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HomeMy WebLinkAboutMARTINEZ, RAULr City of Santa Ana Clerk of the Council i COTC ON Ice Use Only I--------- ------ ---------------------- AGREEMENT TERMINATION FORM Please complete this form in its entirety when the attached agreement and all amendments (if any) are no longer in effect. City of Santa Ana Note: If your agreement is grant related, please ensure that all grant retention requirements have been satisfied prior to signing the termination form. a , 21 Is the agreement(s)apermanent record? Yes _ No Clerkot'the Council Return form to the Clerk of the Council Office (M-30). Call 647-1520 if you have any questions. The agreement with ��A1A A Cl Rez, No N-2019-177 was completed on 91 IV I and final payment has been made. (List all amendments. Use space below if needed.) �j Department: Phone/Exf.: J'7 Signature: w iV a n Date: % 1,24-1-1 Revised: 10-18-16 INSURANCE NOT ON FILE WORK MAY NOT PROCEED CLERK OF COUNCIL DATE: SEP 1 2 2019 ®2(LcitA August 30, 2019 Mr. Raul Martinez ("Speaker/Performer") 205 S. Myrtlewood St. West Covina, CA 91791 Re: Soeaker/Performer Engagement Agreement Dear Mr. Martinez: N-2019-177 This letter represents your agreement with the City of Santa Ana ("City") as entered into on the above date for the engagement described below: 1. Event Description: Speaker/Performer will provide services as the master of ceremonies ("MC"), in a family - friendly manner, for the City's Fiestas Patrias ("Event") 2019. 2. Date(s): September 14-15, 2019. 3. Event Time(s): Saturday the 14i1 from 11:00 a.m. — 10:00 p.m. and Sunday the 15" from 1 I a.m. — 10 p.m. (set-up to begin at I0:00 a.m.) 4. Location: MC will perform services on the main stage on Flower Street, South of Civic Center Drive, North of 6°i Street in Santa Ana or at another Event location(s) to be designated by City ("Property"). 5. Compensation: $1,600 (payable by check within 30 calendar days of Event); Speaker/Performer must provide IRS form W-9 before payment can be made. 6. Equipment provided by City: microphone and related sound equipment. Equipment provided by Speaker/Performer: None. 8. City Contact Person (for coordinating purposes only): Sonia Batres. 9. Independent Contractor: Speaker/Performer shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Speaker/Performer performs the services that are the subject matter of this Agreement; however, the services to be provided by Speaker/Performer shall be provided in a manner consistent with all applicable standards and regulations. Speaker/Performer shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 10. Indemnification: Speaker/Performer, his or her agents, or employees (if applicable) agrees to and shall indemnify, defend, and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from and against all loss, expenses, or liability (including costs and attorney's fees) arising from the negligence or willful misconduct of Speaker/Performer, his or her agents, or employees. #6166v2 Letter Agreement — Raul Martinez Page 2 11, Release: Speaker/Performer accepts the Property and any City -provided equipment used in connection with the performance in their "as -is" condition, with all faults. Speaker/Performer fully releases, waives and discharges forever any and all claims, demands, rights, and causes of action of any kind or nature against, and covenants not to sue, City, its elected officials, officers, employees, agents and volunteers, and all persons acting on behalf of, by, through or under each of them, under any present or future laws, statutes, or regulations for any claim or event relating to the condition of the Property or City -provided equipment or Speaker/Performer's use thereof. 12. Commercial General Liability Insurance. Speaker/Performer shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Speaker/Performer's operations in the perfornance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount, of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall: (1) name the City, its officers, employees, agents, volunteers, and representatives as additional insureds; (2) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (3) contain standard separation of insured provisions. 13. Worker's Compensation Insurance. In accordance with the California Labor Code, Speaker/Performer, if Speaker/Perfortner has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. 14. The City shall have the right and royalty -free license to simulcast or produce and show a tape -delayed broadcast of Speaker/Performer's presentation to the City community or general public, through webcast or any other means. This license shall be non-exclusive and the copyright shall remain with the Speaker/Performer. Copies of Speaker/Performer's presentation may be maintained by the City, and Speaker/Performer consents to use of such recordings. 