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HomeMy WebLinkAboutMike Stivers DBA Mike Stivers Design; 2025-08-06; PSALCA-26002LIBPSALCA-26002LIB Page 1 City Attorney Approved Version 5/30/2025 AGREEMENT FOR BOOK CONCEPT, DESIGN AND PUBLISHING SERVICES MIKE STIVERS DBA MIKE STIVERS DESIGN THIS AGREEMENT (“Agreement”) is made and entered into as of the ____ day of _________, 2025, by and between the City of Carlsbad, California, a municipal corporation ("City") and Mike Stivers DBA Mike Stivers Design, a sole proprietorship, ("Contractor") (collectively, the “Parties”.). RECITALS A. City requires the professional services of a consultant that is experienced in creating, designing, compiling and printing a cookbook for the literacy grant program. B. Contractor has the necessary experience in providing professional services and advice related to creating a 75 to 100-page cookbook as specified by City. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained in this Agreement, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services ("Services") that are defined in attached Exhibit "A," which is incorporated by this reference in accordance with this Agreement’s terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year(s) from the date first above written. The City Manager may amend the Agreement to extend it for one (1) additional one (1) year(s) or parts of a year. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed nineteen thousand seven hundred dollars ($19,700.00). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. Payment terms are Net 30 unless otherwise provided in Exhibit “A” or agreed to in writing by the parties. City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A." Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 August6th PSALCA-26002LIB Page 2 City Attorney Approved Version 5/30/2025 Incremental payments, if applicable, should be made as outlined in attached Exhibit "A." 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under the control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to this Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8. OTHER CONTRACTORS City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor Performance. Contractor agrees to defend (with counsel approved by City), indemnify, and hold harmless the City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described in this Agreement caused by any negligence, recklessness, or willful misconduct of Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under California Civil Code Section 2782.8), then, and only to the extent required by California Civil Code Section 2782.8, which is fully incorporated in this Agreement, Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction. Contractor’s liability Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 PSALCA-26002LIB Page 3 City Attorney Approved Version 5/30/2025 for such claim, including the cost to defend, shall not exceed Contractor’s proportionate percentage of fault. The parties expressly agree that any payment, attorneys fee, costs or expense City incurs or makes to or on behalf of an injured employee under City’s self-administered workers’ compensation program is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. Intellectual Property. Contractor warrants that Contractor is either the owner of the illustrations, images, concept, design, layout or any other intellectual property created as part of the Contractor’s services for the cookbook titled “Kitchen Table Diaries: A Collection of Learner Recipes” as further described in Exhibit “A” (“Artwork”), or Contractor is the authorized agent of the lawful owner or artist of the Artwork, and has the authority to enter into this Agreement and to grant rights to the City as set forth in this Agreement. Contractor also warrants that the Artwork is not now and will not be subject to claims of ownership, lien, encumbrance, or intellectual property infringement, including but not limited to copyright and trademark infringement, under any state or federal law. Contractor shall defend (with counsel approved by the City), indemnify, and hold harmless the City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees related to any claim asserting a violation or potential claim of violation or infringement of any third-party intellectual property right. 10. COPYRIGHT ACQUISITION Contractor hereby irrevocably sells, assigns, transfers, and conveys to City, and City hereby accepts, all of Contractor’s right, title, and interest in and to all (i) copyrights in the Artwork, whether registered or unregistered, arising under any applicable law of any jurisdiction throughout the world or any treaty or other international convention; (ii) all rights of any kind whatsoever of Contractor accruing under any copyright registration or application for copyright registration for the Artwork and all issuances, extensions, and renewals thereof (ii) all licenses and similar contractual rights or permissions, whether exclusive or nonexclusive, related to the Artwork; (iii) all future royalties, fees, income, payments, and other proceeds for the Artwork; (iv) all rights to claims and causes of action with respect to any of the foregoing, including all rights to and claims for damages, restitution, and injunctive and other legal and equitable relief for future infringement, misappropriation, violation, breach, or default; (v) all other rights, privileges, and protections of any kind whatsoever of Contractor for the Artwork accruing under any of the foregoing provided by any applicable law, treaty, or other international convention throughout the world. The City hereby allows Contractor to utilize images of the Artwork for self-promotion marketing materials. Contractor hereby authorizes the Register of Copyrights in the United States Copyright Office to record and register this copyright assignment upon request by City. Contractor shall take such steps and actions and provide such cooperation and assistance to City and its successors, assigns, and legal representatives, including the execution and delivery of any affidavits, declarations, oaths, exhibits, assignments, powers of attorney, or other documents, as may be necessary to effect, evidence, or perfect the assignment of the copyright in the Artwork to City. Without limiting or waiving the foregoing, City agrees to make its best effort to identify Contractor as the designer of the Artwork when City publishes, reproduces, circulates, displays, transmits, and distributes Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 PSALCA-26002LIB Page 4 City Attorney Approved Version 5/30/2025 the Artwork created as part of this Agreement to the public across all mediums, including printed and digital forms, whether directly or through a vendor, contractor, or subcontractor. 11. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 11.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to City as an additional insured. 11.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal and advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 11.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 11.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 11.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 11.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 11.2.1 City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to City. 11.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 PSALCA-26002LIB Page 5 City Attorney Approved Version 5/30/2025 11.2.3 If Contractor maintains higher limits than the minimums shown above, City requires and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage will be available to City. 11.2.4 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 11.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 11.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 11.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 12. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 13. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement. 14. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. 15. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 PSALCA-26002LIB Page 6 City Attorney Approved Version 5/30/2025 16. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement are: For City: For Contractor: Name Sheila Crosby Name Mike Stivers Title Deputy Library Director Title Project Manager / Owner Dept Library & Cultural Arts Address 3521 Hastings Drive CITY OF CARLSBAD Carlsbad, CA 92010 Address 1775 Dove Lane Phone 619-843-8497 Carlsbad, CA 92011 Email Mike@mikestivers.com Phone 442-339-5520 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 17. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. Contractor shall report investments or interests as required in the City of Carlsbad Conflict of Interest Code. Yes ☐ No ☒ If yes, list the contact information below for all individuals required to file: Name Email Phone Number 18. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 19. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 PSALCA-26002LIB City Attorney Approved Version 5/30/2025 Page 7 20. DISCRIMINATION, HARASSMENT, AND RETALIATIONPROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination, harassment, and retaliation. 21. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 22. TERMINATION In the event of Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering thirty (30) days written notice to City. In the event of termination of this Agreement by either party and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 23. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 24. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 PSALCA-26002LIB City Attorney Approved Version 5/30/2025 Page 8 litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code Sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorneys fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 25. JURISDICTION AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California without regard to, or application of, choice of law rules or principles. Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 26. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 27. THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than City and Contractor. 28. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 PSALCA-26002LIB City Attorney Approved Version 5/30/2025 Page 9 29. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. Executed by Contractor this_______ day of ____________, 2025. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California Mike Stivers DBA Mike Stivers Design, a sole proprietorship of the State of California By: By: (sign here) SUZANNE SMITHSON Library & Cultural Arts Director As authorized by the City Manager MIKE STIVERS, Owner (print name/title) ATTEST: By: For SHERRY FREISINGER, City Clerk (sign here) By: Morgen Fry, Assistant City Clerk (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: For CINDIE K. McMAHON, City Attorney BY: _____________________________ Anayeli Zavala, Deputy City Attorney Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 29th July PSALCA-26002LIB City Attorney Approved Version 5/30/2025 Page 10 EXHIBIT A SCOPE OF SERVICES AND FEE KITCHEN TABLE DIARIES – A COLLECTION LEARNER RECIPES Contractor shall work with City through concept, design and oversee the printing and delivery of a 75 to 100-page cookbook featuring recipes and stories from various program learners. The book will feature artwork and imagery to support the writings – all of which will be inspired by the book’s title, Kitchen Table Diaries: A Collection of Learner Recipes as well as the writings themselves. Contractor shall oversee the printing and delivery of 300 hard covered cookbooks to the Library Learning Center, 3368 Eureka Place, Carlsbad, CA 92008. 1. CITY’S CONTACT INFORMATION • Deputy Library Director, Sheila Crosby, 442-339-5520, sheila.crosby@carlsbadca.gov • Community Outreach Supervisor, Sandra Riggins, 442-339-5511, sandra.riggins@carlsbadca.gov • Library administration 442-339-2011 2. CONTRACTOR DELIVERABLES Contractor will create, design, compile, assemble and provide pre-production and project management on the layout of a cookbook and provide oversight on the printing and delivery of 300 hard covered cookbooks. Contractor will use illustrations, imagery, and artwork to support and compliment the literary works included in a 75 to 100-page cookbook. The layout of cookbook pages shall measure 7” x 9” and in a format specified by the City in a layout / platform that can be reviewed/approved by City prior to the final cookbook being sent for final print. Contractor will provide opportunities for the City to add feedback during regular check-ins. Contractor will oversee the printing and delivery of 300 copies of hard covered Kitchen Table Diaries: A Collection of Learner Recipes cookbooks to the City. Quantity: 300 hard covered books Size: 7.25” x 9.25” (final size with cover, 7” x 9” inside pages) Pages: Max 100 pp plus hard covers Stock: Hard Cover – 100lb Pacesetter Text PCW 10% Text