all compensation due prior to receipt of such
notice of termination.
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RECOMMENDED FOR APPROVAL:
Gerardo Mouet
Executive Director ol Parks,
Recreation and Community Services
PROVIDER
haro Fiorentini
Tax ID# 571-57-5771
Exhibit A
SCOPE OF SERVICES
1) Provider will teach Home Business and Spanish Classes. The Home Business class will be
taught in Spanish. You will learn how to increase your income from your home by starting a
small business that will give you the flexibility to stay at home and care for the family. You will
receive business ideas, learn personal development in how to create a Business Plan, strategize,
goals and objective. You will receive advice on how to get prospects, customers for your
business, what products or services to market and how you will know what is the right business
for you. The Spanish Class: The beginner class will teach Spanish in an easy and fun way. The
class will teach greetings, colors, numbers, and Basic words. The Adult class will teach the
language, by improving vocabulary and pronunciation through writing and conversation.
2) The classes will be held on Wednesday (Home Business), from 6:30 p.m. — 7:30 p.m. per
session and Monday (Spanish) from 5:45 p.m. to 8:00 p.m.
3) Provider will provide and be responsible for equipment, records, personnel and clean up of the
facilities and materials necessary to ensure the safety and effectiveness of said instruction.
4) If Provider allows others to teach his/her class, those teachers must be over 21, have obtained
and maintain an instructor rating, and be covered by Providers' insurance. Provider shall provide
City with documentation to verify instructor and insurance requirements.
CLASS SIZE
1) Each class must have a minimum of 10 paid students and no more than a maximum of 20
students.
2) No registration will be accepted after the second meeting of class.
3) In the event the minimum number of enrollees is not realized by the second meeting of the
class, the class shall be canceled. Provider will be under no obligation to provide services and the
City will have no obligations to pay Provider compensation
CLASS FEES
1) Each participant shall pay a $40.00 - $45.00 class registration fee per session. Anticipated
revenue from this class is $4,000.00.
2) No refunds will be made to participants after the first week of class unless the class is
cancelled by the City.
3) The City shall collect registration fees from each participant during the registration period on
behalf of the Provider. Provider shall not collect fees, but shall refer all interested participants to
City for registration.
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4) Provider agrees that City shall retain thirty per cent (30%) of the fees collected in
consideration of granting Provider the right to use the City's facilities.
5) Provider agrees that City is entitled to audit Provider's records and classes to insure
compliance with this Agreement.
6) Provider may not waive class participation/registration fees.
7) City shall prepare class rosters and provide a copy to Provider. Only registered participants
may participate in class.
EXHIBIT B
ADDITIONAL INSURED ENDORSEMENT
FOR COMMERCIAL GENERAL LIABILITY POLICY
Insurance Company
This endorsement modifies such insurance as is afforded by the provisions of Policy
U
relating to the following:
1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its
officers, employees, agents, volunteers and representatives are named as additional insureds
("additional insureds") with regard to liability and defense of suits arising from the operations
and uses performed by or on behalf of the named insured.
2. With respect to claims arising out of the operations and uses performed by or on
behalf of the named insured, such insurance as is afforded by this policy is primary and is not
additional to or contributing with any other insurance carried by or for the benefit of the
additional insureds.
3. This insurance applies separately to each insured against whom claim is made or
suit is brought except with respect to the company's limits of liability. The inclusion of any
person or organization as an insured shall not affect any right which such person or organization
would have as a claimant if not so included.
4. With respect to the additional insureds, this insurance shall not be cancelled, or
materially reduced in coverage or limits except after thirty (30) days written notice has been
given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701.
(Completion of the following, including countersignature, is required to make this endorsement
effective.)
Effective , this endorsement form as a part of
Policy # _
Issued to
Named Insured
Countersigned by
Oj
Authorized Representative
EVANSTON INSURANCE COMPANY
CERTIFICATE NO.: 2010-018
CERTIFICATE OF INSURANCE
EXCLUDES COVERAGE FOR NOMINEE EVENTS. SEE SEPARATE APPLICATIONS FOR NOMINEE EVENTS.
SPECIAL EVENT LIABILITY PROGRAM
PRODUCER I PUBLIC ENTITY (ADDITIONAL INSURED) 11
Alliant Insurance Services, Inc. in conjunction with City of Santa Ana
Apex Insurance Services 20 Civic Center Plaza
P. O. Box 6450 Santa Ana, CA 92701
Newport Beach, CA 92658
License No: OC 36861
NAMED INSURED (EVENT HOLDER):
EVENT INFORMATION:
Charo Fiorentini
TYPE: Spanish and Home Business
59 Toulon Ave.
DATE(S): April 1, 2010 — July 31, 2010
Foothill Ranch, CA 92610
LOCATION: Senior Center
*Liquor Liability Yes ❑ No
**Liquor Liability after 12 am ends before 2 am ❑
This is to certify that the policies of insurance listed below have been issued to the insured named above for the policy period
indicated. Notwithstanding any requirements, terms or conditions of any contract or other document with respect to which this
certificate may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms,
exclusions and conditions of such policies. Limits shown may have been reduced by paid claims.
