HomeMy WebLinkAboutCS Recreational Swim Program for the Youth 2019CITY OF SAN RAFAEL
COMMUNITY SERVICES DEPARTMENT
2019 AGREEMENT WITH LUCAS VALLEY SWIM CLUB
This Agreement is made and entered into this 3 day of , ) 1x ifte- , 20_&,
by and between the CITY OF SAN RAFAEL (hereinafter "CITY"), and the LUCAS VALLEY
SWIM CLUB (hereinafter "CLUB").
RECITALS
WHEREAS, CITY and CLUB mutually desire to provide a recreational competitive swim
program for the youth of San Rafael; and
WHEREAS, CITY shall grant the CLUB use of the facilities at the Terra Linda Community Pool
(hereinafter referred to as "TLCP") and Terra Linda Community Center (hereinafter referred to as
"TLCC") for the sole purpose of conducting CLUB practices, activities and competitive swim
meets as scheduled.
AGREEMENT
NOW, THEREFORE, the parties hereby agree as follows:
1. AGREEMENT COORDINATION.
A. CITY'S Project Manager. Debbie Younkin is hereby designated the PROJECT
MANAGER for the CITY, and said PROJECT MANAGER shall supervise all aspects of the
progress and execution of this Agreement.
B. CLUB'S Project Director. CLUB shall assign a single PROJECT DIRECTOR to
have overall responsibility for the progress and execution of this Agreement for CLUB. Liz Brown
is hereby designated as the PROJECT DIRECTOR for CLUB. Should circumstances or conditions
subsequent to the execution of this Agreement require a substitute PROJECT DIRECTOR, for any
reason, the CLUB shall notify the CITY within ten (10) business days of the substitution.
2. DUTIES OF CLUB.
A. CLUB will share the TLCP with various aquatic enrichment programs that will be
scheduled for spring and summer. Those programs are not limited to, but will include Lifeguard
training classes, water safety instructor class, junior lifeguard program, swim lessons, WaterGym
and public swim.
B. CLUB shall operate as a self-governing organization under an established
constitution and by-laws, whose elected officers and members shall assume direct responsibility
for planning, organization and operation of CLUB programs.
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C. Prior to participating in the program,, CLUB members shall individually, as
participants, sign forms to release and hold CITY harmless from any and all liability for injury
to themselves or other participants during hours CLUB is using the pool facility. Members must
sign such release to be eligible to participate in CLUB programs. A copy of the signed waiver
must be accessible to CITY staff. A waiver must be on file before the swimmer(s) begin to
practice.
D. CLUB shall be responsible for leaving the facilities clean and in good order after
each use. CITY will charge CLUB the cost of any necessary staff time to clean if CLUB fails to
adhere to this condition.
E. CLUB officers and coaches will not permit swim team members to dive from
starting platforms or the deck level into water that is less than three and one-half feet deep.
CLUB coaches will teach only shallow racing dives.
F. CLUB will assure that parents or coaches are assigned daily to control and
supervise the activities of swimmers in the pool, within the pool facility, in dressing rooms, and
during other general activities on site. Facility and pool rules will be followed by coaches and
parents. An CLUB representative will be assigned to inspect both locker rooms when
practice/meet is complete and all swimmers are finished with the facilities.
G. CLUB agrees to supervise and enforce the closure of the tot pool during swim
meets and when the pool is closed to the public.
H. CLUB requests for additional hours of use must be submitted in writing. The
hourly TLCP rental fee shall be applied to any additional hours granted for CLUB use.
I. CLUB coaching staff must abide by the following:
1. All CLUB coaching staff must have current American Red Cross certification
in Lifeguard Training that includes Standard First Aid, and Cardiopulmonary
Resuscitation for the Professional Rescuer, or its equivalent.
2. CLUB coaching staff is not permitted to conduct private, semi -private or
group swim lessons, unless under contract with the CITY to do so.
