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2022-23 Vielhaber, Karen - Yoga InstructorMEMORANDUM DATE: September 26, 2022 TO: Christina Calderon, Community Resources Manager FROM: Monica Castaneda, Administrative Assistant RE: Karen Vielhaber, Instructor Agreement, 7/1/2022-7/1/2023 for Yoga classes at the La Quinta Wellness Center. Please list the Contracting Party / Vendor Name, type of agreement to be executed, including any change orders or amendments, and the type of services to be provided. Make sure to list any related Project No. and Project Name. Authority to execute this agreement is based upon: Approved by City Council on City Manager's signing authority provided under the City's Purchasing Policy [Resolution No. 2019-021] for budget expenditures of $50,000 or less. Department Director's or Manager's signing authority provided under the City's Purchasing Policy [Resolution No. 2019-021] for budget expenditures of $15,000 and $5,000, respectively, or less. Procurement Method (one must apply): Bid RFP n RFQ [ 3 written informal bids Sole Source Select Source U Cooperative Procurement Requesting department shall check and attach the items below as appropriate: 101-0000-42214 Agreement payment will be charged to Account No.: Agreement term: Start Date End Date Amount of Agreement, Amendment, Change Order, etc.: $ REMINDER: Signing authorities listed above are applicable on the aggregate Agreement amount, not individual Amendments or Change Orders! Insurance certificates as required by the Agreement for Risk Manager approval Approved by: Monika Radeva Date: 9/27/2022 Bonds (originals) as required by the Agreement (Performance, Payment, etc.) Conflict of Interest Form 700 Statement of Economic Interests from Consultant(s) NOTE: Review the "Form 700 Disclosure for Consultants" guidance to determine if a Form 700 is required pursuant FPPC regulation 18701(2) Business License No. 0100326 Expires: 9/30/2023 Requisition for a Purchase Order has been prepared (Agreements over $5,000) --- GEM of the DESERT - City of La Quinta Community Resources Department INSTRUCTOR AGREEMENT This INSTRUCTOR AGREEMENT is hereby formed on July 1, 2022, through June 30, 2023, between the CITY OF LA QUINTA, BY AND THROUGH ITS COMMUNITY RESOURCES DEPARTMENT ("CITY") and Karen Vielhaber a person or business engaged in offering services ("CONTRACTOR") for Contractor's Provision of Services to the City. CITY AND CONTRACTOR MUTUALLY AGREE AS FOLLOWS: 1. SCOPE OF WORK. The scope of work is described as: YOGA / FITNESS classes held at a City of La Quinta facility. The scope of work includes all goods and actions necessary to complete the task CONTRACTOR has been hired to perform, whether specifically included in the scope of work or not. Specific dates and times for contracted work will be requested by letter to CONTRACTOR from CITY on a bi-annual basis. Work proposals, once ppro ed by CITY will be attached as exhibits to this INSTRUCTOR AGREEMENT. I (initials) 2. COMPENSATION. CONTRACTOR shall be paid for services performed under this INSTRUCTOR AGREEMENT as follows: CONTRACTOR shall recommend fees to be charged by CITY. Such fees shall be paid directly to CITY. CITY shall maintain written records of gross receipts and shall submit such records to CONTRACTOR upon request. CONTRACTOR shall be compensated based on the following: STANDARD SESSIONS. CITY shall pay 70% of gross receipts collected to CONTRACTOR as compensation based upon the records and shall retain the remaining 30% for the use of public facilities for such services. This compensation shall be the total compensation for services, including out-of- pocket costs. CITY shall pay no other compensation to CONTRACTOR. Payments will be made to CONTRACTOR after each session of work is completed as defined in Section 1, SCOPE OF WORK. DROP -IN SESSIONS. CITY shall pay 70% of gross fees to CONTRACTOR as compensation based upon the records and shall retain the remaining 30% for the use of public facilities for such services. This compensation shall be the total compensation for services, including out-of-pocket costs. CITY shall pay no other compensation to CONTRACTOR. Payments will be made to CONTRACTOR after each session of work is completed as defined in the SCOPE OF SERVICES. 