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HomeMy WebLinkAboutMargarita Officials Association; 2015-06-24;AMENDMENT NO. 2 TO EXTEND AND FUND THE AGREEMENT FOR OFFICIATING SOFTBALLNOLLEYBALL GAMES, SCOREKEEPING SOFTBALLNOLLEYBALL GAMES, AND ASSIGNING OFFICIALS AND SCOREKEEPERS TO GAME SERVICES MARGARITA OFFICIALS ASSOCIATION No. 2 is entered into and effective as of the ~O~ay of __ __,,,.._.......,,__ ______ , 20 \Q , extending the agreement dated June 24, 2015 (the "Agreem nt") by and between the cTy° of Carlsbad, a municipal corporation, ("City"), and Margarita Officials Association, ("Contractor'') (collectively, the "Parties") for officials, scorekeepers, and assignment services for adult softball and volleyball leagues. RECITALS A. On June 5, 2017, the Parties executed Amendment No. 1 to the Agreement to extend and fund services for one year; and B. The Parties desire to extend and fund the Agreement for a period of one (1) year. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. The Agreement, as may have been amended from time to time, is hereby extended for a period of one year ending on June 24, 2019 on a time and materials basis not-to-exceed ten thousand dollars ($10,000). 2. Section 15 (Notices) of the Agreement is amended to update the Contractor's designated contact for receiving notices to: Pete Davis 4572 Coronado Drive Oceanside, CA 92057 760-725-507 4 davisgolf@yahoo.com 3. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 4. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, shall include coverage for this Amendment. Ill Ill Ill City Attorney Approved Version 1/30/13 5. The individuals executing this Amendment and the instruments referenced 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 hereof of this Amendment. CONTRACTOR (sign here) ~~ ,, ~ "(' ~ I S:> ~ 'J \_ '). I ~ ,~"!>:.. .J\.-\(' \ (print name/title} By: --~ (sign here) (l/,,;/1eh /n;d;~/ 'fj./4-t, (print name/title) c:. 'f-~ CITY OF CARLSBAD, a municipal corporation of the State of California By: ATTEST: 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 Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, 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: CELIA A. BREWER, City Attorney BY:_~--~--- 'City Attorney City Attorney Approved Version 1/30/13 2 CERTIFICATE OF EXEMPTION WORKERS' COMPENSATION/EMPLOYERS' LIABILITY INSURANCE I, :"£~~ ~C ~ · ~S,,...'-1 \ ~ [insert name] [title] of ~b~ ~ {=', . I hereby certify that 3:\-.,,~ ~\ 0 I:\, [ name of company] [name of company] has no employees and is not required by law to maintain workers' comp~nsation or employers' liability insurance. Should l.s,\a S. "\:'\ ~ t-\. [ name of company] employ any person during the term of the Agreement with the City of Carlsbad for S:,.,'<:-<\S-l::-,, "-:-'-)tt -s. ~~"' ~ ~ ~\:\ ~ ~ ~ ~\ "'(l\ [ description of project or work that is being contracted] then workers' compensation and employers' liability insurance will be obtained. \fY'\~-..c-~'£:,\:~ ~\-'~~ \~'.\ ~~s..~~ \.~¼\~"'0 \i W\ ~A~ [Title and name of company or corporation] 06/15/2006 25 ACORD• CERTIFICATE OF LIABILITY INSURANCE I DATE (-.-ootYYYY) '---'. 01/15/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTFICATE 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 BETWEEHI THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIACATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the polic:y(ies) must have ADDl110NAL 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). PROOUCER QJNJM. ... NAME: American Specialty Insurance & Risk Services, Inc. ~-c_.,. 260-969-5203 l FAX ••-' Nol: 260-969-4729 dba A.S.I.R.S.I. Insurance Agency E-MAIL ADDRESS: 7609 W. Jefferson Blvd., Suite 100 AFFORllltG COVERAGE NAIC• Fort Wayne IN 46804 INSURERA: Arch Insurance Company 11150 INSURED INSURERB: National Association of Sports Officials (NASO) INSURERC: 2017 Lathrop Avenue INSURERD: INSURERE: Racine WI 53405 INSURERF: COVERAGES CERTIFICATE NUMBER· 1001504702 . REVISION NUMBER· 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 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, EXO.USIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDI. I-POI..ICYEFF POI..ICYEXP LTR -,_ POLICY-UISTS X COlalERCIAl. GENERAL UAIIIUTY EACH OCCURRENCE s 1,000,000 D ClAIMS-MADE [Z] OCCUR UAMl\ut:: 1'?. ~ I t:U s 1,000,000 PREMISES Ea occurrence) MED EXP (Any one person) s Excluded - A SBCGL0279700 08/01/2017 08/01/2018 PERSONAL & ADV INJURY s 1,000,000 - GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE s 5,000,000 Fx)POUcYD~ DLoc PRODUCTS -COMP/OP AGG s 5,000,000 X OlliER: OTHER s AUTOIIOBILE LIABILITY ~=~INGLE LIMIT s - ANYALITO BODILY INJURY (Per person) s -OWNID -sctEDlLID AUTOSON.Y AUTOS BOOIL Y INJURY (Per accident) s -HIRED -NON-OWNED ~~,:?AMAGE AUTOS ONLY AUTOS ONLY s --s UWIREllA UAB HOCCUR EACH OCCURRENCE s -EXCESSUAB ClAIMS-MADE AGGREGATE s OED I I RETENTION s s WORKERSCX>a'ENSATION I ~TUTE I IW ANDEla'LOYERS"l.lABILITY Y/N ANYPROPRIETORIPARTllERIEXECUTJVE D N/A E.L EACH ACCIDENT s OFFICER/MEMBER EXCLUDED? (llanclalory In NH) E.L. DISEASE· EA EMPLOYEE $ ~SCR~ ~ C>PERATIONS below E.L DISEASE -POLICY LIMIT s ~OFOPERATIONS/LOCATIONS/VEHK:LES (ACORD101.