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HomeMy WebLinkAboutRANCHO SANTIAGO COMMUNITY COLLEGE DISTRICT (22) - 2018City of Santa A^ri �.t Clerk of the Cour -.i AGREEMENT TERMINATION FORM Please complete this form in its entirety when the attached agreement and all amendments (if any) are no longer in effect. Note: If your agreement is grant related, please ensure that all grant retention requirements have been satisfied prior to signing the termination form. , Is the agreement(s) a permanent record? Yes No Return form to the Clerk of the Council Office (M-30). Call 647-1520 if you have any questions. The agreement with No. a was completed on (List all amendments. Use space below if needed.) Revised: 10-18-16 Office Use Only 3E TPE COUN iL 2121 Prt3.3 R 101 ,�)l 10'� and final payment has been made. Department: PRGSA Phone/Ext.: g3113 Signature: Date: IN IJRANCE o ON SOLI=: WORK MAY NOT PROCEED LERK OF COUNCIL DATE: 19 20 0:PRCS(f) EDUCATION SERVICES AGREEMENT N-2017-266 Silvia CueVaTHIS AGREEMENT is made and entered into this 1st day of January, 2018, by and between the Rancho Santiago Community College District, on behalf of Santa Ana College ("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 ("City"). RECITALS A. The City and Provider will partner to provide Digital Media Art classes leading to transferable college credit and certification and College Counselling for up to 22 youth. Santa Ana College will provide the college credit training component, while the Library will provide work experience and required social and educational support. B. Provider represents that Provider is able and willing to provide such services to theCity. C. In undertaking the performance of this Agreement, Provider represents that it is knowledgeable in its 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 City agrees to pay, and Provider agrees to accept as total payment for its services, the rates and charges identified in Exhibit B to this Agreement. The total sum to be expended under this Agreement shall not exceed Six Thousand Eight hundred and Twenty-five Dollars and Fifty -Two Cents ($6,825.52) during the teen of this Agreement. 3. TERM This Agreement shall commence on the date first written above, and terminate on December 31, 2018, unless terminated earlier in accordance with Section 12, below. The term of this Agreement may be extended upon a writing executed by the Provider, as well as the City Manager and the City Attorney on behalf of the City. 4. INDEPENDENT CONTRACTOR Provider shall, during the entire tern 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 SAC-17-090 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. Provider is not an agent, representative or employee of City and Provider shall have no authority to act on behalf of the City. 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 which 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 negligent 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 and $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insured provisions. b. Worker's Compensation Insurance. In accordance with California State law, 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. (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 terminate this SAC-17-090 Agreement. Such termination shall not affect 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 Each party agrees to and shall defend, indemnify and hold harmless the other party, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the indemnifying party 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; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement, This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. 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. LIVE SCAN BACKGROUND CHECK Providers, and any employees, subcontractors or substitutes, in contact with minors under eighteen (18) years of age shall arrange for and submit to a Live Scan electronic background check for criminal history available through the California Department of Justice as a condition of this Agreement and provide proof of compliance, including any criminal history identified, prior to performing services hereunder. The background check shall include at a minimum a state and county criminal history investigation where such individual resides and a search of the National and California State Sex Offender Registries. 9. 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 fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 SAC-17-090 Santa Ana, CA 92702-1988 Fax (714) 647-6956 With copy to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 26 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 571-4211 To Provider: Rancho Santiago Community College District Santa Ana College 1530 W. Seventeenth Street Santa Ana, CA 92706 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, 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 fax, 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. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Provider regarding the subject matter herein, 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 or 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 is not embodied herein. 11. ASSIGNMENT The experience, knowledge, capability and reputation of Provider were a substantial inducement for City to enter into this Agreement. Therefore, 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. SAC-17-090 12. TERMINATION This Agreement may be terminated by either party upon thirty (30) days written notice of termination. In such event, Provider shall be entitled to receive, and City shall pay Provider, compensation for all services rendered prior to the effective date of termination. 13. RECORDS Provider shall use attendance sheets generated and supplied by the City to record attendance in each class. Provider shall keep these and any other records in connection with the work to be performed under this Agreement and shall permit City, upon request, to review such records for a period of three (3) years from the date of final payment to Provider under this Agreement. 14. NON-DISCRIMINATION Provider shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities, or in any activities under this Agreement. Provider affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. ,JURISDICTION — VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. LICENSES Provider shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. 17. SEVERABILITY In the event that one or more of the phrases, sentences, clauses, paragraphs or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement, which shall be interpreted to carry out the intent of the parties hereunder. SAC-17-090 N-2017-266 18. EXHIBITS All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 19. AUTHORITY The person(s) executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that be so executing this Agreement, the parties hereto are formally bound to the provisions of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR /" Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: SIGNED IN COUNTERPART Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: GERARDO MOUE"r Executive Director of Parks, Recreation and Community Services Agency SAC-17-090 CITY OF SANTA ANA RAUL GODINEZJII City Manager PROVIDER: Name: Ra ch Santiago Community College District Title: Peter J. Hardash Vice Chancellor Business Operations and Fiscal Services N-2017-266 18. EXHIBITS All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 19. AUTHORITY The person(s) executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that be so executing this Agreement, the parties hereto are formally bound to the provisions of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: SIGNED IN COUNTERPART MARIA D. HUIZAR Cleric of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney d By: A& M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL: SIGNED IN COUNTERPART GERARDO MOUET Executive Director of Parks, Recreation and Community Services Agency CITY OF SANTA ANA SIGNED IN COUNTERPART RAUL GODINEZ 11 City Manager PROVIDER: SIGNED IN COUNTERPART Name: pAyu:ho Savjb o CAN1Y1t0YifFY (2DjtV I�ct Title: Pe nr 4atrQasj • Page 6 of 8 EXHIBIT A — Specification of Services to Be Provided by Santa Ana Community College The Santa Ana Public Library and the Santa Ana Community College will partner to provide Digital Media Art classes leading to transferable college credit and certification and College Counselling for up to 22 youth. Santa Ana College will provide the college credit training component, while the Library will provide work experience and required social and educational support. Santa Ana College will procure, manage and compensate experienced teachers to provide each of the youth with a general introductory course in digital media art. As part of this program Students will be enrolled in a college course at no cost to the student. Students will receive 3 units of college credit for the course once completed. Students will have their own dedicated college counselor they will meet with throughout duration of the program. Santa Ana Community College will also provide the curriculum development required to provide effective training in an accelerated environment, Santa Ana Public library will provide training materials and textbooks to support curricula in subject area. Santa Ana will also pay the mandatory student fees of $19 per student. SAC-17-090 EXHIBIT B — Seeds to Trees SAC Course Budget Digital