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AG 13-073RETURN TO: EXT: � CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PRCS / 2. ORIGINATING STAFF PERSON: v i G�GV�wo �S ExT: b 9 3"1 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE�: ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ� ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT O MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS� ❑ ORDINANCE ❑ RESOLUTION ❑ Co�rxa�cT AMErrnMErrr (AG#): ❑ IrrrExi.oc.�. � �THER L.,\��tw� �,� �naV aaYe�vr��a� 5. PRO TECT N.AME: G es,n c.er � Se��' � e 5 6. NAME OF CONTRACTOR: Annx�ss: TE�xo1vE: 360- g'L5- SobZ E-M,�L: �,�*�n�n� e,� � a. s.� 1. �e w� FAX: SIGNATURENAME: atk [s►raMsv�n TITLE: %. EXHIBITS AND ATTACIiN1�NT5: �,SCOPE, WORK OR SERVICES �COMPENSATION � INSURANCE REQUII2EMENTS/CERTIHiCATE � AT .T . OTHER REFERENCED EXHIBITS I�PROOF OF AUTHORITY TO SIGN �REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE #I�JIO lr C�J e� BL, EXP. 12/31/1� UBI #COOU�(� 1��_l , EXP. �/ 1J /� H. TERM: COMMENCEMENT DATE: t�,/ I I l,� COMPLETION DATE: � I.� l�� 9. TOTAL COMPENSATION: $ ��b . ee (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TTfLES AND HOLIDAY RATES� REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOLINT: $ IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ C1TY ❑ PURCHASING: PLEASE CHARGE TO: f> O 1--7 2,0° -3SZ ' S`7 3� Z 3� L/CO lO. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED ❑ PROJECT MANAGER Cd �j ❑ SUPERVISOR .T �.;� � Du�C'['OR %� ( ( O RISK MANAGEMENT (IF APPLICABLE� ;� L„�w DErr _�?y.Z'l • �3 11. COUNCIL APPROVAL (IF APPLICABLE) COMMIITEE APPROVAL DATE: 12. CONTItACT SIGNATURE ROUTING � SENT TO VENDOR/CONTRACTOR DATE SENT: � I.� I I 3 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBTTS LAw DErr ��,�,� aDl� SIGNATORY IRECTO 1� ( �Cj I�� C1'i'x Cr,Exx � I 7� ap�3 �( ASSIGNED AG # y�� SIGNED COPY RETURNED INTfIAL / DATE SIGNED .� 6 �3 •l"?•1 AG# — DA'rE SErrr: �-( • l 7' I�_ INTfIAL / DATE APPROVED 3/ZG�/3 COUNCILAPPROVAL DATE: DATE REC'D: 1/9 � CITY OF ;� Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7Q00 wnvw dtyofiederahvay com CULTURAL AGENCY AGREEMENT FOR CONCERT SERIES This Cultural Agency Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and the Federal Way Harmony Kings, a Washington non-profit corporation ("Agency"). T'he City and Agency (together "Parties") are located and do business at the below addresses which shall be valid for any notice required under this Agreement: FEDERAL WAY HARMONY KINGS: Art Graham PO Box 743 Enumclaw, WA 98022 360-825-5062 (telephone) cgrahamenu@aol.com The Parties agree as follows: CITY OF FEDERAL WAY: Cody Geddes 876 South 333'� Federal Way, WA 98003-6325 253-835-6926 (telephone) 253-835-6939 (facsimile) .com 1. TERM. The term of this Agreement sha11 commence upon the effective date of this Agreement, which shall be the date of mutual execution, and shall continue until the completion of the Work, but in any event no later than December 313t, 2013 ("Term"). This Agreement may be extended for additional periods of time upon the mutual written agreement of the City and the Agency. 2. WORK. 2.1 Work. The Agency shall provide goods, materials or services and otherwise perform the work more specifically described in Exhibit "A,", attached hereto and incorporated by this reference ("Work"), performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. 2.2 Warranties. The Agency warrants that it has the requisite training, skill, and experience necessary to provide the Work and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. The Agency warrants it will provide services in a manner consistent with the accepted practices for other similar services within the Puget Sound region in effect at the time those services are performed. The Agency warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and Agency's representations to City. The Agency shall, at its sole cost and expense, correct all Work performed which the City deems to have defects in workmanship and material discovered within one (1) year after the City's final acceptance of the Work. This Agreement is subject to all warranty provisions established under the Uniform Commercial Code, Title 62A RCW. In the event any part of the goods are repaired, only original replacement parts shall be used; rebuilt or used parts are not acceptable. When defects are corrected, the warranty for that portion of the work shall extend for one (1) year from the date such correction is completed and accepted by the City. The Agency shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Agency does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Agency shall pay all costs incurred by the City in order to accomplish the correction. 