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HomeMy WebLinkAboutTrinidad Floats 1 AGREEMENT TERMINATION Please complete this form when the attached agreement is no longer in effect. City of Santa Ana Clerk of the Council Return form to the Sr. Deputy Clerk of the Council (M-30). Ca11647-5238 ifyou have any questions. ----------------- The agreement with~~~~ d,C,., .~_ n ~~~ was completed on ~f 5 ~a G7 ,and final payment has been made. Departmen Signature Date: Revised 8-7-03 t: ~~ ~~1~.~,'!kA 1.4W~µww. ~1M 1Cea ~en ~t -~~-~- /I ~-lo~ " N-2005-009 C/ ¡J¡f,Cþ 1!.G1fJ¡;¡ü) INSlJRANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES ( - ~ Dt -OS CLERK OF COUNCIL DATE: ;:I.-I #05 THIS AGREEMENT, made and entered into this 20th day of January, 2005 by and between Trinidad Floats and Special Events (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of Cali fomi a (hereinafter "City"). CONSULTANT AGREEMENT RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of constructing and decorating parade floats. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected ffom a professional consulting firm in the field. 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. SCOPE OF SERVICES Consultant shall design and build one thirty foot (30') decorated parade float as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services a fee of $1 ,650.00. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on February 28,2005, unless terminated earlier in accordance with Section 12, below. The term of this Agreement may be extended upon a writing executed by the Executive Director of Parks, Recreation and Community Services and the City Attorney. , 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee ofthe 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 Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant 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 undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant 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 Consultant'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. Consultant shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit B upon execution of this Agreement and shall be approved in form by the City Attorney. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: 2 " " (iii) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (i) (ii) 6. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement. 7. NOTICE Any communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copy to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 571-4200 To Consultant: Trinidad Floats and Special Events P.O. Box 4362 500 S. Anaheim Boulevard, Ste. G Anaheim California 92803 3 " A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 8. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. 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 Consultant 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. 9. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any ofthe services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 10. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. 4 " b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 11. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 12. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further 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. 13. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 14. MISCELLANEOUS PROVISIONS a. 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. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. II II II 5 " " IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: PATRICIA E. HEALY Clerk of the Council APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney By: (I!w:AlrOJd)1¡ Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: GERARDO MOUET Executive Director 0 the Parks, Recreation Community Services Agency CITY OF SANTA ANA ~RË~ City Manager CONSULTANT ~-1~ DAVID TRINIDAD Owner --~ 6 EXHIBIT A SCOPE OF SERVICES Consultant shall design, construct and provide a float for participation in the February 5, 2005 Multicultural Parade. Said float shall comply with the rules, regulations and directions of the parade sponsor. Consultant will provide a 30' float decorated with two decorative - not live- palm trees; Styrofoam rocks; green, la'icndcr and ¡Jmple red floral sheeting and a large wood ttame flower. The float shall have space for 5' butterfly and 7-10 float riders, children and adults. Consultant will bring the float to the float staging area at the cross streets of Broadway and Washington, in Santa Ana at 6 am on Saturday, February 5, 2005. Consultant shall be deemed to have satisfied its duties hereunder by providing the subject float at the parade site and having it available for transport through the designated parade route. . City shall pay all entry fees, and be responsible for all forms of the parade and advise Consultant ofthe rules, regulations and restrictions of the parade sponsor. COMPENSATION City agrees to pay, and Consultant agrees to accept as total payment for its services, $1,500.00. 7 . . : EXHIBIT B ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company S C ð~ i\... f-e ~Cð This endorsement mod' les such insurance as is afforded by the provisions of Policy # relating to the following: I. The City of Santa Ana, 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 ofthe named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried 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. ) E~:::¡tf~t~= Named Insured C"""""i~ u) Authorized Representative , this endorsement form as a part of / 8 Paq61 002-002 CERTIFICATE OF LIABILITY INSURANCE O~~);~~~~~) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POUCIES BELOW. V THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POUCY 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 SL:CH POUCIES, AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR D' TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION OENERALllABlllTY CLS1010886 07/19/2004 07/19/2005 EACH OCCURRENCE DAMAGE TO RENTED ce, 1/31/,,005 Time: 3;36 PM TOI Laura @ 9. +1 (714) 6476515 ~ FAX (949)348-2373 PRODUCER (949)348-7400 Insurance Solutions License '0746539 26522 La Alameda, Suite 190 Mission Viejo, CA 92691 INSURED Trin1 F oats 278 N. Wilshire, Unit C7 Anaheim, CA 92801 INSURERS AFFORDING COVERAGE INSURER A scottsdale Ins CO INSURER e, INSURER c: INSURER D. INSURER E. LIMITS X COMMERCIAL GENERAL LIABILITY ClAIMS MADE [!] OCCUR MED EXP (Anyone person) PERSONAL. & ADV iNJURY A GENERAL AGGREGATE $ PRODUCTS - CQMP/OP AGG $ LOC COMBINED SINGLE UM!T . (Eaaccident) BODILY INJURY $ (p8fper$On) 80DIL Y INJuRY $ (peracc:ìdent) PROPERTY DAMAGE $ (per accident) AUTOMOBilE LIABilITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON-OWNED AUTOS GARAGE UABJUTY ANY AUTO AUTO ONLY. EA ACCIDENT $ EA ACC $ QTHERTHAN AUTO ONLY AGG $ $ $ $ $ $ OTH- $ EXCeSSlUMBRElLA LIABILITY CCCUR 0 CLAIMS MADE EACH OCCURRENCE AGGREGATE APPROVED AS 0 FORM DEDUCTIBLE RETENTION E.L. EACH ACCIDENT EL DISEASE - EA EMPLOYE $ E,L DISEASE - pacey LIMIT $ $ we STATU- WORKERS COMPENSATION AND EMPLOYERS' LlABlUTY Am PROPRIETORIPARTNERJEXECUTlVE OFFICER/MEMBER EXCLUDED? If yes. de$Cribe under SPECIAL PROVISIONS below OTHER DESCR1PfTlpN OF OPERADQ.NS I LOCATlOfllS VEHICLnl.EXÇL.USIQIIIS ~DED BY ENDORSEMENT' SPECIAL PROVISIONS ertl lcate HOlder named as aadltlonal lnsured ditonal ;nsured endorsement to follow from carr;er. '10 Days wr;tten not;ce for non-payment of prem;um C"RTlFICATE HOLDE" \ NAIC# ~ $ $ $ , 500,000 100,00 __5,00 sou ,00 500,00 500,000 I i ----, í --j I I ---- --.----i ~=\ _--1 ¡ CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE E)(PIRATION DATE THEREOF, THE ISSUING INSURER WILL. ENDEAVOR TO MA!L ~ DAYS WRITTEN NOTiCE TO THE CERTIFICATE HOLDER NAMED TO THE L.!:Fi, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO 06LIGATtON OR UABJU7Y City of Santa Ana 20 civic Center Plaza Santa Ana, CA 92701 OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001108) FAX: (714)571-4209 IMCORD CORPORATION 1988