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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 .Ana
<br />Program A
<br />Joly 4, 2024
<br />frl^v 2 'f 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 he 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/actwity or land use permits or any permission or permit required by any Local, Regional, Stale or Federal Government,
<br />9. Insurance - PYRO shall at all times during the performance of services herein ensure that the following insurance is maintained in connection with
<br />PYRO's performance of this Agreement: (1) commercial general liability insurance, including products, completed operations, 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 from 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 CL,IENT'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 famished to CLIENT prior to the rendering of services hereunder and shall include that the following are named its additionally insured: CLIENT;
<br />Sponsors, Landowners, Barge Owners, if any; and Pemtilting 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 ate Production in a safe and 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 />of the Production and the presentation thereof to the extent such are occasioned by any act or omission of PYRO, their officers, agents, contractors, providers, or
<br />employees. CLIENT shall indemnify, hold harmless, and defend PYRO from and against any and all claims, actions, damages, liability and expenses, including
<br />but not 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
<br />or out of the Production and the presentation thereof to the extent such am occasioned by any act or omission of CLIENT, its officers, agents, contractors,
<br />providers, or employees, To no event shall either party be liable for the consequential damages of the other party.
<br />t 1. LimBntion of n a ee s for Ordinnry Brat ch - Except in the case of bodily injury and property damage as provided in the insurance and
<br />indemnification provisions of Pamgraplrs 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. Force biaicure - CLIENT agrees to assume the 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 pumhased 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 (late, 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 14, based
<br />upon when die 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 receipt. CLIENT and PYRO shall agree upon the rescheduled date taking into consideration availability of Pencils, 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 fireworks production. The Production shallnot be rescheduled between June 15th and July
<br />15th unless the original date was July 4th of that same year, or between December 15th and January 15th unless the original date was December 31 st of the earlier
<br />year unless PYRO agrees that such rescheduling will Riot 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 date. If CLIENT exercises this option,
<br />CLIENT agrees to pay to PYRO, as liquidated damages, the following percentages of the Fee asset forth in Paragraph 3,1. I) 50% if cancellation occurs30 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. No John Venture- It is agreed, nothing in this Agreement or in PYRO's performance of the Production shall be construed as forming a partnership or
<br />joint venture between CLIENT and PYRO. PYRO shall be and is an independont 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. Applicable Law -This Agreement and the rights and obligations of the Parties hereunder shall be construed in accordance with the laws of California.
<br />It is further agreed that the Ccntml 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 fill dollar amounts outlined in this Agreement are
<br />enforceable.
<br />17, Notice; -Any Notice to the Parties permitted or required under this Agreement maybe given by mailing such Notice in the United States Mail,
<br />postage prepaid, first class, addressed as follows: PYRO — Pyre Spectaculars, Inc., P.O. Box 2329, Rialto, California, 92377, or for overnight delivery to 3196 N.
<br />Locust Avenue, Rialto, California 92377. CLIENT — City of 5antn Ann, 20 Civic Center Plaza. Santa Ana- CA 92701.
<br />PSI V-2021-2
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