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HomeMy WebLinkAbout24-0926 NOCS - Nick LambertSERVICE AGREEMENT. MS SERVICE .AGREEMENT ("Agreement") is. hereby made and entered into this 2-6'h day of . September,2024, by and between the City of Elgin, Illinois, an Illinois home rule mu I ot municipal . corporation (hereinafter "City'') and Nick Lambert (hereinafter "Provider). , on NOW, THEREFORE, for and in consideration of the mutual promises and covenants. contained herein, the sufficiency of which is he edged the parties 1hereto Hereby mutually acknowledged; hereby agree, as follows, 1. The City shall purchase, and PROVIDER shall, perforni. the Services in accordance with the price contained 'herein (pollectively, "Services"). .. terms and conditions s on a. Wk a4kar*im, PROVIDER will pefform the Services leading up to. and on Qdob , er 0, 2024 ("Per b e" b. Cos The City shall pay Provider atotal-of Five Hundred � b-onars ($500,00) as a Marching 13:an, d and Bus Coordinator a in the of Services on execution of this contract � s outlined per.f6rmance (hereinafter "Cost of Set-viem") and if Provider satisfactorily completes the Services itithe City's sole discretion no. Morelhan thirty days after the event. LOWAW 90031M Provider. will perform. the Services at Nightmare on Chicago Street in. Downtown Elgin. d- tTii of Provider Will perform the Services from T13D- ("Time of Performance" ). DandAdall Provider will perform theservices listed in Attachment A. I This agreement is subject to and. governed by the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights arising out of.of in connection with this agreement shall be the Circuit Court of Kane County Illinois. Provider hereby irrevocably, consents, to the . . jurisdiction of f the. Circuit Court of Kane County, Illinois f6r the enforcement of any rights, the resolution of any disputes and/or for thepurposes of any lawsuit brought pursuant to this agreement or the subject matter. hereof; and PROVIDER agrees that service by first class U.S. mail to 1500 Oakwood Avenue, Hanover Park, IL 60133 shall constitute effective service. Both partieshereto waive any rights to a jury.. except in M on M 3. UN There shall be no of this Agreement, writing and executed by both parties hereto with the same formalities as theOriginal agreement. 4. D4WJLrjM. This Agreement embodies the whole, agreement of the parties. There are no promises, terms, conditions or obligations other than those: contained herein, and this acement shall supersede all: previous.communications, representations or agreements, either verbal, written or implied between the parties hereto. S, 1l1`: PROVIDER her 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 to which it may otherwise be entitled pursuant to law, including.,but not limited tti,.pursuant to the Local Governmentprompt Payment Act (50 ILCS 505/1, etseT ), as amended, or the Illinois Interest Act (815 II;CS 20511, et seq.), as amended. The provisions of this paragraph shall.survive any expiration, completion and/or termination of this: Agreement. b: SEIAllllJlf The terms of this ,Agreement shall be severable. In the event any of the terms or the provisions of this Agreement are deemed to be void or. otherwise: unenforceable for any reason, the remainder of this Agreement shall remain in full force and effect. 7,+MA1C`lw,flV; A.Notwithstanding any other provision of this Agreement; MSM it is expressly agreed and understood that in. connection with the performance of this Agreement, PROVIDER 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, wozkplace safety and legal status of employees, Without liimiting the foregoing, PROVIDER hereby certifies, represents and warrants to the City that all of PROVEDEM employees and/or agents who will be providing Services with respect to this Agreement shall be, legally authorized to work in the United .States. PROVIDER 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 Services to be provided for in this Agreement. The City shall have the right to audit any records in the possession or control of PROVIDER to determine PROVIDEM compliance with the provisions of this .section. In the :event the City proceeds with such an audit, PROVIDER shall rnake available to the City PROVIDER's relevant records at no cost to the City. City shall pay any and all costs associated with any:such audit. $, kx�&1tUQ:. This Agreement maybe executedin counterparts, each of which shall be anoriginal and all of which shall constitute one and the same Agreement. For the purposes of executing this Agreement, any signed copy of this agreement transinitted by fax, a-Ynail or other electronic means shall be treated in all manner and respects as an original document. The signature of any party on a copy of this Agreement transmitted by fax machine, or a -mail, or other electronic means shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed, e-mailed or other electronically transmitted copy of this Agreement shall be considered to have the same binding legal effect as an original document. At the request of either patty any electronically transmitted correct copy of this Agreement shall be re -executed by the parties in an original form. No party to this Agreement shall raise the use of fax machine or a -mail as a defense to this Agreement and shall forever waive such defense. �: i �►'�° T y „j �► =1 . in no event shall City be liable for any monetary damages in excess of the Cost of Services contemplated by this Agreement. in no event shall City be I.table for any consequential, special or punitive damages; or any damages resulting from loss of profit. 10: Il�il'lN t _A (7iN. To the fullest extent permitted by law, PROVIDER agrees to and shall indemnify, defend and, hold harmless: the City, its officers, employees, boards and commissions from and against any and allclaims, suits, judgments; costs, attorney's fees, damages or, any and all other relief or liability arising out of or resulting from or through or alleged to arise out of any acts or negligent acts or omissions of PROVIDER or PROVIDER's officers, employees, agents .or subcontractors in the performance, of this Agreement; including but not limited to,. all services or work performed hereunder. In the everrt 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.. l 1.. PROVIDER will. provide, pay for and maintain in effect, during the term. of this Agreement, comprehensive aut1. omobile liability insurance Covering all owned, non -owned and hired motor vehicles used in connection with the Services with limits of not less than $500,000 per occurrence for damages to persons or property. RROVIDER will also provide, pay for_ and maintain in effect; during .the term of this Agreement, worker's compensation insurance in amounts required under the laws of the State of Illinois. At the request of the City, PROVIDER will provide to the City certifica€es of insurance regarding the insurance required in this paragraph. Notwithstanding any other provision hereof, the City may terminate this Agreement upon providing written notice to. PROVIDER: thirty (30) days before the Performance Date. 13^Y ' "i`itNiil'' g�'i'}3�'I fIE FAt This Agreement shall not be construed so as to create a joi7nt venture, .partnership; employment or other agency relationship between the, parties hereto. 14. %, Neither party hereto shall be: responsible for any consequential, indirect, punitive or incidental damages for any reason. whatsoever. Any delay or failure to enforce any rights by either party arising out of or pursuant to this Agreement shall not constitute, and shall not be construed as, a waiver of any such rights. 4 15. i. it rATY[ 3 ,C) . PROVIDER shall not be entitled to, and hereby waives, any and all rights that it might have to file suit or bring any cause of action or claim for damages against the City of Elgin and/or its affiliates, officers, employees, agents, attorneys, boards and commissions of any nature whatsoever and in whatsoever forum after two (2) years from the date of this Agreement. 16. This Agreement is the only agreement between the parties hereto regarding the subject matter hereof. There are no other agreements, either oral, written or implied, between the parties hereto regarding the subject matter hereof. This Agreement may only be altered or modified by written instrument signed by both parties. l QE 3M FASt' . Time is of the essence of this Agreement. The person signing this Agreement certifies that s/he has been authorized by PROVIDER. to commit the PROVIDER. contractually and has been authorized.to execute this Agreement on its. behalf. IN WITNESS. WHEREOF, the parties have hereto set their hands the day and year first above written. Nick Lambert CITY OF , IN oe G Richard G. Koza1, City Manager Attest: Ay Clerk Attachment A Contract Expectations Oes�.l Eectatic�i�s Communicate in, a timely manner, With. no more than 48 hours between :communication requests. • Maintain a feasible work plan in conjunction with the NOCS overall workplan and adhere to all deadlines. • The committee will work as a collaborative entity, following the artistic lead of Artistic Director and logistics lead of the Executive Producer • The Provider will attend meetings prepared and maintain their elements of wozkplan. Keep in mind the key elements.. o Elevate the experience of the guest. o Elevate the relationship between the event and those directly affected. • The Provider may have specific tasks but.will be expected to step in on other tasks and capacities as needed, with respect to time and availability. des. • kvALv=ent Limits; • TheStreet Theatre Team will not make any artistic or .financial decisions beyond those expressly approved by the NOCS Artistic Staf. • Staging, lighting, sound, and rigging may not be altered in any way. • Live .flames must be pre -approved no less than .60. days :in. advance. *; Aerial arts must be pre -approved no less than 60 days in advance. • The Street Theatre Team and Location Managers are not able to approve, sign, or enter into any agreements on behalf of the city.