1 FIRST MODIFICATION OF INSTRUCTOR AGREEMENT NO. 4932
This First Modification of Instructor Agreement Number 4932 (“First Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and Richard Goldenson, an individual (“Contractor”), is made with reference to the following:
RECITALS
A. On or about June 27, 2022, the City and Contractor entered into Agreement Number 4932 to provide instruction in specified recreational activities as part of the recreational programs sponsored by the City of Santa Monica through its Community Services Department (“Original Agreement”).
B. The City and Contractor desire to modify the Original Agreement to extend the contract term, decrease the contract amount, permit City to audit Contractor’s services to ensure compliance with Abuse Prevention Standards and Requirements, Live Scan, and other agreement requirements as specified below, and remove reference to COVID-19 vaccination requirements to no longer apply to the Agreement.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:
1. Section 1 of the Original Agreement entitled “Term” shall be deleted in its entirety and replaced with the following paragraph:
Term. This Agreement begins on the Execution Date and terminates on June 30, 2024, unless terminated earlier as set forth in the Original Agreement. Should the parties mutually agree to renew this Agreement for up to one additional one-year period, the parties agree that Contractor will provide Services under the same conditions contained herein.
2. Section 3 of the Original Agreement entitled “Child Protection” shall be modified by adding the following paragraphs:
3.4 Contractor agrees that City may conduct scheduled or random audits of the Services to ensure compliance with Section 3 and other requirements that are specified and incorporated in this Agreement to protect children.
3.5 City, in its sole and complete discretion, may suspend or terminate this Agreement immediately if Contractor fails to comply with Section 3, the Live Scan requirement pursuant to Section 12, or the Abuse Prevention Standards and Requirements as outlined in Exhibit D. City will provide Contractor with written notice of any suspension or termination under this section, which will be effective immediately.
DocuSign Envelope ID: A54415E1-7DD9-4F73-B25D-6DE3B359A3D0 6/22/2023
2 3. Section 4 of the Original Agreement entitled “Compensation To Contractor” shall be modified by deleting Section 4 in its entirety and replacing it with following paragraph:
Compensation To Contractor. Contractor shall be compensated for Services performed pursuant to this Agreement in the amount and in accordance with the mutually agreed upon Schedule of Services and Payments set forth in Exhibit A-1. Exhibit A-1 is attached hereto and incorporated herein by reference.
The total amount of compensation to be paid to Contractor under this Agreement shall not exceed Two Hundred Four Thousand Dollars ($204,000). This total amount will include compensation paid to the Contractor for the years that the parities mutually agree to renew this Agreement under the same terms and conditions.
4. Section 14 of the Original Agreement entitled “COVID-19 Vaccinations” shall be deleted in its entirety.
5. Section 30 of the Original Agreement entitled “Exhibits” shall be modified by deleting reference to Exhibit E COVID Vaccination Policy.
6. All references to the phrase “Exhibit A” throughout the Agreement shall be replaced with the phrase “Exhibit A-1".
7. Execution in Counterparts. This First Modification may be executed in counterparts with the same effect as if both parties hereto had executed the same document. All counterparts shall be construed together and shall constitute a single modification. Any signature to this First Modification transmitted electronically through DocuSign or PDF shall be deemed an original signature and be binding upon the parties hereto (it being agreed that such electronic signature shall have the same force and effect as an original signature).
DocuSign Envelope ID: A54415E1-7DD9-4F73-B25D-6DE3B359A3D0 3 8. Except as expressly modified by this First Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this First Modification as of the date and year first written above.
ATTEST:
______________________________
DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
LANE DILG
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________
RICK COLE
City Manager
ABC Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: A54415E1-7DD9-4F73-B25D-6DE3B359A3D0 6/16/2023
City Attorney
DOUGLAS SLOAN
Owner
Richard Goldenson
6/19/2023
Richard Goldenson
David White
6/22/2023
City Manager
6/23/2023
Denise Anderson-Warren
City Clerk
4 Exhibit A -1
Schedule of Services and Payments
Contractor: Richard Goldenson
Classes will be conducted in accordance with the following schedule of services and payments.
Class Name
Base
Fee per
Class
Meeting
% of Base
Fee Paid to
Contractor
Minimum
Enrollment
Maximum
Enrollment
Materials
Fee*
Tennis Camp $59 60% 6 24 n/a
youth class 55
min
$21.25 60% 4 8 n/a
Adult class $24 60% 4 8 n/a
*Materials Fee Description: n/a
Contractor must complete and sign a Billing Sheet for payments to be issued.
Contractors will be paid a percentage of the base class fee (resident rate, not including administration fees).
The total amount of compensation for Services rendered pursuant to this Agreement shall not exceed $204,000. This total amount will include compensation paid to Contractor for the years that the parties mutually agree to renew this Agreement under the same terms and conditions.
Payments for Contractors teaching classes covering six (6) weeks or longer will be divided as follows: Half the payment will be issued midway through the session/season and the balance will be issued at the end of the session/season. Payment will be issued approximately two (2) weeks after each half is completed.
Payments for Contractors teaching classes covering less than a six (6) week period will be issued at the conclusion of the session/season.
Camp payments will be processed at the conclusion of every two (2) weeks of camp or after one (1) week if two (2) weeks do not occur consecutively. Allow approximately fourteen (14) days for processing.
Class locations, dates and times may vary by session and are confirmed in a Class Schedule Commitment Form each session/season.
DocuSign Envelope ID: A54415E1-7DD9-4F73-B25D-6DE3B359A3D0