HomeMy WebLinkAbout4CultureGRANT INFORMATION
CONTRACTOR INFORMATION
City of Auburn
MaUa McKnight
Arts Coordinator
910 Ninth St SE
Auburn, Washington 98002-6200
mmcknight@auburn.we.gov
(253)804 -SM
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CULTURE
set 206 296.7580
mx 206 296.8629
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101 PREPONTAINE PLS
SEATTLE WA 9a104
WWWACULTURa.aRe
Your ContlactM 115354A
Arts Sustained Support -1750
Motion #.* 2015-07
PROGRAM INFORMATION
Attached Is your Contract with 4Culture for $17,000.00 for the 2035-16 Arts 5ustalned Support-
iocal ArtsApencies pro)elct: The contract starts on 01/01/15 and ends on 12/31/16.
For questions, contact Bret Fetzer at bret.fetzer@4cufture.org or (206) 263-1599.
SCOPE OF SERVICE
The City of Auburn and 4Culture, the Cultural Development Authority of King County, mutually
agree thatthe following services be provided In accordance with the application submitted to and
approved by the 4Culture-Board.
Support for 2015 Programs, Including regranting funds to the Auburn Art Walk, performances at
the Auburn International Farmers Market, the Auburn School District Art Faculty, Auburn valley
Creative Arts, the Auburn Symphony Orchestra Sunset Chamber Series, Green River Community
College's Esplal Publication Support, Pacific Ballroom Dance's spring concert, Striped Water Poets'
Monthly "Poetry at the Station Bistro", and the White River Valley Museum "Small Works, Big
Presents; The Gift of Art" (all awards approved by the Arts Commission on Jan 6), and the BRAVO
performing arts season (Sep -Nov). Events eye open and publicized to the community.
For artist fees and program expanses. Payable upon completion, submittal of Invoice and
documentation regarding;
Completion of the Organization Evaluation form
0 Final pro)ect budget, actual
4 Program, brochures, flyers featuring the 4Culture logo, If available
• Photos of the event (If available, ideally submitted via a -mall)
Final payment will not be made until acknowledgment Is submitted on printed materiel
CULTURE PAGE I
PUBLIC BENEFIT
RegrantIng $12A= to local arts organizations to support programming that would not be possible
otherwise. Remaining support goes towards City of Auburn, Arts Commission programs which are
accessible to a broad range of King County residents. With the exception of ticketed presentations
as part of the BRAVO Performing Arts Season all the programs 166 above are free-adrnt"lon to
patrons. Accessibility and public benefit Is the paramount purpose and goal of all our municipally
sponsored programs.
CONTRACfORINSTRUCIONS
Please electronically sign this Contract within two weeks of receipt aAd return any required
enclosures. You will not be able to make changes to this Contract. if there Is an error in the
document, or If you need to request changes In your Scope of Service or other Items, please
contact your Program Manager listed above.
1. Services— Please review the Information, Specific Scope, and Public Benefit sections above
carefully. These explain the services you are agreeing to provide In accordance with the
applicatlon you submitted to 4Cuiture. „
2, Enclosures—Please download and complete any required enclosures listed below and e-
mail to 4Cuiture at attachments(a4culture.ore. Enclosures with private Information (e.g.
social security numbers on a W-9) may be malled to 4Culture,101 Prefontalne PI S, Seattle,
WA 98104-2672.
a. Items to be returned at the time you sign the contract,.
b. At the time you are requesting payment, you will need to provide appropriate
documentation such as an Interim Invoice, final Invoice, evaluation, or digital
photos. Please review your specific grant program requirements at4Culture's
website: Manage Your Award,
3, 4Culture Logo— For details of the requirements ibr acknowledging 4Culture support,
please refer to Section I, C, of the contract. The 4Cuiture logo is avallable for download In
PDF, EPS, and Jpeg fgrmats.
4. Signature — Follow the link In the a -mall message -you will be walked through a few simple
steps to read and sign the contract at DocuSign. A copy.of the Contract will be e•malled to
you as a PDF after It has been signed by 4Culture s Executive Director.
CULTURE PAGE
AGENCYcSERVICES CONTRACT'
THIS CONTRACT Is entered Into by the CULTURAL DEVELOPMENT AUTHORITY OF
KING COUNTY e4Cultura% whose address Is 101 Prefontalne Place South, Seattle, WA
98104-2672 and telephone number fs (206) 29&•7680 and the Coi taotdr as named on the
attached Contract Information Sheet The Contractor Is an art; cultural, preservation or
historical organization or specialist Identifled by 4Culture as qualified to receive funds
pursuant to Ifing County Code Sections 2.48 and 4.42 and RCW 67.28. 180 and as
herelnafter may be amended. 'rho 4Culture Bogrd of Directors approved providing funds
for this project In the motion referenced In the Contract Information Sheet.
4Culture desires to provide funds with which the Contractor shall render certain aervines to
King County citizens. Such services are for the benefit of King County citizens and are
provided
ities and are cone hard wIth those dshe efined CW 6'1.28. 80 CPPublices ic preservation
enes � tlon
Servloesl.
4Culture is organi:zed durauant to King County Ordinance 14482 and ROW 36.21.730, Al
,Qgg. RCW 36.21.760 provldas as follows: "[AII] liabilities Incurred by such public
corporation, oommisaton, 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 rlght of action against the city, town, or county creating such
corporation, oommlaslon, or authority on a000unt of any debts, obligations, or liabilities of
such public corporation, commission, or authority.°
The legislative authority of 4Culture hes found and declared that providing funds to
Contractor to reimburse costa In consideration of servlcea provided hereunder constitutes a
publlo purpose with the meaning of Article VII, Section 1 of the Washington State
Constitution for whloh public funds may properly be expended or advanced.
NOW, THEREFORE, In oonsideretion 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:
1.. SCOPE OF SERVICES
A. The Contractor shall provide services and comply with the requirements sat
forth hereinafter and In the Grant Information cover sheet.
4CLILTUM PAGE a
B. Purchase of Services. Funds awarded under this Agreement shall be used
solely to relmbume the Contractor for expenses Incurred solely In accordance with the
Project Proposal and Budget made by the Contractor, end the final agreed upon Specific
Scope of Services identified by 4Culture. The work described.generely by the Project
Proposal and Budget and more speoftioally by the $pacific Scope of Services, Including an
Identified Public BerxM shall hereinafter be referred to as the'ProjeW.
C, Contractor agrees to acknowledge 4CMwe, support in'all marketing and
promotional materials, websites, brochures, press rgleases, advertisements, signage and
other related materials during the period this contract Is In force, with the credit line °this
project was supported, in part, by 4CulturaNng County Lodging Tax', and/orby the use of
the 4Culture logo.
D. The Contractor agrees to notify 4Culture whenever possible in advance of any
public benefit Project activities.
II. DURATION OF CONTRACT
This Agreement shall oommenoe and temthate on dates noted on the Contract
Information Sheet. This Agreement, however, may be terminated pariler as provided In
Section IV hereof.
III COMPENSATION AND MRTHOD'OF PAYMENT
A. 46ult ire shall reimburse the Contractor for Its actual and authorized
expenditures Incurred In satisfactorily completing the services contracted for and
otherwise fulfilling all other requirements. specified Inthis.contract In an aggregate
amount Indicated on the Contract Information Sheet. ;
B. Contractor shall submit an Invoice and any reports required, not more than 30
days after the oompletlon of each specified phase Identified there. 40ulturs will Inmate
authorization for payment after approval of corrected Invoices and reports. 4Cutture shall
make payment to the Agency not more than 60 days after an approved Invoice Is. received.
C. Contractor shall submit Its final Invoice and all outstanding evaluations, reports
and deliverables 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, 4Cuiture will
be relieved of all liability for payment to the Agency of the amounts set forth In said Invoice
or any subsequent Invoice.
4CULTURE PAGE4
D. If the Contractor falls to comply with any terms or conditions of jhIs contract or to
provide In any manner the work or services agreed to herein, 40ulbxe may withhold any
payment to the Contraotor until 4Culture Is satisfied that corrective action, as specified by
4Culture, has been completed. This right Is In, addition to and not In lieu of 4Culture's right
to terminate this contract as provided In Section IV, any other rights of4Cuiture under this
Agreement and any other right or remedy available to4Culture at law or In equity.
IV' TERMINATIONOF�AGRE�MENT
lf, through any cause, the Contractor shall fall 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, 4Culture may terminate this Agreement and
withhold the remaining alloostion. Prior to so terminating this Agreement, 4Culture shall
submit written notice to the: Contractor describing such default or violation, 4Cultureshell
not so terminate this Agreement if 4Culture 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, flnenclal, Insurance and programmatic records and other such records as may be
deemed necessary by 4Culture, to ensure proper ecoountIng for all contract funds and
compliance with this Agreement. All such records shall sufficiently and properly reflect all
direct and Indireot coats of any nature expended and services provided In the performance
of this Agreement.
