HomeMy WebLinkAbout23-0822 Rosalba Valdez NightmareAGREEMENT
THIS AGREEMENT ("Agreement") is made and entered into this 22nd day of August,
2023 by and between the CITY OF ELGIN, an Illinois municipal corporation (hereinafter referred
to as "CITY") and Rosalba Valdez (hereinafter referred to as "CONSULTANT").
WHEREAS, the CITY desires to engage the CONSULTANT to furnish certain
professional services in connection with "Nightmare On Chicago Street" (hereinafter referred to
as the "PROJECT"); and
WHEREAS, the CONSULTANT represents that it is in compliance with Illinois Statutes
relating to professional registration of individuals and has the necessary expertise and experience
to furnish such services upon the terms and conditions set forth herein below.
NOW, THEREFORE, it is hereby agreed by and between the CITY and the
CONSULTANT that the CITY does hereby retain the CONSULTANT for and in consideration of
the mutual promises and covenants contained herein, the sufficiency of which is hereby
acknowledged to perform the services relating to the PROJECT as described herein, subject to the
following terms and conditions and stipulations, to -wit:
1. SCOPE OF SERVICES
A. All work hereunder shall be performed under the direction of Alexandria Radovics
of the CITY, herein after referred to as the "COORDINATOR".
B. Musical performance for Nightmare On Chicago Street on October 21, 2023 at
Plaza Mictlan Stage, Downtown Elgin, IL
C. A detailed Scope of Services is attached hereto as Attachment A.
2. PROGRESS REPORTS
A. An outline project milestone schedule is provided herein.
B. A detailed project schedule for the PROJECT is included as Attachment B, attached
hereto. Progress will be recorded on the project schedule and submitted monthly
as a component of the Status Report described in C below.
C. The CONSULTANT will submit to the COORDINATOR monthly a status report
keyed to the project schedule. A brief narrative will be provided identifying
progress, findings and outstanding issues.
3. WORK PRODUCT
All work product prepared by the CONSULTANT pursuant hereto including, but not
limited to, reports, plans, designs, calculations, work drawings, studies, photographs,
models and recommendations shall be the property of the CITY and shall be delivered to
the CITY upon request of the COORDINATOR; provided, however, that the
CONSULTANT may retain copies of such work product for its records. CONSULTANT's
execution of this Agreement shall constitute CONSULTANT's conveyance and
assignment of all right, title and interest, including but not limited to any copyright interest,
by the CONSULTANT to the CITY of all such work product prepared by the
CONSULTANT pursuant to this Agreement. The CITY shall have the right either on its
own or through such other consultants as determined by the CITY to utilize and/or amend
such work product. Any such amendment to such work product shall be at the sole risk of
the CITY. Such work product is not intended or represented to be suitable for reuse by the
CITY on any extension to the PROJECT or on any other project, and such reuse shall be
at the sole risk of the CITY without liability or legal exposure to the CONSULTANT.
4. PAYMENTS TO THE CONSULTANT (Lump Sum Method)
A. The CITY shall reimburse the CONSULTANT for services under this Agreement
a lump sum of 2,000 (TWO THOUSAND) Dollars, regardless of actual Costs
incurred by the CONSULTANT unless substantial modifications to the PROJECT
are authorized in writing by the COORDINATOR.
B. The CITY shall make periodic payments to the CONSULTANT based upon actual
progress within thirty (30) days after receipt and approval of invoice. Said periodic
payments to the CONSULTANT shall not exceed the amounts shown in the
following schedule, and full payments for each task shall not be made until the task
is completed and accepted by the COORDINATOR.
PAYMENT SCHEDULE
A. CONSULTANT shall receive a deposit of 50% of the lump sum upon
completion of the contract.
B. Final payment of the remaining 50% of the performance fee shall be paid
out no less than 30 days after the completion of the PROJECT.
5. INVOICES
A. The CONSULTANT shall submit invoices in a format approved by the CITY.
Progress reports (2C above) will be included with all payment requests.
