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HomeMy WebLinkAbout3700 RESOLUTION NO. 3700 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, ACCEPTING THE GRANT OF THREE THOUSAND FOUR HUNDRED AND NO/100S DOLLARS ($3,400) FROM THE CULTURAL DEVELOPMENT AUTHORITY OF KING COUNTY (CDA) AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE CONTRACT WITH THE CDA THEREFOR WHEREAS, the Auburn Arts Commission, on behalf of the City of Auburn" submitted an application to the Cultural Development Authority of King County (CDA) for a CDA Grant as part of the 2004 King County Performance Network Project; and, WHEREAS, the City has been advised that it has been approved to receive a grant from said program in the amount of Three Thousand Four Hundred and No/100s Dollars ($3,400); and, WHEREAS, acceptance of the grant will benefit the citizens of Auburn. NOW, THEREFORE, THE CITY COUNCIL OF AUBURN, WASHINGTON, HEREBY RESOLVES as follows: Section 1. Acceptance of Grant and Authorization of Contract. The City Council hereby accepts a grant from the CDA as part of the 2004 King County Performance Network Project, in the amount of Three Thousand Four Hundred and No/100s Dollars ($3,400), and authorizes the Mayor and City Clerk to execute, on behalf of the City and the Auburn Arts Commission, Contract No.1 04001 with the CDA in a form substantially as set forth on the copy of the Contract marked as Exhibit "A" attached hereto and incorporated herein by this reference. ------- Resolution No. 3700 February 25, 2004 Page 1 Section 2. Implementation. The Mayor is further authorized to implement such administrative procedures as may be necessary to carry out the directions of this legislation, including assuring that the grant fund appropriation is included in the appropriate budget documents of the City. Section 3. Effective Date. This Resolution shall take effect and be in full force upon passage and signatures hereon. ·SH-. Dated and signed this \. day of March, 2004. CITY OF AUBURN .~ ~ ~ -> ATTEST: .~ iJ~ " I. 5¿P ') (fl¡¡~"l! L~ / :F~ j) Dàñielle E. Daskam, City Clerk ------- Resolution No. 3700 February 25, 2004 Page 2 . , . .... . \\ " \,,0- \ /teY" \.j Agreement No. 104001 Contractor's Federal Taxpayer ID No. Q 1 -lC,0(':J \ zz<6 Contractor City of Auburn - Arts Commission Project Title: "Black to My Roots" Contract Amount: $ 3,400.00 Contract Period From: 01/01/04 Fund Source: CP - Performance Network To: 12/31/04 AGENCY SERVICES CONTRACT 2004 THIS CONTRACT is entered into by the CULTURAL DEVELOPMENT AUTHORITY OF KING COUNTY (the "CDA"), whose address is 506 Second Avenue, Ste 200, Seattle, WA 98104-2307 and telephone number is (206) 296-7580 and the City of Auburn- Arts Commission (the "Contractor"), whose address is 25 West Main. Auburn WA 98001 and telephone number is (253) 804-5057. Contractor is an art, cultural or historical organization or specialist qualified to receive funds pursuant to King County Code Sections 2.48 and 4.42 and RCW 67.28.180 and as hereinafter may be amended. The CDA Board approved providing funds for this project by Motion No. 2004-05. The CDA desires to provide funds with which the Contractor shall render certain services to King County citizens. Such services are for the benefit of art museums, cultural museums, heritage museums, the arts, and/or the performing arts and are consistant with those defined in RCW 67.28.180 ("Public Benefit Services"). The CDA is organized pursuant to King County Ordinance 14482 and RCW 35.21.730, et seq. RCW 35.21.750 provides as follows: "[All] liabilities incurred by such public corporation. commission, or authority shall be satisfied exclusively from the assets and properties of such public corporation, commission or authority and no creditor or other person shall have any right of action against the city, town, or county creating such corporation, commission, or authority on account of any debts, obligations, or liabilities of such public corporation, commission, or authority." The legislative authority of the CDA has found and declared that providing funds to Contractor to reimburse Project costs in consideration of services provided hereunder constitutes a public purpose with the meaning of Article VII, Section 1 of the Washington State Constitution for which public funds may properly be expended or advanced. NOW, THEREFORE, in consideration of payments, covenants, and agreements hereinafter mentioned, to be made and performed by the parties hereto, the parties covenant and do mutually agree as follows: AG SVC 04 Page 1 of7 , . ~ t r . I. SCOPE OF SERVICES A. The Contractor shall provide services and comply with the requirements set forth hereinafter and in the following attached exhibits which are incorporated herein by reference: ~ Specific Scope of Services & Reimbursement Schedule Attached hereto as Exhibit A D Project Proposal and Budget Attached hereto as Exhibit B ~ Insurance Requirements Attached hereto as Exhibit C D Personnel Inventory (K.C.C 12.16.060A) (In combination with Attached hereto as Exhibit D other aareements, in excess of $25,000 in a calendar year) D Affidavit and Certificate of Compliance (K.C.C 12.16.060B) Attached hereto as Exhibit E (for Aareements in excess of $25,000) D Disability Assurance of Compliance/Section 504 Attached hereto as Exhibit F (KCC 12.16.060D) rORGANIZATIONS ONLY] B. Purchase of Services. Funds awarded under this Agreement shall be used solely to reimburse the Contractor for expenses incurred expressly and solely in accordance with the Project Proposal and Budget and/or the Specific Scope of Services attached. Any amendment or modification to the Project Proposal and Budget or the Specific Scope of Services and Payment Schedule must be approved in writing by the CDA. The work described generally by the Project Proposal and Budget and more specifically by the Specific Scope of Services shall hereinafter be referred to as the "Project". C. In addition to performing the Project, Contractor shall provide any Public Benefit Provisions that may be specified in the Specific Scope of Services attached. D. The Contractor agrees to acknowledge the CDA as a source of support for the Project in prominently located permanent signage utilizing the following logo: cultura deve opment authority King County Hotel/Motel Tax Fund E. The Contractor agrees to notify the CDA in advance of any public Project activities, including but not limited to ground breaking events, dedications, and other public programs. II. DURATION OF CONTRACT This Agreement shall commence on January 1S\ 2004 and shall terminate on December 31S\ 2004. This Agreement, however, may be terminated earlier as provided in Section IV hereof. III. COMPENSATION AND METHOD OF PAYMENT A. The CDA shall reimburse the Contractor for its actual and authorized expenditures incurred in satisfactorily completing the Specific Scope of Services attached and otherwise fulfilling all requirements specified in this contract in an aggregate amount not to exceed $3.400.00. AG SVC 04 Page 2 of? '. B. Contractor may apply to the COA for reimbursement upon completion of specified phases as detailed in the Specific Scope of Services and Reimbursement Schedule attached to this contract. C. Contractor shall submit an invoice and all accompanying reports in the forms attached hereto as "EXHIBITS", not more than 30 days after the completion of each specified phase identified in the Specific Scope of Services and Reimbursement Schedule. The COA will initiate authorization for payment after approval of corrected invoices and reports. The COA shall make payment to the Agency not more than 60 days after the appropriate invoice is received. O. Contractor shall submit its final invoice and all outstanding reports within 30 days of the date this Agreement terminates. If the Agency's final invoice and reports are not submitted by the day specified in this subsection, the COA will be relieved of all liability for payment to the Agency of the amounts set forth in said invoice or any subsequent invoice E. Accompanying the final invoice for the project, the Contractor shall also submit: 1. A project evaluation report upon the form provided by COA. 2. If COA requests, at least two images (prints, slides, or digital images accompanied by a high-quality print-out) of publishable quality for use by the COA to publicize its funding programs. Photos shall have credits, caption information, and permission to publish. F. If the Contractor fails to comply with any terms or conditions of this contract or to provide in any manner the work or services agreed to herein, the COA may withhold any payment to the Contractor until the COA is satisfied that corrective action, as specified by the COA, has been completed. This right is in addition to and not in lieu of the COA right to terminate this contract as provided in Section IV, any other rights of COA under this Agreement and any other right or remedy available to COA at law or in equity. IV. TERMINATION OF AGREEMENT A. If, through any cause, the Contractor shall fail to fulfill in a timely and proper manner its obligations under this Agreement or if the Contractor shall violate any of its covenants, agreements or stipulations of this Agreement, the COA may terminate this Agreement and withhold the remaining allocation. Prior to so terminating this Agreement, COA shall submit written notice to the Contractor describing such default or violation. The COA shall not so terminate this Agreement if COA determines that Contractor has, within twenty (20) days of the date of such notice, fully corrected such default or violation. V. MAINTENANCE OF RECORDS A. The Contractor shall maintain accounts and records, including personnel, propertY"financial, and programmatic records and other such records as may be deemed necessary by the COA to ensure proper accounting for all contract funds and compliance with this Agreement. All such records shall sufficiently and properly reflect all direct and indirect costs of any nature expended and services provided in the performance of this Agreement. B. These records shall be maintained for a period of six (6) years after termination of this Agreement unless a longer retention period is required by law. AG SVC 04 Page 3 of7 i VI. AUDITS AND EVALUATIONS A. The records and documents with respect to all matters covered by this Agreement shall be subject at all times to inspection, review or audit by the COA and/or federal/state officials so authorized by law during the performance of this Agreement and six (6) years after termination hereof. B. The Contractor shall provide