Individuals conducting swim lessons outside of a contract with CITY shall be
warned in writing and the CLUB shall be notified. Repeat violations shall be a
material breach and cause for termination of this Agreement with the CLUB.
3. Coaches and/or Assistant Coaches shall have completed registration forms for
each CLUB swimmer on site at all CLUB practices and meets at TLCP.
4. Coaching staff shall complete a Department of Justice Background Check and
be authorized to work with children before performing any work related to
this Agreement at the TLCP or TLCC.
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J. Department of Justice Background Checks. CLUB shall conduct a Department of
Justice background check on all coaching staff with supervision authority over children under the
age of 18. CLUB shall not authorize any coaching staff to work at the TLCP or TLCC until a
Department of Justice background check has been completed and the person is authorized to
work with children. CLUB shall either: (a) certify that it has screened coaching staff using the
form attached as Exhibit A to this Agreement; or (b) arrange with City staff to fingerprint and
submit the required information to the Department of Justice. All such background checks shall
be at the CLUB's expense.
3. DUTIES OF CITY.
A. TLCP. CITY shall make the TLCP available for CLUB use in 2019 as per the
following schedule*:
Club Program Dates Hours
Daily Practices: 2/25-4/4 (M -F) 3:15pm-5:15pm (8 lanes)
4/5-6/28 (M -F) 3:15pm — 5:15 (3 lanes)
- No practice on May 27 (Memorial Day)
Club Program Dates Hours
Sat. Clinics: 3/16, 3/23, 3/30 8:30am-10:00am (8 lanes)
Time Trials: 4/27 6:30am—1:OOpm
Season Concludes: July 1, 2019
B. CITY shall monitor maintenance of the aquatic facility, and alert CLUB
immediately of unclean or unsafe conditions.
C. CITY shall provide scheduled lifeguards as described in section 4.A.
4. COMPENSATION.
A. CLUB agrees to pay or reimburse CITY for payment of the following fees and/or
costs:
TLCP. CLUB will pay the CITY a fee of $35.50 per hour for two Lifeguards and TLCP
use. CLUB will reimburse the CITY for this expense. For the month of March and early
April, the CLUB will pay a.portion of the utility costs for the pool in the total amount of
$472.50.
B. CLUB agrees that all expenses directly caused by the team and not recovered in fees
collected by the Community Services Department will be paid to the Department at the conclusion
of the 2019 swim season. Such expenses include, but are not limited to, damage to lane lines,
bathrooms, pool covers, and other pool equipment.
C. CITY shall invoice the CLUB by the 15th of each month. CLUB agrees to pay
the monthly invoice by the end of the month.
TERM OF AGREEMENT.
The term of this agreement shall be from February 25, 2019 to June 30, 2019.
6. TERMINATION.
A. Discretionary. Either party may terminate this Agreement without cause upon
thirty (30) days written notice mailed or personally delivered to the other party.
B. Cause. Either party may terminate this Agreement for cause upon fifteen (15) days
written notice mailed or personally delivered to the other party, and the notified party's failure to
cure or correct the cause of the termination, to the reasonable satisfaction of the party giving such
notice, within such fifteen (15) day time period.
C. Effect of Termination. Upon receipt of notice of tennination, neither party shall
incur additional obligations under any provision of this Agreement without the prior written consent
of the other.
D. Return of Documents. Upon termination, any and all CITY documents or
materials provided to CLUB and any and all of CLUB's documents and materials prepared for or
relating to the performance of its duties under this Agreement, shall be delivered to CITY as soon
as possible, but not later than thirty (30) days after termination.
7. OWNERSHIP OF DOCUMENTS.
The written documents and materials prepared by the CLUB in connection with the
performance of its duties under this Agreement, shall be the sole property of CITY. CITY may use
said property for any purpose, including projects not contemplated by this Agreement.
8. INSPECTION AND AUDIT.
Upon reasonable notice, CLUB shall make available to CITY, or its agent, for inspection
and audit, all documents and materials maintained by CLUB in connection with its performance of
its duties under this Agreement. CLUB shall fully cooperate with CITY or its agent in any such
audit or inspection.
