Independent Contractor - 2023 - Fred Fritchman - Eagle Founders Exhibit Design And Construction - 12/19/2023 CITY OF EAGLE
Independent Contractor Agreement
This Agreement is entered into this Pi day of December 2023, by and between the CITY OF
EAGLE, an Idaho municipal corporation ("City") and Fred Fritchman, ("Contractor") an
individual person,whose address is 1321 Denver Avenue,Boise,Idaho 83706. City and Contractor
are sometimes collectively referred to herein as the "Parties."
RECITALS
WHEREAS,City and Contractor are mutually interested in collaborating on the design and
production of museum displays to enhance and provide education opportunities in the Eagle
community; and
WHEREAS, Contractor has specialized training, experience, and is willing to dedicate
such skill to develop exhibits, graphic design, project management, fabrication and installation;
and
WHEREAS, City desires to hire Contractor to prepare an interpretive exhibit for a project
named Eagle Founders Exhibit under the terms and conditions set forth in this Agreement;
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged and agreed, and in consideration of the mutual promises and
covenants herein contained, and in consideration of the recitals above, which are incorporated
herein, City and Contractor agree as follows:
1. Incorporation of Recitals: The above Recitals are a material part of this
Agreement and are incorporated into this Agreement by reference as though they were fully set
forth herein.
2. Services: Contractor shall provide the services consisting of preparing four (4)
interpretive panels and more particularly described in Exhibit A attached hereto and incorporated
herein by this reference. Contractor shall provide appropriate supplies, materials and equipment
to carry out the design and construction of the Eagle Founders Exhibit.
3. Time of Performance: All work to be performed under this Agreement shall be
completed and submitted to City on or before July 1, 2024. .
4. Compensation: The City shall pay Contractor for services rendered under this
Agreement in an amount not to exceed$4,251.50 This amount shall constitute full compensation
for any and all services, materials, and costs performed or furnished by Contractor.
5. Payment: City will not withhold money for social security or state or federal
income tax; payment of all taxes and other assessments on such sums shall be the sole
responsibility of Contractor.
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6. Independent Contractor: At all times during the term of this Agreement,
Contractor shall be an independent contractor and shall not be an employee of the City. City shall
have the right to control Contractor only insofar as the results of Contractor's services rendered
pursuant to this Agreement. City shall not have the right to control the means and methods by
which Contractor accomplishes services rendered hereunder.
7. Indemnification and Waiver: Contractor and each and all of Contractor's
employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall, and
hereby does, indemnify, save and hold harmless, release and forever discharge the City of Eagle,
its officers, agents, employees and volunteers from and for any and all losses, claims, actions,
judgments for damages,or injury to persons or property and losses and expenses caused or incurred
by Contractor or Contractor's employee, agent, servant, guest and/or invitee thereof, at or in its
use of City property, facilities, or equipment or any lack of maintenance or repair thereon and not
caused by or arising out of the tortious conduct of City, regardless of the manner by which such
claim may be brought.
8. Contractor not Agent: Except as City may specify in writing, Contractor shall
have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent. Contractor shall have no authority, express or implied,pursuant to this Agreement,to bind
City to any obligation whatsoever.
9. Nondiscrimination: Contractor agrees not to discriminate against any person
because of race, color,religion, sex,national origin,age,disability or marital status in any activity
for which Contractor is providing instruction under this Agreement. Contractors must fully
comply with the Americans with Disabilities Act (ADA) and shall work cooperatively with the
City to make reasonable modifications to policies and procedures to ensure that people with
disabilities have an equal opportunity to access classes. Contractors shall not impose unnecessary
eligibility standards or rules that deny individuals with disabilities the opportunity to participate in
classes.
10. Notice: Communication between the Parties regarding day-to-day matters (e.g.,
issued related to scheduling and venue) shall occur via e-mail, facsimile or telephone. All other
notices required to be given by either of the Parties shall be in writing and be deemed
communicated when personally served, or mailed in the United States mail, addressed as follows:
City of Eagle Fred Fritchman
Attn: Museum Director 1321 Denver Avenue
660 E. Civic Lane Boies, Idaho 83706
P.O. Box 1520 ffritchman@msn.com
Eagle, ID 83616 208-336-7627
16. Compliance with Laws: Each party shall comply with all applicable Federal, State
and local laws and regulations.
18. Assignment: This Agreement may not be assigned or delegated by either party
without prior written consent of the other party.