B. These -records shall be maintained for a period of sbc (e) years after
termination of this Agreement unless a longer retention period Is required by law.
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 4Culture and/or
federeVstate officials so authortrsd by law during the performance of this Agreement and
six (e) years after termination hereof.
B. The Contractor shall provide right of access to Its Moines, including by any
subcontractor to 4Culture, the Wng County, state and/or federal agencies or officials at all
reasonable times In order to monitor and evaluate the services provided under this
Agreement. 4Culture will give advance notice to the Contractor In the case of fiscal audits
to be conducted by 40ulture.
4CULTURE PAGE 9
C. The Contractor agrees to cooperate with 4Culture in the evaluation of the
Contractor's performanos 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 righta accruing from such material or article shell be the sole property of Contractor.
Contractor agrees to and does hereby grant to 4Culture, an irrevocable, nonexclualve, and
royalty -free, Iloense 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, solely for non-
commercial publicity and marketing purposes. The foregoing license shall not apply to
existing training materials, consulting aide, cheoldlets, and other materials and documents
of Contractor which are modified for use Iry the performance of thle Agreement 4Culture
will not use, license, cifstribute or gift any of Contractor's work, material, article or method
for profit i
,Vilt FUTURE SUPPORT
46ulture makes no oommitment to support.the services, contracted for hereln nor
support of ntee he Projectarding xcepsuccess
except a& expressly se forth n this Agreementof the services and hesurnes no eflon for tUlure
CULTURE PAGE
OLD HARMLESS AND INDEMNIFIC
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 4Culture forany purpose. The Contractor shall oomplywgh 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 8odel Securlty Ilablilty 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 sccrue to a 4Culture employee under stats or local law. 4Culture assumes no
responsibility for the payment of any compensatlori, wages, benefits, or taxes by, or on
behalf of the Contractor; Ito employees and/or others by reason of this Agreement To the
extent allowed by law, the Contractor shall pfotaat, defend, Indemnify and save harmless
4Culture and Its officers, agents, and employees from and against any and all claims,
costs, and/or losses w#atsoever occurring or resulting from (1) Me Contractor's felture to
pay any such compensation, wages, benefits, or taxes; (2) the supplying to the Contractor'
of work, servloes, 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, Indemnlfy, and son harmless 40ulture, and Its officers, agents, and employees,
from and against any and all claims made by -Contractor's employees ariaing.from their
employment with Contractor..
S. To the full extent provided by applicable law, the Contractor shall protect,
defend, Indemnify, and save harmless 4Culture Its officers, employees, and agents from
any and all costs, olalma,.judgments, and/or awards of damages, arising out of or In any
way resulting from the acts or omissions of the Contractor, Its oftloers, employees, and/or
agents, except to the extent resulting from 40ulture'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 constriction, alteration, repair, addition to,
sybtracdon 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 4,24.226, the Contractor shall so protect, depend,
'Indemnify, and save harmless 4Culture, Its officers, employees, and agents only to the
extent of the Controotor e, 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. In
the event 4Culture Incurs any judgment, award and/or cost arising there from Including
attomeys'.fees to enforce the provisions of this article, all such fees, expenses, and costs
shalt 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.
CULTURE PAGE 7
X. CONFLICT OF INTEREST
A. Chapter 42.28 RCN (Code of Ethics for Municipal Officers=Contract Interests) Is
Incorporated by reference as If fully set forth'hereln and the Contractor agrees to ablds by
all the conditions of said Chapter. Failure by the Contractor to oom* with any
requirements of such Chapter shall be a material breach of contract
. B. In addition, Contractor represents, warrents and covenants that no officer,
employee, or agent of 40ulture who exercises any functions or responsibilities In
connection we the planning and Implementation of the Speolfio Scope of Contract
Services funded herein, has or shall have any. beneficial Interest, directly or Indirectly, In
this contract The Contractor further represents, warrents and Covenants nefiher It nor any
other person beneficially Interested In this Agreement has offered to ghre or given any such
offlcer, employee, or agent of 4Culture, directly or Indirectly, any compensation, gratuity or
reward In connection with thle Agreement The Contractor shall take all appropriate steps
to sesure compliance with this provision.
Xl. INSURANCE REQUIREMENTS
A. Contractor shall prooure, a! Re sole coat and expense, Commercial General
Liability Insurance against claims for Injuries to {persona or damages to properly which may
arise from, or In connection with the -performance of work bereunder by the Contractor, his
agents, representatives, employees, and/or subcontractors, The costs of such Insurance
shall be paid by the Contractor or subcontractors. Each policy shall be written on an
"Oocurrenoe" baste.
B. Minimum Scope of Insurance shall be insurance Servtow,, Office form number
(CG 00 01 Ed. 11 -88) --Minimum Combined Single Limit of $1,000,OOU BI &• PD with a
General Aggregate per project •
C. Deductibles and Self Insured Ratentlons
Any deduotlblas or aelf-Insured retentions must be declared to, and approved by, 4Culturs.
The deductible and/or self -Insured retention of the policies shall not apply to the
Contractor's liability to 4Culture and shall be sole responsibility of the Contractor.
4CULYURE PACE$
D. Other Insurance Provisions
The Insurance policies are to contain, or be endorsed to contain, the following provisions:.
1. General Uabllity Policies i
a.) 4Culture, Its ofiioere, employees and 'agents are to. be covered as
primary additional Insureds as respects liability arising out of act Aea performed by or on
behalf of the Contractor In oonneoflon with this Agreement . I
b.) To the extent of the Contractor's negligence, the Contractor's
Insurance coverage shall be primary Insurance as respeots•4Culture, Its officers,
employees, and agents. Any insurance and/or self-insuranoe maintained by 4Culture, Its
officers, employees, or agents shall not contribute with the Contractor's Insurance or
benefit the Contractor In any way.
o.) 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.
2. All Policies
9.) 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. No material ohang% or cancellation or nonrenewal of any policy
required by this contract shall occur without thirty (30) days' prior written notice to 40ulture.
E. Acceptability of Insurers
Unless otherwise approved In writing by 4Culture, Insurance Is to W placed with Insurers
with a Best's rating of no lase than MAII, or, If not rated with Beats, with minimum
surpluses the equivalent of Bests' surplus size VIII..
F. Verification of Coverage
4Culture, reserves. the right to request that contractor submit the oerttfloste(s) of Insurance
evidencing compliance with all requirements set forth above.
CULTURE PAGE 9
iCal "j 1�
A. During the performance of this Agreement, Contractor shall comply withstate, ..
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 salon In employment by contractors,
suboontractore and vendors; KC.C, chapter 12,17 prohibiting discrimination In contracting;
K.C.C. chapter 12.18 requiring fair employment practices; KC.C. chapter and 12.22
prohibiting discrimination In places of public accommodation.
B. The Contractor shall maintain, until 12 months after completion of all work under
this contract, all written quotes, bide, estimates or proposals submitted to the Contractor by
all businesses seeking to parilclpate in this Agreement The Contractor shall make such
documents available to 40ulture for inspection and oopying upon request
X01. NOTICES
Whenever this Agreement provides fornotioe to be provided by one party to another,
such notice shall be In wrb V and directed to the chief executive officer of Contractor and the
Exacutive Director of 4Cubure at the addresses first written above. Any time within which a
party must take some actionshall be computed from the date that the nofice 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 40ulturWa failure to
Insist upon the strict performance of any provision of this Agreement or to exerdee any
right based upon a breach thereof,or the acceptance of eny performance during such
breach, shall not constitute a walver 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 tens, condbion, or application. To
this end, the teens and oondltions 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
pardea recognize that time Is of the essence In the performance of the provisions of this
Agreement
4CMrURE PAGE 10
XV. ATTORNEYS' FEES:.EXPENSES
Contractor agrees to pay upon demand all of 4Culture's costs and expenses,
Including attomeys' fees and 4Culture's legal expenses, Incurred In connection with the
enforcement of this Agreement. 4Culture may pay someone else to help enforce this
Agreement, and Contractor shall pay the costs and expenses of such enforcement. Costs
and expenses Include 4Culture'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 postjudgment collection services: Contractor also shall pay all court costs and
such additional fees as may be directed by the court.
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.
j4LTURE: n CON CTOR: OF UBURN
? NANCY BACKUS, MAYOR
U DATED THIS DAY OF JANUARY, 2016
AS TO FORM:
B. HE1D; CITY A
4CULTURE PAGE 11