9. ASSIGNABILITY.
The parties agree that they shall not assign or transfer any interest in this Agreement nor the
performance of any of their respective obligations hereunder, without the prior written consent of
the other party, and any attempt to so assign this Agreement or any rights, duties or obligations
arising hereunder shall be void and of no effect.
10. INSURANCE.
A. Scope of Coverage. During the term of this Agreement, CLUB shall maintain, at
no expense to CITY, the following insurance policies:
1. A commercial general liability insurance policy in the minimum amount of
one million dollars ($2,000,000) per occurrence/two million dollars ($4,000,000) aggregate, for
death, bodily injury, personal injury, including sexual abuse and molestation, and property damage.
2. If any licensed professional performs any of the services required to be
performed under this Agreement, a professional liability insurance policy in the minimum amount
of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, to
cover any claims arising out of the CLUB's performance of services under this Agreement. Where
CLUB is a professional not required to have a professional license, CITY reserves the right to
require CONTRACTOR to provide professional liability insurance pursuant to this section.
4. If it employs any person, CLUB shall maintain worker's compensation
insurance, as required by the State of California, with statutory limits, and employer's liability
insurance with limits of no less than one million dollars ($1,000,000) per accident for bodily
injury or disease. CLUB's worker's compensation insurance shall be specifically endorsed to
waive any right of subrogation against CITY.
B. Other Insurance Requirements. The insurance coverage required of the CLUB in
subparagraph A of this section above shall also meet the following requirements:
1. Except for professional liability insurance or worker's compensation
insurance, the insurance policies shall be specifically endorsed to include the CITY, its officers,
agents, employees, and volunteers, as additional insureds (for both ongoing and completed
operations) under the policies.
2. The additional insured coverage under CLUB'S insurance policies shall be
"primary and non contributory" with respect to any insurance or coverage maintained by CITY and
shall not call upon CITY's insurance or self-insurance coverage for any contribution. The "primary
and noncontributory" coverage in CLUB'S policies shall be at least as broad as ISO form CG20 01
0413.
3. Except for professional liability insurance or worker's compensation
insurance, the insurance policies shall include, in their text or by endorsement, coverage for
contractual liability and personal injury.
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4. By execution of this Agreement, CLUB hereby grants to CITY a waiver
of any right to subrogation which any insurer of CLUB may acquire against CITY by virtue of
the payment of any loss under such insurance. CLUB agrees to obtain any endorsement that
may be necessary to effect this waiver of subrogation, but this provision applies regardless of
whether or not CITY has received a waiver of subrogation endorsement from the insurer.
5. If the insurance is written on a Claims Made Form, then, following
termination of this Agreement, said insurance coverage shall survive for a period of not less than
five years.
6. The insurance policies shall provide for a retroactive date of placement
coinciding with the effective date of this Agreement.
7. The limits of insurance required in this Agreement may be satisfied by a
combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall
contain or be endorsed to contain a provision that such coverage shall also apply on a primary and
noncontributory basis for the benefit of CITY (if agreed to in a written contract or agreement)
before CITY'S own insurance or self-insurance shall be called upon to protect it as a named
insured.
8. It shall be a requirement under this Agreement that any available insurance
proceeds broader than or in excess of the specified minimum insurance coverage requirements
and/or limits shall be available to CITY or any other additional insured party. Furthermore, the
requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this
Agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy or
proceeds available to the named insured; whichever is greater. No representation is made that the
minimum Insurance requirements of this agreement are sufficient to cover the obligations of the
CLUB under this agreement.
C. Deductibles and SIR'S. Any deductibles or self-insured retentions in CLUB's
insurance policies must be declared to and approved by the PROJECT MANAGER and City
Attorney, and shall not reduce the limits of liability. Policies containing any self-insured retention
(SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the
named insured or CITY or other additional insured party. At CITY's option, the deductibles or
self-insured retentions with respect to CITY shall be reduced or eliminated to CITY's satisfaction,
or CLUB shall procure a bond guaranteeing payment of losses and related investigations, claims
administration, attorney's fees and defense expenses.
