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AGREEMENT FOR PROFESSIONAL SERVICE
THIS AGREEMENT is made and entered into this
day of May, 2005 by and
between the City of Auburn, Washington, a Municipal Corporation of the State of Washington
herein referred to as "CITY" and Clowns Unlimited, P. O. Box 46873, Seattle, Washington
98146 (Telephone: 1-800-763-3236), herein referred to as "CONTRACTOR".
WHEREAS, the CITY desires to contract with the CONTRACTOR to provide games
entertainment for the public in Auburn, Washington; and
WHEREAS, the cm has agreed to perform the work in compliance with the te,rms and
conditions of this Agreement;
NOW THEREFORE, the cm and CONTRACTOR in consideration of the conditions and
covenants herein do agree as follows:
1. RmNTION OF CONTRACTOR
The CITY does hereby retain the CONTRACTOR to perform the work and services
described herein. The parties agree that the CONTRACTOR is an independent
contractor and shall furnish all supervision, labor, costumes, and all other
incidentals except as specifically provided herein and the CONTRACTOR agrees to
conduct and complete the performance in a competent and professioni31 manner
in accordance with the terms of this Agreement.
2. SCOPE OF WORK
The CONTRACTOR agrees to provide the following specific services in its
performance: Five inflateable toys and all necessary generators,
together with the appropriate number of staff to set up and rUIl1 each
game on Friday, June 24, 2005 from 11:00 a.m. to 4:00 p.m.
3. SITE OF PERFORMANCE
The CONTRACTOR will conduct its performance at KidsDay, Game Fõlrm Park,
3030 R Street SE, Auburn.
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Agreement for Professional Services - Clowns Unlimited
May 19, 2005
Page 1 of 4
4. TECHNICAL REOUIREMENTS
The cm shall provide the following technical assistance for this performance:
N/A
S. COMPENSATION
In consideration of the services to the CITY in connection with the professional
performance, the CONTRACTOR shall receive total compensation of two
thousand, two hundred and 04/100 dollars ($2,200.04). No deposit
will be paid prior to the service.
6. EAYMENT
The CONTRACTOR shall be paid by the CITY for the completed work and
performance in compliance with the terms of this Agreement. Such pëlyment
shall be full compensation for all work performed and services rendered under
the terms of this Agreement. The payment to the CONTRACTOR shall be in
compliance with the regulations of the CITY Finance Department. The
CONTRACTOR agrees to be responsible for payment of any and all taxes, which
may be due as a result of performance under this contract. Contracts must be
signed and returned by June 17, 2005. If signed contracts are signed
and returned to CITY by that date, a check for the full amount will be
mailed to CONTRACTOR on July 6, 2005.
7. PROMOTIONAL RESPONSIBILITIES
CONTRACTOR shall provide the following promotional materials to the CITY:
N/A.
8. INDEMNIFICATION
The CONTRACTOR agrees to indemnify, defend and hold the CITY, its agents,
representatives and employees harmless from and against any and all claims,
causes of action or demands or any form of liability of any nature arising out of
the performance and obligations contained in this Agreement on the ¡¡rt of the
CONTRACTOR, its agents, representatives and employees except where such
claims arise solely from the negligent acts of the cm, its agents, repn~ntative5
or employees.
A certificate of liability insurance for at least $1,000,000 naming the City of
Auburn as additionally insured must be submitted at least three business days
prior to the event. CITY will pay no fees in addition to that described in No. S -
Compensation to compensate for this insurance requirement.
9. INABILI1Y TO PERFORM
If CONTRACTOR is incapacitated from rendering services through sickness or
otherwise, or if CONTRACTOR cannot perform because of fire, accident, act of
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Agreement for Professional Services - Clowns Unlimited
June 8. 2005
Page 2 0£4
God or impossibility of performance, the CONTRACTOR shall not receive any
salary for the time during which the services have not been rendered.
10. TERMINATION
In the event the CONTRACTOR or the cm defaults or fails to comply with any of
the requirements of this Agreement or any obligations hereunder, the CITY may
at its option terminate the Agreement. Such remedies shall be in addition to any
other right or remedy each may have.
11. NOTICES
Any notice required or permitted under this Agreement may be personally served
or given in writing and shall be deemed sufficiently given or served if sent by
registered or certified mail addressed to the respective parties as follows: City of
Auburn, 2S West Main Street, Auburn, WA 98001; Clowns Unlimited, P. O.
Box 46873, Seattle, WA 98146.
Either party may at any time designate a different address to which nCltices shall
be sent. Notice given in accordance with these provisions shall be deemed
received when mailed.
12. GENERAL PROVISIONS
The following provisions may apply:
A. No waiver by either party of any breach or default hereunder shall be
deemed a waiver of any preceding or any subsequent breach <)r default.
B. This Agreement may not be changed or modified nor any provision
hereof waived except in writing agreed to by both parties.
C. This Agreement shall be construed in accordance with and all questions
with respect hereto shall be determined by the laws of the State of
Washington.
D. The CONTRACTOR agrees to pay all reasonable costs, attorney's fees
and expenses that may be incurred by the cm in enforcing the
provisions of this Agreement.
E. In the performance of the work herein, the CONTRACTOR agrees to
comply with all applicable State and local laws, rules and regul,ations.
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Agreement for Professional services - Clowns Unlimited
May 19, 2005
Page 3 of 4
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Agreement for Professional Services - Clowns Unlimited
June 8, 2005
Page4of4
CONTRACTOR
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BOB WASHBURN
CLOWNS UNLIMITED
CONTRACTOR TAX ID#:
DATE: Co /1!J/aS'
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JUN I 7 2005
DATE: