HomeMy WebLinkAboutKatherine Fredricksen dba Kiele Enterprises LLC; 2021-10-21; PSALCA-22012LIBPSALCA-22012LIB
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AGREEMENT FOR STAFF INSERVICE SPEAKER AND TRAINER SERVICES KATHERINE FREDRICKSEN DBA KIELE ENTERPRISES, LLC
THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 2021, by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and Katherine Fredricksen DBA Kiele Enterprises, LLC, a California limited liability company ("Contractor”).
RECITALS City requires the professional services of a speaker and trainer that is experienced in delivering key notes and training workshops virtually for the Library & Cultural Arts department’s annual staff development event week. Contractor has the necessary experience in providing these professional 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 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 will be five thousand seven hundred fifty dollars ($5,750). 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’
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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. 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 Suzanne Smithson Name Katherine Fredricksen
Title Library & Cultural Arts Director Title Managing Member
Department Library & Cultural Arts Address 460 Indian Springs Road
City of Carlsbad Novato, CA 94947
Address 1775 Dove Lane Phone No. 415-990-7970
Carlsbad, CA 92011 Email katie@katiefredricksen.com
Phone No. 760-602-2011 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
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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 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. /// /// ///
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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: By:
(sign here) SUZANNE SMITHSON Library & Cultural Arts Director As authorized by City Manager Katherine Fredricksen
(print name/title)
ATTEST:
By:
(sign here) For FAVIOLA MEDINA
City Clerk Services Manager
(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: CELIA A. BREWER, City Attorney By: Deputy/Assistant City Attorney
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EXHIBIT “A” SCOPE OF SERVICES City requires the professional services of a Contractor that is experienced in delivering key notes and training workshops virtually focusing on topics of leadership, vulnerability and courage for the Library & Cultural Arts Department’s annual staff development event. The event is an opportunity for department staff to get together to discuss visions for the future and to learn how to prepare to grow and learn as individuals and as an organization.
About the Contractor
Contractor is a Certified Dare to Lead™ Facilitator and Executive Coach who supports transformation in organizations by focusing on their most important asset – their people. With over 30 years of experience as a facilitator, consultant, and coach, the contractor has worked with individuals and teams to engage in courageous conversations, strengthen critical thinking skills, and build trust while guiding the development of the courage-building skills necessary to
lead in an increasingly complex world. Contact Information
Contractor. Katherine “Katie” Fredricksen, 415-990-7970, katie@katiefredricksen.com
City. Senior Management Analyst Fiona Everett, 760-602-2014, fiona.everett@carlsbadca.gov
Training Coordinator Emily Bruce, 760-931-4513, emily.bruce@carlsbadca.gov
*Throughout COVID-19 pandemic, staff may have adjusted hours and work locations. Email may be the initial preferred method of contacting staff. Contractor Provides
Contractor shall provide speaking and training workshop services for the Library & Cultural Arts Department’s “Staff Development Week” event two days within the same week in November 2021. Contractor warrants that they will provide these services upon the following terms and conditions:
• Coordinate with Library & Cultural Arts representatives in advance of the event to align workshop topics with the needs of the organization, identify key concepts and develop learning objectives. This may include email communication and virtual meetings or phone calls.
• Prepare and deliver two integrated one-hour customized virtual sessions based on the research of Brené Brown and Dare to Lead™ to be delivered via Zoom. Presentation to include:
o Messaging, discussion and activities around cultivating brave leaders and a courageous culture.
o Engaging and interactive activities such as breakout sessions.
• Develop workshop materials, including but not limited to facilitation tools and participant handouts.
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Event Details
Dates. Two one-hour sessions to be delivered two days the week of November 1, 2021
between 8:30 – 9:30 a.m. Final dates and times to be mutually agreed upon by the City and Contractor in writing. Session dates and times will be confirmed in writing between city and contractor minimally one month prior to dates.
Location. Virtual via Zoom. City shall provide the virtual Zoom platform for the meetings. Any necessary settings, polls or pre-assigned breakout rooms will be communicated in writing by the Contractor to the City in advance of the meeting date.
City Audio/Video Recording. Recording. With the Contractor’s permission, the City will audio/video record this speaking engagement for use specifically for training purposes of Library
& Cultural Arts employees. As per the Contractor’s request, program materials cannot be duplicated or reused without permission. City does have permission to replay the recording for the Library & Cultural Arts Department employees for a period not to exceed 30 days from the last training date with a password protection access to the recording. City shall provide a copy of the recording to the Contractor upon request.
Model Release. For valuable consideration, receipt of which is hereby acknowledged, I hereby
assign all rights to my portrait, picture, videotape and sound recording (collectively “Images”) of me or in which I may be included intact or in part, composite or distorted in character or form, without restriction, to the City of Carlsbad, a municipal corporation, and I hereby authorize the
reproduction, copyright, exhibition, broadcast, cablecast, Internet posting, and/or distribution through any and all media now or hereafter known of said Images without limitation for purpose of this use.
I waive the right to any fees, royalties or control, now or in the future, and I grant full permission for the use of my Image including, without limitations, name, likeness, performance, voice and biography, for the purpose of publicizing, advertising or promoting the Library & Cultural Arts 2021 staff development training. I hereby relinquish any right that I may have to examine or approve the completed product or products or the advertising copy or printed matter that may be used in conjunction therewith or the use to which it may be applied. ___________(Artist’s Initials)
Invoicing/Payment
Contractor’s work to be billed at a flat rate not-to-exceed five thousand seven hundred fifty dollars ($5,750). Contractor to provide detailed invoices to the City for payment.
Initial Payment. City will pay Contractor a deposit of two thousand eight hundred seventy-five dollars ($2,875) upon fully executed contract to secure the dates of the program.
Final Payment. The balance of two thousand eight hundred seventy-five dollars ($2,875) will be made at the completion of the training.
City will make all checks payable and addressed to Contractor contact as noted above.
All fees will be paid as specified above. All invoices shall be submitted to City’s Senior Management Analyst, Fiona Everett, or her 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 her designee.
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If, at the expiration or termination of the Agreement, if Contractor has not completed any portion of the tasks, Contractor shall refund the remaining portion of the deposit.
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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:
(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)
Debbie Jo McCool 10/6/2021
general liability Katherine Fredricksen dba Kiele Enterprises, LLC
n
n 5,750.00 <6 mo
n
staff development speaker and training
workshops to Library & Cultural Arts employees virtually on Zoom platform two days the week of 11/1/2021,
between 8:30-9:30 a.m. This program will be exculsively delivered virtually and not be presented on the premises.
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10/21/2021