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Service Solicited - 2026 - Committed Events, LLC - Audio Visual Production ServicesCITY OF EAGLE PROFESSIONAL SERVICES AGREEMENT Audio Visual Production Services This Professional Services Agreement ("Agreement") is entered into this day of INANI (IYt 2026, by and between the City of Eagle, an Idaho municipal corporation ("City") and Committed Events, LLC, an Idaho Limited Liability Company ("Contractor"). The City and Contractor are sometimes collectively referred to herein as the "Parties." RECITALS WHEREAS, the City desires to contract for audio visual production services for City of Eagle events; WHEREAS, Contractor possesses the requisite qualifications, skills and the experience necessary to provide the audio visual production services contemplated in this Agreement; and WHEREAS, the Idaho Legislature during its 2023 legislative session passed an act, codified at Idaho Code § 67-2359, requiring public entities of the State of Idaho to include in certain contracts for services (including any renewals of such contracts) a written certification that the Vendor/Contractor is not currently owned or operated by the government of China and will not for the duration of the contract be owned or operated by the government of China. NOW THEREFORE, and in consideration of the mutual promises contained herein, the Parties agree to the following: 1. Incorporation of Recitals: The above Recitals are a material part of this Agreement and are incorporated into the Services of this Agreement by reference as though they were fully set forth herein. 2. Services: The Contractor and/or its subcontractors shall provide the deliverables as identified in Exhibit A attached hereto and incorporated herein. 3. Term; Renewal; AND Termination: This Agreement shall commence from the date first indicated above and terminate on or before December 31, 2026. This Agreement may be renewed, annually if agreed to by the Contractor and City Council. The City reserves the right not to renew this Agreement for any reason. Either party shall have the right to terminate this Agreement at any time by giving thirty (30) days written notice of such termination. The City may terminate this Agreement immediately upon any breach of performance specified in this Agreement by the Contractor or any violation of State, Federal or local law. Notwithstanding any provision of this Agreement, Contractor shall not be relieved of liability to City for damages sustained by City by virtue of any breach of this Agreement by Contractor, and City may withhold any payments to Contractor for the purposes of set-off until such time as the exact amount of damages due City from Contractor is determined. This provision shall survive the termination of this Agreement and shall not relieve Contractor of liability to City for damages. 4. Ownership and Intellectual Property: All materials produced for the City by Contractor under this Agreement shall become the property of the City except Contractor shall Page 1 of 6 retain sole ownership of any know-how, software, source code, tools and methodologies developed by Contractor (hereinafter "Work Product"). Contractor hereby grants to City a royalty -free, non- exclusive, worldwide, perpetual, fully transferable license to use, reproduce or create derivative works of the Work Product. 5. Compensation: The Contractor shall be paid for its services in an amount not to exceed THIRTEEN THOUSAND SIX -HUNDRED FIFTY DOLLARS & ZERO CENTS ($13,650.00) as identified in Exhibit A for each phase of work completed. 6. Additional Expenses: Usual and customary office expenses, as well as mileage compensation, shall not be considered for reimbursement to the Contractor. However, should other services be needed by the contractor prior written approval must be obtained by the City, for said expenses to be available for reimbursement. 7. Equipment, Materials, Supplies: Contractor shall supply, at Contractor's sole expense, all equipment, tools, materials, and/or supplies to accomplish the services to be provided under this Agreement. 8. Payment: The Contractor shall submit an invoice for payment to Eagle City Hall, P.O Box 1520, Eagle, Idaho 83616. Payment of Contractor's invoice cannot be made until a copy of Contractor's W-9 is provided to City. Payment shall be made within thirty (30) days of receipt of the invoice. Should the 30th day fall on a weekend, the payment shall be due the following Monday. 9. Taxes: The Contractor assumes full and sole responsibility for payment of state and federal income tax, withholdings, social security, and other payroll taxes on any income attributable to the Contractor arising from compensation provided under this Agreement. As such the contractor shall be required to submit a completed W-9 prior to payment of its invoice. 10. 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. Contractor shall indemnify the City against any liability arising out of an allegation or finding that Contractor is not an independent contractor. Contractor is not entitled to employee benefit programs or any protection afforded employees of the City of Eagle. Contractor is not prohibited from providing the same services for other businesses at any time except times which would present a conflict in providing City services under this Agreement. As a self-employed person, the Contractor will be solely responsible for payment of all federal and state taxes, will not be an employee of the City for worker's compensation or any other purposes, and will not have unemployment insurance benefits. 