3. INDEPENDENT CONTRACTOR. This INSTRUCTOR AGREEMENT calls for the performance of the services of CONTRACTOR as an independent contractor and not as an employee of CITY. Neither CITY nor any of its employees shall have any control over the manner, mode, or means by which CONTRACTOR or its agents, perform the services required herein, except as otherwise set forth herein. CONTRACTOR shall perform all services required herein as an independent contractor of CITY and shall remain at all times as to CITY a wholly independent contractor with only such obligations as are consistent with that role. CONTRACTOR shall have no power to incur any debt, obligation, or liability on behalf of CITY. CONTRACTOR shall not at any time Rev Aug 2020 1 or in any manner represent that it or any of its agents or employees are agents or employees of CITY. CONTRACTOR and any of its agents providing services under this INSTRUCTOR AGREEMENT shall not qualify for or become entitled to any compensation, benefit, or any incident of employment by CITY, including but not limited to eligibility to enroll in the California Public Employees Retirement System ("PERS") as an employee of CITY and entitlement to any contribution to be paid by CITY for employer contributions and/or employee contributions for PERS benefits. CONTRACTOR agrees to pay all required taxes on amounts paid to CONTRACTOR under this INSTRUCTOR AGREEMENT, and to indemnify and hold CITY harmless from any and all taxes, assessments, penalties, and interest asserted against CITY by reason of the independent contractor relationship created by this INSTRUCTOR AGREEMENT. CITY shall have the right to offset against the amount of any compensation due to CONTRACTOR under this INSTRUCTOR AGREEMENT any amount due to CITY from CONTRACTOR as a result of CONTRACTOR's failure to promptly pay to CITY any reimbursement or indemnification arising under this paragraph. 4. INDEMNIFICATION. To the fullest extent permitted by law, CONTRACTOR shall indemnify, protect, defend (with counsel selected by City) and hold harmless CITY and any and all of its officials, employees and agents ("Indemnified Parties") from and against any and all liability (including liability related to exposure to communicable diseases, illnesses, or viruses), claims, suits, actions arbitration proceedings, administrative proceedings, regulatory proceedings, losses, liabilities of every kind, nature, and description, damages, injury (including, without limitation, injury to or death of CONTRACTOR) costs and expenses of any kind, whether actual, alleged or threatened, including, without limitation, incidental and consequential damages, actual attorneys' fees incurred by CITY, court costs, interest, defense costs including fees of expert contractors or expert witnesses incurred in connection therewith and any other costs or expenses of any kind whatsoever incurred in relation to, as a consequence of, or arising out of or in any way attributable in whole or in part to the performance (or failure of performance) of this INSTRUCTOR AGREEMENT by CONTRACTOR, by any individual or entity for which CONTRACTOR is legally liable (including but not limited to agents of CONTRACTOR), or by any individual or entity participating in, attending, observing, or otherwise present at a class, program, or other work provided by INSTRUCTOR or INSTRUCTOR's agent. All obligations under this provision are to be paid by CONTRACTOR as CITY incurs them. Without affecting the rights of CITY under any provision of this INSTRUCTOR AGREEMENT, CONTRACTOR shall not be required to indemnify and hold harmless CITY for liability attributable to the active negligence of CITY, provided such active negligence is determined by contract between the parties or by the findings of a court of competent jurisdiction. In instances where CITY is shown to have been actively negligent and where CITY's active negligence accounts for only a percentage of the liability involved, the obligation of CONTRACTOR will be for that entire portion or percentage of liability not attributable to the active negligence of CITY. PROMPT NOTICE. CONTRACTOR agrees to provide immediate notice to CITY of any claim or loss against CONTRACTOR arising out of the work performed under this INSTRUCTOR AGREEMENT. CITY assumes no obligation or liability by such notice but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve CITY. 5. CANCELLATIONS/CHANGES. CITY RESPONSIBILITY. CITY will contact CONTRACTOR and all program participants if CITY cancels or changes a program from original approved schedule based on zero enrollments, minimum student requirement not met, Rev Aug 2020 2 or if use of facility becomes unavailable. CITY reserves the right to change original approved schedule of program if the facility becomes unavailable. CITY will attempt to re -locate said program to another suitable facility f one is available. If there are no available facilities, CITY will cancel r gram and coordinate with CONTRACTOR to schedule a make-up date. (initials) CONTRACTOR RESPONSIBILITY. CONTRACTOR will contact CITY as defined in the NOTICE section in advance to notify of any cancellations or changes from original approved schedule if said program is cancelled or changed by CONTRACTOR. CONTRACTOR will be solely responsible to contact any and all participant of the program. Programs that are cancelled or changed by C iLkT� OR must be made up in a timely manner as approved by CITY. (initials) 6. INSURANCE. It is to be understood that CONTRACTOR is working under a contractual obligation as specified in this INSTRUCTOR AGREEMENT and is responsible as a self-employed person to remit any Federal or State Income Taxes, and to provide for his/her own Worker's Compensation, Disability Insurance, Unemployment Insurance coverage, Social Security, Liability Insurance, and other such coverage, as applicable, in the amounts and under the conditions as set forth below. A. Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01, with an edition date prior to 2004, or the exact equivalent. Coverage for an additional insured shall not be limited to its vicarious liability. The insurance policy shall contain a severability of interest clause providing that the coverage shall be primary for losses arising out of CONTRACTOR's performance hereunder and neither City nor its insurers shall be required to contribute to any such loss. Defense costs must be paid in addition to limits. Limits shall be no less than $1,000,000 per occurrence for all covered losses and no less than $2,000,000 general aggregate. CONTRACTOR shall obtain policy endorsement on Commercial General Liability Insurance that name Additional Insureds as follows: The City of La Quinta, its officers, officials, employees and agents. 6.1 CONTRACTOR agrees to provide evidence of the insurance required herein, satisfactory to CITY, consisting of: (a) certificate(s) of insurance evidencing all of the coverages required and, (b) an additional insured endorsement to CONTRACTOR's Commercial General Liability policy using ISO Form CG 20 10 with an edition date prior to 1988, which form shall include coverage for completed operations and, the additional insured endorsement shall expressly name CITY, its officers, and employees as additional insureds on the policy (ies) as to commercial general liability coverages, and completed operations coverages, with respect to liabilities arising out of CONTRACTOR's performance of the services under this INSTRUCTOR AGREEMENT. 6.2 CONTRACTOR shall provide written notice to CITY within ten (10) working days if: (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or self -insured retention is increased. In the event any of said policies of insurance are cancelled, CONTRACTOR shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 6 of this INSTRUCTOR AGREEMENT to CITY. The procuring of such insurance or the delivery of policies or certificates evidencing the same shall not be construed as a limitation of CONTRACTOR's obligation to indemnify CITY, its officers, employees, contractors, or agents. Rev Aug 2020 3 7. BUSINESS LICENSE, CONTRACTOR will be required to obtain a City of La Quinta Business License within thirty (30) calendar days of this signed INSTRUCTOR AGREEMENT. A copy of the current La Quinta Business License must be provided to the Community Resources Department within five (5) business days of receipt. 8. COMPLIANCE WITH LAW. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, regulations, and laws of CITY and any Federal, State, or local government agency of competent jurisdiction. In explanation of the foregoing and not by way of limitation, CONTRACTOR shall comply with any Federal, State, and local laws, regulations, orders, and guidelines relating to the classes, programs, and work provided by INSTRUCTOR during the COVID-19 state of emergency declared by the Governor of California and City of La Quinta. Such Federal, State, and local laws, regulations, orders, and guidelines include but are not limited to: Executive Orders from the Governor of California and orders and guidance issued from the California Department of Public Health (DPH); Orders from the Riverside County Public Health Officer; and Emergency Resolutions and Executive Orders from the City Council and City Manager, respectively, for the City of La Quinta. 9. COVENANT AGAINST DISCRIMINATION. CONTRACTOR covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, disability, ancestry, or any other protected class or characteristic in Federal or State law, in the performance of this INSTRUCTOR AGREEMENT. 10. NO ASSIGNMENT, CONTRACTOR shall not, under any circumstances, assign this INSTRUCTOR AGREEMENT or its rights or duties without prior written authoriza on from CITY. Should such authorization be granted, CONTRACTOR agrees any assignee of all the stipulations of this INSTRUCTOR AGREEMENT. to (initials) 11. TERMINATION. It is understood that CONTRACTOR will perform all services set forth herein in a good and workable manner. CITY reserves the right to terminate services for any reason, including, but not limited to, insufficient number of participants or unavailability of facilities. In such circumstances, CITY shall not be liable for compensation or damages to CONTRACTOR for remainder of this INSTRUCTOR AGREEMENT. 