D. Proof of Insurance. CLUB shall provide to the PROJECT MANAGER or
CITY'S City Attorney all of the following: (1) Certificates of Insurance evidencing the insurance
coverage required in this Agreement; (2) a copy of the policy declaration page and/or endorsement
page listing all policy endorsements for the commercial general liability policy, and (3) excerpts of
policy language or specific endorsements evidencing the other insurance requirements set forth in
this Agreement. CITY reserves the right to obtain a full certified copy of any insurance policy and
endorsements from CLUB. Failure to exercise this right shall not constitute a waiver of the right to
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exercise it later. The insurance shall be approved as to form and sufficiency by PROJECT
MANAGER and the City Attorney.
11. INDEMNIFICATION.
A. Except as otherwise provided in Paragraph B., CLUB shall, to the fullest extent
permitted by law, indemnify, release, defend with counsel approved by CITY, and hold harmless
CITY, its officers, agents, employees and volunteers (collectively, the "City Indemnitees"),
from and against any claim, demand, suit, judgment, loss, liability or expense of any kind,
including but not limited to attorney's fees, expert fees and all other costs and fees of litigation,
(collectively "CLAIMS"), arising out of CLUB'S performance of its obligations or conduct of
its operations under this Agreement. The CLUB's obligations apply regardless of whether or not
a liability is caused or contributed to by the active or passive negligence of the City
Indemnitees. However, to the extent that liability is caused by the active negligence or willful
misconduct of the City Indemnitees, the CLUB's indemnification obligation shall be reduced in
proportion to the City Indemnitees' share of liability for the active negligence or willful
misconduct. In addition, the acceptance or approval of the CLUB's work or work product by the
CITY or any of its directors, officers or employees shall not relieve or reduce the CLUB's
indemnification obligations. In the event the City Indemnitees are made a party to any action,
lawsuit, or other adversarial proceeding arising from CLUB'S performance of or operations
under this Agreement, CLUB shall provide a defense to the City Indemnitees or at CITY'S
option reimburse the City Indemnitees their costs of defense, including reasonable attorneys'
fees, incurred in defense of such claims.
B. Where the services to be provided by CLUB under this Agreement are design
professional services to be performed by a design professional as that term is defined under Civil
Code Section 2782.8, then, to the extent permitted by law including without limitation, Civil
Code sections 2782, 2782.6 and 2782.8, CLUB shall indemnify and hold harmless the CITY and
its officers, officials, and employees (collectively City Indemnitees) from and against damages,
liabilities or costs (including incidental damages. Court costs, reasonable attorney's fees as may
be determined by the Court, litigation expenses and fees of expert witnesses incurred in
connection therewith and costs of investigation) to the extent they are caused by the negligence,
recklessness, or willful misconduct of CLUB, or any subconsultants, or subcontractor or anyone
directly or indirectly employed by them, or anyone for whom they are legally liable (collectively
Liabilities). Such obligation to hold harmless and indemnify any indemnity shall not apply to the
extent that such Liabilities are caused in part by the negligence or willful misconduct of such
City Indemnitee.
C. The defense and indemnification obligations of this Agreement are undertaken in
addition to, and shall not in any way be limited by, the insurance obligations contained in this
Agreement, and shall survive the termination or completion of this Agreement for the full period
of time allowed by law.
12. NONDISCRIMINATION.
CLUB shall not discriminate, in any way, against any person on the basis of age, sex, race,
color, religion, ancestry, national origin or disability in connection with or related to the
performance of its duties and obligations under this Agreement.