15, Speaker/Performer is solely responsible for payment of royalty fees, performance fees, or similar fees that may be required by unions or similar organizations. Speaker/Performer shall indemnify the City against any liability or damages, including attorney's fees, that may arise as a result of violation by Speaker/Performer of copyright laws. 16. Speaker/Performer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, disability, gender identify or identification, or any other basis protected by applicable law in connection with any activities related to this Agreement. 17. This Agreement shall in all respects shall be interpreted, enforced, and governed exclusively by and under the laws of the state of California. Both parties agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18, This Agreement represents the complete and exclusive statement between the City and Speaker/Performer regarding the subject matter herein and supersedes any and all other agreennents, oral or written, between the parties. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Speaker/Performer. Letter Agreement — Raul Martinez Page 3 19. City may terminate this Agreement with five (5) days written notice to the address listed on this letter agreement sent via certified mail. Tennination is effective three (3) days after the date of mailing. Please execute this letter to reflect your agreement to the terms and conditions set forth herein. CITY OF SANTA ANA IS INE RIDGE City Manager ATTEST: DAISY GOMEZ Clerk of the Council RECOMMENDED FOR ROVAL: 1� \' 7_ APPROVED AS TO FORM: SONIA R. CARVALHO City A ttomey n LAURA ROSSINI Senior Assistant City Attorney Director, Parks, Recreation, and Community Services Agency I accept the coverage(s) as proposed above on behalf of City of Santa Ana and authorize American Specialty to bind the following coverage(s): © Commercial General Liability — $7,776, Federal Terrorism Risk Insurance Act Premium — $285. Purchasing Group Membership Fee — $100. Please set billing up as: ❑ Agency Bill _R 0 Direct Bill (please choose one Invoicing Contact: A- E-Mail Address: S L a rw1 -Ar al ( , �J You agree to notify us of any change to this e-mail address. If you have any questions, please contact your American Specialty Client Service Representative, Jordan Dawes, Client Services Rep. In order to provide the Insured with more expeditious service we will be sending you the Insured's Policy(ies) electronically in PDF format, unless we hear from you to the contrary. Signature: StGN,MVW Printed Name; FBI?l 6 ri Ne P_I D C C Title: Date: -l't [1Rr III Note: American Specialty Insurance & Risk Services, Inc. has no affiliation with North American Specialty Insurance Company. ©American Specialty Insurance & Risk Services, Inc. dba A.S.I.RS.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) PROPOSALFORINSURANCE COMMERCIAL GENERAL LIABILITY Proposal Date: 09/11/2019 First Named Insured and Mailing Address: City of Santa Ana 801 W Civic Center Drive Santa Ana, CA 92701 Insurer: Arch Insurance Company (a member d Arch Insurance Group) AM Best Company Number 003186 AM Best Rating A+ (Superior) XV Policy Period From: September 13, 2019 To: September 13, 2020 At 12:01 A.M. Standard Time at your mailing address shown above. This proposal consists of the following coverage parts for which a premium is indicated. PREMIUM Commercial General Liability Coverage Part $7,776.00 Total Premium (excluding TRIA) $7,776.00 "Additional Premium - Federal Terrorism Risk Insurance Act Premium $285.00 Total General Liability Premium (Including TRIA) $8,061.00 Total General Liability Premium including all Surcharges, Fees, Assessments $8,061.00 ANNUAL PREMIUM IS FLAT AND IS NOT SUBJECT TO AUDIT 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. l� AMGRICAN SMIALTY' IMPORTANT - Additional /nformation Re uired This proposal is subject to receipt, review and acceptance of information not provided to American Specialty with the original request for proposal. This information must be submitted to us prior to binding coverage. Information submitted must be sufficient to meet all subjectivities on this Arch Insurance Company proposal. This information may result in a change to the premium originally quoted and if so, a revised proposal will be issued. By accepting this proposal, you are agreeing to provide the needed information noted prior to binding coverage and acknowledge that the failure to supply this information may result in the rescission of this proposal. 