HomeMy WebLinkAboutYang-Hellewell, Elizabeth; 2008-12-26;AGREEMENT FOR PROFESSIONAL SERVICES
(Elizabeth Yang-Hellewell)
£G*v ^THIS AGREEMENT is made and entered into as of the £* * * day of _
_, 2008, by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and
Elizabeth Yang-Hellewell, an individual ("Contractor").
RECITALS
City requires the professional services of a contractor that is experienced in writing arts
education curriculum to coincide with exhibitions in the William D. Cannon Art Gallery.
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 Exhibit "A", attached and incorporated by this
reference in accordance with the terms and conditions set forth in this Agreement.
2. Term. This Agreement will be effective for a period of six months from the date first
above written.
3. Compensation. The total fee payable for the Services to be performed is not to exceed
two thousand one hundred fifty dollars ($2,150), payable in two installments, (within ten days of
receipt of final version of the resource guide and within ten days of receipt of the final version of
the tour script and related materials. No other compensation for the Services will be allowed
except for items covered by subsequent amendments to this Agreement. City reserves the right
to withhold a ten percent (10%) retention until City has accepted the work and/or the Services
specified in Exhibit "A."
4. Status of Contractor. Contractor will perform the Services 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 results to be accomplished.
5. 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 attorneys 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 early termination of this Agreement.
6. Conflict of Interest. City will evaluate Contractor's duties pursuant to this Agreement to
determine whether disclosure under the Political Reform Act and City's Conflict of Interest Code
is required of Contractor or any of Contractor's employees, agents or subcontractors. Should it
City Attorney Approved Version #11.28.06
be determined that disclosure is required, Contractor or Contractor's employees, agents, or
subcontractors will complete and file with the City Clerk those schedules specified by City and
contained in the Statement of Economic Interests Form 700.
7. Compliance With Laws. Contractor will comply with all applicable local, state and federal
laws and regulations prohibiting discrimination and harassment and will obtain and maintain a
City of Carlsbad Business License for the term of this Agreement.
8. Termination. City or Contractor may terminate this Agreement at any time after a
discussion, and written notice to the other party. City will pay Contractor's costs for services
delivered up to the time of termination, if the services have been delivered in accordance with
the Agreement.
9. Claims and Lawsuits. By signing this Agreement, Contractor agrees it may be subject to
civil penalties for the filing of false claims as set forth in the California False Claims Act,
Government Code sections 12650, et seq., and Carlsbad Municipal Code Sections 3.32.025, et
seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the
City of Carlsbad to terminate this Agreement.
10. Venue and Jurisdiction. Contractor agrees and stipulates that the proper venue and
jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the
State Superior Court, San Diego County, California.
11. Assignment. Contractor may assign neither this Agreement nor any part of it, nor any
monies due or to become due under it, without the prior written consent of City.
12. Amendments This Agreement may be amended by mutual consent of City and
Contractor. Any amendment will be in writing, signed by both parties, with a statement of
estimated changes in charges or time schedule.
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13. 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
Elizabeth Yang-Hellewen (sign here)
g <. 1 2.**C TH
Elizabeth Yang-Hellewell (print name/title)
LISA
City Ma
ATTEST:
«\«
-*fnail
UC?
(e-*fnail address)
-tTORRAINE M. WOC-D
City Clerk
JlforvV I^J^—>^ \k\v
If required by City, proper notarial acknowledgment of execution by contractor must be^
Corporation, Agreement must be signed by one corporate officer from each of the following foup gi
*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:
RONAL , City Attorney
Deputy City Attorney
City Attorney Approved Version #11.28.06
EXHIBIT A
Scope of Work
Working in conjunction with Arts Education Coordinator and Gallery Curator, the Contractor will
produce a Resource Guide, Tour Script, Related Gallery Activities and Materials for the
exhibition: "Cardinal Points/Puntos Cardinales: A Survey of Contemporary Latino and Latin
American Art from the Sprint Nextel Collection: which will be presented in the William D. Cannon
Art Gallery.
The Resource Guide is designated to be used by third- and fourth-grade teachers to help them
prepare their students for an on-site visit to the William D. Cannon Art Gallery and includes:
o Details about visiting the Gallery
& Introduction to the Exhibition
<s> Information about the artists and artwork on display
s> Pre- and post-visit lesson plans, with a master copy of 5 to 7 images related to the
Exhibition and the lesson plans
® Bibliography
All materials must be aligned with the Visual and Performing Arts Content Standards for
California Public Schools for grades 3 and 4.
For the "Cardinal Points" exhibition, the Contractor will deliver the final version (approved by the
Cultural Arts Office's Arts Education Coordinator) of the Resource Guide to the Cultural Arts
Office for printing by February 11, 2009.
The Tour Script, Related Gallery Activities and Materials are designed to be used by the William
D. Cannon Art Gallery staff during the on-site visits of the students. Contractor will deliver the
final version (approved by the Cultural Arts Office's Arts Education Coordinator) to the Cultural
Arts Office by March 2, 2009.
Contractor will provide training to staff and volunteers on how to carry out the Tour Script and
Related Gallery Activity Materials at the William D. Cannon Art Gallery on March 3, 2009 from
9am to 11:30am.
Payment Schedule:
The total fee payable shall be $2150.
No other compensation for services will be allowed.
® First payment: $1550 payable within ten days of receipt of the final version of the
"Cardinal Points" Resource Guide
<n Second payment: $600 payable within ten days following the training session of
staff and volunteers on how to carry out the "Cardinal
Points" Tour Script and Related Gallery Activities.
City Attorney Approved Version #11.28.06