13. COMPLIANCE WITH ALL LAWS,
CLUB shall observe and comply with all applicable federal, state and local laws,
ordinances, codes and regulations, in the performance of its duties and obligations under this
Agreement. CLUB shall perform all services under this Agreement in accordance with these laws,
ordinances, codes and regulations. CLUB shall release, defend, indemnify and hold harmless
CITY, its officers, agents and employees from any and all damages, liabilities, penalties, fines and
all other consequences from any noncompliance or violation of any laws, ordinances, codes or
regulations.
14. NO THIRD PARTY BENEFICIARIES.
CITY and CLUB do not intend, by any provision of this Agreement, to create in any third
party, any benefit or right owed by one party, under the terms and conditions of this Agreement, to
the other party.
15. NOTICES.
All notices and other communications required or permitted to be given under this
Agreement, including any notice of change of address, shall be in writing and given by personal
delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the
parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or
if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as
follows:
TO CITY's Project Manager:
TO CLUB's Project Director:
16. INDEPENDENT CONTRACTOR.
Debbie Younkin
City of San Rafael
Terra Linda Community Center
670 Del Ganado Rd.
San Rafael, CA 94903
Liz Brown
6 Mount Tioga Court
San Rafael CA 94903
For the purposes, and for the duration, of this Agreement, CLUB, its officers, agents and
employees shall act in the capacity of an Independent Contractor, and not as employees of the
CITY. CLUB and CITY expressly intend and agree that the status of CLUB, its officers, agents
and employees be that of an Independent Contractor and not that of an employee of CITY.
17. ENTIRE AGREEMENT -- AMENDMENTS.
A. The terms and conditions of this Agreement, all exhibits attached, and all documents
expressly incorporated by reference, represent the entire Agreement of the parties with respect to the
subject matter of this Agreement.
B. This written Agreement shall supersede any and all prior agreements, oral or written,
regarding the subject matter between the CLUB and the CITY.
C. No other agreement, promise or statement, written or oral, relating to the subject
matter of this Agreement, shall be valid or binding, except by way of a written amendment to this
Agreement.
D. The terms and conditions of this Agreement shall not be altered or modified except
by a written amendment to this Agreement signed by the CLUB and the CITY.
E. If any conflicts arise between the terms and conditions of this Agreement, and the
terms and conditions of the attached exhibits or the documents expressly incorporated by reference,
the terms and conditions of this Agreement shall control.
18. SET-OFF AGAINST DEBTS.
CLUB agrees that CITY may deduct from any payment due to CLUB under this
Agreement, any monies which CLUB owes CITY under any ordinance, agreement, contract or
resolution for any unpaid taxes, fees, licenses, assessments, unpaid checks or other amounts.
19. WAIVERS.
The waiver by either party of any breach or violation of any term, covenant or condition of
this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any
other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or
violation of the same or other term, covenant, condition, ordinance, law or regulation. The
subsequent acceptance by either parry of any fee, performance, or other consideration which may
become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding
breach or violation by the other party of any term, condition, covenant of this Agreement or any
applicable law, ordinance or regulation.
20. COSTS AND ATTORNEY'S FEES.
The prevailing party in any action brought to enforce the terms and conditions of this
Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs
(including claims administration) and attorney's fees expended in connection with such action.
21. CITY BUSINESS LICENSE / OTHER TAXES.
CLUB shall obtain and maintain during the duration of this Agreement, a CITY business
license as required by the San Rafael Municipal Code. CLUB shall pay any and all state and federal
taxes and any other applicable taxes. CITY shall not be required to pay for any work performed
under this Agreement, until CLUB has provided CITY with a completed Internal Revenue Service
Form W-9 (Request for Taxpayer Identification Number and Certification).
22. SURVIVAL OF TERMS.
Any terms of this Agreement that by their nature extend beyond the term (or termination) of
this Agreement shall remain in effect until fulfilled, and shall apply to both Parties' respective
successors and assigns.
23. APPLICABLE LAW.
The laws of the State of California shall govern this Agreement.