-.--,maybe_lf,...._,.1s~ -Coverage applies to MARGARITA OFFICIALS ASSOCIATION, PO BOX 504286, SAN DIEGO, CA 92150. -The City of Carlsbad, its officers, employees, volunteers and agents are an additional insured, but only with respect to the operations of the Named Insured, and subject to the provisions and limitations of Fonn CG 2026 -Additional Insured -Designated Person or Organization, effective January 15, 2018. CERTIFICATE HOLDER CANCELLATION CITY OF CARLSBAD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WU. BE DEI.NERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 1200 Carlsbad Village Drive AUTIIORIZEDREPRESENTATIVE ~ Cal1sbad CA 92008 I © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2816113) The ACORD wand 1ogo .. 1:,z1 1 Nd lllllllsol ACORD AGENCY CUSTOMER ID: _________________ _ LOCI: ------- ADDITIONAL REMARKS SCHEDULE Page 1 of 1 ...__ ___ ---- AGENCY NAIEDINSURED American Specialty Insurance & Risk Services, Inc. National Association of Sports Officials (NASO) POLICY-2017 Lathrop Avenue SBCGL0279700 CARRIER ,~CODE Racine, WI 53405 Arch Insurance Company 11150 EFFECTIVE DATE: 08/01/2017 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TTTLE: CERTIFICATE OF LIABILITY INSURANCE -Certificate #1001504702 -The general liability poloicy includes Participant Legal Liability. ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: SBCGL0279700 COMMERCIAL GENERAL LIABILITY CG 20 26 0413 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): The City of Carlsbad, its officers, employees, volunteers and agents 1200 Carlsbad Village Drive Carlsbad, CA 92008 but only with respect to MARGARITA OFFICIALS ASSOCIATION Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(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 omissions of those acting on your behalf: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section Ill -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 26 0413 © ISO Properties, Inc., 2004 Page 1 of 1 D THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED As of the effective date hereof, it is hereby understood and agreed that the attached Form CG 2026 ADDITIONAL INSURED -DESIGNATED PERSON OR ORGANIZATION is added to the policy, but only with respect to MARGARITA OFFICIALS ASSOCIATION. No additional premium due. All other terms and conditions of this Policy remain unchanged. Company: Arch Insurance Company Endorsement Number:46 Policy Number: SBCGL0279700 Named Insured: National Association of Sports Officials Endorsement Effective Date: 01 /15/18 Issued by: GF January 16, 2018 00 ML0207 00 11 03 c;c,'-~ -,~ President Page 1 of 1 AMENDMENT NO. 1 TO EXTEND AND FUND THE AGREEMENT FOR OFFICIATING SOFTBALLNOLLEYBALL GAMES, SCOREKEEPING SOFTBALLNOLLEYBALL GAMES, AND ASSIGNING OFFICIALS AND SCOREKEEPERS TO GAMES SERVICES MARGARITAS OFFICIALS ASSOCIATION This Amendment No. 1 is entered into and effective as of the 5th day of ~ h ly'\4 , 20.D_, extending the agreement dated June 24, 2015 (the "Agreemenn by and between the City of Carlsbad, a municipal corporation, ("City"}, and Margaritas Officials Association, ("Contractor'') (collectively, the "Parties") for officials, scorekeepers and assignment services for adult softball and volleyball leagues. RECITALS A. The Parties desire to extend and fund the Agreement for a period of one (1) year. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. The Agreement, as may have been amended from time to time, is hereby extended for a period of one year ending on June 24, 2018. 2. City will pay Contractor for all work associated with those services described in Exhibit "A", in an amount not to exceed ten thousand dollars ($10,000). 3. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 4. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, shall include coverage for this Amendment. Ill Ill Ill Ill Ill Ill Ill Ill City Attorney Approved Version 1/30/13 5. The individuals executing this Amendment and the instruments referenced 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 hereof of this Amendment. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California 0-~::--crJrt l/G iJ ;;tGLJ7}((._ By: L.d {Jlt)tF:;_ -By: /)/}ttl _, ~gn here) Ci~or or Directm ~M/iA?tflt»?fttmu ~tt4/t7?o.:r: WILLI~ f'z;;;:k_ (print name/title) City Clerk 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 Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, 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: CELIA A. BREWER, City Attorney BY:~ -i¢ii...;~. ~==~==ity-=A::..::t=to-=:r:..!:ne:l.y=:)..... __ _ City Attorney Approved Version 1/30/13 2 AGREEMENT FOR OFFICIATING SOFTBALLA/OLLEYBALL GAMES, SCOREKEEPING SOFTBALLA/OLLEYBALL GAMES, AND ASSIGNING OFFICIALS AND SCOREKEEPERS TO GAMES SERVICES (MARGARITAS OFFICIALS ASSOCIATION) THiS AGREEMENT is made and entered into as of the c>lH~^ day of 3'ur\^ , 20/^. by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and MARGARITAS OFFICIALS ASSOCIATION, a NON-PROFIT 501 (C)(3), ("Contractor"). RECITALS A. City requires the professional services of a softball/volleyball official, game scorekeeper, and game assigner that is experienced in officiating softball/volleyball games, scorekeeping softball/volleyball games, and assigning officials and scorekeepers to games. B. Contractor has the necessary experience in providing professional services and advice related to officiating softball/volleyball games, scorekeeping softball/volleyball games, and assigning officials and scorekeepers to games services. 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 herein. City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "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 2 years from the date first above written. The City Manager may amend the Agreement to extend it for 2 additional 1 year periods or parts thereof. 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 Ten Thousand dollars ($10,000) per agreement year. No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed Ten Thousand dollars City Attorney Approved Version 4/1/15 ($10,000) per Agreement year. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". 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 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 the 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 the 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 The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney's fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or eady termination of this Agreement. 10. 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 City Attorney Approved Version 4/1/15 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-:VM"; 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. 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the 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 ofthe 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 the City as an additional insured. 10.1.1 Commercial General Liabilitv Insurance. $2,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liabilitv. (if the use of an automobile is involved for Contractor's work for City). $1,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Emplover's Liabilitv. 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. 10.1.4 Professional Liabilitv. 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 ofthe work. 10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life ofthe 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. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. City Attorney Approved Version 4/1/15 10.4 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. 10.5 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. 11. 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. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be cleariy 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 ofthree (3) years from the date of final payment under this Agreement. 13. 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. 14. 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. 15. 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. For Citv For Contractor Name Steve Herrera Name Timothy Dickey Title Recreation Supervisor Title Assigner Department Parks & Recreation Address 555 Cleveland Ave City of Carisbad Escondido CA 92026 Address 2997 Glasgow Drive Phone No. 760-214-1227 Carisbad CA Email Tim.dickev54@gmail.com Phone No. 760-434-2973 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. City Attorney Approved Version 4/1/15 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carisbad Conflict of Interest Code. The Contractor shall report investments or interests in all four categories. 17. 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 ofthe requirements ofthe 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. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. 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. 20. TERMINATION In the event of the 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 ofthe 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 ofthe Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event 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 City Attorney Approved Version 4/1/15 under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 21. 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 othenwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part ofthe Agreement process as set forth in this Agreement and not in anticipation of 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 attorney's 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. 23. JURISDICTION AND VENUE 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. 