2.3 Time, Documentation, and Inspection. Work shall begin imxnediately upon the effective date of this Agreement. Work shall be subject, at all times, to observation and inspection by and with approval of the City, but the making (or failure or delay in making) such inspection or approval shall not relieve Agency of responsibility for CULTURAL AGENCY AGREEMENT - 1- 4/2011 � CITY OF ;�� ., Federal CITY HALL ��� 33325 8th Avenue South Federal Wary, WA 98003-6325 (253} 835-7000 www crrynflederalway. com performance of the Work in accordance with this Agreement, notwithstanding the City's knowledge of defective or non- complying performance, its substantiality or the ease of its discovery. 2.4 Clean Un. At any time ordered by the City and immediately after completion of the Work, the Agency shall, at its own expense, clean up and remove all refuse and unused materials of any kind resulting from the Work. In the event the Agency fails to perform the necessary clean up, the City may, but in no event is it obligated to, perform the necessary clean up and the costs thereof shall be immediately paid by the Agency to the City and/or the City may deduct its costs from any remaining payments due to the Agency. 3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. The City may terminate this Agreement immediately if the Agency fails to maintain required insurance policies, breaches confidentiality, or materially violates Section 12 and such may result in ineligibility for further City agreements. 4. COMPENSATION. 4.1 Amount. In return for the Work, the City shall pay the Agency an amount not to exceed a maximum amount and according to a rate or method as delineated in Exhibit "B", attached hereto and incorporated by this reference. The Agency agrees that any hourly or flat rate charged by it for its services contracted for herein sha11 remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in Exhibit "B", the Agency shall be solely responsible for the payrnent of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 4.2 Non-Appropriation of Funds. If sufficient funds aze not appropriated or allocated for payment under this Agreement for any future fiscal period, the City will not be obligated to make payments for Work or amounts incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Work for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 4.3 Final PaYment: Waiver of Claims. Agency's acceptance of final payment shall constitute a waiver of any and all claims, except those previously and properly made and identified by Agency as unsettled at the time request for final payment is made. 5. INDEMNIFICATION. 5.1 A,gencv Indemnification. The Agency agrees to release indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses, attomey's fees, costs, and/or litigation expenses to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives, arising from, resulting from, or in connection with this Agreement or the performance of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Agency and the City, the Agency's liability hereunder shall be only to the extent of the Agency's negligence. Agency shall ensure that each sub-Agency shall agree to defend and indemnify the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the extent and on the same terms and conditions as the Agency pursuant to this paragraph. The City's inspection or acceptance of any of Agency's work when completed shall not be grounds to avoid any of these covenants of indemnification. 5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Agency waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indexnnification. Agency's indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts, CULTURAL AGENCY AGREEMENT - 2- 4/2011 � CITY OF ,�.., Federal CITY HALL ��� 33325 8th Avenue South Federal Way, WA 98003-6325 (253) $35-7000 w�vw crtyoffedera/way com disability benefit acts or any other benefits acts or programs. The Parties further acknowledge that they have mutually negotiated this waiver. 5.3 Cit�Indemnification. The City agrees to release, indemnify, defend and hold the Agency, its oi�'icers, directors, shareholders, partners, employees, agents, representatives, and sub- contractors harmless from any and a11 claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including without limitation, their respective agents, licensees, or representatives, arising from, resulting from or connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of the City. 5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. The Agency agrees to carry insurance for liability which may arise from or in connection with the performance of the services or work by the Agency, their agents, representatives, employees or subcontractors, as provided in Exhibit "C", attached hereto and incorporated by this reference, for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination. T'he provisions of this Section sha11 survive the expiration or termination of this Agreement. 7. CONFIDENTIALITY. All information regarding the City obtained by Agency in performance of this Agreement shall be considered confidential subject to applicable laws. Breach of confidentiality by the Agency may be grounds for immediate termination. All records submitted by the City to the Agency will be safeguarded by the Agency. The Agency will fully cooperate with the City in identifying, assembling, and providing records in case of any public records disclosure request. 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files, computer disks, magnetic media or material which may be produced or modified by Agency while performing the Work shall belong to the City upon delivery. The Agency shall make such data, documents, and files available to the City and shall deliver all needed or contracted for work product upon the City's request. At the expiration or termination of this Agreement, all originals and copies of any such work product remaining in the possession of Agency shall be delivered to the City. 9. BOOKS AND RECORDS. The Agency agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Work and maintain such accounting procedures and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review or audit by the City, its authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement. 10. REPORTING REOUIREMENT. The Agency agrees to complete the Final Report attached hereto as Exhibit "D" and incorporated by this reference, and deliver it to the City within thirty (30) days of completing the program or activity. No payment will be made to the Agency until all reports requested by the City are fully completed and executed by the Agency and approved by the City. 11. INDEPENDENT CONTRACTOR / EMPLOYEE CONDITIONS. 11.1 Independence. The Parties intend that the Agency shall be an independent contractor and that the Agency has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Agency sick leave, vacation pay or any other benefit of employment, nor to pay any social security, income, or other tax which may arise as an incident of employment, except as specifically provided in Section 4. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Agency, sha11 not be deemed to convert this Agreement to an employment contract. CULTURAL AGENCY AGREEMENT - 3- 4/2011 � CITY OF ,;�� Federal CITY HALL ��� 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www ciryoffederaiway. com 11.2 Safetv. Agency shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors at the work site and in the performance of the contract work and shall utilize all protection necessary for that purpose. Agency shall comply with all applicable provisions of federal, state and municipal safety and health laws and codes, including without limitation, all OSHA/WISHA requirements, Safety and Health Standards for Construction Work (Chapter 296-155 WAC), General Safety and Health Standards (Chapter 296-24 WAC), and General Occupational Health Standards (Chapter 296-62 WAC). Agency shall erect and properly maintain, at all times, all necessary guards, barricades, signals and other safeguards at all unsafe places at or near the site for the protection of its employees and the public, safe passageways at all road crossings, crosswalks, street intersections, post danger signs warning against known or unusual hazards and do all other things necessary to prevent accident or loss of any kind. Agency shall protect from damage all water, sewer, gas, steam or other pipes or conduits, and all hydrants and a11 other property that is likely to become displaced or damaged by the performance of the Work. The Agency shall, at its own expense, secure and maintain a safe storage place for its materials and equipment and is solely responsible for the same 11.3 Risk of Work. All work shall be done at Agency's own risk, and Agency shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Agency, sha11 not be deemed to convert this Agreement to an employment contract. Even though Agency is an independent contractor, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion 12. CONFLICT OF INTEREST. It is recognized that Agency may or will be performing professional services during the Term for other parties; however, such performance of other services shall not conflict with or interfere with Agency's ability to perform the Services. Agency agrees to resolve any such conflicts of interest in favor of the City. Agency confirms that Agency does not have a business interest or a close family relationship with any City officer or employee who was, is, or will be involved in the Agency's selection, negotiation, drafting, signing, administration, or evaluating the Agency's performance. 13. EOUAL OPPORTiJNITY EMPLOYER. In all services, programs, activities, hiring, and employment made possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by Agency or its subcontractors of any level, or any of those entities' employees, agents, subcontractors, or representatives against any person because of sex, age (except minimum age and retirement provisions), race, color, religion, creed, national origin, marital status, or the presence of any disability, including sensory, mental or physical handicaps, unless based upon a bona fide occupational qualification in relationship to hiring and employxnent. This requirement shall apply to, but not be limited to, the following: employment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Agency shall comply with and shall not violate any of the terms of Chapter 49.60 RCW, Title VI of the Civil Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of 1973, 49 CFR Part 21, 21.5 and 26, or any other applicable federal, state, or local law or regulation regarding non-discrimination. 14. GENERAL PROVISIONS. 14.1 Interpretation and Modification. This Agreement, together with any attached E�ibits, contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior statements or agreements, whether oral or written, shall be effective for any purpose. Should any language in any Exhibits to this Agreement conflict with any language in this Agreement, the terms of this Agreement shall prevail. The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect any of the provisions of this Agreement. Any provision of this Agreement that is declared invalid, inoperative, null and void, or illegal shall in no way affect or invalidate any other provision hereof and such other provisions shall remain in full force and effect. Any act done by either Party prior to the effective date of the Agreement that is consistent with the authority of the Agreement and compliant with the terms of the Agreement, is hereby ratified as having been performed under the Agreement. No provision of this Agreement, including this provision, may be amended, waived, or modified except by written agreement signed by duly authorized representatives of the Parties. CULTURAL AGENCY AGREEMENT - 4- 4/2011 ` CITY OF ;�� Fed�ral CITY HA�� W�� 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www c�ty�ffederehvay cam 14.2 Assi�nment and Beneficiaries. Neither the Agency nor the City shall have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other Party. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. Subject to the foregoing, the rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 14.3 Comnliance with Laws. The Agency shall comply with and perform the Services in accordance with all applicable federal, state, local, and city laws including, without limitation, all City codes, ordinances, resolutions, regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made effective. If a violation of the City's Ethics Resolution No. 91-54, as amended, occurs as a result of the formation or performance of this Agreement, this Agreement may be rendered null and void, at the City's option. 14.4 Enforcement. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the Agency's performance of this Agreement. Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted in the United Sta.tes mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available to the City at law, in equity or by statute. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of the City to declare any breach or default immediately upon occurrence shall not waive such breach or default. Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative process. If the King County Superior Court does not have jurisdiction over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of the state and federal courts in King County, Washington and waives any objection that such courts are an inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Party sha11 pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, however nothing in this paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement. 14.5 Execution. Each individual executing this Agreement on behalf of the City and Agency represents and warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if a11 Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in making proof hereof it shall only be necessary to produce one such counterpart. The signature and acl�owledgment pages from such counterparts may be assembled together to form a single instrument comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof. [Signature page follows] CULTURAL AGENCY AGREEMENT - 5- 4/2011 � CITY OF ;�� Federal CITY HALL ��� 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 w►vw. aryoffederehvay. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY ATTEST: � � Cary M. Roe, P.E., D' ctor of Parks, Public Works City Clerk, Carol McNe ly, CMC & Emergency Management DATE: Gb FEDERAL WAY ONY KINGS r By: � Printed Name: _,%�2�"/Y'U/L �j ��?��� Title: �/!� �7` � DATE: '7 / STATE OF WASHINGTON ) i/A ) ss. COUNTY OF I�1 APPROVED AS TO FORM: ! � City Att y, Patricia A Richar son On this day personally appeared before me �'("�U`�' �•�-'►r0-�f�l�.to me known to be the `�"r.Q,�,g �" q� o f that executed the foregoing instrument, and acknowledged the said instrumen be the fre and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN Yn�y hand and official seal this � day of ;,;�.��`p''�,� CA��"''- . , , o, �, ,�, .,.,.� � ,, ,� .. Notary s signature ��`!'�`��','� 7A . ��"% '��, -.' � Notary s printed nam . �► 3 ;�'� ,� �,o R f� �•.. �; Notary Public ' and for the State of Washington. �, o �,, w•+N+ a . �-�.`�`��`A���, � � � • My comxi}is 'on expires �J - � • � Z � �,: 3Ry w'�r, •.�� �,� I�� ���,. � �'i l�' ., ,.•'�k : '�=�.`�•�, Qf yyp,5� ;�`"� �;,. 4ih� ��' . �1n,.4pf.iN%�� CULTUKAN� AGENCY AGREEMENT - 6 - 4/2011 � CITY OF CITY HALL �,;�... Federa I 111/ay J3325 8th Avenue South • PO Box 9718 Federal Way, WA 98063-9718 (253) $35-�000 wwtv cityoffecierdlway, com EXHIBIT "A" CULTURAL AGENCY SERVICES The Agency shall be responsible for overall administration of the provision of serrvices by the Agency under this contract and for coordination with the City. Agency will provide the following services: 1. Work. The Federal Way Harmony Kings will produce one concert in 2013. The concert date is November 2nd and will be held at Saint Luke's Community of Christ Church in Federal Way. The performance and date listed are projected and subject to availability of venue, and therefore may change. 2. Complimentary Ticket Policy. The Agency agrees to require the artist or organization to provide fifteen (15) complimentary tickets to ea.ch performance or event described in the Work. The City will use these tickets at its sole discretion which may include providing such tickets to senior groups, special population groups, low income groups, or event evaluation. 3. Publicity/Promotion. All publicity and promotional materials including, but not limited to brochures, press releases, programs, posters, public service announcements, flyers and advertisements, shall credit the City of Federal Way Arts Commission for its support of this project. The Agency agrees to allow its name and information regarding the professional background and expertise of the Artist, including titles and information about published works to be used for pre-event marketing and promotional purposes. 4. General Administration and Management. The Mayor, or the Mayor's designee, shall have administrative responsibility for the City's performance under this contract and shall review and approve for payment all statements and invoices submitted by the Agency to the City for its performance under this contract. The Agency shall be responsible for overall administration of the provision of services by the Agency under this contract and for coordination with the City. CULTURAL AGENCY AGREEMENT - 7- 4/2011 � CITY OF ��... Federal CITY HALL ��� 33326 8th Avenue South • PO Box 9718 Federel Way, WA 98063-9718 (253)835-7000 wwwaryoffederalwaycom EXHIBIT'�B" COMPENSATION 1. Tota1 Compensation. In consideration of the Agency performing the Work, the City agrees to pay the Agency an amount not to exceed ONE THOUSAND FOUR HLTNDRED and NO/100 Dollars ($1,400.00), calculated on the actual reimbursable reasonable expenses incurred by the Agency pursuant to this Agreement; provided, however, that such costs shall be deemed reasonable in the City's sole discretion. The term "reimbursable expenses" shall mean those expenses identified as Funding Project Budget Detail, below. 2. Method of Payment. A total of ONE (1) payment(s) of ONE THOUSAND FOUR HiJNDRED and NO/100 Dollars ($1,400.00) will be made by the City. Each payment will be made following the return of an invoice accompanied by the reimbursement report of each concert. The Agency will only be paid for reasonable reimbursable expenses approved by the City and the Agency is responsible for providing sufficient documentation or other substantiation of the actual expenditures made by the Agency. The Agency shall submit a statement or invoice in a form approved by the City which statement will contain a narrative and statistical description of the Work performed. Payment will be made on thirty (30) days after receipt of such statement or invoice and upon receipt of the Final Report as required by Section 10 of this Agreement. Invoice and Final Report form must be submitted no later than November 4�', 2013. CULTURAL AGENCY AGREEMENT - 8- 4/2011 Client#:17891 BARBHAR ACORD,� CERTIFICATE OF LIABILITY INSURANCE °"�`"�' 04/10h 3 THIS CERTIFlCATE IS ISSUED AS A MAT7ER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFlCATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE PO�ICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BE7WEEN THE ISSUING INSURER(S), AUTHORi2ED REPRESENTATIVE OR PRODUCER, AND THE CEHTIFICATE HOLDER. IMPORTANT: If the �tificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGAtION !S WAIVED, subject to the terms and condNions of the poiicy, certain policies may require an endorsem�t. A statem�t on this certiflcate does not confer rights to the certlficate holder In lieu of such endorsement(s). PRODUCER NAME: The Crichton Group "„�"N �, 615 383-9761 ;,� ,,,, ; 6159834628 3011 Armory Drive Suite 250 e-w►� 615-38&9761 Nashvil le, TN 37204 MISUNEp(S AFFORDNKi COVENAGE wuc ► „+suRERA: Phlladelphia lnd�nni Insuran 18058 INSURED ...Q.