|
Pyro Spectaculars, Inc. City of Santa Ana
<br />P.O. Box 2329 Program A
<br />Rialto, CA 92377 July 3, 201 I
<br />Tel: 909- 355 -8120 :::: Fax: 909- 355 -9813 Panes 2 ofa
<br />8. Permits - PYRO agrees to apply for permits for [he Fring of pyrotechnics only from the Santa Ana Fire Depfl rtmen t, FAA, and USCG, if required..
<br />CLIENT shall be responsible for any fees associated with these permits including standby fees. CLIENT shall be responsible for obtaining any other necessary
<br />permits, paying associated fees, find making other appropriate arrangements for Police Departments, other Firc Departments, road closures, evenVactiv ity or land
<br />use permits or any permission or permit required by any Local, Regional, State or Federal Government.
<br />9. lnsu ra nee - PYRO shall at all times during the performance of services herein ensure that the Following insurance is maintained in connection with
<br />PYRO's perfonnan ce 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 [o 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 no[ 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 CI_IF.;NT.
<br />The coverage of these policies shall be subject [o reasonable inspection by CLIENT- CertiFcates -o {Insurance evidencing the required general liability coverage
<br />shall be famished to CLIENT prior to the rendering of services hereunder and shall include [he following: (1 that the following are named as additionally insured:
<br />CLf F.NT; Sponsors, Landowners, Barge Owners, if any; and Permitting Authorities, with respect to [he operations of PYRO a[ [he Production. Pyrotechnic
<br />su bcon[ractors or providers, if any, not covered under policies of insurance reyuired hereby, shall secure, maintain and provide their own insurance coverage with
<br />respect to [heir respective operations and services.
<br />10, lndem ni fica [ion - PYRO represents and warrants that i[ is capable of furnishing the necessary experience, personnel, equipment, materials, providers,
<br />and expertise to produce the Production in a safe and professional manner. Notwithstanding anything in this Agreement [o the contrary, PYRO shall indemnify,
<br />hold harmless, and defend CT..7 F.NT and the additional insureds from and against any and all claims, actions, damages, liabilities and expenses, including but no[
<br />limited to, attorney and other professional fees and tour costs, in connection with the loss of life, personal injury, and/or damage to property, arising from or out
<br />of the Production and [he presentation thereof [o the extent such are occasioned by any ac[ or omission o£ 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 te, auorney and other professional fees and court costs in connection with the loss of life, personal injury, and /or damage [o property, arising from
<br />or out of the Prod action and [he presentation thereof to the extent such are occasioned by any act or omission of CLIEN -I', its officers, agents, contractors,
<br />providers, or employees. In no event shall either party be liable for [hc consequential damages of the other party.
<br />1 I. Limitation of Damaees for Ordin ary Breach - Except in the case of bodily injury and property damage as provided iri the insurance and
<br />indemnitica[ion provisions of Paragraphs 9 and ]O, above, in the event CLIEN "[' claims [hat 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 PVRO 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 Maieure - CLIENT agrees to assume the risks of weather, strike, civil unrest, terrorism, military action, governmental action, and any other
<br />causes beyond [he control of PYRO which may prevent the Production from being safely discharged on the scheduled dale, which may cause [lie cancellation of
<br />any event for which CLIENT has purchased [he 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 [o safely discharge the Production on [he 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 l3, or (i i) cancel the Production and pay PYRO such sums as provided in Paragraph 14, based
<br />upon when [he Produciion is canceled.
<br />13. Reschcduliue Of Event - If CLIENT elects [o 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 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 [he Production. The Production shall not be
<br />rescheduled to a date, or for an event, that historically has involved a Freworks production. The Production shall not be rescheduled between June 15th and July
<br />I5[lt unless [he original date was July 4th of [hat same year, of between December 15th and January 15th unless the original date was December 31st of [he earlier
<br />year unless PYRO agrees that such rescheduling will not adversely affect normal business operations during those periods.
<br />14. Rieht To Cancel — CLIEN "f shall have the option to unilaterally cancel the Production prior to [he scheduled date. If CLIENT exercises this option,
<br />CLIENT agrees to pay to PYRO, as liquidated damages, [he following percentages of [he Fee as set forth in Paragraph 3.1. 1) 50% if cancellation occurs 30 to 90
<br />days prior to the scheduled date, 2) 75 % if cancellation occurs IS to 29 days prior to the scheduled date, 3) 100% [hereafter. In the event CLIENT cancels the
<br />Production, iC will be impractical or extremely difFcult to Fx actual amount of PYRO's damages. The foregoing represents a reasonable estimate of the damages
<br />PYRO will suffer if CLIENT cancels the Production.
<br />I5. No Joint Venture - I[ is agreed, noshing in this Agreement or in PYRO's performance of the Production shall be construed as forming a partnership or
<br />join[ venture between CLIENT and PYRO. PYRO shall be and is an independent contractor with CLIENT and no[ an employee oS CLIEN T. The Parties hereto
<br />shall be severally responsible for their own separate debts and obligations and neither Party shall be held responsible t'or any agreements or obligations not
<br />expressly provided {or herein. -
<br />16. Amolicable Law -This Agreement and the rights and obligations of the Parties hereunder shall be construed in accordance with the laws of California.
<br />I[ is further agreed [ha[ [he Central Judicial District of San Bernardino County, California, shell be proper venue for any such action. In the event [hat [he scope of
<br />[he Production is reduced by authorities having jurisdiction or by either Party For safety concerns, the full dollar amounts outlined in this Agreement arc
<br />enforceable.
<br />t 7. 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, Cali fomia, 92377, or for overnight delivery to 3196 N.
<br />Locust Avcnuc, Rialto, California 92377. CLIENT �:i[v of Santa Ana: 1825 Wes[ Civic Center Drive- Santa Ana. CA 92703.
<br />PS V 1 -2e
<br />
|