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19. Attorney's Fees: The prevailing party in any claims or disputes arising out of this
Agreement shall be entitled to recover reasonable attorney's fees in addition to other relief which
a court of competent jurisdiction may award.
20. Entire Agreement: This Agreement constitutes the entire agreement between the
parties relative to the subject matter thereof. Statements or representations of any kind not
embodied herein shall be of no force or effect. This Agreement may only be modified in writing.
21. Governing Law: This Agreement will be construed in accordance with the laws
of the State of Idaho.
22. Statutory Certifications: In accordance with Idaho Code Section 67-2359
Contractor hereby certifies that it is not owned or operated by the Government of China,as defined
in said code section, and that during the Term of this Agreement it will not be owned or operated
by the Government of China.
23. Severability: If any part of this Agreement is held to be invalid or unenforceable,
such holding will not affect the validity or enforceability of any other part of this Agreement so
long as the remainder of the Agreement is reasonably capable of completion.
24. Approval: The City and Contractor each acknowledge that this Agreement, even
though agreed upon by the City's representatives, is not binding upon City until such time as the
Eagle City Council approves this Agreement and authorizes the Mayor to execute this Agreement
on behalf of the City. The representative of Contractor represents that he/she is authorized to enter
into this Agreement on behalf of Contractor.
IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the date
first above written.
CITY OF EAGLE: CONTRACTOR:
\ ,_____ _ __,.. ., C-. .
Jaso ie , yor Fre Fritchm , Contractor
1�1'hST:
c___________
T Icy E. Osborn, City Clerk
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19. Attorney's Fees: The prevailing party in any claims or disputes arising out of this
Agreement shall be entitled to recover reasonable attorney's fees in addition to other relief which
a court of competent jurisdiction may award.
20. Entire Agreement: This Agreement constitutes the entire agreement between the
parties relative to the subject matter thereof. Statements or representations of any kind not
embodied herein shall be of no force or effect. This Agreement may only be modified in writing.
21. Governing Law: This Agreement will be construed in accordance with the laws
of the State of Idaho.
22. StatutoryCertifications: In accordance with Idaho Code Section 67-2359
Contractor hereby certifies that it is not owned or operated by the Government of China,as defined
in said code section, and that during the Term of this Agreement it will not be owned or operated
by the Government of Chii a.
23. Severabili : If any part of this Agreement is held to be invalid or unenforceable,
such holding will not affe t the validity or enforceability of any other part of this Agreement so
long as the remainder oft Agreement is reasonably capable of completion.
24. Approval: The City and Contractor each acknowledge that this Agreement, even
though agreed upon by the City's representatives, is not binding upon City until such time as the
Eagle City Council approv s this Agreement and authorizes the Mayor to execute this Agreement
on behalf of the City. The epresentative of Contractor represents that he/she is authorized to enter
into this Agreement on behalf of Contractor.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date
first above written.
CITY OF EAGLE: CONTRACTOR:
Jaso ifiv ce, ayor Fred Fritchman, Contractor
A TTEST:
1
C_______
Trcy E. Osborn, City Clerk
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EXHIBIT A
-
Exhibit design • Graphic design • Illustration k.;
1321 Denver Avenue • Boise, Idaho 83706 • (208)336-7627 •ffritchman@msn.com
Proposal
Customer Project Date
Eagle Museum of History & Preservation Eagle Founders Exhibit 9/20/2023
Description • Dimensions on attached drawings are
Interpretive exhibit to fit approximately 70"W x 47" H x 18" approximations.
D case at Eagle Museum as per sketch below. Exhibit may
include five to ten artifacts, photos, graphic panels, title • Price quoted good for 60 days.
lettering, and artifact labels.
• Four interpretive panels with dimensions as shown
• Customer to supply all text, high resolution image scans, on drawing, laminated to 1/8" black PVC.
artifacts, review of exhibit materials, artifact mounts, and •Artifact labels: 4 digital prints mounted to 1 mm
installation of wallpaper and wainscoating in case. PVC.
• Custom title letters routed out of 1/4" MDF, painted.
• Contractor to supply all exhibit design, graphic design, and
editing services, project management, fabrication, shipping, TOTAL: $ 4251.50
and installation.
Approx. 24"
T treating a Place Founder 1�
Ap prox.& [e � panel
11" x 19" Founder 3
EAGIJE portrait
_s_ E
Founder 2 portrait
Intro panel Founder 3
23" x 15" panel
11" x 19"
Founder 1
portrait
-- --___--- Founder 2 panel
20" x14"
Artifacts and additional photos in this area