B. The CONSULTANT shall maintain records showing actual time devoted and cost
incurred. The CONSULTANT shall permit the authorized representative of the
CITY to inspect and audit all data and records of the CONSULTANT for work
done under this Agreement. The CONSULTANT shall make these records
available at reasonable times during the Agreement period and for one (1) year after
termination of this Agreement.
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6. TERMINATION OF AGREEMENT
Notwithstanding any other provision hereof, the CITY may terminate this Agreement at
any time upon fifteen (15) days prior written notice to the CONSULTANT. In the event
that this Agreement is so terminated, the CONSULTANT shall be paid for services actually
performed and reimbursable expenses actually incurred prior to termination, except that
reimbursement shall not exceed the task amounts set forth under Paragraph 4 above.
7. TERM.
This Agreement shall become effective as of the date the CONSULTANT is given a notice
to proceed and, unless terminated for cause or pursuant to Paragraph 6, shall be deemed
concluded on the date the CITY determines that all of the CONSULTANT's work under
this Agreement is completed. A determination of completion shall not constitute a waiver
of any rights or claims which the CITY may have or thereafter acquire with respect to any
term or provision of this Agreement.
8. NOTICE OF CLAIM
If the CONSULTANT wishes to make a claim for additional compensation as a result of
action taken by the CITY, the CONSULTANT shall give written notice of his claim within
fifteen (15) days after occurrence of such action. No claim for additional compensation
shall be valid unless so made. Any changes in the CONSULTANT's fee shall be valid
only to the extent that such changes are included in writing signed by the CITY and the
CONSULTANT. Regardless of the decision of the COORDINATOR relative to a claim
submitted by the CONSULTANT, all work required under this Agreement as determined
by the COORDINATOR shall proceed without interruption.
9. BREACH OF CONTRACT
If either party violates or breaches any term of this Agreement, such violation or breach
shall be deemed to constitute a default, and the other party has the right to seek such
administrative, contractual or legal remedies as may be suitable to the violation or breach;
and, in addition, if either party, by reason of any default, fails within fifteen (15) days after
notice thereof by the other party to comply with the conditions of the Agreement, the other
party may terminate this Agreement. Notwithstanding the foregoing, or anything else to
the contrary in this Agreement, with the sole exception of an action to recover the monies
the CITY has agreed to pay to the CONSULTANT pursuant to Paragraph 4 hereof, no
action shall be commenced by the CONSULTANT against the CITY for monetary
damages. CONSULTANT hereby further waives any and all claims or rights to interest
on money claimed to be due pursuant to this Agreement and waives any and all such rights
to interest which it claims it may otherwise be entitled pursuant to law, including, but not
limited to, the Local Government Prompt Payment Act (50 ILCS 501/1, et seq.), as
amended, or the Illinois Interest Act (815 ILCS 205/1, et seq.), as amended. The parties
hereto further agree that any action by the CONSULTANT arising out of this Agreement
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must be filed within one year of the date the alleged cause of action arose or the same will
be time -barred. The provisions of this paragraph shall survive any expiration, completion
and/or termination of this Agreement.
10. INDEMNIFICATION
To the fullest extent permitted by law, CONSULTANT agrees to and shall indemnify,
defend and hold harmless the CITY, its officers, employees, agents, boards and
commissions from and against any and all claims, suits, judgments, costs, attorneys fees,
damages or other relief, including, but not limited to, workers' compensation claims, in
any way resulting from or arising out of negligent actions or • omissions of the
CONSULTANT in connection herewith, including negligence or omissions of employees
or agents of the CONSULTANT arising out of the performance of this Agreement. In the
event of any action against the CITY, its officers, employees, agents, boards or
commissions, covered by the foregoing duty to indemnify, defend and hold harmless such
action shall be defended by legal counsel of the CITY's choosing. The provisions of this
paragraph shall survive any expiration, completion and/or termination of this Agreement.
