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17-036.00 Painting with a Twist: CenterPlace Painting Class 17-4341 AGREEMENT FOR RECREATIONAL SERVICES Painting with a Twist THIS AGREEMENT is made by and between the City of Spokane Valley,a code City of the State of Washington, hereinafter "City" and Painting with a Twist hereinafter "Contractor,"jointly referred to as "Parties." IN CONSIDERATION of the terms and conditions contained herein,the Parties agree as follows: 1.Work to Be Performed. Contractor shall provide all labor,services,and material to satisfactorily complete the attached Scope of Services. A. Administration. The City Manager or designee shall administer and be the primary contact for Contractor. Prior to commencement of work,Contractor shall contact the City Manager or designee to review the Scope of Services,schedule,and date of completion. Upon notice.from the City Manager or designee,Contractor shall commence work,perform the requested tasks in the Scope of Services, stop work, and promptly cure any failure in performance under this Agreement. B. Representations. The City has relied upon the qualifications of Contractor in entering into this Agreement. By execution of this Agreement,Contractor represents it possesses the ability,skill,and resources necessary to perform the work and is familiar with all current laws,rules, and regulations which reasonably relate to the Scope of Services. No substitutions of agreed-upon personnel shall be made without the prior written consent of the City. Contractor represents that the compensation as stated in paragraph 3 is adequate and sufficient compensation for its timely provision of all services required to complete the Scope of Services under this Agreement. Contractor shall be responsible for the technical accuracy of its services and documents resulting therefrom, and City shall not be responsible for discovering deficiencies therein. Contractor shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in City-furnished information. C. Standard of Care. Contractor shall exercise the degree of skill and diligence normally employed a person or entity performing the same or similar services at the time such services are performed. D. Modifications. The City may modify this Agreement and order changes in the work whenever necessary or advisable. Contractor will accept modifications when ordered in writing by the City Manager or designee. Compensation for such modifications or changes shall be as mutually agreed between the Parties. Contractor shall make such revisions in the work as are necessary to correct errors or omissions appearing therein when required to do so by the City without additional compensation. 2. Term of Contract. This Agreement shall be in full force and effect upon execution and shall remain in effect until completion of all contractual requirements have been met as determined by the City. Contractor shall complete its work within by December 31,2017 unless the time for performance is extended in writing by the Parties. Agreement for Recreational Services Page 1 of 7 Either party may terminate this Agreement for material breach after providing the other party with at least 10 days'prior notice and an opportunity to cure the breach. The City may,in addition,terminate this Agreement for any reason by at least 10 days'written notice to Contractor. In the event of termination without breach,the City shall pay Contractor for all work previously authorized and satisfactorily performed prior to the termination date. 3. Compensation. The City agrees to pay Contractor 65% of total class revenue for up to twenty class registrations;75%of revenue for class registrations above the twenty person minimum,as full compensation for everything done under this Agreement. Contractor shall not perform any extra, further, or additional services for which it will request additional compensation from the City without a prior written agreement for such services and payment therefor. 4.Payment. Contractor shall be paid monthly upon presentation of an invoice to the City. Applications for payment shall be sent to the City Finance Department at the address stated in paragraph 5. The City reserves the right to withhold payment under this Agreement which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Scope of Services,City standards,City Code,and federal or state standards. 