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HomeMy WebLinkAboutDOUBLETREE HOTEL 3 - 20035 COST SHARING AGREEMENT THIS AGREEMENT, made and entered into this~ day of ~ 2003 by and between Double Tree Hotel - Santa Arm Orange County Airport, a California corporation (hereinafter "Hotel"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. Hotel annually sponsors the "Celebrate Santa Aha" event, to provide networking opportunities for local businesses, residents and governmental agencies (hereinafter "said Event"). B. The City desires to reimburse Hotel a portion of the cost of staging said Event on May 15, 2003. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. OBLIGATIONS OF HOTEL Hotel will sponsor said Event, including the provision of decorations, tables, chairs, food, set up, take down and clean up of said Event on May 15, 2003. 2. OBLIGATIONS OF CITY Payment by City is thirty (30) days following receipt of invoice. 3. TERM City agrees to contribute Six Thousand, Six Hundred, Eighty-Five Dollars ($6,685.00) to pay for a portion of the cost of holding said Event. INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES CL'"RK OF couNm ././ DATE: '~'~' This Agreement shall commence on the date first written above and terminate on June 30, 2003 unless terminated earlier in accordance with Section 8, below. 4. INDEPENDENT CONTRACTOR It is understood and agreed that Hotel shall, during the entire term of this Agreement, be acting in a wholly independent capacity and not as agent, employee, partner or joint venture 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 Hotel performs the services which are the subject matter of this Agreement; however, the services to be provided by Hotel shall be provided in a manner consistent with all applicable standards and regulations governing such services. Hotel 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. 5. INSURANCE Prior to commencement of said Event, Hotel shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Hotel 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 injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Hotel's operations in the performance 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. Hotel shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit A upon execution of this Agreement and shall be approved by the City Attorney. b. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Hotel is required to be insured against liability for worker's compensation or the undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Hotel agrees to obtain and maintain employer's liability insurance with limits not less than $1,000,000 per accident. 6. INDEMNIFICATION Hotel agrees to and shall indemnify, defend and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from and against any and all loss or damage, and from any suits, actions or claims filed or brought by any person(s) however caused, arising out of its negligent performance or failure to perform any and all things required to be done by it pursuant to the terms of this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. 7. NOTICE Notices to the parties shall, unless otherwise requested in writing, be sent by U.S. mail, postage prepaid, and addressed as follows: TO CITY: Clerk of the City Council City of Santa Ana 20 Civic Center Pl~7~ (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 TO HOTEL: Double Tree Hotel- Santa Ana Orange County Airport 201 E. MacArthur Boulevard Santa Ana, California 92707 8. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. 9. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Hotel, and supersedes any and all other agreements, 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 Hotel. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Hotel nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 10. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 3 IN WITNESS WHEREOF, the parties hereto have executed this Cost Sharing Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Clerk of the Council City Manager APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney By: ,-~ x,/9./.c,- Lau~'a ~'~edy - / Deputy City Attorney RECOMMENDED FOR APPROVAL: JOH~ P. REEKSTIN Executive Director of the Community Developmem Agency DOUBLE TREE HOTEL ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Aha, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carded by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective. Effective , this endorsement form as a pa~ of Policy # Issued to Named Insured Countersigned by Authorized Representative ,,tCORD. CERTIFICATE OF LIABILITY INSURANCF- °_"? D TEIM o5/15/o3 Brakke-Schafnitz Ins. Brokers License #0428915 28202 Cabot Road, Suite 500 Laguna Niguel CA 92677-1251 Phone: 949-365-5100 Fax:949-365-5161 ~m~erial Hotel Group LLC Doubletree Hotel Santa Ana 201 E MacArthur Blvd. Santa Ana CA 92707 COVERAGES THIS CERTIFICATE IS ISSUED AS A MATTI:K OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURERA: Zurich American Insurance ~NSURER B: INSURER C: INSURER D: INSURER E: THE POLICIES OF INSURANCE LISTED BELOW HAVE EEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE iNSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH LTE TYPE OF INSURANCE pOLiCY NUMBER DATE (MF&'DD/YY) DATE {MaFDD/YY) UMiT~ GENERAL LIABIUTY EACH OCCURRENCE $ 1000000 A X COMMERD~LGENERALL~BILITY CPP0299091102 05/01/03 05/01/04 FIRE DAMAGE (Any 0~e flm) $ 1000000 I CLAIMS MADE [-'~'1 OCCUR - MED EXP (Any one pa~'sen) $ excluded X_ Lic~uor Liabilit~ PERSONALIADVINJURY $ 1000000 OENERAL AOORECATE $ 2000000 OEN'LAGGREGATELIMITAPPLIESPER: PRODUCTS-COMP~PAGO $ 1000000 --~ POLIC ~ JECT ~ LOC Emp Ben. 1000000 AUTOMOBILE L~BILITY ~ ' COMSINEDSINGLEMMIT $ 1000000 A ANY AUTO BAP299092002 05/01/03 05/01/04 (Es a~ldent) ENC~S UAm[~Y ~CH OCCURRENCE $ 10000000 A X--~ OCCUR [] CLAIMSM~OE CC299094802 05/01/03 05/01/04 AGC~ECATE S 10000000 RETENT~O, $ 10000 APPROVED AS T( FORM $ $ 'dVOI~dF.R ~ COMPENSATION AND I TORY LIMITSJ OTHER D~PniY ~,,i[¥ Attorney E.L. DISEASE-POLICYLIMIT $ Certifioate holder named as additional insured in regards to function being held May 15, 2003 on behalf of Doubletree Hotel Santa.Aha, 201 E Ms.Arthur Blvd., Santa Aha, CA 92707 CERTIFICATE HOLDER I N I ADDmONAL INSURED; INSUm;R LEI'rER: TT~'n CANCELLATION Community Redevelopmen= Agency of the City of Santa Aha Housing & Neighborhood Devalp 20 Civic Center Plaza Santa Aha CA 92701 C(H4REDE ACORD 25-8 (7197) ©ACORD CORPORATION 1988