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HomeMy WebLinkAboutSPECTRUM SPORTS MANAGEMENT, INC. (3) N-2026-054 r MAR 10 2976 o PRS C�) AGREEMENT WITH SPECTRUM SPORTS MANAGEMENT, INC.,TO PROVIDE R�do1 Fc 1}2vnG1 � MANAGEMENT AND TIMING SERVICES FOR SANTA ANA 5K& 10K RUN/WALK THIS AGREEMENT is made and entered into on this 20"' day of February, 2026 by and between Spectrum Sports Management,Inc,,a California corporation, ("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 California("City"), RECITALS A. The City desires to retain a Consultant having special skill and knowledge in the field of providing management and timing services for the Santa Ana 5K & 10K RunlWalk scheduled for Spring 2026 and Spring 2027 ('Event'). B. Consultant represents that it 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 from 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: I. SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Services - Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit A. The total amount to be expended during the term of this Agreement shall not exceed$48,000.00, which is comprised of: (1) a base amount of $44,000,00; and (2) a contingency amount of $4,000.00 for additional as needed services, to be exercised at the City's sole direction. b. Payment of a deposit equal to 50%of the compensation amount detailed in Exhibit A per Event shall be made payable by the City, upon full execution of this Agreement. The remaining balance shall be paid after completion of services for each Event. All payments issued by the City are subject to payment details in Section 2.c.below c. Payment by City shall be made within forty-five(45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Page 1 of 8 Consultant agree that all payments due and owing under this Agreement shall be made through Automated Clearing House(ACH)transfers. Consultant agrees to execute the City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Consultant's account(s) with financial institutions. 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 March 20, 2026 through March 20, 2028, unless terminated earlier in accordance with Section 15,below. 4. INDEPENDENT CONTRACTOR Consultant 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 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. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes,which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Insurance requirements are attached hereto as Exhibit B. Page 2 of 8 7. INDEMNIFICATION Consultant agrees to defend,and shall indemnify and hold harmless the City, its officers, agents,employees,contractors, special counsel,and representatives from liability: (1)for personal injury,damages,Just compensation,restitution,judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and(2) from any claim that personal injury, damages,just compensation,restitution,judicial or equitable relief is due by reason of the terms of or effects arising from 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. The Consultant further agrees to indemnify,hold harmless, and pay all costs for the defense of the City,including fees and costs for special counsel to be selected by the City,regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding.Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8,the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8,to claims that arise out of, pertain to, or relate to the negligence,recklessness,or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent,trademark,or copyright infringement,including costs,contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs m' curred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three(3) years, or for any longer period required by law, f om the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents,proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. Page 3 of 8 10. CONFIiDENTIALffY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance,but in no event less than reasonable care. "Confidential Information"shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a)has been disclosed in publicly available sources; (b)is,through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or(e) is independently developed by the Consultant without reference to information disclosed by the City. It. CONFLICT OF)INTEREST CLAUSE a. Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. b. No immediate family members of either the Mayor, City Council Member, or any appointed City Official, including appointed board and commission members, as defined under the City's Municipal Code, whose position with the City shall award or influence the award of this Agreement, or any competing contract or amendment thereof, shall be employed in any capacity by the Consultant or have any other direct or indirect financial benefit or interest in this Agreement, c. The section also prohibits the awarding of any agreement, contract, grant, or any amendment to those awards,to any former full-tine employee for one-year from date of employee separation except for any CalPERS retiree as authorized by City Council resolution d. The Consultant must comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the term of this Agreement. The Consultant warrants that it is not now aware of any facts which conflict with the prohibitions defined above. If the Consultant hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest,it must immediately make full written disclosure of such facts to the City. Full written disclosure must include, but is not limited to,identification of all persons implicated and a complete description of all relevant circumstances. Failure to comply with the provisions of this paragraph will be a material breach of this Agreement. Page 4 of 8 e. Consultant covenants that none of its directors, officers, employees, or agents shall participate in selecting or administrating any subcontract supported(in whole or in part) by City funds stemming from the Agreement where the awarding of the subcontract has any direct or indirect financial benefit or interest to any individual, as defined in subsections(b) and(c) above. 12. NON-DISCRIMINATION Consultant shall not discriminate because of race,color,creed,religion,sex,marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry,or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion,termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal,state and local laws and regulations. 13. EXCLUSIVITi'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 additioti to, the terms and conditions hereof,shall not bind or obligate Consultant or 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 is not embodied herein. 14. 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 of the services which are the subject to this Agreement performed by City personnel or by other Consultants retained by City. 15. 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(s) completed as of such date, and in such case i Page 5of8 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. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach,failure,right or remedy.No waiver of any breach,failure or right,or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar,nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. 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 Iaws of the State of California. Both parties farther 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. 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 its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination,of this Agreement, 19. NOTICE Any notice,tender, demand, delivery, or other 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 fax or other telegraphic communication in the manner provided in this Section, to the following persons; Page 6 of 8 To City: City CIerk City of Santa Ana 20 Civic Center Plaza(M-30) P.O. Box 1988 Santa Ana,CA 92702-1988 Fax: 714-647-6956 Executive Director, Parks, Recreation & Community Services Agency City of Santa Ana 20 Civic Center Plaza(M-23) P.O. Box 1988 Santa Ana,California 92702 To Consultant: Spectrum Sports Management,Inc. Attn: Mike Bone, President 601 S. Milikin Ave.,Unit E, Ontario, CA 91761 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 fax, 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. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below 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, [signatures appear on following page] Page 7 of 8 SIGNATURE PAGE FOR AGREEMENT WITH SPECTRUM SPORTS MANAGEMENT, INC.,TO PROVIDE MANAGEMENT AND TIMING SERVICES FOR SANTA ANA 5K& 10K RUNAtiVALK IN WITNESS WHEREOF,the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY O NTA AN I J e - Alvaro Nunez City Cle City Manager APPROVED TO FORM: SONIA R. CARVALHO CONSULTANT: City Attorney By onathan T. Martinez By: Mike Bone Assistant City Attorney Title:President RECOMMENDED FOR APPROVAL: awk Scott Erecu r ector Parks, Recreation, and Community Services Agency EXHIBIT A SCOPE OF SERVICES ­:'WV Exhibit A The following will serve as an outline of the Scope of Services to be performed by Spectrum Sports ivlanagement, Inc. on behalf of the City of Santa Ana For the management and timing of the Santa Ana 5K & l OK Run/Walk to be held on in the Spring of 2026 & 202T Service: 1 Create and maintain accurate courses For both a 5K & 10K distance 2 Provide personnel to manage the course, start line &. Finish line 3 Create a pre-event Project Manager to track all tasks, deadlines and client needs. a Coordinate and work with city personnel, Police and Fire and any other necessary permitting agencies. 5 Start and Finish Line Management,use of Spectrum inflatable arch or truss for Start/Finish —depending upon availability of each. 6 Course Management—set up, directional arrows, turn-around signs and course security. Plan necessary fencing and bid out to secure a fence vendor. Fence fee to be paid in City budget. 8. Registration Management/Packet Pickup & New Registration Services on day of race . 