5. Notice. Notice shall be given in writing as follows: TO THE CITY: TO THE CONTRACTOR: Name: Christine Bainbridge,City Clerk Painting with a Twist Phone Number: (509)921-1000 Name:Deborah Jirasek Address: 11707 East Sprague Ave, Suite 106 Phone Number: (509)413-9892 Spokane Valley,WA 99206 Address: 11703 E. Sprague Ste.B3 (After September 1,2017: Spokane Valley,WA 99206 10210 East Sprague Avenue Spokane Valley,WA 99206) 6.Applicable Laws and Standards. The Parties,in the performance of this Agreement,agree to comply with all applicable federal,state,and local laws and regulations. Contractor warrants that its designs,construction documents, and services shall confirm to all federal, state, and local statutes and regulations. 7.Relationship of the Parties. It is understood and agreed that Contractor shall be an independent contractor, and not the agent or employee of the City,that the City is interested in only the results to be achieved,and that the right to control the particular manner, method and means in which the services are performed is solely within the discretion of Contractor. Any and all employees who provide services to the City under this Agreement shall be deemed employees solely of Contractor. Contractor shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 8.Ownership of Documents. All drawings,plans,specifications,and other related documents prepared by Contractor under this Agreement shall be the property of the City,and may be subject to disclosure pursuant to chapter 42.56 RCW or other applicable public record laws. The City shall be permitted to retain these documents,including reproducible camera-ready originals of reports,reproduction-quality mylars of maps,and copies in the form of computer files,for the City's use. The City shall have unrestricted authority to publish, disclose, distribute, and otherwise use, in whole or in part, any reports, data, drawings, images, or other material prepared under this Agreement,provided that the Contractor shall have no liability for the use of the Agreement for Recreational Services Page 2 of 7 Contractor's work product outside of the scope of its intended purpose. 9.Records. The City or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all of Contractor's records with respect to all matters covered in this Agreement. Such representatives shall be permitted to audit,examine,make excerpts or transcripts from such records,and to make audits of all contracts,invoices,materials,payrolls,and record of matters covered by this Agreement for a period of three years from the date final payment is made hereunder. 10. Insurance. Contractor shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by Contractor, its agents,representatives,employees, or subcontractors. A.Minimum Scope of Insurance. Contractor shall obtain insurance of the types described below: 1.Automobile liability insurance covering all owned,non-owned,hired,and leased vehicles. Coverage shall be written on Insurance Services Office(ISO)form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. If use of vehicles pursuant to the Agreement is only incidental,and Contractor will not transport any persons not directly related or affiliated with Contractor,then Contractor is only required to have automobile liability insurance to meet at least minimum Washington state requirements. 2.Commercial general liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises,operations,stop-gap independent contractors and personal injury, and advertising injury. The City shall be named as an insured under Contractor's commercial general liability insurance policy with respect to the work performed for the City. 3.Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. B. Minimum Amounts of Insurance. Contractor shall maintain the following insurance limits: 1.Automobile liability insurance with a minimum combined single limit for bodily injury and property damage of$1,000,000 per accident. If Contractor will not use its vehicles in the performance of this Agreement, automobile liability insurance is only required to meet Washington statutory minimum requirements. 2.Commercial general liability insurance shall be written with limits no less than$1,000,000 each occurrence, $2,000,000 general aggregate. C. Other Insurance Provisions. The insurance policies are to contain,or be endorsed to contain,the following provisions for automobile liability, professional liability and commercial general liability insurance: 1.Contractor's insurance coverage shall be primary insurance with respect to the City. Any insurance,self-insurance,or insurance pool coverage maintained by the City shall be excess of Contractor's insurance and shall not contribute with it. Agreement for Recreational Services Page 3 of 7 2. Contractor shall fax or send electronically in .pdf format a copy of insurer's cancellation notice within two business days of receipt by Contractor. D.Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.Best rating of not less than A:VII. E. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Contractor shall furnish acceptable insurance certificates to the City at the time Contractor returns the signed Agreement. The certificate shall specify all of the Parties who are additional insureds, and shall include applicable policy endorsements, and the deduction or retention level. Insuring companies or entities are subject to City acceptance. If requested, complete copies of insurance policies shall be provided to the City. Contractor shall be financially responsible for all pertinent deductibles,self-insured retentions,and/or self-insurance. 11.Indemnification and Hold Harmless. Contractor shall,at its sole expense,defend,indemnify,and hold harmless City and its officers, agents, and employees, from any and all claims, actions, suits, liability, loss, costs,attorney's fees and costs of litigation,expenses,injuries,and damages of any nature whatsoever relating to or arising out of the wrongful or negligent acts,errors,or omissions in the services provided by Contractor, Contractor's agents, subcontractors, subconsultants, and employees to the fullest extent permitted by law, subject only to the limitations provided below. Contractor's duty to defend,indemnify,and hold City harmless shall not apply to liability for damages arising out of such services caused by or resulting from the sole negligence of City or City's agents or employees. Contractor's duty to defend,indemnify,and hold City harmless against liability for damages arising out of such services caused by the concurrent negligence of(a)City or City's agents or employees, and(b)Contractor, Contractor's agents, subcontractors, subconsultants, and employees, shall apply only to the extent of the negligence of Contractor,Contractor's agents, subcontractors,subconsultants,and employees. Contractor's duty to defend,indemnify,and hold City harmless shall include,as to all claims,demands,losses, and liability to which it applies,City's personnel-related costs,reasonable attorneys'fees,and the reasonable value of any services rendered by the office of the City Attorney,outside consultant costs,court costs,fees for collection,and all other claim-related expenses. Contractor specifically and expressly waives any immunity that may be granted it under the Washington State Industrial Insurance Act,Title 51 RCW. These indemnification obligations shall not be limited in any way by any limitation on the amount or type of damages,compensation,or benefits payable to or for any third party under workers' compensation acts, disability benefit acts, or other employee benefits acts. Provided, Contractor's waiver of immunity under this provision extends only to claims against Contractor by City,and does not include,or extend to, any claims by Contractor's employees directly against Contractor. Contractor hereby certifies that this indemnification provision was mutually negotiated. 12.Waiver. No officer,employee,agent,or other individual acting on behalf of either party has the power, right,or authority to waive any of the provisions of this Agreement. No waiver in one instance shall be held to be a waiver of any other subsequent breach or nonperformance. All remedies afforded in this Agreement or by law shall be taken and construed as cumulative and in addition to every other remedy provided herein or by law. Failure of either party to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other party of any provision hereof shall in no way be construed to be a waiver of such Agreement for Recreational Services Page 4 of 7 provisions, nor shall it affect the validity of this Agreement or any part thereof. 13. Assignment and Delegation. Neither party may assign, transfer, or delegate any nor all of the responsibilities of this Agreement or the benefits received hereunder without first obtaining the written consent of the other Party. 14.Subcontracts. Except as otherwise provided herein,Contractor shall not enter into subcontracts for any of the work contemplated under this Agreement without obtaining prior written consent of the City. 15.Confidentiality. Contractor may,from time-to-time,receive information which is deemed by the City to be confidential. Contractor shall not disclose such information without the prior express written consent of the City or upon order of a Court of competent jurisdiction. 16. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Disputes between the City and Contractor shall be resolved in the Superior Court of the State of Washington in Spokane County. Notwithstanding the foregoing, Contractor agrees that it may, at the City's request, be joined as a party in any arbitration proceeding between the City and any third party that includes a claim or claims that arise out of, or that are related to Contractor's services under this Agreement. Contractor further agrees that the Arbitrator(s)' decision therein shall be final and binding on Contractor and that judgment may be entered upon it in any court having jurisdiction thereof. 17. Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out of this Agreement shall be entitled to its attorney's fees and costs of such litigation(including expert witness fees). 18. Entire Agreement. This written Agreement constitutes the entire and complete agreement between the Parties and supersedes any prior oral or written agreements. This Agreement may not be changed,modified,or altered except in writing signed by the Parties hereto. 19.Anti-kickback. No officer or employee of the City,having the power or duty to perform an official act or action related to this Agreement, shall have or acquire any interest in this Agreement or have solicited, accepted, or granted a present or future gift, favor, service, or other thing of value from any person with an interest in this Agreement. 20.Business Registration. Prior to commencement of work under this Agreement,Contractor shall register with the City as a business if it has not already done so. 21. Severability. If any section,sentence,clause,or phrase of this Agreement should be held to be invalid for any reason by a court of competent jurisdiction,such invalidity shall not affect the validity of any other section, sentence,clause, or phrase of this Agreement. 22. Exhibits. Exhibits attached and incorporated into this Agreement are: 1. Scope of Services 2. Insurance Certificates /1 / /�/;�- The Parties have executed this Agreement this "{ day of / ✓(C J , 20‘3. CITY OF SPOKANE VALLEY Contractor Painting with a Twist Agreement for Recreational Services Page 5 of 7 n I Yi(Cilika Ofill14 - i . A 4 40 Mark Calhoun, City Manager By: Its: Authorized Representa - e ATTEST. I..24 Ar` /22111 Christine Bainbridge, City Clerk _. APPROVED AS TO FORM: 0.4., , / Office he City tto► ey Agreement for Recreational Services Page 6 of 7 Exhibit A Scope of Service Painting with a Twist will instruct a Pre-Mother's Day Painting Party at CenterPlace Regional Event Center. Step-by-step instruction through the painting process,will be provided by an experienced local artist from Painting with a Twist. Participants will leave with an original painting they created. • Paints, canvases,easels and instructor(s)will be provided for by Paining with a Twist. • Refreshments(coffee,tea, lemonade, light snack)will be supplied by Parks and Recreation. • Instructor will receive 65%of total class revenue for up to twenty class registrations; 75%of revenue for class registrations above the twenty person minimum. • Fee: $37 per person • Minimum class size(20 people) • Initial 2 hour class will be held April 27 with the option of additional future classes,based on success and feedback. Agreement for Recreational Services Page 7 of 7 A R® CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDrYYY) 2/15/2017 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. IMPORTANT: if the certificate holder is an ADDITIONAL INSURED,the policy(les)must have ADDITIONAL INSURED'provis)ons 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). PRODUCERCONTACT Liberty Mutual Insurance NAME: PO Box 988065 PHONE (AM.No. ); 800-962 7132 FAX • Net: 800-845-3666 Fairfield, OH 45018 ADDRESS:� _BusinessSenticenLibertyMutual.com INSURERS)AFFORDING COVERAGE NAIL# . INSURERA: Ohio Security Insurance Company 24082 INSURED INSURER B: Ohio Casualty Insurance Company 24074 Deb, Bob&Ervin _INSURER C: DBA Painting With A Twist 11703 ESprague Ave Ste B3 INSURER D: — Spokane Valley WA 992Q6 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:34250731 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, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ADDL SUER POLICY EFF POLICY EXP LIMITS TYPE OF INSURANCE INSD WVD POLICY NUMBER IMMIDDIYYYY) (MMIDDIYYYY) A ✓ 'COMMERCIAL GENERALLUIBILITY �/ BZS57120249 1/22/2017 1/22/2018 EACH OCCURRENCE S 1,000,000 � DAMAGE TO RENTED 1,000,000 I CLAIMS-MADE 17 I OCCUR PREMISES(Ea oocurrence) 5 ✓ Businessowners IVIED EXP(My ono person) $ 15,000 ✓ Liquor Liability ,PERSONAL IADV INJURY $ 1,000,000 GENT.AGGREGATE LIMIT APPLIESPER: GENERAL AGGREGATE S 2,000,000 2.000,000 POLICY I�' _✓ LOC PRODUCTS=COMPIOPAGG 5 OTHER A AUTOMOBILE LIABILITY BZ857120249 1/22/2017 1/2212018 (EaacddentjlNGLEUMR $ 1,000,000 ANY AUTO RODILY INJURY(Per person) $ OIMVED • Pr AUTOS ONLY r.AUTOS pPi � t d 6AMAGE g HIRED ✓ AUTOSOONLY ✓ R AUTOS ONLY ) $ B ✓ UMBRELLAWIB ,/ OCCUR F US057120249 1/22/2017 1/22/2018 EACH OCCURRENCE 5 1,000,000 E)tCESSSUAB CLAIMS-MADE AGGREGATE S 1,000.000 'DEO I iTRErENnoNs10,000 I _ s A WORKERS COMPENSATION BZS57120249 1/2212017 1122/2018 PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER ANYPROPRIETOR/PARTNERIEXECUTIVE Ei Y!N1.000.000 OFF10ERNEMN/A EL EACH ACCIDENT $ (Mandatory in EREXCLUDED? ELDISEASE-FA EMPLOYEES 1,0001000 If��es.describe under Stop Gap DESCRIPTION OF OPERATIONS below EL DISEASE-POLICY LIMIT $ 1,000,000 _ DESCRIPTION OF OPERATIONS!LOCATIONS 1 VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Spokane Valley is Additional Insured If required by written Z;ontract or written agreement,subject to Businessowners'Liability Extension Blanket Additional Insured Provision. