HomeMy WebLinkAboutR-2010-005 Educational Fitness Programs Service Agreement with Jay CarlsonRESOLUTION NO. R-2010-05
A RESOLUTION authorizing and directing the City Manager of the City of Yakima to
execute a contract with Jay Carlson to provide professional physical
fitness training to City employees for the "Fit For Life Women & Men's
Body -For -Life Challenge" at City Hall.
WHEREAS, the City of Yakima is encouraging health and physical fitness for all its
employees;
WHEREAS, the City has decided to offer physical fitness training in classes offered
after normal work hours at City Hall,
WHEREAS, Jay Carlson has represented that he is a Certified YMCA Personal Trainer
and that he is prepared and qualified to offer professional physical fitness training classes at
City Hall in accordance with the terms of the professional services contract with the City; now,
therefore
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager of the City of Yakima is herby authorized and directed to execute the
attached and incorporated "Professional Services Contract Between the City of Yakima and
Jay Carlson" for professional physical fitness training to City employees at City Hall.
ADOPTED BY THE CITY COUNCIL this 5"' day of January, 2010.
ATTEST:
kbTLLJ
CityI
1
Micah Cawlealk
r
PROFESSIONAL SERVICES AGREEMENT BETWEEN
THE CITY OF YAKIMA AND JAY CARLSON
THIS PROFESSIONAL SERVICES AGREEMENT is made and entered into by and
between the City of Yakima, a Washington municipal corporation (hereinafter referred to as the
"City"), and Jay Carlson (hereinafter referred to as the "Contractor").
WHEREAS, the City desires to enter into a professional services. Agreement with Jay
Carlson to provide physical fitness training to City employees for the "Fit For Life Women &
Men's Body -For -Life Challenge" and he has represented that he is qualified to conduct the
training;
NOW, THEREFORE, in consideration of the mutual covenants, promises and
agreements set forth herein, it is agreed by and between the City and the Contractor as follows:
1. Description of Work. The Contractor shall perform all tasks specified in Exhibit "A",
attached and incorporated by this reference as if set forth in full, and in accordance with the terms
of this Agreement
2. Term. The term of this Agreement shall commence upon full execution of this Agreement
by the parties and shall continue until terminated by either party in accordance with Section 14 of
this Agreement.
3. Performance of Work. The manner in which the Contractor performs the work specified
in Section 1 and Exhibit "A" shall be determined by the Contractor but shall comply with applicable
standards consistent with certification as a "YMCA Personal Trainer."
4. Payment to Contractor. The City shall compensate Contractor in accordance with the
terms specified in Exhibit "A," attached and incorporated by this reference:
5. Information Provided by the City. Contractor shall provide guidance to the City in
determining the data required for purposes of the contemplated services. The City agrees to
use reasonable efforts to provide data and information specifically requested by Contractor.
6. Inspection and Audit. Contractor shall maintain books, accounts, records, documents
and other evidence pertaining to the costs and expenses allowable and consideration paid
under this Agreement in accordance with generally accepted accounting practices. All such
books of account and records required to be maintained by this Agreement shall be subject to
inspection and audit by representatives of the City and/or the Washington State Auditor at all
reasonable times, and the Contractor shall afford the proper facilities for such inspection and
audit. Such books of account and records may be copied by representatives of the City and/or
the Washington State Auditor where necessary to conduct or document an audit. Contractor
shall preserve and make available all such books of account and records for a period of ten (10)
years after final payment under this Agreement
7. Taxes and Assessments. Contractor shall be solely responsible for compensating his
employees, agents and/or subcontractors and for paying all related taxes, deductions, and
assessments, including but not limited to federal income tax, FICA, social security tax,
assessments for unemployment and industrial injury, and other deductions from income which
may be required by law or assessed against either party as a result of this Agreement. In the
Page 1 of 5
Professional Services Agreement
Between the City of Yakima and Jay Carlson
event the City is assessed a tax or assessment as a result of this Agreement, Contractor shall
pay the same before it becomes due.
8. Nondiscrimination Provision. During the performance of this Agreement, Contractor
shall not discriminate in violation of any applicable federal, state and/or local law or regulation
on the basis of age, sex, race, creed, religion, color, national origin, marital status, disability,
honorably discharged veteran or military status, pregnancy, sexual orientation, and any other
classification protected under federal, state, or local law. This provision shall include but not be
limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising,
layoff or termination, rates of pay or other forms of compensation, selection for training, and the
provision of services under this Agreement.
9. The Americans with Disabilities Act. Contractor shall comply with the Americans with
Disabilities Act of 1990, 42 U.S.C. § 12101 et seq. (ADA) and its implementing regulations and
Washington State's anti -discrimination law as contained in RCW Chapter 49.60 and its
implementing regulations with regard to the activities and services provided pursuant to this
Agreement. The ADA provides comprehensive civil rights to individuals with disabilities in the
area of employment, public accommodations, public transportation, state and local govemment
services and telecommunications.
10. Compliance with Law. Contractor agrees to perform those services under and
pursuant to this Agreement in full compliance with any and all applicable laws, rules, and
regulations adopted or promulgated by any governmental agency or regulatory body, whether
federal, state, local or otherwise.
11. No Insurance. It is understood the City does not maintain liability insurance for
Contractor and its officers, directors, employees and agents.
12. Delegation of Professional Services. The services provided for herein shall be
performed by Contractor and no person other than regular associates or employees of
Contractor shall be engaged upon such work or services except upon written approval of the
City.
13. Assignment. This Agreement, or any interest herein or claim hereunder, shall not be
assigned or transferred in whole or in part by Contractor to any other person or entity without
the prior written consent of the City. In the event that such prior written consent to an
assignment is granted, then the assignee shall assume all duties, obligations and liabilities of
Contractor stated herein.
14. Termination. Either party may terminate this Agreement, with or without cause, upon
thirty (30) days written notice to the other.
15. Relationship of Parties. The parties to this Agreement intend that the relation between
them created by this Agreement is that of employer -independent contractor. No agent,
employee, or servant of Contractor shall be or shall be deemed to be the employee, agent or
servant of the City. The City is interested only in the results obtained under this Agreement.
The manner and means of conducting the work are under the sole control of Contractor. None
of the benefits provided by the City to its employees, including, but not limited to, worker
compensation insurance and unemployment insurance, are available from the City to the
employees, agents or servants of Contractor. Contractor will be solely and entirely responsible
Page 2 of 5
Professional Services Agreement
Between the City of Yakima and Jay Carlson
for its acts and for the acts of its agents, employees, servants and subcontractors during the
performance of this Agreement.
16. Contractor's Employees. Contractor's employees, if any, who perform services for the
City under this agreement shall also be bound by the provisions of this Agreement.
17. Insurance.
A. Commercial General Liability Insurance. Before this Agreement is fully executed by the
parties, Contractor shall provide the City with a certificate of insurance as proof of commercial
liability insurance with a minimum liability amount of One Million Dollars ($1,000,000) per
occurrence combined single limit bodily injury and property insurance. The certificate shall dearly
state who the provider is, the coverage amount, the policy number and when the policy and
provisions are in effect. Said policy shall be in effect for the duration of this Agreement. The
policy shall name the City, its elected officials, officers, agents, employees and volunteers as
additional insureds and shall contain a clause that the insurer will not cancel or change the
insurance without first giving the City thirty (30) calendar days prior written notice. The insurance
shall be with an insurance company or companies rated A -VII or higher in Best's Guide.
18. Notices. All notices required or permitted under this Agreement shall be in writing and
shall be deemed delivered when delivered in person or deposited in the United States mail,
postage prepaid, addressed as follows:
City: R. A. Zais, Jr.
City Manager
City of Yakima
129 North Second Street
Yakima, Washington 98901
Contractor Jay Carlson
Yakima, Washington
Either party may change such addresses from time to time by providing written notices in the
manner set forth above.
19. Entire Agreement This Agreement contains the entire agreement of the parties and there
is no other agreement whether oral or written. This Agreement supersedes any prior written or oral
agreements between the parties.
20. Amendment. This Agreement may be modified or amended, if the amendment is made in
writing and is signed by both parties.
21. Attorney Fees. In the event of ktigation arising out of this Agreement, the court may award
attorneys fees as provided by Washington law.
22. Third Parties. The City and Contractor are the only parties to this Agreement and are
the only parties entitled to enforce its terms. Nothing in this Agreement gives, is intended to
give, or shall be construed to give or provide any right or benefit, whether directly or indirectly or
otherwise, to third persons.
