HomeMy WebLinkAboutNew Village Arts; 2020-07-24; DocuSign Envelope Id: 86D1BB87ED634B7389AF2AA93F4C6095
City Attorney Approved Version 6/12/18
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GRANT AGREEMENT TO SUPPORT THEATRE PROGRAM OUTREACH SERVICES
NEW VILLAGE ARTS, INC.
THIS AGREEMENT is made and entered into as of the 24 day of July, 2020,
by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and New Village Arts,
Inc. a non-profit corporation, ("Contractor”).
RECITALS
City requires the theater outreach services of a non-profit theatre production company that
is experienced in providing young adults with special needs access to the tools of performing arts
in order to expand communication skills and instill the participants with confidence and agency,
while performing in the City’s Schulman Auditorium for a public audience. Contractor has the
necessary experience in providing these services, 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 retained Contractor to perform, and Contractor agreed 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 performed will be two thousand dollars ($2,000).
4. STATUS OF CONTRACTOR
Contractor performed 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.
DocuSign Envelope ID: 86D1BB87-ED63-4B73-89AF-2AA93F4C6095
City Attorney Approved Version 6/12/18
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6. INSURANCE
Contractor will obtain and maintain policies of commercial general liability insurance, automobile
liability insurance, a combined policy of workers' compensation, employers liability insurance, and
professional liability insurance from an insurance company authorized to transact the business of
insurance in the State of California which has 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, in an amount of not less than one million dollars ($1,000,000) each,
unless otherwise authorized and approved by the Risk Manager or the City Manager. Contractor
will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-
made coverage. The insurance will be in force during the life of this Agreement and will not be
canceled without thirty (30) days prior written notice to the City by certified mail. City will be named
as an additional insured on General Liability which shall provide primary coverage to the City. The
full limits available to the named insured shall also be available and applicable to the City as an
additional insured. Contractor will furnish certificates of insurance to the Contract Department,
with endorsements to City prior to City’s execution of this Agreement.
7. 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 City For Contractor
Name Richard Schultz Name Kristianne Kurner
Title Cultural Arts Manager Title Executive Artistic Director
Department Library & Cultural Arts Address 2787 State Street
City of Carlsbad Carlsbad, CA 92008
Address 1775 Dove Lane Phone No. 760-729-8703
Carlsbad, CA 92011 Email kristianne@newvillagearts.org
Phone No. 760-602-2086
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.
8. 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. The Contractor shall report
investments or interests in all categories.
Yes No
9. 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.
10. TERMINATION
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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.
11. 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.
12. JURISDICTIONS AND VENUE
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.
13. 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.
14. 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.
DocuSign Envelope ID: 86D1BB87-ED63-4B73-89AF-2AA93F4C6095
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15. 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
By:
Kristianne Kurner, Executive Artistic Director
(print name/title)
SUZANNE SMITHSON
Library & Cultural Arts Director
As authorized by the City Manager
ATTEST:
For BARBARA ENGLESON
Alex Goodman, Chief Financial Officer 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 CELIA A. BREWER, City Attorney
By:
Assistant City Attorney
Audra Mahoney Audra Mahoney
By:
(sign here)
By:
(sign here)
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EXHIBIT “A”
SCOPE OF SERVICES
The City’s Schulman Auditorium Committee approved and confirmed the Contractor’s project
through the City’s email on April 2, 2019 by City’s Community Arts Coordinator Megan Gilby. All
requirements of the project have been met and the scope of services below outline what was
completed by the Contractor in July 2019.
Project Information – Project Fairytale!
Contractor’s Project – Harmony Troupe, a theatre outreach production program developed to
give young adults with special needs (mostly autism and down syndrome) access to the tools of
performing arts in order to expand communication skills and instill the participants with
confidence and agency. Capitalizing on these skills, participants developed an original theatre
piece, entitled PROJECT FAIRYTALE!, that incorporated music, movement, puppetry,
storytelling and playwriting. The production will be created under the guidance of professional
teaching artists and alongside neurotypical peer mentors.
The goals of the program was to give students with autism creative tools for self-expression, to
help them develop confidence through the creation and ownership of an original theatre piece and
to help them further refine the social, motor and verbal skills required to collaborate effectively with
other students in the creation of PROJECT FAIRYTALE!
City Provided:
The City provided the Contractor access to the City’s Carlsbad City Library Schulman
Auditorium, 1775 Dove Lane for the Contractor’s rehearsals and show as well as City’s paid
technician services during the reservation periods.
• July 2, 2019, 4 to 9 p.m. - Rehearsal
• July 3, 2019, 12:30 to 4:30 p.m. - Rehearsal
• July 5, 2019, 11 a.m. to 3 p.m. – Dress rehearsal
• July 6, 2019, 6 to 9 p.m., 7 p.m. show
• July 7, 2019, 1 to 5 p.m., 2 p.m. show
Invoicing/Payment:
All reports were submitted and approved by Cultural Arts Manager Richard Schultz and Cultural
Arts Community Coordinator Megan Gilby. Payment approval will be completed by the City’s
Library & Cultural Arts Director or designee.
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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: Megan Gilby, Community Coordinator, Library & Cultural Arts Dept. July 7, 2020
(Name and Department) (Date)
Proposed modification(s) to the General Liability requirement(s) for New Village Arts, Inc.
(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): All performances on this agreement
are speaking, musical and instructional at the Schulman Auditorium at Dove Library, 1775 Dove Lane, Carlsbad
and Georgina Cole Library, 1250 Carlsbad Village Drive, Carlsbad.
Approved by Risk Manager for this contract only 7/22/2020
(Signature) (Date)
: