INDEPENDENT CONTRACTOR- PROFESSIONAL SERVICES AGREEMENT. Description of Services. Responsibilities of the Parties

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1 INDEPENDENT CONTRACTOR PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT ("Agreement") is effective as of this 1]_ day of MA\l, 20 15_, by and between the Parks and Leisure Services Department of Beaufo~ ('"County"), a body politic and political subdivision of the State of South Carolina, P.O. Box 1228, Beaufort, SC, 2990 I, and Idelsa Matos, ("Contractor"), 20 Simmonville Road, Apartment 1908, Bluffton, SC 299 I 0. Both entities may be collectively referred to herein as "Parties." In consideration of the mutual covenants set forth in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties to this Agreement hereby agree as follows: Description of Services The Contractor, who possesses the requisite skill, ability and adequate staffing, proposes to provide community programming and independent instructional services to Beaufort County citizens. I. Responsibilities of the Contractor Responsibilities of the Parties a. Contractor agrees that it will provide instructional services Monday, Wednesday and Friday from 5:30pm to 6:30pm. b. Contractor agrees that in exchange for the use of the Beaufort County Parks and Leisure Services Bluffton Center Dance Studio to host the Contractor's independent instructional services that Contractor shall pay unto County thirty percent (30%) of the gross revenue generated from independent activity. II. Responsibilities of the County a. County agrees to provide the Contractor with access to the Beaufort County Parks and Leisure Services Bluffton Center Dance Studio on Monday, Wednesday and Friday from 5:30pm to 6:30pm. b. County agrees to register participants and provide a copy of the roster to the Contractor. Participant shall be charged thirty five dollars ($35.00) per month or ten dollars ($I 0.00) per week upon registration.

2 c. County shall disburse to Contractor the gross revenue minus thirty percent (30%) of the gross revenue on a bi weekly basis. d. TERM The term of this Agreement shall be for a period of one (1) year beginning with the date first identified above. This Agreement may be extended upon the mutual written consent of both the County and the Contractor. Both County and the Contractor may terminate this Agreement for convenience upon thirty (30) days written notice to the other party. If this agreement shall be terminated prior to its expiration date, the County shall be entitled to payment of a prorated amount for any and all fees due and owing to the County for said period. County may terminate this Agreement with Contractor for cause at any time and without prior notice. INDEPENDENT CONTRACTOR STATUS It is mutually agreed that Contractor, its agents and personnel, are independent contractors and will exercise complete control over their actions, and the actions of their employees, staff, agents or contractors, in performing the above described services. The Contractor agrees to accept all risks and to be responsible for all risks that may occur as a result of its service under this Agreement. The Contractor further agrees to hold the County harmless and to indemnify the County for any and all claims brought against the County as a result of his, its employees', or his agents' performance(s) under this Agreement that are caused in whole or in part by the Contractor's negligent acts or omissions. Contractor agrees that County may perform a criminal background check on Contractor and may terminate this agreement in its sole discretion if it discovers any prior criminal record on behalf of the Contractor or Contractor's agents, employees, or subcontractors. Prior to the commencement of this Agreement, Contractor shall provide appropriate documentation to demonstrate that Contractor has a Beaufort County business license and is

3 current on all outstanding obligations owed to the County. INSURANCE Contractor agrees to purchase and at all times maintain liability insurance in an amount of no less than One Million and Noll 00 Dollars ($1,000,000) and shall name the County and Beaufort County Parks and Leisure Services an additional insureds on said policy. The Contractor shall provide the County with proof of insurance prior to commencement of any operations and shall thereafter provide the County with annual updates of said policy thereafter. NONDISCRIMINATION Contractor certifies that in the performance of this Agreement, it will not discriminate any person, client, or subcontractor on account of race, color, sex, age, religion, handicap, or national origin. NONAPPROPRIATION Notwithstanding any provision of this Agreement, the parties hereto agree that in the event sufficient appropriations, grants, and monies are not granted by the Beaufort County Council to pay the compensation hereunder, this Agreement shall terminate without further obligation of County. INVALIDATION Any provision of this Agreement prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remaining provisions of this Agreement. VENUE Sole venue for any action arising out of this Agreement shall be Beaufort County, South Carolina. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written.

4 BEAUFORT COUNTY, SOUTH CONTRACTOR Address: 20 Simmonville Rd Apt Bluffton, SC Telephone Number:

5 ACORD._ CERTIFICATE OF LIABILITY INSURANCE J DATE (MMIDOIYVYY) 03/31/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND ORAL TER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the pollcy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER j"ontact NAME: Mass Merchandising Underwriling K&K Insurance Group. Inc PHONE: 'fax: (A/C, A/C No. Ext): No): Magnavox Way Fort Wayne IN lf.odress: INSURER(S) AffORDING COVERAGE NAIC NSURER A: Nationwide Mulual Insurance Com_!)_anv INSURED NSURER B: ldelsa Matos NSURER C: 20 Simmonv11le Road. APT 1908 INSURER 0: Bluffton, SC NSURER E: A Member ol lhe Sports Le1sure & Entertainment RPG NSURER F: COVERAGES CERTIFICATE NUMBER V\ REVISION NUMBER THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO All THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOVVN "AY HAVE BEEN REDUC ED BY PAID CLAIMS ~;: TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP POLICY NUMBER LIMITS IN SO WVD {MMIDOIYY) {MMIOO/Y'YJ A X COMMERCIAL GENERAL LIABILITY X 6BRPG / / EACH OCCURRENCE S C 4'49 PM EDT AM DAMAGE TO RENTED j CLAIMS MADE 0 OCCUR $ PREMISES lea occurrence r r 1 MED EXP (An~ one person) $5.000 PERSONAL & AOV INJURY S1 000,000 GEN AGGREGATE LIMIT.<.PPLIES PER GENERAL AGGREGATE JECT ~'" 0 '"' D LOC PROOUCTSCOMP!OP AGG S $ ( OTHER PROFESSIONAl LIABILITY $1.000,00( LEGAl LIAS TO PARTICIPANTS $1,000,00( AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT EaAcodenl) ANY r,uro BODILY INJURY (Per per>on) ALL 0 \f\ned AUTOS BCHEOULED UTOS f HIRED AUTOS ~~O~IM>IED f N <M pro VJOe<J wn11e Jn Haw & l BODILY INJURY (Per acoaenl) PROPERTY DAMAGE lrper acodent UMBRELLA LIAB p :x:cur EACH OCCURRENCE EXCESS LIAB CLAIMS MADE AGGREGATE OED jjretention WORKERS COMPENSATION AND EMPLOYERS' LIABIUTY YI N I STATUTE ~ER J jother ANY PROPRIETORSHIP/PARTNER/ E L EACH ACCIDENT EXECUTIVE OFFICER/MEMBER D EXCLUDED? N / A E.L DISEASE EA EMPLOYEE (MandoTory in NH) t( yes descnbe unoer E L DISEASE POLICY LIMir DESCRIPTIO/I OF OPERATIONS oeto,. MEDICAL PAYMENTS FOR PARTICIPANTS PRIMARY MEDICAL EXCESS MEDICAL De~ "'~ uul'l OF OPERATIONS I LOCATIONS I VEHICLES (A ORO 101, Addotlonol Remorlcs Schedule, moy be ottoched II mo~ spaeo is requo~d) Certified Instructor of. ZUMB A (R) The cert1ficate holder is added as an add1ttonal1nsured, but only lor habillly caused. an whole or in part, by the acts or om1ss10ns of the named tnsured CERTIFICATE HOLDER CANCELLATION Parks and Leisure Serv1ces Department of Beaufort County SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE PO BOX 1228 THE EXPIRA TIDN DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Beaufort. SC (Owner/Lessor of Prem1ses) AUTHORIZED REPRESENTATIVE ~ W Coverage is only extended to U S events and ac11v1t1es NOTICE TO TEXAS INSUREDS The Insurer lor the purchas1ng group may not be subject to all the Insurance laws and regulations of the State of Texas A CORD 25 ( ) The ACORD name and logo are registered m arks of ACORD ACORD CORPORATION. All rights reserved.

6 . POST IN A CONSPICUOUS PLACE CUUN I Y CUUNCIL Ut tjcautuk I BUSINESS AND PROFESSIONAL LICENSE THIS LICENSE EXPIRES 12/31/2015 License Number Business Name: IDELSA MA Address: IDELSA 20 SIMM BLUFFTO Number: This license becomes null & void if lif..onlilt8h'ic. Licensee must apply within 10 dav!~f~~'~a applicable building & zoning reg~llaq~ii4:j~iini Classification: AMUSEMENl~~l~l~~~fa Date Issued: 05/21/2015 PAID KEEP THIS COPY FOR YOUR RECORDS COUNTY COUNCIL OF BEAUFORT BUSINESS AND PROFESSIONAL LICENSE THIS LICENSE EXPIRES 12/31/2015 License Number Business Name and Address: IDELSA MATOS IDELSA MATOS 20 SIMMONSVILLE RD 1908 BLUFFTON, SC Type: AMUSEMENT AND RECREATION SF V Temp Perm: P Phone Number: MINIMUM BUSINESS TAX Th1s is to certify that the person or firm named here1n has paid into my hands m1n1mum payment of tax as set out herein for the use and benefit of the county aforesaid. and is licensed to engage in the business of: Temp valid at this location only: Classification. AMUSEMENT AND RECREATION SRV Date Issued: 05/21 /2015 By~ rd<~ EDRA D. STEPHE~ Total Received

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