Page 3 of 5
Professional Services Agreement
Between the City of Yakima and Jay Carlson
23. Drafting of Agreement Both the City and Contractor have -participated in the drafting
of this Agreement. As such, it is agreed by the parties that the general contract rule of law that
ambiguities within a contract shall be construed against the drafter of a contract shall have no
application to any legal proceeding, arbitration and/or action in which this Agreement and its
terms and conditions are interpreted and/or enforced.
24. Severability. If any provision of this Agreement shall be held to be invalid or unenforceable
for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds
that any provision of this Agreement is invalid or unenforceable, then such provision shall be
deemed to be written, construed, and enforced as so limited.
25. Waiver of Contractual Right. The failure of either party to enforce any provision of this
Agreement shall not be construed as a waiver of limitation of that party's right to subsequently
enforce and compel strict compliance with every provision of this Agreement.
26. Dispute Resolution. In the event of a dispute arising under this Agreement, the parties
shall strive to resolve the matter through negotiation in good faith between the City Manager or
his designee and the Contractor. if that is not successful in the resolution of the dispute, the
parties may choose to enter into mediation and/or arbitration if agreed to in writing at that time.
27. Governing Law. This Agreement shall be govemed by and interpreted in accordance
with the laws of the State of Washington.
28. Venue. The venue -for any action to enforce or interpret this Agreement shall lie in the
Superior Court of Washington for Yakima County, Washington.
CITY OF YAKIMA
By:
R.A. Zais, J)
Date: I/27/o
ATTEST:
City Agreement No: ,,Z p// -p3
City Resolution No. g-vR0/-e,.5-
Professional Services Agreement
Between the City of Yakima and Jay Carlson
JAY CARLSON
By:
�ay rlson
Date: / - -/
Date:
Page 4 of 5
J)/ lid
EXHIBIT "A"
SCOPE OF SERVICES
Jay Carlson shall provide exercise classes for the City of Yakima, consistent with the applicable
standards as a certified YMCA personal trainer, in accord with the terms of this Agreement and
as follows:
(1) Four classes, every day, Monday through Friday, in the City exercise room at City Hall,
129 North Second Street, Yakima WA 98901.
(2) One class shall be from 6:00 AM to 7:00 AM with compensation at $30.00 per hour.
(3) One class shall be form 12:00 PM to 1:00 PM at $30.00 per hour.
(4) One class shall be form 4:30 PM to 5:30 PM at $30.00 per hour.
(5) One lass shall be form 5:30 PM to 6:30 PM at $30.00 per hour.
(6) The classes shall run from January 11, 2010 to April 2, 2010.
(7) With no pay for City of Yakima, Employees Holidays on January 18, 2010 and
February 15, 2010.
(8) The parties may agree to enter into an extension at a future point in time.
Page 5 of 5
Professional Services Agreement
Between the City of Yakima and Jay Carlson
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT .
Item No. IL
For Meeting of January 5, 2010
ITEM TITLE: Consideration of a Resolution authorizing execution of an agreement with Jay
Carlson, Certified YMCA Personal Trainer, to provide educational fitness
programs to City of Yakima employees
SUBMITTED BY: City of Yakima Employees' Wellness Committee
CONTACT PERSONfTELEPHONE: Carol Maples, Wellness Committee, Chair Person x6619
SUMMARY EXPLANATION: Attached is a resolution authorizing a Professional Services
Agreement with Jay Carlson, Certified YMCA Personal Trainer, to provide educational fitness
services for City of Yakima employees. It is a known fact that healthy employees are more
productive employees with the added benefit of reduced medical costs for the City. Mr.
Carlson's educational and fitness programs on living a healthy lifestyle include a "Fit for Life"
program that will be held in the City Hall exercise room five days a week. Mr. Carlson will
provide an individualized weight management format and daily exercise program.
Resolution X Ordinance Other (Specify)
Contract X Mail to (name and address):
Phone: 576-6619
Funding Source Wellness Co
APPROVED FOR SUBMITTAL: City Manager
mittee Professional Service Budget
STAFF RECOMMENDATION: Adopt Proposed Resolution
BOARDICOMMISSION/COMMITTEE RECOMMENDATION: City of Yakima, Wellness
Committee Recommends Approval
COUNCIL ACTION: