HomeMy WebLinkAboutContractDocusign Envelope ID: EE319375-82C7-4EF6-906C-7AEA32088089
RECREATION INSTRUCTOR AGREEMENT FOR LITTLE MEDICAL
SCHOOL SPECIALTY CAMPS
THIS AGREEMENT, dated for reference purposes only as May 12, 2025, is by and between
the City of Renton (the "City"), a Washington municipal corporation, and Kanaiya Ventures
LLC dba Little Medical School Seattle ("Consultant"), a Washington limited liability
company. The City and the Consultant are referred to collectively in this Agreement as the
"Parties." Once fully executed by the Parties, this Agreement is effective as of the last date
signed by both parties.
1.Scope of Work: Consultant agrees to provide STEM Specialty Camps as specified in Exhibit
A ("Scope of Work"), which is attached and incorporated herein and may hereinafter be
referred to as the "Work."
2.Changes in Scope of Work: The City, without invalidating this Agreement, may order
changes to the Work consisting of additions, deletions or modifications. Any such changes
to the Work shall be ordered by the City in writing and the Compensation shall be
equitably adjusted consistent with the rates set forth in Exhibit A or as otherwise mutually
agreed by the Parties.
3.Time of Performance: Consultant shall commence performance of the Agreement on the
date this agreement goes into effect. All Work shall be performed by no later than
December 31st, 2025.
4.Compensation:
A.Amount. Total compensation to Consultant for Work provided pursuant to this
Agreement shall not exceed $40,000, plus any applicable state and local sales taxes.
Compensation shall be paid on a monthly basis according to the rate(s) or amounts
specified in Exhibit A, and the Consultant shall be solely responsible for payment of
any taxes imposed as a result of the performance and payment of this Agreement.
B.Method of Payment. Participants and residents who sign up for the courses described
in this Agreement will register online using the City's registration system Xplor
Recreation via www.rentonwa.gov/register and pay for the classes in advance.
Consultant will be paid a percentage of all registration fees collected by the City
connected to this Work at a rate equivalent to seventy (70%) percent of the rate
charged to resident participants multiplied by the number of all registered
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Work provided by a licensed professional or Work that requires a professional
standard of care.
C.Workers' compensation coverage, as required by the Industrial Insurance laws of the
State of Washington, shall also be secured.
D.Commercial Automobile Liability for owned, leased, hired or non-owned, leased, hired
or non-owned, with minimum limits of $1,000,000 per occurrence combined single
limit, if there will be any use of Consultant's vehicles on the City's Premises by or on
behalf of the City, beyond normal commutes.
E.Consultant shall name the City as an Additional Insured on its commercial general
liability policy on a non-contributory primary basis. The City's insurance policies shall
not be a source for payment of any Consultant liability, nor shall the maintenance of
any insurance required by this Agreement be construed to limit the liability of
Consultant to the coverage provided by such insurance or otherwise limit the City's
recourse to any remedy available at law or in equity.
F.Subject to the City's review and acceptance, a certificate of insurance showing the
proper endorsements, shall be delivered to the City before performing the Work.
G.Consultant shall provide the City with written notice of any policy cancellation, within
two (2) business days of their receipt of such notice.
14.Delays: Consultant is not responsible for delays caused by factors beyond the
Consultant's reasonable control. When such delays beyond the Consultant's reasonable
control occur, the City agrees the Consultant is not responsible for damages, nor shall the
Consultant be deemed to be in default of the Agreement.
15.Successors and Assigns: Neither the City nor the Consultant shall assign, transfer or
encumber any rights, duties or interests accruing from this Agreement without the
written consent of the other.
16.Notices: Any notice required under this Agreement will be in writing, addressed to the
appropriate party at the address which appears below (as modified in writing from time
to time by such party), and given personally, by registered or certified mail, return receipt
requested, or by nationally recognized overnight courier service. Time period for notices
shall be deemed to have commenced upon the date of receipt. Email and telephone may
be used for purposes of administering the Agreement but should not be used to give any
formal notice required by the Agreement.
CITY OF RENTON CONSULTANT
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17.
18.
Jacki Delfin
1055 South Grady Way
Renton, WA 98057
Phone: (425) 430-6717
jdelfin@rentonwa.gov
Ashmeeta Madhav
3363 214th PL SE
Sammamish, WA 98075
Phone: (425) 677-0788
seattle@littlemedicalschool.com
Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification, the Consultant agrees as follows:
A.Consultant, and Consultant's agents, employees, representatives, and volunteers
with regard to the Work performed or to be performed under this Agreement, shall
not discriminate on the basis of race, color, sex, religion, nationality, creed, marital
status, sexual orientation or preference, age (except minimum age and retirement
provisions), honorably discharged veteran or military status, or the presence of any
sensory, mental or physical handicap, unless based upon a bona fide occupational
qualification in relationship to hiring and employment, in employment or application
for employment, the administration of the delivery of Work or any other benefits
under this Agreement, or procurement of materials or supplies.
B.The Consultant will take affirmative action to insure that applicants are employed and
that employees are treated during employment without regard to their race, creed,
color, national origin, sex, age, sexual orientation, physical, sensory or mental
handicaps, or marital status. Such action shall include, but not be limited to the
following employment, upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training.
C.If the Consultant fails to comply with any of this Agreement's non-discrimination
provisions, the City shall have the right, at its option, to cancel the Agreement in
whole or in part.
D.The Consultant is responsible to be aware of and in compliance with all federal, state
and local laws and regulations that may affect the satisfactory completion of the
project, which includes but is not limited to fair labor laws, worker's compensation,
and Title VI of the Federal Civil Rights Act of 1964, and will comply with City of Renton
Council Resolution Number 4085.
Miscellaneous: The parties hereby acknowledge:
A.The City is not responsible to train or provide training for Consultant.
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body of this Agreement shall prevail and the extraneous terms shall not be
incorporated herein.
E.Governing Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington and the City of
Renton. Consultant and all of the Consultant's employees shall perform the Work in
accordance with all applicable federal, state, county and city laws, codes and
ordinances.
F.Joint Drafting Effort. This Agreement shall be considered for all purposes as prepared
by the joint efforts of the Parties and shall not be construed against one party or the
other as a result of the preparation, substitution, submission or other event of
negotiation, drafting or execution.
G.Jurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce or
interpret this Agreement or any of its terms or covenants shall be brought in the King
County Superior Court for the State of Washington at the Maleng Regional Justice
Center in Kent, King County, Washington, or its replacement or successor. Consultant
hereby expressly consents to the personal and exclusive jurisdiction and venue of
such court even if Consultant is a foreign corporation not registered with the State of
Washington.
H.Severability. A court of competent jurisdiction's determination that any provision or
part of this Agreement is illegal or unenforceable shall not cancel or invalidate the
remainder of this Agreement, which shall remain in full force and effect.
I.Sole and Entire Agreement. This Agreement contains the entire agreement of the
Parties and any representations or understandings, whether oral or written, not
incorporated are excluded.
J.Time is of the Essence. 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 Work is essential to the Consultant's performance of
this Agreement.
K.Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be
construed to give any rights or benefits in the Agreement to anyone other than the
Parties, and all duties and responsibilities undertaken pursuant to this Agreement will
be for the sole and exclusive benefit of the Parties and no one else.
L.Binding Effect. The Parties each bind themselves, their partners, successors, assigns,
and legal representatives to the other party to this Agreement, and to the partners,
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successors, assigns, and legal representatives of such other party with respect to all
covenants of the Agreement.
M.Waivers. All waivers shall be in writing and signed by the waiving party. Either party's
failure to enforce any provision of this Agreement shall not be a waiver and shall not
prevent either the City or Consultant from enforcing that provision or any other
provision of this Agreement in the future. Waiver of breach of any provision of this
Agreement shall not be deemed to be a waiver of any prior or subsequent breach
unless it is expressly waived in writing.
N.Counterparts. The Parties may execute this Agreement in any number of
counterparts, each of which shall constitute an original, and all of which will together
constitute this one Agreement.
IN WITNESS WHEREOF,the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
CITY OF RENTON G ..... .,
By: �1:�:.!2�2�4: Van Cleave
Maryjane Van Cleave
Parks and Recreation Administrator
6/13/2025 I 1:52 PM PDT
Date
Approved as to legal Form
By:-----------
Blythe Phillips, Assistant City
Attorney
Recreation Instructors Contract Template Updated 4/11/2023
PAGE lOOF 14
CONSULTANT
IASignedby:
By: L!::���::�.�
Ashmeeta Madhav
Member, Kanainya Ventures, LLC
6/3/2025 I 12:21 PM PDT
Date
Approved by Blythe Phillips via email 5/12/2025