24. 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. 25. 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. City Attorney Approved Version 4/1/15 26. 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. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California ^^^^^^^^^ (sign here) (print name/title) (sign here) (print name/title) AUWORIZCD TO OIGN <City Manager or •Mayor or Division Director as authorized ^. by the City Manager)] Chris Hazeltine ATTEST: BARBARA ENGLESON City Clerk 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 Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, 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: CELIAC. Bf^S^^tR, City Attorney ^^fesistant City Attorney City Attorney Approved Version 4/1/15 ALL PURPOSE ACKNOWLEDGMENT A notary public or other' officer completing this certificate verifies only the identity of the mdivrdual who signed'the document, to which this certificate is attached, and not to the truthfulness, accuracy, or validity of that document. ' STATE OF CALIFaRNIA^ , GOUNTY OF O^n Dl Qn/fe^/^ Z^/J^hefore me, Officer / (Insert Name and Title of pePSd^aliy appeared ff ^rTly ^h/clte^ 4<ir/C()f//r4fii f y^Y/xf who'proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) \s^e) subscribed to the within instrument and acknowledged to me that he/she(^y^xecuted the same in his/he^^^jjJauthorized capacity(ies), and that by his/her^|RelT) signature(s) on the instrument the person(s.) or the entity upon behaif of which the person(s) acted, executed the instrument. I ceilify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Witness my hand and official seal Signature 1 OFFICIAL SEAL Y. GUENDLING NOTARY PUBLIC-CALIFORNlAg COMM. NO. 2055327 £ SAN DIEGO COUNTY MY COMM. EXP. JAN. 16, 2018 J (This area- for official notarial seal) RecForTn#R11 (1/06/15) EXHIBIT "A" SCOPE OF SERVICES Itemized List of what Contractor will do for City and at what price. 1. City shall sponsor the adult softball and volleyball sports leagues to be officiated and score kept by the Contractor and shall coordinate scheduling, in writing, email, or by telephone, of required league games. Contractor shall be solely responsible for his/her own transportation to and from league games. 2. Contractor agrees to provide softball and volleyball umpiring and score keepers services to the league game schedule. Contractor shall assign one umpire and one score keeper per game and is responsible to confirm umpire and score keeper schedule prior to the season start. 3. Contractor agrees assigned score keeper shall set up the field of play (bases, and home plate extension), provide city issued softballs, maintain accurate scores, email, text or call in scores after each night before 9:00 AM the next morning, complete a field issue problem form if score keeper notices a safety issue and submit by 9:00 AM the next morning, retrieve bases and home plate extension after all games and place in the appropriate storage facility or box, maintain an orderty storage facility or box, dress appropriately to maintain a respectful image, maintain an appropriate customer service level, maintain reports, understand all registered adult softtiall teams are city customers and shall treat them with respectful and shall not engage in a disrespectful manner, not to duplicate any keys or give out any combinations to any individual that is not associated with Contractor. 4. If an umpire is running late or does not show up, the score keeper shall umpire the game and receive the umpire fee of fifteen dollars and no cents ($15.00 softball, $20.00 volleyball) per team per game and shall not receive the score keeper fee of seven- dollars ($7.00 softball, $5.00 volleyball) per team, per game. Umpire must maintain the score and report the scores by 9:00 AM the next morning. Contractor will not bill City assignment fee for no show of either the umpire or score keeper for that game. 5. Contractor shall arrive for his/her scheduled duties no later than 15 minutes prior to the scheduled start of the first game and dressed appropriately. During the course of all said games. Contractor shall conduct himself/herself in a manner that invites respect and protects the integrity of City. 6. Contractor, in the conduct ofthe services contemplated hereunder, shall abide by all laws. City ordinances, and general rules and regulations of the Parks & Recreation Department relating to all activities contemplated hereby. City Attorney Approved Version 4/1/15 7. Contractor agrees to attend any official's meetings deemed mandatory by the City. Contractor shall submit in writing within 48 hours of any incidents or injuries that occurs at any games. 8. Contractor shall receive compensation directly from each registered adult softball team in the amount of fifteen dollars and no cents ($15.00) cash per game/per team for one umpire at game time, and seven dollars ($7.00) cash per game/per team for one score keeper at game time. Contractor shall receive compensation directly from each registered volleyball team in the amount of twenty dollars and no cents ($20.00) for one umpire, and five dollars ($5.00) cash per game/per team for one scorekeeper at game time. Registered Softball and Volleyball Teams are solely responsible to pay the umpiring and score keeper cash fee. City is not responsible for cash payments to the umpire and score keeper (All Fees are Paid by the Softball and Volleyball Teams, Not City). Umpire and score keeper fees are payable at the start of the game. In an event of a softball forfeit, City shall invoice forfeiting team the amount of forty-four dollars and no cents ($44.00) for softball. In the event of a volleyball fori'eit, City shall invoice forfeiting team in the amount of fifty dollars and no cents ($50.00) for volleyball, to obtain umpire and score keeper fee for that game. Umpire and score keeper shall not receive payment for a forfeit game, and understand the team in presence shall not pay the required fees for a forfeit game. Contractor shall invoice the umpire and score keeper fee for forfeit games. Contractor shall invoice the City once a month for the duration ofthe adult softball and volleyball season. Softball fees are for games played with a one hour 10 minutes time limit, games scheduled one hour 15 minutes apart, and a maximum 12 run ahead rule. Score Keeper is responsible to inform City by 9:00 AM the next morning of any forfeit games. Volleyball fees are for games played with a one hour time limit. 9. Contractor agrees to enforce Amateur Softball Association and City of Cartsbad House rules and regulation that are established for the adult softball and volleyball leagues. 10. Umpires shall not start a game or collect game fees when either team has less than the required number of players present. The required number of players to start an official game is contained in the League Rule Manual, which is available from the City. The Contractor shall reimburse the City all games fees collected should an umpire collect game fees for a game that is started without the required number of players present. Should an umpire(s) fail to show for a properly scheduled game, the Contractor shall pay the City a one-half game fee for each umpire who did not show. Games not played due to the nonappearance of one or both teams, inclement weather, or any other reason not caused by the umpire(s), shall be paid for by the City at the rate of one-half game fee per umpire, provided the umpire(s) and scorekeeper(s) are present for the remainder ofthe games scheduled. Should a game in progress be canceled or terminated for any reason, the teams shall not receive a refund of game fees. If a game is suspended before its deemed complete and the umpire and scorekeeper have received cash fees from the teams, Contractor must schedule scorekeeper and umpire at no cost to registered teams for the rescheduled game. 11. PROTESTS. Should an umpire(s) cause a game to be protested, the Contractor shall provide the City with a written report ofthe circumstances surrounding the protest City Attorney Approved Version 4/1/15 on the following day. The Contractor, at no cost to the City, will provide umpires for any game rescheduled because a protest is upheld due to a rule misinterpretation by an umpire. 12. Score Keeper shall display the score by using either the department issue flip a score unit, portable digital display unit, or by the permanent score board at any of City of Cartsbad facilities. 13. Contract shall receive: (Three Dollars and No Cents) $3.00 per game assigned for a softball and volleyball official, and (One Dollar and Forty Cents) $1.40 per game assigned for a softball/volleyball scorekeeper. City Attorney Approved Version 4/1/15 10 Donna Heraty From: Donna Heraty Sent: Wednesday June 24, 2015 4:33 PM To: 'tim.dickey54@gmail.com' Cc: Shelley Collins; Jennifer Marinov Subject: Form 700 - Conflict of Interest Dear Consultant: Regarding your agreement with the City of Cartsbad for officiating softball/volleyball games, scorekeeping softball/volleyball games, and assigning officials and scorekeepers to games services // your agreement states: 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. The Contractor shall report investments or interest in all four categories. It has been determined by the City Clerk's Office that you are not required to flle a Conflict of Interest Statement for this agreement with the City of Cartsbad. A copy of this email will be added to your file memorializing this decision. Should you have any questions, please do not hesitate to contact me. Kindest regards, C City of Carlsbad Shelley Collins, CMC Assistant City Clerk City Clerk's Offlce City of Carlsbad 1200 Carlsbad Village Drive Carlsbad, CA 92008-1949 www.carisbadca.gov 760-434-2917 I Shellev.Collins@carisbadca.gov ConneOnvf/; w.s- Facebook | Twitter j You Tube | Flickr | Pinterest | Enews