�see e . S.P.E.B.S.Q.S.A.,Inc. c% Barbershop Harrt�ony Soclety 110 7th Avenue North Nashville, TN 37203 Mi911RER E : CflVERAC�ES CERTIFICATE NUMBER: REVISION NUMBER: 7HIS IS TO CERTIFY THAT THE POLICIES OF INSURANC� LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED A�VE FOR THE Pa1CY PERIOD INOICATED. NO1WffHSTANDINO ANY REQUIREMENT, TERM OR CONDITIONOF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEHEIN IS SUBJECT TO ALL THE TERMS, EXCiUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. � TYPE OF INSURANCB �� POLICY NUMBEFI Y� uM173 A OENEqAL W181tJTV PHPK958326 1/�1/�013 Ot/�1/201 EACH OCCURREP�E E1 000 000 X COMMERCIAL OENERAL W181LITY pqEM � E� Si OOO OOO CLAIMS-MADE ❑X OCCUH MED EXP one S OOO P�asonn� a nov iruucrr s 1 000 000 QENERAL AOCiRE(iATE S OOO OOO GEN'L AQpHEQATE LIMIT APPUES PER: PRODUCTS - C�MP/OP AtiO iS OOO ODO POLiCY Ppa IAC s A�Q�B� V��� BINED SINfi LIMIT coi ein qNy AUTO BODILY INJURY (Per pereon) S ALl OWNED SCHEDULED BpDILY INJINiY (Rer aaadent) S AUiOS ANO�WNN-O ED � ERTY DAMA(iE $ HIRED AUTOS q�pg S /� UMBRELlAL1A8 �R PHUB405838 1/b1l2013 01/b1/201 EACHOCCURRENCE 810000000 �( EXCESS W16 X CLAIMS-MADE AOOREGATE S�O OOO OOO DED X RETENTION 10000 S WOqKEHB COMPBISATIdi WC 3TATU- OTIi- AND EMPLOYERS' WBNJTY • ANY PROPRIETORlPARTNERIEXECUTIVE Y/N E.L EACH ACCIDENT S OFPICEFUMEMBEREXCLUDED? � N!A (Mendetory M NFq E.L DISEA9E - EA BiAP1AYEE S Myes deacribe under DESCRIPTION OF pPERAT10N3 bebw E.L DISEASE - POLiCY tJAA17 $ �SCRIPTION dF OPENATIONS/ LOCATIWrS / VEHIfXES (Attaeh ACORD 107, Additlonel ftemarlcs S�i�aOuls. X more tpros b ro9ulrsd) Subject to all of the tsrms, conditions, exclusfons and definitions of the above referenced poticies as Issued by the car�ler(s). Managers or Lsssors of Premis� are Included as Additional Insured wh� regulred by wrltten contract executed prior to a loss with r+�pect M IfabiNty arising out of the ownership, maintenance or use of that part oT the premisea leased to the lnsured as per �doraement PI-AS-009 04J�04 that brms a part of the (See Atteched Descrlptlons) Gity of Federal Way 33325 Stlt Ave. So. Fed�al Way, WA �003 SHOULD ANY OF THE ABOVE OE9CRIBED POLIC�S BE CANCELLED BEFORE TNE EXPIRATION DATE THEREOF, NOTiCE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. nur�aaz� r�evn�+Tarne � 1988-Z010 ACOHD CORPORATION. Ali righb reserved. ACORD 25 (2biQ105) 1 of 2 � ACORO name and logo are regisiered marks of ACORD #3265788JM253110 HNW SACi1TTA 25.3 (ZO'1QN� 2 Of 2 #fS2657'9B/M253110 Corporations: Registration Detail Page 1 of 2 � �" SEARCH Contact Us � ConnecC � �;.uj,,. � Corporations and Charities Division i Corporations Home Nonprofit Home '. Charities Home . Awards : Public Notices Contaci Info Corporation Detail Neither the State of Washington nor any agency, officer, or employee of the State of Washington warrants the accuracy, reliability, or timeliness of any information in the Public Access System and shall not be liable for any losses caused by such reliance on the accuracy, reliability, or timeliness of such information. While every effort is made to ensure the accuracy of this information, portions may be incorrect or not current. Any person or entity who relies on information obtained from the System dces so at his or her own risk. All documents filed with the Corporations Division are considered public record. THE HARMONY KINGS OF FEDERAL WAY S.P.E.B.S.Q.S.A. UBI Number 6oi8o�8� Category PBC Profit/Nonpmfit Nonprofit Acdve/Inactive Active State Of Incorporation WA WA F�ling Date o6/i2/i979 Expiration Date o6/3o/2oi3 Inactive Date Duration Perpetual Registered Agent Information Agent Name DONALD L HOEM Address 2902o iST AVE S#49 City DES MOINES State WA ZIP 98i98 Special Address Information Address City State Zip Governing Persons Title Name President HAWE, JOE Secretary STEEDS, ROGER Treasurer PICKRELL, BRIAN Director FRERICHS, KAREN Address 250o S 3�oTH ST #i25 FEDERAL WAY, WA g8003 2643o PRINCETON AVE KENT, WA 98032 36i8 NE 82ND ST SEATTLE, WA 98ii5 i22z9 SE 3o6TH CT AUBURN, WA 98092 http://www.sos.wa.gov/corps/search detail.aspx?ubi=601807187 3/27/2013