INSURANCE CARRIER: Evanston Insurance Company
MASTER POLICY NUMBER: 10SEP1000001
MASTER POLICY DATES: EFFECTIVE: JANUARY 1, 2010 EXPIRATION: JANUARY 1, 2011
COMMERCIAL GENERAL LIABILITY
OCCURRENCE FORM
DEDUCTIBLE: NONE
General Aggregate Limit S2,000,000
Products & Completed Operations 1,000,000
Personal & Advertising Injury 1,000,000
Each Occurrence Limit 1,000,000
Fire Damage (Any One Fire) 50,000
Medical Payments (Any One Person) 5,000
Liquor Liability (if purchased) 1,000,000
The limits of insurance apply separately to each event insured by this policy as if a separate policy of insurance has been issued for that event.
"Who is insured" is amended to include, as an insured, the person or organization shown in this schedule, but only with respect to liability arising out of the
ownership, maintenance or use of the premises used by the named insured (event holder). This insurance does not apply to: Any "occurrence" which takes place
after the event holder ceases to be a tenant in that premises.
OTHER ADDITIONAL INSUREDS
CANCELLATION: Should the above described policy be cancelled before the expiration date thereof, the issuing company will mail 30 days written notice to the
certificate holder and additional insureds listed.
AUTHORIZED REPRESENTATIVE:
DATE ISSUED: March 3 2010 Briza Morales
EVANSTON fNSURANCE COMPANY
CERTIFICATE NO.: 2010-018
CERTIFICATE OF INSURANCE
EXCLUDES COVERAGE FOR NOMINEE EVENTS. SEE SEPARATE APPLICATIONS FOR NOMINEE EVENTS.
SPECIAL EVENT LIABILITY PROGRAM
PRODUCER I PUBLIC ENTITY (ADDITIONAL INSURED) 11
Alliant Insurance Services, Inc. in conjunction with City of Santa Ana
Apex Insurance Services 20 Civic Center Plaza
P. O. Box 6450 Santa Ana, CA 92701
Newport Beach, CA 92658
License No: OC 36861
NAMED INSURED (EVENT HOLDER):
EVENT INFORMATION:
Charo Fiorentini
TYPE: Spanish and Home Business
59 Toulon Ave.
DATE(S): April 1, 2010 — July 31, 2010
Foothill Ranch, CA 92610
LOCATION: Senior Center
*Liquor Liability Yes ❑ No
**Liquor Liability after 12 am ends before 2 am ❑
This is to certify that the policies of insurance listed below have been issued to the insured named above for the policy period
indicated. Notwithstanding any requirements, terms or conditions of any contract or other document with respect to which this
certificate may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms,
exclusions and conditions of such policies. Limits shown may have been reduced by paid claims.
INSURANCE CARRIER: Evanston Insurance Company
MASTER POLICY NUMBER: IOSEP1000001
MASTER POLICY DATES: EFFECTIVE: JANUARY 1, 2010 EXPIRATION: JANUARY 1, 2011
COMMERCIAL GF.\ERAL LIABILITY
OCCURRENCE FORM
DEDUCTIBLE: NONE
General Aggregate Limit S 2,000,000
Products & Completed Operations 1,000,000
Personal & Advertising Injury 1.000,000
Each Occurrence Limit 1,000,000
Fire Damage (Any One Fire) 50,000
Medical Payments (Any One Person) 5,000
Liquor Liability (if purchased) 1,000,000
The limits of insurance apply separately to each event insured by this policy as if a separate policy of insurance has been issued for that event.
"Who is insured" is amended to include, as an insured, the person or organization shown in this schedule, but only with respect to liability arising out of the
ownership, maintenance or use of the premises used by the named insured (event holder). This insurance does not apply to: Any "occurrence" which takes place
after the event holder ceases to be a tenant in that premises.
OTHER ADDITIONAL INSUREDS
CANCELLATION: Should the above described policy be cancelled before the expiration date thereof, the issuing company will mail 30 days written notice to the
certificate holder and additional insureds listed.
AUTHORIZED REPRESENTATIVE:
DATE ISSUED: March 3 2010 Briza Morales