11. 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. Page 2 of 6 12. 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 services under this Agreement. 13. Indemnification: Contractor agrees to indemnify and save and hold harmless City from and for any and all losses, claims, actions, judgment for damages, or injury to persons or property and losses and expenses and other costs including litigation costs and attorney's fees, arising out of, resulting from, or in connection with the performance of this Agreement. 14. Notice: Communication between Parties regarding day-to-day matters (e.g., issues related to scheduling and venue) shall occur via e-mail or telephone as follows: CITY OF EAGLE Phone (July 25 Event): (208) 939-6814 Phone (All Other Events): (208) 489-8759 Email (July 25 Event): mcobb@cityofeagle.org Email (All Other Events): jherker@cityofeagle.org Email (financial): finance@cityofeagle.org CONTRACTOR Committed Events, LLC Attn: Robert Baker 200 N. Summerwind Drive Nampa, ID 83651 Phone: (208) 371-4220 Email: r.baker.committed@gmail.com 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 660 E. Civic Lane P.O. Box 1520 Eagle, ID 83616 CONTRACTOR Committed Events, LLC Attn: Robert Baker 200 N. Summerwind Drive Nampa, ID 83651 15. Compliance with Laws: Each party shall comply with all applicable Federal, State and local laws and regulations. 16. Assignment: This Agreement may not be assigned or delegated by either party without prior written consent of the other party. 17. 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. 18. Entire Agreement: This Agreement constitutes the entire agreement between the Parties relative to the subject matter hereof. Statements or representations of any kind not embodied herein shall be of no force or effect. This Agreement may only be modified in writing. Page 3 of 6 19. Governing Law: This Agreement will be construed in accordance with the laws of the State of Idaho. 20. Heirs and Assigns: This Agreement and the terms and conditions hereof shall apply to and are binding upon the heirs, executors, administrators and assigns of the parties hereto. 21. Statutory Certifications: In accordance with Idaho Code § 67-2359 Committed Events, LLC 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. 22. 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. 23. Approval: The City and Contractor each acknowledge that this Agreement, even though agreed upon by the City's representatives, is not binding upon the 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. CITY OF EAGLE: CONTRACTOR: Brad Pike, Mayor ATT Tracy E. Osrn, City Clerk Committed Events, LLC Robert Baker Page 4 of 6 19. Governing Law: This Agreement will be construed in accordance with the laws of the State of Idaho. 20. Heirs and Assigns: This Agreement and the terms and conditions hereof shall apply to and are binding upon the heirs, executors, administrators and assigns of the parties hereto. 21. Statutory Certifications: In accordance with Idaho Code § 67-2359 Committed Events, LLC 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. 22. 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. 23. Approval: The City and Contractor each acknowledge that this Agreement, even though agreed upon by the City's representatives, is not binding upon the 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. CITY OF EAGLE: CONTRACTOR: Brad Pike, Mayor ATTE Committed Events, LLC Robert Baker sl �E^.c , s iF aet Oeae•ee' , :e®ee s e p s� ea • Tracy E. Oslrn, City Clerk - P,L ; ; 0 het._ el t 1..; i., Page 4 of 6 EXHIBIT A SCOPE OF SERVICES & COMPENSATION • Contractor shall provide audio and visual production services for the following agreed upon events at the specified dates, times, and locations of activities: o Eagle Concert Series ■ Location: Heritage Park 1185 E. State Street, Eagle, ID 83616 ■ Event Dates & Times: May 28, 2026 16:30PM — 9:30PM June 25, 2026 J 6:30PM — 9:30PM July 30, 2026 16:30PM — 9:30PM August 27, 2026 16:30PM — 9:30PM September 24, 2026 16:30PM — 9:30PM • Compensation: $1,200.00 for each event date (x5) o Eagle Fun Days • Location: Heritage Park 1185 E. State Street, Eagle, ID 83616 ■ Event Dates & Times: June 26, 2026 1 5:OOPM — 8:OOPM June 27, 2026 1 11:OOAM — 9:OOPM • Compensation: $1,000.00 for Friday event, June 26, 2026 $3,500.00 for Saturday event, June 27, 2026 o End of Summer Reading Celebration • Location: Eagle Public Library 1100 N. Stierman Way, Eagle, ID 83616 • Event Date & Time: July 25, 2026 110:00AM — 11:OOAM • Compensation: $750.00 for one event date o Eagle Harvest Fest • Location: Heritage Park 1185 E. State Street, Eagle, ID 83616 • Event Date & Time: October 10, 2026 1 10:OOAM — 4:OOPM • Compensation: $1,200.00 for one event date Page 5 of 6 o Eagle Country Christmas ■ Location: Heritage Park 1185 E. State Street, Eagle, ID 83616 ■ Event Date & Time: December 5, 2026 1 2:OOPM — 6:OOPM ■ Compensation: $1,200.00 for one event date • Contractor shall allocate time for proper set-up and tear -down of all needed supplies and equipment to properly perform agreed -upon services for all events. • Contractor shall supply all audio equipment needed to properly perform the services agreed upon. Page 6 of 6