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Letter Agreement — Reyna Grande
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<br />fees) arising fi-om the negligence or willful misconduct of Speaker/Performer, his or her agents, or
<br />employees.
<br />11. Release: Speaker/Performer accepts the Property and any City -provided equipment used in connection
<br />with the performance in their "as -is" condition, with all faults. Speaker/Performer fully releases, waives
<br />and discharges forever any and all claims, demands, rights, and causes of action of any kind or nature
<br />against, and covenants not to sue, City, its elected officials, officers, employees, agents and volunteers,
<br />and all persons acting on behalf of, by, through or under each of them, under any present or future laws,
<br />statutes, or regulations for any claim or event relating to the condition of the Property or City -provided
<br />equipment or Speaker/Performer's use thereof.
<br />12. Worker's Compensation Insurance. In accordance with the California Labor Code, Speaker/Performer, if
<br />Speaker/Performer has any employees, is required to be insured against liability for worker's
<br />compensation or to undertake self-insurance. If Speaker fails or refuses to produce or maintain the
<br />insurance required by this section or fails or refuses to furnish the City with required proof that insurance
<br />has been procured and is in force and paid for, the City shall have the right, at the City's election, to
<br />forthwith terminate this Agreement. Such termination shall not affect Speaker's right to be paid for its
<br />time and materials expended prior to notification of termination. Speaker waives the right to receive
<br />compensation and agrees to indemnify the City for any work performed prior to approval of insurance by
<br />the City
<br />13. The City shall have the right and royalty -free license to simulcast or produce and show a tape -delayed
<br />broadcast of Speaker/Performer's presentation to the City community or general public, through webcast
<br />or any other means. This license shall be non-exclusive and the copyright shall remain with the
<br />Speaker/Performer. Copies of Speaker/Performer's presentation may be maintained by the City, and
<br />Speaker/Performer consents to use of such recordings.
<br />14. Speaker/Performer is solely responsible for payment of royalty fees, performance fees, or similar fees that
<br />may be required by unions or similar organizations. Speaker/Performer shall indemnify the City against
<br />any liability or damages, including attorney's fees that may arise because of violation by
<br />Speaker/Performer of copyright laws.
<br />15. Speaker/Performer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual
<br />orientation, age, national origin, ancestry, disability, or any other basis protected by applicable law in
<br />connection with any activities related to this Agreement.
<br />16. This Agreement shall in all respects shall be interpreted, enforced, and governed exclusively by and under
<br />the laws of the state of California. Both parties agree that Orange County, California, shall be the venue
<br />for any action or proceeding that may be brought or arise out of, in connection with or by reason of this
<br />Agreement.
<br />17. This Agreement can be terminated by the City with forty-eight (48) hours written notice. Notice shall be
<br />provided at the address listed on page 1 of this Agreement for Speaker.
<br />18. Speaker covenants that it presently has no interests and shall not have interests, direct or indirect, which
<br />would conflict in any manner with performance of services specified under this Agreement.
<br />19. This Agreement is not assignable without the City's written permission.
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