12. NOTICE. Notice shall be deemed given when CONTRACTOR contacts CITY COMMUNITY RESOURCES COORDINATOR or COMMUNITY RESOURCES SPECIALIST in person, via telephone call, email, faxed with a fax return, or seventy-two (72) hours after deposit in the United States mail postage prepaid, return receipt requested, addressed as follows: CITY: City of La Quinta Community Resources Department 78495 Calle Tampico La Quinta, CA 92253 CONTRACTOR: Karen Viel aber 49560 Av. a Drive La Quint , CA 92253 (initials) Rev Aug 2020 4 13. DOCUMENTS. Any documents and marketing materials created by CONTRACTOR under this INSTRUCTOR AGREEMENT shall be submitted to CITY for approval prior to distribution. 14. MISCELLANEOUS. This INSTRUCTOR AGREEMENT is the only agreement between CONTRACTOR and CITY and may be amended in writing and agreed upon by both parties. No waiver of any term or condition of this INSTRUCTOR AGREEMENT shall be a continuing waiver thereof. Rev Aug 2020 5 IN WITNESS WHEREOF, the parties hereto have caused this INSTRUCTOR AGREEMENT to be executed the day and year as first stated above. CITY OF LA QUINTA, COMMUNITY RESOURCES DEPARTMENT ("CONTRACTOR") ("CITY") APPROVED: By: Michael Calderon Management Analyst Required for over $5,000: By: Christina Calderon Community Resources Manager Karen Vielhaber 49560 Avila Drive La Quinta, CA 92253 714.587.5980 Rev Aug 2020 6 Hello Karen, Below is your class information for November 2022— April 2023. Please review and verify by typing your name and date on the lines below as soon as possible. 420605 Gentle Yoga Instructor: Karen Vielhaber Certified Yoga Therapist (C-IAYT) Cost Day/s Time Location $10 Tuesdays 11:00am-12:00pm Wellness Center MPR Kitchen Side Sessions 2022: 11/1-11/29 (4 classes) $40 Sessions 2022: 12/6-12/20 (3 classes) $30 Session 2023: 1/3 -1/31 (5 classes) $50 Session 2023: 2/7-2/21 (3 classes) $30 Session 2023: 3/7-3/28 (4 classes) $40 Session 2023: 4/4 - 4/25 (4 classes) $40 La Quinta Art Celebration - 11/8/22 & 2/28/23 no class scheduled Web Trac Brochure Info: An appropriate class for those wanting a softer, nurturing, slow paced, well supported relaxing practice. It includes carefully sequenced movements, controlled pressure, and well measured stretches, including range of motion exercises. This style encourages a highly individualized approach with on -going engagement to make moment to moment adjustments. Pre -registration is required. Instructor Karen Vielhaber, Certified Yoga Therapist (C-IAYT) and Registered Yoga Teacher (RYT 500). Materials: Yoga Mat, towel, and wear comfortable clothing Student drop -in fee: $13 Maximum number of students 20. Instructor Signature: Dat 2:7-- Signing this document only verifies that you have read and understand the material within this document. This document shall not act as a contractual agreement between you and the City of La Quinta. The La Quinta Art Celebration will be utilizing the Wellness Center from Monday, November 7 through Monday, November 14, 2022, and Monday, February 27 through Monday, March 6, 2023. Hello Karen, t1`T Below is your class information for of 2 — April 2023. Please review and verify by typing your name and date on the lines below as soon as possible. 420606 Gentle Yoga Instructor: Karen Vielhaber Certified Yoga Therapist (C-IAYT) Cost Day/s Time $10 Thursday 11:00am-12:00pm Location Wellness Center Multipurpose room kitchen side Session 2023: 1/5-1/26; 2/2-2/23; 3/9-3/30; 4/6-4/27 (4 classes) $40 La Quinta Art Celebration -event dates 3/2/2023 no class Drop -in fee: $13 Maximum number of students 20 Web Trac Brochure Info: An appropriate class for those wanting a softer, nurturing, slow paced, well supported relaxing practice. It includes carefully sequenced movements, controlled pressure and well measured stretches, including range of motion exercises. This style encourages a highly individualized approach with on -going engagement to make moment to moment adjustments. Pre -registration is required. Instructor Karen Vielhaber, Certified Yoga Therapist (C-IAYT) and Registered Yoga Teacher (RYT 500). Materials: Yoga Mat, towel, and wear comfortable clothing Instructor Signature: ] 1 O�0c- Date Signing this document only verifies that you have read and understand the material within this document. This document shall not act as a contractual agreement between you and the City of La Quinta. The La Quinta Art Celebration will be utilizing the Wellness Center from Monday, November 7 through Monday, November 14, 2022, and Monday, February 27 through Monday, March 6, 2023.