HomeMy WebLinkAboutAuburn Boys and Girls Club GF0704A -:t,,iG
AGREEMENT FOR SERVICES
THIS AGREEMENT made and entered into this 20th day of February, 2008, by
and between the CITY OF AUBURN, a municipal corporation of the State of Washington,
hereafter referred to as "CITY", and AUBURN BOYS AND GIRLS CLUB which is located
at 313 37th Place SE, Auburn Washington 98002, a non-profit corporation organized
under the laws of the State of Washington, hereafter referred to as "AGENCY."
WHEREAS, The AGENCY provides a valuable service to the CITY and its
residents through the provision of out-of-school programs for Auburn youth; and
WHEREAS, the CITY is interested in continuing support of AUBURN BOYS AND
GIRLS CLUB including development of additional resources and service sites, for low
income Auburn residents;
NOW, THEREFORE, In consideration of the covenants and conditions of this
Agreement, the parties agree as follows:
1. PURPOSE.
The purpose of this Agreement is to provide for an appropriation to the AGENCY
for providing services as set forth in Exhibit 1 through 4, and incorporated herein by this
reference as if fully set forth, to Auburn residents during the 2008 term. This support is in
recognition of the fact that the demand for the services delivered by the AGENCY
continues to rise.
II. SCOPE OF SERVICES.
A. The parties agree and understand that the AGENCY agrees to provide services,
as described in Exhibits 1 through 4, which may include development of new resources,
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Agreement - GF-0704, Auburn Boys & Girls Club
January 31, 2008
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thirty (30) days following the CITY's receipt of quarterly invoices. The required format and
content of quarterly invoices is set forth in the Exhibits to this Agreement, and is
incorporated herein by this reference.
VI. INDEMNIFICATION.
The AGENCY agrees to defend, indemnify, and hold harmless the CITY, its
elected and appointed officials, employees and agents from and against any and all
claims, demands and/or causes of action of any kind or character whatsoever arising out
of or relating to services provided by the AGENCY, its employees, volunteers or agents
concerning any and all claims by any persons for alleged injury or damage to persons or
property to the extent caused by the negligent acts, errors or omissions of the AGENCY,
its employees, volunteers or agents or representatives. In the event that any suit or claim
for damages based upon such claim, action, loss or damage is brought against the CITY,
the AGENCY shall defend the same as its sole costs and expense; provided that the
CITY retains the right to participate in said suit if any principle of governmental or public
law is involved; and if final judgment be rendered against the CITY and/or its officers,
elected officials, agents and employees or any of them or jointly against the CITY and the
AGENCY and their respective officers, agents, volunteers, employees or any of them, the
AGENCY shall fully satisfy the same and shall reimburse the CITY any costs and
expense which the CITY has incurred as a result of such claim or suit. The provisions of
this section shall survive the expiration or termination of this Agreement.
VII. INDEPENDENT CONTRACTOR/ASSIGNMENT.
The parties agree and understand that the AGENCY is an independent contractor
and not the agent or employee of the CITY and that no liability shall attach to the CITY by
reason of entering into this Agreement except as provided herein. The services required
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Agreement - GF-0704, Auburn Boys & Girls Club
January 31, 2008
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volunteers. The coverage shall contain no special limitations on the scope of
protection afforded to the CITY, its elected and appointed officials, employees or
agents.
2) GENERAL LIABILITY AND PROFESSIONAL LIABILITY COVERAGES:
(a) The AGENCY's insurance coverage shall be primary insurance as respects the
CITY, its officials, employees and agents. Any insurance or self insurance
maintained by the CITY, its officials, employees or agents shall be in excess of
the AGENCY's insurance and shall not contribute with it.
(b) Any failure to comply with reporting provisions of the policy shall not affect
coverage provided to the CITY, its officials, employees or agents.
(c) Coverage shall state that the AGENCY's insurance shall apply separately to
each insured against whom claim is bought or suit is brought except with
respect to the limits to the insurer's liability.
(d) Each insurance policy required by this clause shall be endorsed to state that
coverage shall not be suspended, voided, canceled, reduced in coverage, or in
limits except after thirty (30) days prior written notice by certified mail return
receipt requested has been given to the CITY. The AGENCY agrees to
provide copies of the Certificates of Insurance to the CITY at the time that this
Agreement takes effect.
(e) The AGENCY shall furnish the CITY with Certificates of Insurance and with
original endorsements affecting coverage required by this clause. The
certificate and endorsements for each insurance policy are to be signed by a
person authorized by that insurer to bind coverage on its behalf. The CITY
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January 31, 2008
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XII. GENERAL PROVISIONS.
A. The AGENCY agrees to submit a report to the CITY no later than
December 13, 2008, describing the progress and activities performed for
the year 2008 under its scope of services.
B. This Agreement shall be governed by the laws, regulations and ordinances
of the City of Auburn, the State of Washington, and County of King and
where applicable, Federal laws.
C. Agency agrees to conduct its activity in such a manner as to coincide with
the goals identified in the attached Memorandum of Understanding. The
Agency understands that the performance indicators established in the
Memorandum will be used by the City as a measurement tool in
determining if the goals have been achieved.
D. The CITY and the AGENCY respectively bind themselves, their
successors, volunteers, assigns and legal representatives to the other
party to this Agreement and with respect to all covenants to this
Agreement.
E. This Agreement represents the entire and integrated Agreement between
the CITY and the AGENCY and supersedes all prior negotiations. This
Agreement may be amended only by written instrument signed by both the
CITY and the AGENCY.
F. Should it become necessary to enforce any term or obligation of this
Agreement, then all costs of enforcement including attorneys fees and
expenses and court costs shall be paid to the substantially prevailing party.
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Agreement - GF-0704, Auburn Boys & Girls Club
January 31, 2008
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OF?N
PETER B. LEWIS
MAYOR
AT ST:
Danielle E. Daskam,
City Clerk
APP,
Duel B. Heid,
City Attorney
AUBURN BOYS & G S CLUB
BY:
TITLE:
STATE OF WASHINGTON )
)ss
COUNTY OF KING )
On this O day of ??Jl2?ll?w1 2008, before me, the undersigned, a
Notary Public L?jea and for the State of Washington, personally appeared
?'01.1' , , to me known to be the Executive Director of Boys and Girls
Club«Agency», the non-profit corporation that executed the within and foregoing instrument, and
acknowledged said instrument to be the free and voluntary act and deed of said non-profit
corporation for the uses and purposes therein mentioned, and on oath stated that he/she is
authorized to execute said instrument on behalf of said non-profit corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the date
hereinabove set firth.
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