Pages – 100lb Pacesetter Opaque Text Artwork: Managed by contractor that meets high resolution w/ 1/8” bleed in CMYK Colors: 4/4 Digital with bleeds Binding: Single side flush-cut Lam, PUR Perfect Bind, 3-sided trim, combine with text and end sheets, case wrapping and casing in. Packaging: Shrink wrap in 1’s Project Cost: $10,395.75 Design and project management $ 9,304.25 Printing $19,700.00 / Cost per book ~$65.67 Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 PSALCA-26002LIB City Attorney Approved Version 5/30/2025 Page 11 3. PROJECT TIMELINE • Start in late-August 2025 – Contractor receives program learner recipes / stories from City. • September 2025 through February 2026– Parties to check-in on a timely basis as agreed upon in writing to discuss progress and provide feedback/input. Check-ins shall occur at a minimum of once per month, but more if requested by the City. • Late January 2026 – Contractor to seek final approval on cookbook layout. • Late February / Early March 2026 – Cookbook printing / delivery to City Any adjustments to the timeline will be agreed to in writing in an amendment to this Agreement. 4. HEALTH & SAFETY During any health-related pandemic, all Parties must adhere to the guidance from the state, county, and local authorities on health and safety protocols. City staff will inform artists what the current guidelines are prior to their arrival and entering any City facility. Safety protocols may include, but are not limited to, hand washing, temperature testing, requiring face covering, and maintaining physical distancing of six feet. The safety protocols may be modified at any time due to changing rules, regulations, or circumstances. 5. MONETARY FEES Payment Schedule Activity / Amount Initial Payment (50%) A payment of $9,850 payable two weeks after execution of the Agreement. Progress Payment (25%) A payment of $4,925 due upon approval of final design layout. Final Payment (25%) A payment of $4,925 due post-delivery of final product. TOTAL (100%) $19,700 All invoices shall be submitted to City’s Deputy Library Director or Designee and shall be sufficiently detailed to include related activities and costs. Final invoice approval will be completed by City's Library & Cultural Arts Director or Designee. Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBRWVDADDLINSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS AUTOSAUTOSNON-OWNEDHIRED AUTOS SCHEDULEDALL OWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD MTTU Hiscox Inc. d/b/a/ Hiscox Insurance Agency in CA 5 Concourse Parkway Suite 2150 Atlanta GA, 30328 (888) 202-3007 contact@hiscox.com Hiscox Insurance Company Inc 10200 Michael Stivers 3521 Hastings Drive Carlsbad, CA 92010 City of Carlsbad 1775 Dove Lane Carlsbad, CA 92011 The City of Carlsbad, its officials, employees and volunteers must be named as an additional insured with respect to liability arising out of activities performed by or on behalf of the Named Insured (General Liability only). The full limits available to the named insured shall also be available and applicable to the City as an ad ditional insured. 09/20/202509/20/2024P103.916.580.1Y X A X X 2,000,000 100,000 5,000 0 2,000,000 S/T Gen. Agg. 09/26/2024 Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 ACORD® I ~ I ~ □ □ ~ ~ ~ □ □ ~ ~ ~ ~ ~ ~ ~ ~ H I I I I I □ I Hiscox Insurance Company Inc. Policy Number: Named Insured:Endorsement Number: Endorsement Effective: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 26 07 04 © ISO Properties, Inc.,2004 Page 1 of 1 ADDITIONAL INSURED – DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II – Who Is An Insured is amended to in-clude as an additional insured the person(s) or organi-zation(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omis-sions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. P103.916.580.1 Michael Stivers 27 09/25/2024 City of Carlsbad, Library and Cultural Arts Department Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 ~'~ HISCOX Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 CERTIFICATE OF EXEMPTION WORKERS' COMPENSATION/EMPLOYERS' LIABILITY INSURANCE Mike Stivers owner I, ________________ , am the _______________ _ [insert name] [title] Mike Stivers OBA Mike Stivers Design of _____________ _ Mike Stivers Design I hereby certify that __________ _ [ name of company] [ name of company] has no employees and is not required by law to maintain workers' compensation or employers' Mike Stivers Design liability insurance. Should _________________ employ any person [ name of company] design graphic work during the term of the Agreement with the City of Carlsbad for ___________ _ [ description of project or work that is being contracted] then workers' compensation and employers' liability insurance will be obtained. [Name] Mike Stivers Design [Title and name of company or corporation] WAIVER REQUEST FORM FACTORS IN SUPPORT OF REQUEST TO MODIFY INSURANCE REQUIREMENT(S) Generally, a modification to the coverage requirement will be accepting a lower limit of coverage or waiving the requirement(s). Requested by: (Name and Department) (Date) Proposed modification(s) to the __________________ requirement(s) for (Type of insurance) (Name of contract) Reduce coverage to the amount of: $ . Waive coverage Other: FACTOR(S) IN SUPPORT OF MODIFICATION(S) (check those that apply) Significance of Contractor: Contractor has previous experience with the City that is important to the efficiency of completing the scope of work and the quality of the work-product. [explain] Significance of Contractor: Contractor has unique skills and there are few if any alternatives. [explain: include number of candidates RFP sent to and number responded if applicable] Contract Amount/Term of Contract: $ . Work will be completed over a period of . Professional Liability coverage is not available to this contractor or would increase the cost of the contract by $ [explain]. Other (e.g. explain why exposures are minimal, how exposures are covered in another policy, exposure control mechanisms, and any other information pertinent to your request): Approved by Risk Manager for this contract only: (Signature) (Date) Sheila Crosby, Library & Cultural Arts 7/14/2025 Auto Mike Stivers n n NTE $19,700 one year n PSALCA-26002LIB Maintaining insurance coverage in line with previous agreements with vendor. Work will be handled virtually, with minimal risk. Worker's compensation waiver will be completed as well. Docusign Envelope ID: 6382B008-EE18-437F-B044-95612E4FEE43 8/5/2025 □ □ □ □ □