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Letter Agreement — Raul Martinez
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<br />11, Release: Speaker/Performer accepts the Property and any City -provided equipment used in connection with the
<br />performance in their "as -is" condition, with all faults. Speaker/Performer fully releases, waives and discharges
<br />forever any and all claims, demands, rights, and causes of action of any kind or nature against, and covenants not
<br />to sue, City, its elected officials, officers, employees, agents and volunteers, and all persons acting on behalf of, by,
<br />through or under each of them, under any present or future laws, statutes, or regulations for any claim or event
<br />relating to the condition of the Property or City -provided equipment or Speaker/Performer's use thereof.
<br />12. Commercial General Liability Insurance. Speaker/Performer shall maintain commercial general liability insurance
<br />naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall
<br />include, but not be limited to protection against claims arising from bodily and personal injury, including death
<br />resulting therefrom and damage to property, resulting from any act or occurrence arising out of Speaker/Performer's
<br />operations in the perfornance of this Agreement, including, without limitation, acts involving vehicles. The
<br />amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal
<br />injury, including death resulting therefrom, and property damage, in the total amount, of $1,000,000 per occurrence,
<br />with $2,000,000 in the aggregate. Such insurance shall: (1) name the City, its officers, employees, agents,
<br />volunteers, and representatives as additional insureds; (2) be primary and not contributory with respect to insurance
<br />or self-insurance programs maintained by the City; and (3) contain standard separation of insured provisions.
<br />13. Worker's Compensation Insurance. In accordance with the California Labor Code, Speaker/Performer, if
<br />Speaker/Perfortner has any employees, is required to be insured against liability for worker's compensation or to
<br />undertake self-insurance.
<br />14. The City shall have the right and royalty -free license to simulcast or produce and show a tape -delayed broadcast of
<br />Speaker/Performer's presentation to the City community or general public, through webcast or any other means.
<br />This license shall be non-exclusive and the copyright shall remain with the Speaker/Performer. Copies of
<br />Speaker/Performer's presentation may be maintained by the City, and Speaker/Performer consents to use of such
<br />recordings.
<br />15, Speaker/Performer is solely responsible for payment of royalty fees, performance fees, or similar fees that may be
<br />required by unions or similar organizations. Speaker/Performer shall indemnify the City against any liability or
<br />damages, including attorney's fees, that may arise as a result of violation by Speaker/Performer of copyright laws.
<br />16. Speaker/Performer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual
<br />orientation, age, national origin, ancestry, disability, gender identify or identification, or any other basis protected
<br />by applicable law in connection with any activities related to this Agreement.
<br />17. This Agreement shall in all respects shall be interpreted, enforced, and governed exclusively by and under the laws
<br />of the state of California. Both parties agree that Orange County, California, shall be the venue for any action or
<br />proceeding that may be brought or arise out of, in connection with or by reason of this Agreement.
<br />18, This Agreement represents the complete and exclusive statement between the City and Speaker/Performer regarding
<br />the subject matter herein and supersedes any and all other agreennents, oral or written, between the parties. This
<br />Agreement may not be modified except by written instrument signed by the City and by an authorized representative
<br />of Speaker/Performer.
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