Media Art Instructor 3.9 Unit Lecture and Lab Digital Media Class LHE with Benefits $4,331.48 One -on -One Educational Counseling 30 hours of Counseling X $59.98 per hour $1,769.40 Estimated Benefits @ 17.33% $306.64 Total Educational Counseling $2,07&04 Mandatory Student Fees $19.00 x 22 students $418.00 SAC-17-090 EVIDENCE OF COVERAGE D12/19/2017Y) 12/19/2017 This Evidence of Coverage is used as a matter of information only and confers no rights upon the Certificate Holder. This Evidence of Coverage does not amend, extend, or alter the coverage afforded by the memoranda listed below. MEMORANDUM NUMBER: 77 JOINT POWERS AUTHORITY (JPA) Alliance of Schools for Cooperative Insurance Programs 16550 Bloomfield Avenue Cerritos, CA 90703 www.ASCIP.org CONTACTNAME: Mr. Fritz J. Heirich, Chief Executive Officer PHONE: (562) 404-8029 JPA MEMBER Rancho Santiago Community College District 2323 North Broadwayy Santa Ana CA 92706 %J -020 f7 'a �D(Q This is to certify that the Alliance of Schools for Cooperative Insurance Programs (ASCIP) Memorandum of Coverages on insurance listed below have been issued to the Covered Party named above for the period indicated. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this Evidence of Coverage may be used or may pertain, the coverages afforded by the Memorandum of Coverages described herein are subject to all the terms, exclusions, and conditions of such Memorandum of Coverages. TYPE OF COVERAGE ADDL INSR MEMORANDUM NUMBER (MOC) (MMIDDIYYYY) POLICY EFF POLICY EXP 12:01a.m. LIMIT OF LIABILITY/COVERAGE GENERALLIABILITY OCCURRENCE Personal Injury V MOC #77 7/1/2017 7/1/2018 COMBINED SINGLE LIMIT PER OCCURRENCE $ $5.000,000 AGGREGATE $ N/A $ Errors & Omission $ Employment Practices $ AUTOMOBILE LIABILITY AUTOMOTIVE PHYSICAL DAMAGE COMPREHENSIVE / COLLISION ANYAUTO COMBINED SINGLE LIMIT PER OCCURRENCE $ ACTUAL CASH VALUE $ $ PROPERTY BUILDING / CONTENTS FIRE, THEFT, RENTAL INTERRUPTION REPLACEMENT COST SUBJECT TO POLICY LIMITS, AND CONDITIONS TERMS, $ $ WORKERSCOMPENSATION AND EMPLOYERS' LIABILITY WC STATUTORY LIMITS NIA EACH ACCIDENT $ PER EMPLOYEE $ POLICY LIMIT $ OTHER EMPLOYEE DISHONESTY (CRIME) SUBJECT TO POLICY LIMITS, TERMS, AND CONDITIONS $ S ADDITIONAL REMARKS: y As respects to Seeds of Trees 2/5/18 - 6/1118 e �a5 e •c CERTIFICATE HOLDER City of Santa Ana Attn: Ed Rayya PO Box 1988 Santa Ana CA 92702 CANCELLATION r)f.IN Should any of the above coverages for Wgiw3 a changed or withdrawn prior to the expiration date issued ab A 30 days written notice to the Certificate Holder, but failure t ail such all impose no obligation or liability of any kind upon ASCIP, its agents, or represen dives. V v AUTHORIZED REPRESENTATIVE: Fritz J. Helrlch *ASCIP is ajoint powers authority pursuant to Article 1(commencing with Section 6500)Chapter 5 of Division 7 of Title l ofthe Government Code and Sections 39603 and 81603 ofthe EducationCode. Rev 5-97 39333269 1 77 117/18 A11 Types WC I Nancy Lopez 112/19/2017 9:28:42 AN (PST) I Page 1 of 2 Additional Covered Party Endorsement District: Rancho Santiago Community College District Endorsement No. 39333269 Additional Covered Party: Description of Operations, Vehicle, or Property: City of Santa Ana As respects to Seeds of Trees 215/18 - 6/1/18 its officers, employees, agents, volunteers and representatives Coverage Period: Effective: 7/1/2017 Expires 12:01 a.m.: 7/1/2018 The coverage provided to the Covered Party is hereby extended by this endorsement to the Additional Covered Party named above in accordance with the provisions contained in the Memorandum of Coverage (MOC). The coverage extended hereby applies only with respect to liability arising out of activities in the Description of Operations, Vehicle, or Property noted above. It is intended by ASCIP in issuing this endorsement to defend and/or indemnify the Additional Covered Party only if the District is solely negligent. In issuing this endorsement, ASCIP intends and agrees to extend coverage pursuant to the terms and conditions of the MOC to the Additional Covered Party named above only to the extent that the Additional Covered Party faces liability arising out of claims, demands, or lawsuits claiming money damages on account of bodily injury or property damage as defined and limited in the ASCIP MOC. The limits of liability extended to the Additional Covered Party listed above is $5,000,000 per occurrence for liability. Authorized Representative: Date Issued: 12/1912017 ASCIP is ajoint powers authority pursuant to Article I (commencing with Section 6500) of Chapter 5 o0`2)bY T if the Government Code and Sections 39603 and 81603 of the Education Code. Q v-� Rev 5/97 39333269 177 1 17/18 A11 Types WC I Nancy Lopez 1 12/19/2017 7;28:42 AM (PST) I Page 2 of 2