9 Participant chip timing & results for all participants in age group brackets. Complete awards structure provided post race. 4i^) Timelines, post event layout area, start & finish layouts, course map and water station location maps. 11. All race day logistics, including coordination with Police, course traffic, equipment management and necessary staffing to ensure a safe and efficient course and event. 1% Staff planning on necessary numbers for water station, start line,finish line management, registration, age group award placement and distribution of medals. Compensation: In value for the services listed above, Spectrum Sports Management shall be paid a fee of$44,000-- invoiced in agreed upon increments over the two year term ($22,000 Per event/Per year). This will account for all staff planning, on-site staffing, registration set up,timing services, bib preparation (i.e. affixing timing chips to bibs) and all equipment. This will account for all runners up to3500. Should the total number of runners exceed 3,500 then a fee of$2.50 a runner will be assessed. EXHIBIT B Insurance Requirements Insurance Requirements Consultant shall procure and maintain for the duration of the agreement, the following insurance coverages: MINIMUM SCOPE AND LIMIT OF INSURANCE Consultant shall maintain limits of insurance coverage in the following minimum amounts and shall be at least as broad as: + Commercial General'Liability(CGL): Insurance Services Office Form CG 00 01 cornering CGL on an"occurrence"basis, including products and completed operations,property damage,bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence and $2,000,000 aggregate. * Automobile Liability (AL): Insurance Services Office Form CA 00 01 covering Code 1 (any auto), with combined single limits of $1,000,000. In the event Consultant does not maintain commercial automobile liability insurance, City will accept evidence of personal automobile insurance, provided that such policy is endorsed for business use and provides coverage with a minimum limit of$1,000,000.Required policy limits can be met with primary and umbrella/excess insurance policies. • Workers' Compensation(WC): as required by the State of California, with statutory limits, and Employer's Liability Insurance with limit of no less than$1,000,000 per accident,per employee, per policy for bodily injury or disease. This requirement can be waived if Consultant has no employees. If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be,entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. Other Insurance Provisions The insurance policies are to contain,or be endorsed to contain,the following provisions: 1. CGL and AL policies: City of Santa Ana,, its City Council,its officers, officials, employees, agents,and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, equipment, and personnel furnished in connection with such work or operations. 2. CGL,AL, and WC policies: Insurance company(ies)agrees to waive all rights of subrogation against City, its City Council,its officers, officials, employees,agents, and volunteers for losses paid under the terms of any policy which arise from work performed by Consultant for City. 3. All required insurance policies; For any claims related to this contract, Consultant's insurance coverage shall be primary and any insurance maintained by City,its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it, 4. All required insurance policies. A severability of interest provision must apply for all the additional insureds, ensuring that Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. 5. Each insurance policy required herein shall provide that coverage shall not be canceled, suspended,voided,reduced in coverage or in limits,non-renewed by the carrier, or materially changed except after thirty(30)days prior written notice has been given to City, Ten(10) days prior written notice shall be provided to City for policy cancellation or non- renewal due to non-payment. 6. Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: Parks,Recreation,and Community Services Agency, M-23, Santa Ana, CA 92701,The name and location of the event should be included in the Description of Operations section of each certificate. Self-Insured Retentions Self-insured retentions must be declared to and approved by the City. City may require Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations,claim administration, and defense expenses within the retention. Acceptability of Insurers insurance is to be placed with insurers authorized to conduct business in the state of California with a current A.M.Best rating of no less than A:VII,unless otherwise acceptable to City. Verification of Coverage Consultant shall furnish City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable.policy language effecting coverage required by this clause)and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to Entity before work begins.However, failure to obtain the required documents prior to the work beginning shall not waive Consultant's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies,including endorsements required by these specifications, at any time. Claims Made