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Home My Public Portal About151-2011 - Parks - Busy Bouncing LLC glitter tSERVICES AGREEMENT THIS AGREEMENT is made and entered into this 26th day of —October—, 2011, by and between Richmond, Indiana, a municipal corporation through its Board of Parks and Recreation with its office at 50 North 5th Street, Richmond, Indiana, (hereinafter referred to as "City"), and Busy Bouncing, LLC, 403 Applegate Road, Englewood, Ohio, 45322 (hereinafter referred to as "Contractor"). WHEREAS, City is the sponsor of the "Halloween Howl" and wishes to have glitter tattoo services at the event as well as services for the delivery, set up, and tear down of a carousel bouncer and pucker powder machine for use at the event. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, including the above stated recital, City and Contractor hereby agree as follows: 1. The City shall sponsor the "Halloween Howl" event on Wednesday, October 26, 2011, from 6:00 p.m. to 8:30 p.m. 2. Contractor shall be retained by City to appear at the "Halloween Howl" event on said date and time to provide glitter tattooing services for the City as well as other items such as a carousel bouncing apparatus, pucker powder machines and the delivery, setup, and tear down of said items. Contractor's quote to provide said services and materials is attached hereto as "Exhibit A" and incorporated herein by reference. Contractor agrees to abide by the same. 3. City agrees to pay Contractor the sum of Five Hundred Dollars and Zero Cents ($500.00) in full payment for services rendered and materials provided under this Agreement. 4. Should any of the provisions, terms, or conditions contained in any of the documents attached hereto as exhibits, or in any of the documents incorporated by reference herein, conflict with any of the provisions, terms, or conditions of this Agreement, this Agreement shall be controlling. 5. Contractor agrees to indemnify City for any claim, injury, or other damage caused by any negligent or intentional act performed by contractor or its employees, agents, representatives, and crew. Contract No. 151-2011 1 6. Contractor hereby agrees to release and hold harmless, City, its agents, employees and independent contractors from any claim, cost, damage or liability arising out of Contractor's service at the event, including, but not limited to any claim resulting from an intentional act of any spectator, hotel guest or trespasser. It is expressly agreed that City has no duty to provide any security or safekeeping for Contractor's equipment or instruments and that in no way shall City be liable for any act of theft or vandalism. 7. Contractor agrees that the facilities provided by the City for Contractor's performance are being received in an "as-is/where-is" condition, with all faults and that City, other than providing, reasonable space and electricity, does not guaranty or represent that its facilities shall be suitable for any particular performance or use. 8. In no event shall City be liable for any consequential or special damages incurred by Contractor in connection with its performance or any cancellation of said performance. 9. The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and suit arising under this Contract, if any, must be filed in said courts. Both parties specifically waive any right to alternative venues or courts such party may have whether such right arises under the laws of the State of Indiana, or any other State of territory of the United States or the laws of the United States. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said Courts. By executing this agreement, Contractor agrees that it will not raise and is estopped from raising, lack of personal jurisdiction as a defense to any action brought in Wayne County, Indiana. 10. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 11. This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. It shall be controlled by Indiana law and shall be binding upon the parties, their successors, and assigns. It constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both parties. Any previous discussion, negotiation or dialogue relating to the subject matter contained herein is expressly superseded by this agreement. Furthermore, both parties agree that any no discussion, representation or negotiation, other than that contained herein, has transpired relating to the subject matter of this agreement and that neither party is relying upon any negotiation or discussion that took place prior to this agreement. 2 12. In the event of any breach of this Agreement by Contractor, and in addition to any other damages or remedies, Contractor shall be liable for all costs incurred by City due to the enforcement of this Agreement, including but not limited to City's reasonable attorney's fees. Contractor acknowledges that its services are unique and that City is entitled to specific performance of the agreement or other equitable remedies, if Contractor commits an act that amounts to an anticipatory repudiation of this agreement. 13. In the event that an ambiguity or question of intent or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. 14. Any person executing this Contract in a representative capacity hereby warrants that he has been duly authorized by his or her principal to execute this Contract. 15. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub -contractor, or any person acting on behalf of Contractor or any sub -contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. 16. Pursuant to Indiana Code 22-5-1.7, Contractor is required to enroll in and verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program. Contractor is not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program if the Indiana E-Verify program no longer exists. Prior to the performance of this Agreement, Contractor shall provide to the City its signed Affidavit affirming that Contractor does not knowingly employ an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). In the event Contractor violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than thirty (30) days after the City notifies the Contractor of the violation. If Contractor fails to remedy the violation within the thirty (30) day period provided above, the City shall consider the Contractor to be in breach of this Agreement and this Agreement will be terminated. If the City determines that terminating this Agreement would be detrimental to the public interest or public property, the City may allow this Agreement to remain in effect until the City procures a new contractor. If this Agreement is terminated under this section, then pursuant to IC 22-5-1.7-13 (c) the Contractor will remain liable to the City for actual damages. (Signature page to follow.) 3 IN WITNESS WHEREOF, the parties execute this Agreement effective the day and year first above written, although signatures may be affixed at different times. "CITY" THE CITY OF RICHMOND, INDIANA by and through its Board of Parks and Recreation BOARD OF PARKS AND RECREATION By:_S/S William Thistlewaithe William Thistlethwaithe Superintendent Date: October 25. 2011 APPROVED:_S/S Sarah L. Hutton Sarah L. Hutton, Mayor Date: October 26. 2011 "CONTRACTOR" BUSY BOUNCING, LLC 403 Applegate Road Englewood, OH 45322 By:_S/S Title: Owner Date: October 26, 2011 11