right of access to its facilities, including by any subcontractor to the COA, the King County, state and/or federal agencies or officials at all reasonable times in order to monitor and evaluate the services provided under this Agreement. The COA will give advance notice to the Contractor in the case of fiscal audits to be conducted by the COA. C. The Contractor agrees to cooperate with the COA in the evaluation of the Contractor's performance under this contract and to make available all information reasonably required by any such evaluation process. The results and records of said evaluations shall be maintained and disclosed in accordance with RCW Chapter 42.17 (Public Records Act). VII. PROPRIETARY RIGHTS If any patentable or copyrightable material or article should result from the Project, all rights accruing from such material or article shall be the sole property of Contractor. Contractor agrees to and does hereby grant to the COA, an irrevocable, nonexclusive, and royalty-free license to use, according to law, any material or article and use any method that may be developed as part of the work under this Agreement. The foregoing license shall not apply to existing training materials, consulting aids, checklists, and other materials and documents of Contractor which are modified for use in the performance of this Agreement. VIII. FUTURE SUPPORT COA makes no commitment to support the services contracted for herein nor guarantee regarding the success of the services and assumes no obligation for future support of the Project except as expressly set forth in this Agreement. IX. HOLD HARMLESS AND INDEMNIFICATION A. In providing services under this Agreement, the Contractor is an independent contractor, and shall determine the means of accomplishing the results contemplated by this Agreement. Neither the Contractor nor its officers, agents or employees are employees of the COA for any purpose. The Contractor shall comply with all applicable federal and state laws and regulations regarding employment, minimum wages and hours, and discrimination in employment. The Contractor is responsible for determining the compensation of its employees, for payment of such compensation, and for all federal and/or state tax, industrial insurance, and Social Security liability that may result from the performance of and compensation for these services. The Contractor and its officers, agents, and employees shall make no claim of career service or civil service rights which may accrue to a COA employee under state or local law. The COA assumes no responsibility for the payment of any compensation, wages, benefits, or taxes by, or on behalf of the Contractor, its employees and/or others by reason of this Agreement. The Contractor shall protect, defend, indemnify and save harmless the COA and its officers, agents, and employees from and against any and all claims, costs, and/or losses whatsoever occurring or resulting from (1) the Contractor's failure to pay any such compensation, wages, benefits, or taxes; (2) the supplying to the Contractor of work, services, materials, or supplies by Contractor employees or other suppliers in connection with or support of the performance of this Agreement. The Contractor shall also defend, indemnify, and save harmless the COA, and its officers, agents, and employees, from and against any and all claims made by Contractor's employees arising from their employment with Contractor. AG SVC 04 Page 4 of7 B. To the full extent provided by applicable law, the Contractor shall protect, defend, indemnify, and save harmless the COA its officers, employees, and agents from any and all costs, claims, judgments, and/or awards of damages, arising out of or in any way resulting from the acts or omissions of the Contractor, its officers, employees, and/or agents, except to the extent resulting from the COA's sole negligence. If this Agreement is a "a covenant, promise, agreement or understanding in, or in connection with or collateral to, a contract or agreement relative to the construction, alteration, repair, addition to, subtraction from, improvement to, or maintenance of, any building, highway, road, railroad, excavation, or other structure, project, development, or improvement attached to real estate" within the meaning of RCW 4.24.225, the Contractor shall so protect, defend, indemnify, and save harmless the COA its officers, employees, and agents only to the extent of the Contractor's, its officers', employees', and/or agents' negligence. The Contractor agrees that its obligations under this subparagraph extend to any claim, demand, and/or cause of action brought by or on behalf of any employees, or agents. For the purpose, the Contractor, by mutual negotiation, hereby waives, as respects the COA only, any immunity that would otherwise be available against such claims under the Industrial Insurance provisions of Title 51 RCW. In the event the COA incurs any judgment, award and/or cost arising there from including attorney's fees to enforce the provisions of this article, all such fees, expenses, and costs shall be recoverable from the Contractor. Claims shall include, but are not limited to, assertions that the use or transfer of any software, book, document, report, film, tape or sound reproduction or material of any kind, delivered hereunder, constitutes an infringement of any copyright, patent, trademark, trade name, and/or otherwise results in unfair trade practice. X. INSURANCE REQUIREMENTS The Contractor shall procure and maintain for the duration of this Agreement insurance as described on the Exhibit labeled as Insurance Requirements attached here to. XI. CONFLICT OF INTEREST Chapter 42.23 RCW (Code Of Ethics For Municipal Officers--Contract Interests) is incorporated by reference as if fully set forth herein and the Contractor agrees to abide by all the conditions of said Chapter. Failure by the Contractor to comply with any requirements of such Chapter shall be a material breach of contract. In addition, Contractor represents, warrants and covenants that no officer, employee, or agent of the COA who exercises any functions or responsibilities in connection with the planning and implementation of the Specific Scope of Contract Services funded herein, has or shall have any beneficial interest, directly or indirectly, in this contract. The Contractor further represents, warrants and covenants neither it nor any other person beneficially interested in this Agreement has offered to give or given any such officer, employee, or agent of the COA, directly or indirectly, any compensation, gratuity or reward in connection with this Agreement. The Contractor shall take all appropriate steps to assure compliance with this provision. AG SVC 04 Page 5 of7 XII. NONDISCRIMINATION Ouring the performance of this Agreement, Contractor shall comply with state, federal and local legislation requiring nondiscrimination in employment and the provision of services to the public, including, but not limited to: Title VI of the Civil Rights Act of 1964; chapter 49.60 RCW (the Washington state law against discrimination); K.C.C. chapter 12.16 regarding discrimination and affirmative action in employment by contractors, subcontractors and vendors; K.C.C. chapter 12.17 prohibiting discrimination in contracting; K.C.C. chapter 12.18 requiring fair employment practices; K.C.C. chapter and 12.22 prohibiting discrimination in places of public accommodation. The Contractor shall maintain, until 12 months after completion of all work under this contract, all written quotes, bids, estimates or proposals submitted to the Contractor by all businesses seeking to participate in this Agreement. The Contractor shall make such documents available to the COA for inspection and copying upon request. XIII. NOTICES Whenever this Agreement provides for notice to be provided by one party to another, such notice shall be in writing and directed to the chief executive officer of Contractor and the Executive Oirector of the COA at the addresses first written above. Any time within which a party must take some action shall be computed from the date that the notice is received by said party. XIV.GENERAL PROVISIONS No modification or amendment to this Agreement shall be valid unless made in writing and signed by the parties hereto. Proposed changes which are mutually agreed upon shall be incorporated by written amendments to this Agreement. The COA's failure to insist upon the strict performance of any provision of this Agreement or to exercise any right based upon a breach thereof or the acceptance of any performance during such breach, shall not constitute a waiver of any right under this Agreement. In the event any term or condition of this Agreement or application thereof to any person or circumstances is held invalid, such invalidity shall not affect other terms, conditions, or applications of this Agreement which can be given effect without the invalid term, condition, or application. To this end, the terms and conditions of this Agreement are declared severable. The parties agree that this Agreement is the complete expression of the terms hereto and any oral or written representations or understandings not incorporated herein are excluded. Both parties recognize that time is of the essence in the performance of the provisions of this Agreement. XV. ATTORNEYS'FEES;EXPENSES Contractor agrees to pay upon demand all of COA's costs and expenses, including attorneys' fees and COA's legal expenses, incurred in connection with the enforcement of this Agreement. COA may pay someone else to help enforce this Agreement, and Contractor shall pay the costs and expenses of such enforcement. Costs and expenses include COA's attorneys' fees and legal expenses whether or not there is a lawsuit, including attorneys' fees and legal expenses for bankruptcy proceedings (and including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services. Contractor also shall pay all court costs and such additional fees as may be directed by the court. AG SVC 04 Page 60f7 XVI. SURVIVAL The terms and conditions of Sections III, V, VI, VII, VIII, IX, XI, XII, XIII, XIV and XV shall survive the termination of this Agreement and shall be continuing obligations of the parties. \,-~ . CO~ . -~~ Signat e .p~~¥ ß· L~,w ~ S Name (Please type or print) Oate V'Y\~OÝ Title (Pie e type or print) m~vck \5 ¡ 2.004 Oate ;/ AG SVC 04 Page 7 of7 EXHIBIT A SCOPE OF SERVICE City of Auburn - Arts Commission and the Cultural Development Authority of King County mutually agree that the following services be provided in accordance with the application and contract work sheet submitted to and approved by the Arts Advisory Committee/CDA Board. Partial support for: Participation as a presenting organization in the 2004 King County Performance Network; to include one performance of Brownbox Productions' "Black to My Roots" presented by Auburn Arts Commission. Performances are open and publicized to the community. Payment One Amount: $3,400 For artist fees and program expenses. Payable upon submittal of invoice and documentation regarding Schedule, Location and Budget for Performance Network events. Upon completion of Performance Network events, please submit: · Final budget, actual and completion of evaluation form · Final report of program accomplishments · Programs, brochures, flyers if available PUBLIC BENEFIT All performances will be open and accessible to the public. Events will be affordable for family audiences. PUBLICITY /PROMOTION POLICY Prominent acknowledgment of the King County is required of all recipients for use in all publicity and promotional materials, including, but not limited to brochures, press releases, programs, posters, public service announcements, flyers and advertisements. The following graphic is recommended: cultura deve opment authority King County Hotel/Motel Tax Fund ~-- ~ ~ ~....,-" Final payment will not be made until acknowledgment is submitted on printed material . .< . . EXHIBIT C INSURANCE REQUIREMENTS Contractor shall procure, at its sole cost and expense, insurance against claims for injuries to persons or damages to property which may arise from, or in connection with the performance of work hereunder by the Contractor, his agents, representatives, employees, and/or subcontractors. The costs of such insurance shall be paid by the Contractor or subcontractors. For All Coverages: Each insurance policy shall be written on an "Occurrence" form. The Minimum Scope of Insurance needed for this contract is as follows: [8] Commercial General Liability Insurance Services Office form number (CG 00 01 Ed. 11-88)-Minimum Combined Single Limit of $1 ,000,000 BI & PO with a General Aggregate per project 1. Oeductibles and Self Insured Retentions. Any deductibles or self-insured retentiorls must be declared to, and approved by, the COA. The deductible and/or self-insured retention of the policies shall not apply to the Contractor's liability to the COA and shall be the sole responsibility of the Contractor. 2. Other Insurance Provisions A. The insurance policies are to contain, or be endorsed to contain, the following provisions: (a) General Liability Policies (1) The COA, its officers, employees and agents are to be covered as primary additional insured as respects liability arising out of activities performed by or on behalf of the Contractor in connection with this Agreement. (2) To the extent of the Contractor's negligence, the Contractor's insurance coverage shall be primary insurance as respects the COA, its officers, employees, and agents. Any insurance and/or self-insurance maintained by the COA, its officers, employees, or agents shall not contribute with the Contractor's insurance or benefit the Contractor in any way. (3) The Contractor's insurance shall apply separately to each insured against whom claim is made and/or lawsuit is brought, except with respect to the limits of the insurer's liability. (b) All Policies (1) Coverage shall not be suspended, voided, canceled, reduced in coverage or in limits, except as reduced in aggregate by paid claims, at any point during the life of this contract. 3. Acceptability of Insurers Unless otherwise approved in writing by the COA, insurance is to be placed with insurers with a Best's rating of no less than A: VIII, or, if not rated with Best's, with minimum surpluses the equivalent of Bests' surplus size VIII. 4. Verification of Coverage Unless otherwise approved in writing by the COA, Contractor shall furnish COA with certificate(s) of insurance evidencing compliance with requirements set forth above, which certificate(s) shall provide that no material change, or cancellation or non renewal of policies referred to herein shall occur without thirty (30) days' prior written notice to COA. I It'" '"" "''"''v..... v .~"'t r. V.l ." . C·~itl···eS . . ". ...... .. . Insurance Authority P.O. Box 1165 07-Apr..04 ' Renton, WA 98057 Cert#: 3560 Phone: 425-277-7237 Cultural Development Authority of King County Attn: Laura Holman 506 2nd Ave, Suite 200 Seattle,WA 98104-2307 Fax: 425·277·7242 RE: City of Auburn Grant for 2004 King County Performance Network. Evidence of Coverage The above captioned entity is a member of the Washington Cities Insurance Authority (WCIA), which is a self insured pool of over 108 municipal corporations in the State of Wasmngton. WCIA has at least $1 million per OCcurrence combined single limit of liability coverage in its self insured layer that may be applicable in the event'an incident OCCurs that is deemed to be attributed to the negligence of the 1ttember. WCIA is an Interlocal Agreement among municipalities and liability is completely self funded by the membership. As there is no insurance policy involved and WCIA is not an insurance company, your organization cannot be named as an "additional insured', ë¿ Eric B. Larson Assistant Director ,cc: Brenda Heineman clcmer