11. NO PERSONAL LIABILITY
No official, director, officer, agent or employee of the CITY shall be charged personally
or held contractually liable under any term or provision of this Agreement or because of
their execution, approval or attempted execution of this Agreement.
12. INSURANCE
CONSULTANT shall provide, maintain and pay for during the term of this Agreement the
following types and amounts of insurance:
A. Comprehensive Liability. A policy of comprehensive general liability insurance
with limits of at least $1,000,000 aggregate for bodily injury and $1,000,000
aggregate for property damage.
The CONSULTANT shall deliver to the COORDINATOR a Certificate of
Insurance naming the CITY as additional insured. The policy shall not be modified
or terminated without thirty (30) days prior written notice to the COORDINATOR.
The Certificate of Insurance shall include the contractual obligation assumed by the
CONSULTANT under Paragraph 10 entitled "Indemnification"
This insurance shall be primary and non-contributory to any other insurance or self-
insurance programs afforded to the CITY. There shall be no endorsement or
modification of this insurance to make it excess over other available insurance.
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B. Comprehensive Automobile Liability. Comprehensive Automobile Liability
Insurance covering all owned, non -owned and hired motor vehicles with limits of
not less than $500,000 per occurrence for bodily injury and/or property damage.
C. Combined Single Limit Policy. The requirements for insurance coverage for the
general liability and auto exposures may be met with a combined single limit of
$1,000,000 per occurrence subject to a $1,000,000 aggregate.
D. Professional Liability. The CONSULTANT shall carry CONSULTANT'S
Professional Liability Insurance covering claims resulting from error, omissions or
negligent acts with a combined single limit of not less than $1,000,000 per claim.
A Certificate of Insurance shall be submitted to the COORDINATOR as evidence
of insurance protection. The policy shall not be modified or terminated without
thirty (30) days prior written notice to the COORDINATOR.
13. CONSTRUCTION MEANS, METHODS, TECHNIOUES, SEQUENCES,
PROCEDURES AND SAFETY
The CONSULTANT shall not have control over or charge of and shall not be responsible
for construction means, methods, techniques, sequences or procedures, or for safety
precautions and programs in connection with the construction, unless specifically
identified in the Scope of Services.
14. NONDISCRIMLNATION/AFFIRMATIVE ACTION
The Consultant will not discriminate against any employee or applicant for employment
because of race, color, religion, sex, national origin, age, ancestry, order of protection
status, familial status, marital status, physical or mental disability, military status, sexual
orientation, or unfavorable discharge from military service which would not interfere with
the efficient performance of the job in question. Consultant shall take affirmative action
to comply with the provisions of Elgin Municipal Code Section 5.02.040 and will require
any subcontractor to submit to the City a written commitment to comply with those
provisions. Consultant shall distribute copies of this commitment to all persons who
participate in recruitment, screening, referral and selection of job applicants and
perspective subcontractors. Consultant agrees that the provisions of Section 5.02.040 of
the Elgin Municipal Code, 1976, as amended, is hereby incorporated by reference, as if set
out verbatim.
No person shall be denied or subjected to discrimination in receipt of the benefit of any
services or activities made possible by or resulting from this Agreement on the grounds of
race, color, religion, sex, national origin, age, ancestry, order of protection status, familial
status, marital status, physical or mental disability, military status, sexual orientation, or
unfavorable discharge from military service.
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Any violation of this paragraph shall be considered a violation of a material provision of
this Agreement and shall be grounds for cancellation, termination or suspension, in whole
or in part, of the Agreement by the CITY.
15. ASSIGNMENT AND SUCCESSORS
This Agreement and each and every portion thereof shall be binding upon the successors
and the assigns of the parties hereto; provided, however, that no assignment shall be made
without the prior written consent of the CITY.
16. DELEGATIONS AND SUBCONTRACTORS
Any assignment, delegation or subcontracting shall be subject to all the terms, conditions
and other provisions of this Agreement and the CONSULTANT shall remain liable to the
CITY with respect to each and every item, condition and other provision hereof to the same
extent that the CONSULTANT would have been obligated if it had done the work itself
and no assignment, delegation or subcontract had been made. Any proposed subcontractor
shall require the CITY's advanced written approval.
17. NO CO -PARTNERSHIP OR AGENCY
This Agreement shall not be construed so as to create a partnership, joint venture,
employment or other agency relationship between the parties hereto.
18. SEVERABILITY
The parties intend and agree that, if any paragraph, sub -paragraph, phrase, clause or other
provision of this Agreement, or any portion thereof, shall be held to be void or otherwise
unenforceable, all other portions of this Agreement shall remain in full force and effect.
19. HEADINGS
The headings of the several paragraphs of this Agreement are inserted only as a matter of
convenience and for reference and in no way are they intended to define, limit or describe
the scope of intent of any provision of this Agreement, nor shall they be construed to affect
in any manner the terms and provisions hereof or the interpretation or construction thereof.
20. MODIFICATION OR AMENDMENT
This Agreement and its attachments constitute the entire Agreement of the parties on the
subject matter hereof and may not be changed, modified, discharged or extended except by
written amendment duly executed by the parties. Each party agrees that no representations
or warranties shall be binding upon the other party unless expressed in writing herein or in
a duly executed amendment hereof, or change order as herein provided.
21. APPLICABLE LAW
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This Agreement shall be deemed to have been made in and shall be construed in accordance
with the laws of the State of Illinois. Venue for the resolution of any disputes or the
enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane
County, Illinois.
22. NEWS RELEASES
The CONSULTANT may not issue any news releases without prior approval from the
COORDINATOR, nor will the CONSULTANT make public proposals developed under
this Agreement without prior written approval from the COORDINATOR prior to said
documentation becoming matters of public record.
23. COOPERATION WITH OTHER CONSULTANTS
The CONSULTANT shall cooperate with any other consultants in the CITY's employ or
any work associated with the PROJECT.
24. INTERFERENCE WITH PUBLIC CONTRACTING
The CONSULTANT certifies hereby that it is not barred from bidding on this contract as
a result of a violation of 720 ILCS 5/33E et seq. or any similar state or federal statute
regarding bid rigging.
25. SEXUAL HARASSMENT
As a condition of this contract, the CONSULTANT shall have written sexual harassment
policies that include, at a minimum, the following information:
A. the illegality of sexual harassment;
B. the definition of sexual harassment under state law;
C. a description of sexual harassment, utilizing examples;
D. the vendor's internal complaint process including penalties;
E. the legal recourse, investigative and complaint process available through the
Illinois Department of Human Rights, and the Illinois Human Rights Commission;
F. directions on how to contact the department and commission;
G. protection against retaliation as provided by Section 6-101 of the Human Rights
Act.
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A copy of the policies shall be provided by CONSULTANT to the Department of Human
Rights upon request (775 ILCS 5/2-105).
26. SUBSTANCE ABUSE PROGRAM.
As a condition of this agreement, CONSULTANT shall have in place a written substance
abuse prevention program which meets or exceeds the program requirements in the
Substance Abuse Prevention Public Works Project Act at 820 ILCS 265/1 et seq. A copy
of such policy shall be provided to the City's Assistant City Manager prior to the entry into
and execution of this agreement.
27. WRITTEN COMMUNICATIONS
All recommendations and other communications by the CONSULTANT to the
COORDINATOR and to other participants which may affect cost or time of completion,
shall be made or confirmed in writing. The COORDINATOR may also require other
recommendations and communications by the CONSULTANT be made or confirmed in
writing.