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Spokane Valley THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Spokane Valley Parks and Recreation ACCORDANCE WITH THE POLICY PROVISIONS. 2426 N Discovery_Pl Place W Spokane Valley ::::: I ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 34250731 157120249 117-18 Master Certificate I Holly Bentley 12/15/2017 5:48:47 PM (EDT) I Page 1 of 1 Progressive PRDl8REUNE` PO Box 31260 D/RECTAuto Tampa,FL 33631 NAIC Company Code:16322 Policy Number: 909358418 Underwritten by: Progressive Direct Insurance Co Policyholder: elizabeth a jirasek Page 1 of 1 • February 16,2017 Customer Service 1-800-776-4737 24 hours a day,7 days a week Verification of Insurance for elizabeth a jirasek This verification of insurance is not an insurance policy and does not amend,extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement,term or condition of any contract or other document with respect to which this verification of insurance may be issued or may pertain,the insurance afforded by the policies described herein is subject to all the terms,exdusions and conditions of the policies. Please accept this letter as verification of insurance for this policy. Policy and driver information Policy number. 909358418 Policy state: Idaho Policy period: . . Sep 14,2016-Mar 14,2017 There was no lapse in coverage during this policy period. Effective date: Sep 14,2016 Drivers: elizabeth a jirasek Insured Driver Address: 2337 w john loop c208 coeur dalene,ID 83814 Vehicle information A Vehide: 2013 Nissan Altima Vehide identification number. 1 N4AL3AP9DC122259 Lienholder. WELLS FARGO DLR SVCS PO Box 29296 PHOENIX,AZ 85038 Coverage information Bodily Injury Liability: $50,000 each person/$100,000 each accident Property Damage Liability: $50,000 each acddent Collision: Deductible: $500 deductible Comprehensive: Deductible: $500 deductible • Form vol(07113) Let: . .. ,,...a.:+.' S... ,... 4i.. ra.. a ,. '' .. .,. ai � P ••' � '�w e.A' r 7� '- BUSINESS LICENSE ( tr i STATE OF f�' `S. WASHINGTON Unified Business ID#:603457392 Vii- t4 Business ID#:001 a Limited Liability Companyhr Location:0001 l' DEB, BOB&ERVIN,LLC Expires:Dec 31;2017 PAINTING WITH A TWIST .) 1 11 703 E SPRAGUE AVE STE B3 F+ SPOKANE VALLEY,WA 99206-5185 WI UNEMPLOYMENT INSURANCE-ACTIVE INDUSTRIAL INSURANCE-ACTIVE I TAX REGISTRATION-ACTIVE TAVERN -BEER AND WINE#422081 -ACTIVE CITY.ENDORSEMENTS: SPOKANE VALLEY GENERAL BUSINESS-ACTIVE ` LICENSING RESTRICTIONS: 'k Not licensed to hire minors without a Minor Work Permit. k. ftiREGISTERED TRADE NAMES: r= PAINTING WITH A TWIST r 41 %;9 t:: li`` .11:il'i • I This document lists the registrations,endorsements,and licenses authorized for the business named above.By accepting this document,the licensee certifies the Information on the application was complete,true,and accurate to the best of his or her knowledge,and that business will be 1 conducted In compliance with all applicable Washington state,county,and city regulations. Director,Departm nt of Revenue . �-ttr�y 'yq� e4•2. .a^i'M� ' :.yam'.. 1- ' 4, 1:' ,'It•• .... ' ..:1-4...,-- _t A!v!.-'"..v..,:.'_°.S''sq .. ..7z_. ;y ',,2--R ^,�• -.�_ .N"..- ,s. N. ..Ru':'1[. .,...... 1. y"'.VS .. .. ..._�� ..,. ...._.. ... . �:.r i J '..- � 3/7/2017 DEB BOB&ERVIN LLC Search L&I —^ t< I„ Washington State Department of Labor & Industries DEB BOB & ERVIN LLC 2337 W JOHN LOOP#C208 Owner or tradesperson COEUR D ALENE,ID 83814-7232 ELIZABETH JIRASEK Doing business as PAINTING WITH A TWIST WA UBI No. 603 457 392 Workers' comp Do you know if the business has employees?If so,verify the business is up-to-date on workers'comp premiums. L&I Account ID Account is current. 619,444-00 Doing business as PAINTING WITH A TWIST Estimated workers reported Quarter 4 of Year 2016"Less than 1 Workers" L&I account representative T5 I EVAN HAMILTON(360)902-5848-Email:HAEV235@Ini.wa.gov Workplace safety and health Check for any past safety and health violations found on jobsites this business was responsible for. ,c!Washinytoa State Dept.of Labor&Industries,Use of this site is subject to the laws of the state of Washington. httosJ/secure.lni.wa.gov/verify/Detail.aspx?UBI=603457392&LIC=&SAW=False 1/1