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Pyro Spectaculars, Inc.
<br />P.O. Box 2329
<br />Rialto, CA 92377
<br />Tel: 909-355-8120 :::: Fax: 909-355-9813
<br />City of Santa Arta
<br />Program A
<br />July 4, 2023
<br />Page 2 of 4
<br />8. Permits - PYRO agrees to apply for permits for the firing of pyrotechnics only from the ORANGE COUNTY FIRE AUTHORITY, FAA, and
<br />USCG, if required. CLIENT shall be responsible for any fees associated with these permits including standby fees. CLIENT shall be responsible for obtaining
<br />any other necessary permits, paying associated fees, and making other appropriate arrangements for Police Departments, other Fire Departments, road closures,
<br />event/activity or land use permits or any permission or permit required by any Local, Regional, State or Federal Government.
<br />9. Insuranea- PYRO shall at all times during the performance of services herein ensure that the following in mince is maintained in connection with
<br />PYRO's performance of this Agreement: (I) commercial general liability insurance, including products, completed opemlions, and contractual liability under this
<br />Agreement; (2) automobile liability insurance, (3) workers' compensation insurance and employer liability insurance. Such insurance is to protect CLIENT from
<br />claims for bodily injury, including death, personal injury, and from claims of property damage, which may arise fnum PYRO's performance of this Agreement,
<br />only The types and amounts of coverage shall be as set forth in the Scope of Work. Such insurance shall not include claims which arise from CLIENT's
<br />negligence or willful conduct or from failure of CLIENT to perform its obligations under this Agreement, coverage for which shall be provided by CLIENT,
<br />The coverage of these policies shall be subject to reasonable inspection by CLIENT. Certificates of Insurance evidencing the required general liability coverage
<br />shall be furnished to CLIENT prior to the rendering of services hereunder and shall include that the following are named as additionally insured: CLIENT;
<br />Sponsors, Landowners, Barge Owners, if any; and Permitting Authorities, with respect to the operations of PYRO at the Production, Pyrotechnic subcontractors
<br />or providers, if any, not covered under policies of insurance required hereby, shall secure, maintain and provide their own insurance coverage with respect to their
<br />respective operations and services.
<br />10. Indemnification - PYRO represents and. warrants that it is capable of furnishing the necessary experience, personnel, equipment, materials, providers,
<br />and expertise to produce the Production in a safe mid professional manner. Notwithstanding anything in this Agreement to the contrary, PYRO shall indemnify,
<br />hold harmless, and defend CLIENT and the additional insureds from and against any and all claims, actions, damages, liabilities and expenses, including but not
<br />limited to, attorney and other professional fees and court costs, in connection with the loss of life, personal injury, and/or damage to property, arising from or out
<br />or the Production and the presentation Ihemof to Ilse extent Stich are occasioned by any act or omission of PYRO, their officers, agents, contractors, providers, or
<br />employees. CLIENTshall indemnify, hold hammlcss, and defend PYRO from and against any and all claims, actions, damages, liability and expenses, including
<br />but not limited to, allomey and other professional fees and court costs in connection with the loss of life, personal injury, and/or damage to property, arising from
<br />or out of the Production and the presentation thereof to the extent such are occasioned by any act or omission of CLIENT, its officers, agents, contractors,
<br />providers, or employees. In no event shall either party be liable for the consequential damages of the other party.
<br />11. Limitation of Damages for Ordinary Breach -Except in the case of bodily injury and property damage as provided in the insurance and
<br />indemnification provisions of Paragraphs 9 and 10, above, in the event CLIENT claims that PYRO has breached this Agreement or was otherwise negligent in
<br />performing the Production provided for herein, CLIENT shall not be entitled to claim or recover monetary damages from PYRO beyond the amount CLIENT has
<br />paid to PYRO under this Agreement, and shall not be entitled to claim or recover any consequential damages from PYRO including, without limitation, damages
<br />for loss of income, business or profits.
<br />12. Porce whijeure -CLIENT agrees to assume tie risks of weather, strike, civil unrest, terrorism, military action, governmental action, and any other
<br />causes beyond the control of PYRO which may prevent the Production from being safely discharged on the scheduled date, which may cause the cancellation of
<br />any event for which CLIENT has purchased the Production, or which may affect or damage such portion of the exhibits as must be placed and exposed a
<br />necessary time before the Production. If, for any such reason, PYRO is not reasonably able to safely discharge the Production on the scheduled date, or at the
<br />scheduled time, or should any event for which CLIENT has purchased the Production be canceled as a result of such causes, CLIENT may (i) reschedule the
<br />Production and pay PYRO such sums as provided in Paragraph 13, or (ii) cancel the Production and pay PYRO such sums as provided in Paragraph l4, based
<br />upon when the Production is canceled.
<br />13, Rescheduling Of Event -If CLIENT elects to reschedule the Production, PYRO shall be paid the original Fee plus all additional expenses made
<br />necessary by rescheduling plus a 15%service fee on such additional expenses. Said expenses will be invoiced separately and payment will be due in full within 5
<br />days of reneipt. CLIENT and PYRO shall agree upon the rescheduled date taking into consideration availability of permits, materials, equipment, transportation
<br />and labor. The Production shall be rescheduled for a date not more than 90 Days subsequent to the date first set for the Production. The Production shall not be
<br />rescheduled to a date, or for an event, that historically has involved a tlreworks production. The Production shall not be rescheduled between June 15th and July
<br />15th unless the original date was July 4th of that same year, or between December Lith and January 15th unless the original date was December 31 st of the earlier
<br />year unless PYRO agrees that such rescheduling will not adversely affect normal business operations during those periods.
<br />14. Right To Cancel —CLIENT shall have the option to unilaterally cancel the Production prior to the scheduled dale. If CLIENT exercises this option,
<br />CLIENT agrees to pay to PYRO, as liquidated damages, the following pementagas of the Fee asset forth in Paragraph 3.1, 1) 50%if cancellation occurs 3o or
<br />more days prior to the scheduled date, 2) 75% if cancellation occurs 15 to 29 days prior to the scheduled date, 3) 100 % thereafter. In the event CLIENT cancels
<br />the Production, it will be impractical or extremely difficult to fix actual amount of PYRO's damages. The foregoing represents a reasonable estimate of the
<br />damages PYRO will suffer if CLIENT cancels the Production.
<br />15. 1% loins Ypnture -It is agreed, nothing in this Agreement or in PYRO's performance of the Production shall be construed as faring a partnership or
<br />joint venture between CLIENT and PYRO. PYRO shall based is an independent contractor with CLIENT and not an employee of CLIENT. The Parties hereto
<br />shall be severally responsible for their own separate debts and obligations and neither Party shall be held responsible for any agreements or obligations not
<br />expressly provided for herein.
<br />16, Anniteable Law -This Agreement and die rights and obligations of the Parties hereunder shall be construed in accordance with the laws of California.
<br />It is further agreed that the Central Judicial District of San Bernardino County, California, shall be proper venue for any such action. In the event that the scope of
<br />the Production is reduced by authorities having jurisdiction or by either Party for safety concerns, the full dollar amounts outlined in this Agreement are
<br />enforceable.
<br />17, Notices - Any Notice to the Parties permitted or required under this Agreement may be given by mailing such Notice in the United States Mail,
<br />postage prepaid, first class, addressed as follows: PYRO — Pyro Spectaculars, Inc., P.O. Box 2329, Rialto, California, 92377, or forovemight delivery to 3196 N.
<br />Locust Avenue, Rialto, California 92377. CLIENT —Cfty of Santa Ana 20 Civic Center Plaza Santa Ann CA 9270L
<br />PSI V-2021-2
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