28. NOTICES
All notices, reports and documents required under this Agreement shall be in writing and
shall be mailed by First Class Mail, postage prepaid, addressed as follows:
A. As to the CITY:
City of Elgin
150 Dexter Court
Elgin, Illinois 60120-5555
B. As to the CONSULTANT:
Rosalba Valdez
2125 S California Ave
Chi ado. IL 60608
29. COMPLIANCE WITH LAWS
Notwithstanding any other provision of this Agreement, it is expressly agreed and
understood that in connection with the performance of this Agreement that the
CONSULTANT shall comply with all applicable federal, state, city and other requirements
of law, including, but not limited to, any applicable requirements regarding prevailing
wages, minimum wage, workplace safety and legal status of employees. Without limiting
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the foregoing, CONSULTANT hereby certifies, represents and warrants to the CITY that
all CONSULTANT's employees and/or agents who will be providing products and/or
services with respect to this Agreement shall be legally authorized to work in the United
States. CONSULTANT shall also at its expense secure all permits and licenses, pay all
charges and fees and give all notices necessary and incident to the due and lawful
prosecution of the work, and/or the products and/or services to be provided for in this
Agreement. The CITY shall have the right to audit any records in the possession or control
of the CONSULTANT to determine CONSULTANT's compliance with the provisions of
this paragraph. In the event the CITY proceeds with such an audit the CONSULTANT
shall make available to the CITY the CONSULTANT's relevant records at no cost to the
CITY. CONSULTANT shall pay any and all costs associated with any such audit.
30. COUNTERPARTS AND EXECUTION
This Agreement may be executed in counterparts, each of which shall be an original and
all of which shall constitute one and the same agreement. This Agreement may be executed
electronically, and any signed copy of this Agreement transmitted by facsimile machine or
email shall be treated in all manners and respects as an original document. The signature
of any party on a copy of this Agreement transmitted by facsimile machine or email shall
be considered for these purposes an original signature and shall have the same legal effect
as an original signature.
IN WITNESS WHEREOF, the parties hereto have entered into and executed this
Agreement effective as of the date and year first written above.
CITY 0
By:
Richard G. Kozal, City Manager
CONSULTANT:
By:
Name/Print: Rosalba Valdez
Title: Artist
F:\Legal Dept\Agreement\CONSULTANT AGREEMENT -FORM -CURRENT 5-3-22.docx
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ATTACHMENT A
SCOPE OF SERVICES
CONSULTANT RIDER/REQUIREMENTS OF THE CITY:
`Rosalba `Valdez StagePiot
Drum kit
i i gi i;i111
,.11.1_ _LL. ,l.11:11
Keyboard,
keyboard stand, DI
Congas and
conga; mics
Vocals 1,
Acoustic guit
and DI
Bass guitar & amp
Electric guitar &
amp, Vocals 3
Sax & saxopho;e mic
CONSULTANT WILL PROVIDE THE FOLLOWING SERVICES TO THE CITY:
• Travel:
o CONSULTANT will book all travel and accommodations necessary and provide details to
the CITY no less than 4 weeks in advance.
• General expectations:
o Arrival time will be established by the City Technical Director at least (30) Thirty days
before the event.
o Arrive prepared and ready to perform, as necessary.
o Communicate in a timely manner regarding any issues, unexpected occurrences, etc.
Elect one person within the group to serve as the point of contact.
o A detailed schedule outlining, arrival time, load in time, sound check and other
important information will be sent out at least (15) fifteen days before the event.
o Points of contact from the City:
• City Technical Director: Smooch Medina, medinaj@cityofelgin.org
• Event Coordinator: Alexandria Radovics, Radovics_a@cityofelgin.org
• Day of Supervisor: information will be provided at least (15) fifteen days before
the event.
o Media:
• Please visit the following link,
https://www.nightmareonchicagostreet.com/press-kit for our branding kit as
well as a form to submit your marketing materials. This form is to be filled out
within 48 hours of Contract submission,
• Performance expectations:
o Total performance length is 60 minutes.
o Performance time to be decided in conjunction with the CONSULTANT based upon
PROJECT timeline. This will be confirmed no Tess than 4 weeks before the PROJECT is set
to occur.
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AL RIDER
Site: www.rosalbavaldez.com
Contact: (773) 747-0936 (Text/Call)
info@rosalbavaldez.com (Email)
General Presentation
Description: Rosalba Valdez and her band perform a 60 minute set
consisting of her original music and popular cover tunes by
artists like Selena, Natalia Lafourcade, Leo Dan, and Los Panchos.
Rosalba's musical style is danceable and falls under the general
Latin category.
Members:
• Rosalba Valdez - 1st Voice
• Miguel Gama - Keyboards
• Alex Tellez - Drums
• Dany Gomez - Bass Guitar
• Christopher Larumbe - 3rd Voice, Electric Guitar
• Amparito Martinez - 2nd Voice
• Bobby Delgado - Percussion
• Daniel Chavez - Saxophone
Staff:
• Giovany Gomez - Videographer and Producer
Languages: English & Spanish
Site: www.rosalbavaldez.com I Contact: (773) 747-0936
Music Material
Brought by band:
• Miguel Gama - Two keyboards,
two 1/4" cables, keyboard stand
• Alex Tellez - Full drum kit. If
drum kit is provided by venue,
will bring breakables.
• Dany Gomez - Bass Guitar, 1/4"
cable, bass amp
• Christopher Larumbe - Electric
Guitar, Pedal board, 1/4" cable,
guitar amp
• Bobby Delgado - Congas
• Daniel Chavez - Saxophone
• Rosalba Valdez - Classical
Guitar, 1/4" cable
To be supplied:
• 1 complete drum kit
• Bass amp
• Guitar amp
• Keyboard stand
• Three microphones and
microphone stands for
vocalists
• 3 DIs for Keyboardists and
Classical Guitar
• 1 Guitar stand for Classical
Guitar
`IZosalba 'Valdez - Stage Plot
Drum kit
111 II III II
Keyboard,
keyboard stand, DI
Congas and
conga mics
Vocals 2
Vocals 1,
Classical guit
and DI
Bass guitar & amp
Electric guitar &
amp, Vocals 3
Sax & saxophone mic
set List
60 minutes
Aceptalo
She's Living in Sanctuary
Nunca Es Suficiente
Piel Canela
La Temperatura
LUCHA DE FAMILIAS
No Voy a Cambiar
Yo Soy Mexicana
Como La Flor
La Carcacha
Disco Medley
Saluda Mi Bandera
Extra (Encore): La Bamba
Apple Music Playlist:
https://music.apple.com/us/playlist/fests/pl.u-
YmbOvgPuPNKoxgz
Hospitality
Dressing Room
Mirror and lighting
Tissues
Catering,
Trail mix, organic
Granola bars
Throat coat tea, organic
Manuka honey
Room temperature bottled water
Honey lemon cough drops, HALLS
Coke, Sprite, Topo Chico
Blue Moon, Modelo, or Victoria beer
Socials
Instagram: www.instagram.com/rosalbavaldez_ I @rosalbavaldez_
TikTok: www.tiktok.com/@rosalbavaldez_ I @rosalbavaldez_
YouTube: www.youtube.com/rosalbavaldez I @rosalbavaldez
Facebook: www.facebook.com/rosalbamusic I @rosalbamusic
Spotify:
https://open.spotify.com/artist/3ov5AFlteejbXtVbAPmJuy?
si=mSL0W8OsSTGEmm0Je8Gukw
Apple Music:
https://music.apple.com/us/artist/rosalba-valdez/1479711697
Bio
https://docs.google.com/document/d/104hZ23yRxFGebZY1KCdL9fmQWMM
dVobQ0Fp0v7_N4DU/edit?usp=drive_link
Photos
https://drive.google.com/drive/folders/1pz8fYoCEd2xDXofuUd86aj_
ZQiZY4g5t?usp=drive_link