1. Provide signed GL Acord Apps. 2. Provide the contractor cost of hire and event planner per event fee. 3. Provide all subcontractor/vendor Contracts and Al Certs. Amusements Rides, Security, Portable Bleachers, and Exhibition Stage Construction/Design 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. '1MC' AMERICAN SPIXIAI.TY' The premium(s) shown includes but is not limited to the following terms and conditions: COMMERCIAL GENERAL LIABILITY Form CG 0001 LIMITS OF INSURANCE $5,000,000. Per Event General Aggregate Limit (Other than Products -Completed Operations) $5,000,000. Products -Completed Operations Aggregate Limit $1,000,000. Personal and Advertising Injury Limit $1,000,000. Each Occurrence Limit $1,000,000. Damage To Premises Rented To You (Any One Premises) Excluded Medical Expense Limit (Any One Person) *Higher limits of coverage may be available upon request The Following Coverage Modifications Apply* Included Certified Acts of Terrorism* Included Ride - Contingent* *These limits are included in and are not in addition to the limits shown for Each Occurrence and General Aggregate Limit on this policy. 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. Ak EMW AMERicAN Srjm=Tr Additional Insured Additional Insured - Designated Person or Organization Written Contract or OOS GL002900 Written Agreement Sponsor(s) of the Named Insured 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. AmwcAN SP=AITY' LOCATION SCHEDULE Loc# Bldg# Address #1 Address #2 City St Zip 1 1 801 W Civic Center Drive Santa Ana CA 92701 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. MMMMUM AMERICAN SPECIALTY' FORMS SCHEDULE Form Edition Description OOM L006500 06/07 U.S. Treasury Department's Office of Foreign Assets Control ("OFAC") IL N018 09/03 California Fraud Statement 05M L000205A 12/14 California Signature Page FAI CSKLBUSFE 06/01 Schedule of Forms and Endorsements IL 0017 11/98 Common Policy Conditions IL 0021 09/08 Nuclear Energy Liability Exclusion Endorsement (Broad Form) IL 0270 09/12 California Changes - Cancellation and Nonrenewal IL 0985 01/15 Disclosure Pursuant to Terrorism Risk Insurance Act 05S GL000100 10/16 Commercial General Liability Insurance Certificate Declarations CG 0001 04/13 Commercial General Liability Coverage Form CG 2101 11 /85 Exclusion - Athletic or Sports Participants CG 2107 05114 Exclusion - Access or Disclosure of Confidential or Personal Information and Data -Related Liability - Limited bodily Injury Exception Not Included CG 2135 10/01 Exclusion - Coverage C - Medical Payments CG 2144 04/17 Limitation of Coverage to Designated Premises or Project CG 2147 12/07 Employment -Related Practices Exclusion CG 2167 12/04 Fungi or Bacteria Exclusion CG 2170 01/15 Cap on Losses From Certified Acts of Terrorism CG 2404 05/09 Waiver of Transfer of Rights of Recovery Against Others to Us CG 2407 01/96 Products/Completed Operations Hazard Redefined CG 3234 01/05 California Changes OOG L004500 12/03 Asbestos Exclusion 00G LO17300 04/04 Lead Contamination Exclusion OOS GLOO1400 10/16 Changes in Other Insurance Condition OOS GL002100 10/16 Aggregate Limit Per Event OOS GL002900 10/16 Additional Insured - Designated Person or Organization Written Contract or Written Agreement OOS GL003100 10/16 Commercial General Liability Extension Endorsement OOS GL005200 10/16 Minimum Earned Premium OOS GL006000 10/16 Schedule of Event(s) OOS GL006800 10/16 Purchasing Group Conversion Endorsement OOS GLO10800 10/16 Fireworks Exclusion OOS GLO12100 10/16 Contingent Coverage - Designated Activity Service or Work OOS GLO13100 10/16 Amendatory Exclusion Endorsement - Miscellaneous Liability ©2019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. mmmmftm AMERICAN SPECIALTY' SPECIFIC FORM INFORMATION OOS GL005200 - Minimum Earned Premium Minimum Premium Dollar Amount - $8,061 OOS GL006000 - Schedule of Event(s) - September 13-16, 2019 includes setup and teardown dates, 2019 Fiestas Partrias Festival, Event Location: Flower Street (BTW Civic Center Dr. and Santa Ana Blvd. OOS GL012100 - Contingent Coverage - Designated Activity Service or Work Designated, Activity, Service or Work - Circus; Amusement Devices CG 2101 - Exclusion - Athletic or Sports Participants Description of Excluded Operations - Rodeo Participants; Sky -Diving; Hot -Air Balloon Rides; Hang Gliding; Bungee-Jumping; Ice Skating; Wrestling or Fighting Events Participants; WWE (World Wresting Entertainment) Participants; Motorsports Events Participants CG 2135 - Exclusion - Coverage C - Medical Payments Description and Location of Premises or Classification or All - All CG 2144 - Limitation of Coverage to Designated Premises or Project Premises - Not Applicable Project or Operation - Coverage is limited to the Named Insured(s) Management, Production and Project Management for (1) Scheduled Special Event according to the general liability form OOSGL006000 Schedule of Event(s). CG 2404 - Waiver of Transfer of Rights of Recovery Against Others to Us Description - The person or organization with whom the insured has executed an agreement or contract prior to the loss. 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. TERRORISM COVERAGE DISCLOSURE NOTICE TERRORISM COVERAGE PROVIDED UNDER THIS POLICY The Terrorism Risk Insurance Act of 2002 as amended and extended by the Terrorism Risk Insurance Program Reauthorization Act of 2015 (collectively referred to as the "Act") established a program within the Department of the Treasury, under which the federal government shares, with the insurance industry, the risk of loss from future terrorist attacks. An act of terrorism is defined as any act certified by the Secretary of the Treasury, in consultation with the Secretary of Homeland Security and the Attorney General of the United States, to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of an air carrier or vessel or the premises of a United States Mission; and to have been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. In accordance with the Act, we are required to offer you coverage for losses resulting from an act of terrorism that Is certified under the federal program as an act of terrorism. The policy's other provisions will still apply to such an act. Your decision is needed on this question: do you choose to pay the premium for terrorism coverage stated in this offer of coverage, or do you reject the offer of coverage and not pay the premium? You may accept or reject this offer. If your policy provides commercial property coverage, in certain states, statutes or regulations may require coverage for fire following an act of terrorism. In those states, if terrorism results in fire, we will pay for the loss or damage caused by that fire, subject to all applicable policy provisions including the Limit of Insurance on the affected property. Such coverage for fire applies only to direct loss or damage by fire to Covered Property. Therefore, for example, the coverage does not apply to insurance provided under Business Income and/or Extra Expense coverage forms or endorsements that apply to those coverage forms, or to Legal Liability coverage forms or Leasehold Interest coverage forms. Your premium will Include the additional premium for terrorism as stated in the section of this Notice titled DISCLOSURE OF PREMIUM. DISCLOSURE OF FEDER& ON IN PAYMENT OF TERRORISM LOSSES The United States Government, Department of the Treasury, will pay a share of terrorism losses insured under the federal program. The federal share equals 85% in 2015, 84116 in 2016, 83% in 2017, 82% In 2018, 81% in 2019, and 80% In 2020 of that portion of the amount of such insured losses that exceeds the applicable insurer deductible during Calendar Year 2015 and each Calendar Year thereafter through 2020. DISCO ON ANNUAL LIABILITY If the aggregate insured terrorism losses of all insurers exceed $100,000,000,000 during any Calendar Year provided in the Act, the Secretary of the Treasury shall not make any payments for any portion of the amount of such losses that exceed $100,000,000,000, and if we have met our insurer deductible, we shall not be liable for the payment of any portion of such losses that exceeds $100,000,000,000. DISCLOSURE OF PREMIUM Your premium for terrorism coverage is:$285 (This charge/amount is applied to obtain the final premium.) You may choose to reject the offer by signing the statement below and returning it to us. Your policy will be changed to exclude the described coverage. If you chose to accept this offer this form does not have to be returned. REJECTION STATEMENT by decline to purchase coverage for certited acts sm losses will be made part of this policy. Policyholder/Legal Representative/Applicant's Signature Print Name of Policyholder/Legal Representative /Applicant Date: 00 MLT0027 00 01 15 that an exclusion of certai City of Santa Ana Named Insured Arch Insurance Company Insurance Company Policy Number: DISCLAIMER This proposal does not constitute a Binder of Coverage. It is a general reference only to the coverage(s) the insurance policy or policies would provide and is not intended to describe all of the various details pertaining to the insurance. This proposal does not rely upon broker or applicant specifications. Any other coverage extensions, deletions or changes requested in the submission are hereby rejected. This proposal is strictly conditioned upon no material change in the risk occurring between the date of this proposal and the inception date of the proposed policy (including any claim or notice of circumstances that which may reasonably be expected to give rise to a claim under any policy of which the policy being proposed by this proposal is a renewal or replacement). In the event of such change in risk, American Specialty may in its sole discretion, whether or not this proposal has been already accepted by the Insured, modify and/or withdraw this proposal. Please review this Proposal prior to bf{iding. The terms of this proposal do not represent contract terms. The policy is subject to, however not limited to all terms, conditions, and exclusions as noted. Actual coverage(s) are detailed only in the policy of insurance. It is important that you consult the actual policy for definitions and limitations. Policy forms are available upon request for review prior to the binding of coverage(s). Subject to the terms and conditions outlined herein and prior to the proposal expiration date, this proposal may be bound only by American Specialty Insurance & Risk Services, Inc. and then only in writing, after written acceptance of this proposal by the Insured or by the Insured's authorized representative. Retail broker does not have binding authority. This proposal will remain in effect until 09/13/2019 unless accepted in writing prior to then or unless modified in writing by American Specialty Insurance & Risk Services, Inc. If we do not receive your response to this proposal by the date indicated, this account's file will be considered closed. SPECIAL STATE REQUIRED NOTICES - Notice to Residents of California: Any person who knowingly and with intent to defraud any insurance company or another person files an application for insurance or statement of claim containing any materially false information, or conceals for the purpose of misleading information concerning any fact material thereto, commits a fraudulent insurance act, which is a crime and subjects the person to criminal and civil penalties. ©American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) ACCEPTANCE OF PROPOSAL AND AUTHORIZATION TO BIND COVERAGE Please note that the retail broker does not have binding authority. Please request that American Specialty bind coverage as proposed by signing below and return this form to American Specialty Insurance & Risk Services, Inc. Coverage can only be bound in accordance with the specific terms and conditions outlined in the proposal and its appendices, including all Disclaimers. No revisions to these documents are permitted. Requested revisions must be submitted to American Specialty under separate cover for consideration. ANY REVISIONS MADE TO THESE DOCUMENTS WILL RENDER THE ACCEPTANCE SIGNATURE OF AMERICAN SPECIALTY, REPRESENTED BELOW, AS NULL AND VOID. COVERAGE IS EFFECTIVE THE DATE INDICATED OR THE DATE THIS FORM IS SIGNED, WHICHEVER IS LATER. Please eview this wowasal foraccuracy before binding. I acknowledge that I have no binding authority and that I have read and understand all the terms and conditions of this proposal for City of Santa Ana and by my signature below accept all such terms, provisions, and conditions as documented therein and represent that I have the authority to accept all terms and conditions of this proposal on behalf of City of Santa Ana. I acknowledge that I have read the Special State Required Notice included in this proposal and understand that any person who knowingly and with intent to defraud any insurance company commits a fraudulent insurance act, which is a crime and subjects such person to criminal and civil penalties. I hereby confirm that I have read and understand the above notice. ** Note: 1m orfant Information re ardin TRIA Terrorism Covers e Terrorism coverage is an optional coverage. To bind this proposal of coverage, the Insured must sign and return the appropriate pages of this proposal and indicate their acceptance or rejection of terrorism coverage. If the Insured rejects coverage for certified acts of terrorism, please be aware that other acts of terrorism will also be excluded where allowed by state law. "All certificates of insurance will be administered by American Specialty Insurance & Risk Services, Inc. and no authority is granted to the retail broker or any other entity to issue any certificate of insurance. If the retail broker issues a certificate of insurance or evidence of insurance it must be according to the terms of this proposal and the insurance policy. Any request to change, endorse or modify the terms of this proposal or the Insurance policy must be submitted in writing to the insurance company for its advanced written approval and shall not be effective if communicated by means of a certificate of insurance or evidence of insurance. American Specialty Insurance & Risk Services, Inc. disclaims and undertakes no responsibility for incorrectly issued or inaccurate certificates or evidence of insurance. American Specialty will provide copies of certificates or evidence of Insurance issued by the retall broker to the respective Insurance companies only if required by such insurance company. Be advised that the insurance company(fes) may or may not review and/or approve a certificate or evidence of insurance. If retail broker provides copies of certificates or evidence of insurance to American Specialty, American Specialty will not review, analyze or otherwise comment on the accuracy, completeness or propriety of any certificate or evidence. Submission of a certificate or evidence of insurance to our office and/or the insurance company's office does not constitute approval of the certificate or evidence. ©American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) ===RAW AmER1CAN SPECIALTY' AMERICAN SPECIALTY SERVICE AND COMPENSATION DISCLOSURE In order to provide a clear understanding of our services and potential sources of compensation, we are pleased to provide the following information. American Specialty is dedicated to providing specialized insurance and risk management services for the sports and entertainment industry. We work with clients and/or their designated brokers or agents. When we work with an insured's designated broker or agent, we enter into a formal Broker/Agent Agreement that outlines our respective responsibilities. The services we provide are outlined below. Such services are negotiated with each individual client and/or such client's designated broker or agent. INSURANCE SERVICES - As an Underwriting Manager, we work for certain insurers and provide underwriting, policy service, claims management, and risk management services as authorized by such insurers. For these services, we receive a commission and may participate in underwriting profit. When we act in a brokerage capacity, we place business with select insurers and receive a commission from these insurers. CLAIMS MANAGEMENT SERVICES - We act as Third Party Administrator for certain insurers as per agreed guidelines and receive compensation for services rendered. For self -insured retention or self - funded retention programs, our services and compensation are outlined in a Claims Services Agreement which we execute with clients. Any other claims services we provide, such as on -site claims management or claims audits for insurers or clients, are negotiated on an individual basis and memorialized in individual agreements. RISK MANAGEMENT SERVICES - We provide specialized risk management services. Our services and compensation are outlined in individual agreements with our clients. CRISIS MANAGEMENT SERVICES - We provide specialized crisis management services to assist our clients in assessing, developing, and testing their crisis plans. We also offer crisis phone services which provide our clients with the outsourced capability to manage communication demands in the aftermath of a crisis. Our services and compensation are outlined in individual agreements with our clients. PREMIUM FINANCE - In the event that we arrange the financing of your insurance premium, we may also receive a fee from the premium finance company. American Specialty and other parties also owned in whole or in part by Brown & Brown, Inc. (such as retail agents/brokers, excess and surplus lines brokers, wholesale brokers and reinsurance intermediaries), may receive compensation for their role in providing insurance products or services to American Specialty or our clients. This compensation may include payments which are not client - specific, such as payments based upon the performance and/or amount of business placed with an insurer. Whether such payments will be made by a particular insurer, or, if made, what the amount of any such payments will be, is generally not known until after the close of each underwriting year. Additionally, we and our affiliated companies may earn investment income on monies held in premium and/or claims accounts. ©American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) AMER1cAN SPECIALTY' AMERICAN SPECIALTY SPORTS & ENTERTAINMENT PURCHASING GROUP MEMBERSHIP AGREEMENT This Membership Agreement ("Agreement") is by and between American Specialty Sports & Entertainment Purchasing Group ("PG") and City of Santa Ana, the Member/Applicant. "Member" and/or "Applicant" shall mean the person submitting an application or request for liability insurance ("the Application") or, if an entity, the entity listed on the Application, its owners, directors, officers, employees, volunteers, and committee members, as well as any companies that are parents of, subsidiaries of, owned by, related to, or affiliated with Applicant. By completing the Application for liability insurance, the Applicant agrees that they have also made application for membership in the PG. Applicant agrees to become a Member of PG and accept, abide by, and be bound by the terms and conditions of membership and understands that the PG is an entity that operates pursuant to the Liability Risk Retention Act of 1986 (15 USC 3901 et seq) which is federal legislation adopted in 1986 that expanded the provisions of the Product Liability Risk Retention Act of 1981. The primary changes were an expansion of risk retention groups and purchasing groups to all types of liability insurance (except personal liability and workers' compensation) and expansion of authorized groups able to form purchasing groups and risk retention groups from only product manufacturers to almost all risks. The Applicant further understands that only upon meeting the underwriting requirements imposed by the PG's insurer, will the Applicant be eligible for membership in the American Specialty Sports & Entertainment Purchasing Group. MEMBERSHIP FEE The Membership Fee ("Fee") charged to each Member may vary from Member to Member and may bear no relation to the insurance exposures or operations of the Member. The amount of the Fee charged shall be within the sole discretion of Administrator and PG. Further, the Fee may be developed in a manner otherwise considered to be arbitrary, capricious, and/or discriminatory. Neither the Administrator nor PG shall be required to disclose the method of calculating a given Member's Fee. As a Member of the PG, it is understood and agreed that the liability insurance applied for will be bound and is only available to members of the PG and Member agrees to pay the annual PG membership fee in the amount of $100. The Fee is payable upon acceptance of the Application and at the time coverage is bound. The Fee is not an insurance -related fee and is instead used to fund the operations of the PG. The Fee charged to Member is not charged to Member in exchange for, 1) a policy of insurance; or 2) a Certificate of Insurance; or, 3) any insurance -related service. Member agrees and understands that Fee is non-refundable. Member agrees to pay the Fee to the PG Administrator, American Specialty Insurance & Risk Services, Inc., as representative of PG. TERM & TERMINATION OF MEMBERSHIP Applicant's membership in PG shall commence on the inception date of insurance coverage and shall terminate upon the earliest to occur of the following events: (a) Member/Applicant's written resignation from PG; (b) Member/Applicant's failure to pay premiums, Purchasing Group Membership Fee, or premium taxes to Administrator on behalf of PG when due; (c) written notice of termination sent from PG to Member/Applicant, which PG may give for any reason whatsoever, including, without limitation, any change in Member/Applicant's business that, in PG's sole determination, could jeopardize the homogeneity of PG; (d) the expiration date of insurance coverage; (e) the insolvency of Member/Applicant; or (f) the termination or non -renewal of registration of PG under relevant state law. RIGHTS OF MEMBERS Applicant's only rights as a Member of PG shall be to apply for and purchase insurance. Applicant shall have no other rights whatsoever as a Member and or an Applicant or otherwise with respect to PG. Without limiting the generality of the foregoing, Applicant shall have no right as a Member of PG or otherwise under: (a) the bylaws, governing documents, or other corporate documents of PG; or (b) the general corporation laws of any state, including, but not limited to, any state in which Applicant or PG is domiciled or in which Applicant or PG have connections or operations. HOLD HARMLESS/INDEMNIFICATION Member agrees to defend, indemnify and hold PG harmless from and against any and all claims, damages, costs and expenses, including attorney's fees, arising from or relating to Member's improper use or receipt of any services provided ®American Specialty Insurance & Risk Services, Inc, dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) 1=mom AMERrAN 5PDctnLT^ by PG or any violation by Member of this Agreement, including, without limitation, any errors, inaccuracies, misrepresentations or defects in any materials or information submitted by it. ®American Specialty Insurance & Risk Services, Inc. dba A.S.I.RS.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019)