24. COUNTERPARTS AND ELECTRONIC SIGNATURE
This Agreement may be executed in any number of counterparts, each of which shall be
deemed an original, but all of which together shall constitute one document. Counterpart signature
pages may be delivered by telecopier, email or other means of electronic transmission.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month
and year first above written.
CITY OF SAN RAFAEL
JIM C TZ, City ana er
ATTEST:
LINDSAY LARA, City Clerk
FORM:
F. EPS\TEIN, City Attorney
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CLUB
By: �" /� �� 'lif•'
Name: Liz Brown
Title: Lucas Valley President
EXHIBIT A
2019 AGREEMENT BETWEEN CITY OF SAN RAFAEL AND LUCAS VALLEY SWIM CLUB
CERTIFICATION OF BACKGROUND CHECKS
LUCAS VALLEY SWIM CLUB (hereinafter "CLUB") certifies that it has asked each member of
its coaching staff to verify, and has had fingerprints of the persons listed below taken and submitted to the
California Department of Justice for verification, that such person has not been convicted of the
disqualifying offenses, I and that CLUB will be notified of any future disqualifying offenses:
Name (First and Last) Position
Date of
Background
Check
CLUB further acknowledges that by this Certification of Background Checks, the City of San
Rafael will not independently verify the information provided by CLUB; so therefore the CLUB shall
indemnify, defend and hold harmless the City, its elected and appointed officials, and it employees from
and against any and all claims, loss, liability and damages resulting from injury or death to any person
arising out of or in connection with the misrepresentation of any information provided herein.
CLUB
Liz Mitchell
Signature Date
Company Name (if applicable)
' Violations or attempted violations of §§ 220, 261.5,262, 273a, 273d, or 273.5 of the California Penal Code, or any sex
offense listed in § 290 of the Penal Code, except for the offense specified in subdivision (d) of § 243.4 of the Penal Code,
within ten (10) years of the date of such person seeking to be employed or serve as a volunteer of Instructor.
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CONTRACT ROUTING FORM
INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below.
TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER:
Contracting Department: Community Services
Project Manager: Debbie Younkin Extension: 3347
Contractor Name: Lucas Valley Swim Team
Contractor's Contact: Liz Mitchell Contact's Email: lizmitchellbrown a gmail.com
❑ FPPC: Check if Contractor/Consultant must file Form 700
Step
RESPONSIBLE
DESCRIPTION
COMPLETED
REVIEWER
DEPARTMENT
DATE
Check/Initial
1
Project Manager
a. Email PINS Introductory Notice to Contractor
3/1/2019
b. Email contract (in Word) and attachments to City
2/15/2019
Attorney c/o Laraine.Gittens@cityofsanrafael.org
®DLY
2
City Attorney
a. Review, revise, and comment on draft agreement
2/21/2019
and return to Project Manager
2/25/2019
® LMM
b. Confirm insurance requirements, create Job on
LMM
PINS, send PINS insurance notice to contractor
3.
Department Director
Approval of final agreement form to send to
3/15/2019
® _SAW
contractor
4
Project Manager
Forward three (3) originals of final agreement to
3/20/2019
contractor for their signature
5
Project Manager
When necessary, contractor -signed agreement
® N/A
agendized for City Council approval *
*City Council approval required for Professional Services
Or
❑
Agreements and purchases of goods and services that exceed
Clip_ ire to
$75,000; and for Public Works Contracts that exceed $175,000
enter a date.
Date of City Council approval
PRINT
CONTINUE ROUTING PROCESS WITH HARD COPY
6
Project Manager
Forward signed original agreements to City
4/23/19
Attorney with printed copy of this routing form
DLY
7
City Attorney
Review and approve hard copy of signed
0
agreement
8
City Attorney
Review and approve insurance in PINS, and bonds
(for Public Works Contracts) 'J W(i
" �`
�) J"l�
6(
9
City Manager/ Mayor
Agreement executed by City Council authorized
official
10
City Clerk
Attest signatures, retains original agreement and
forwards copies to Project Manager
(�C