Policies If any of the required policies provide coverage on a claims-made basis: 1.The retroactive date must be shown and must be before the date of the contract or the beginning of work. 2. Insurance must be.maintained and evidence of insurance must be provided for at least three(3) years after completion of work. 3.If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, Consultant must purchase"extended reporting"coverage for a minimum of three(3)years after completion of work. Subcontractors Consultant shall require and verify that all sub-contractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from sub-contractors. Special Tusks or Circumstances City reserves the right to modify these requirements, including limits,based on the nature of the risk, prior experience,insurer, coverage,or other special circumstances. CERTIFICATE OF LIABILITY INSURANCE DATE 12/23/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLYAND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT June King NAME: KesslerAlair Insurance Services,Inc PHONE (909)931-1500 FAx (909)932-2133 A1C No Ext: AM, Na License#CA 91387 E-MAIL ADDRESS: jking@kessleralair.com kessleralair.com 12487 N.Mainstreet,Ste.240 INSURER(S)AFFORDING COVERAGE NAIL N Rancho Cucamonga CA 91739 INSURERA: Burlington Insurance 23620 INSURED INSURER B: California Auto 38342 Spectrum Sports Management Inc.and INSURER c: Evanston 35378 Spectrum Timing Services,Inc. INSURER D: The Pie Insurance Company 21857 601 S Milliken Ave.,Unit F INSURER E: Spinnaker Ins Co 24376 Ontario CA 91761-8103 INSURER F: COVERAGES CERTIFICATE NUMBER: 25126 Master REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUE{?TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADOLISU1311 POLICY EFF POLICYEXP LTR TYPE OF INSURANCE INSD WV❑ POLICY NUMBER MMIDDNYYY MM1DDlYYYY LIMITS x COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 2,000.000 DAMAGE RENTED CLAIMS-MADE X OCCUR PREMISES(Ea occurrence S 300,000 MED EXP(Any one person) S 5,000 A Y Y 18113503035 12/30/2025 12/30/2026 PERSONAL&ADV INJURY S 2,000,000 GMEN'LAGGREGATE LIMITAPPLIES PER'. GENERALAGGREGATE 5 3,000,000 POLICY ❑jRa ❑LOC PRODUCTS-COMPlOP AGG S Included OTHER: S AUTOMOBILE LIABILITY COMBINED SI NGLE LIM IT S 1,000,000 Ea accident x ANYAUTO BODILY INJURY(Per person) S B OWNED SCHEDULED Y Y BA040000052554 05/09/2025 05/09/2026 BODILY INJURY(Per accident) S AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE S AUTOS ONLY AUTOS ONLY Per accident 5 x UMBRELLA LIAB x OCCUR EACH OCCURRENCE S 4,000,000 C EXCESS UAB CLAIMS-MADE EZXS3226878 12/30/2025 12/30/2026 AGGREGATE y 4,000,000 DED I I RETENTION 5 1 S WORKERS COMPENSATION x PER OTH- ANDEMPLOYERS'LIABILITY Y 1 N STATUTE I IER D ONYCERIMEMB RIPARTNERrExECUTIVE � NIA Y WC2409963000 05/01/2025 05101/2026 1,000,000 OFFICERIMEMBER EXCLUDED? E.L.EACH ACCIDENT S (mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,Ofl0,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S Gyber Liability E FLY-CB-W7UCJNGDB-004 10/25/2025 10/25/2026 Aggregate Limit $1,000,000 Deductible $2,500 DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) *10 Days Notice of Cancellation applies for non-payment.The certificate holder is named additional insured per policy forms attached. APPROVED By Tu Tran Nguyen at 3:24 pm,Mar 09,2026 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City of Santa Ana ACCORDANCE WITH THE POLICY PROVISIONS, 20 Civic Center Plaza AUTHORIZED REPRESENTATIVE M-23 - SantaAna CA 92702 O 1988-2015 ACORD CORPORATION, All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 181 B5d3835 COMMERCIAL GENERAL LIABILITY CG 24 04 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART ELECTRONIC DATA LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS SCHEDULE Name Of Person(s)Or Organization(s): Any person(s) or orejanization(s) that are show)i in the. applicable Declarations for thisenslsrs�rn�nt. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: We waive any right of recovery against the person(s) or organization(s) shown in the Schedule above because of payments we make under this Coverage Part. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person(s) or arganization(s) prior to loss. This endorsement applies only to the person(s) or organization(s)shown in the Schedule above. CG 24 04 12 19 0 Insurance Services Office, Inc., 2018 Page 1 of 1 Policy#181 B503835 COMMERCIAL GENERAL LIABILITY CG 20 33 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -- OWNERS, LESSEES OR CONTRACTORS -- AUTOMATIC STATUS WHEN REQUIRED IN A WRITTEN CONSTRUCTION AGREEMENT WITH YOU This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured any person or additional insureds, the following additional organization for whore you are performing exclusions apply: operations when you and such person or This insurance does not apply to: organization have agreed in writing in a contract or agreement that such person or organization be 1. "Bodily injury", "property damage" or "personal added as an additional insured on your policy. and advertising injury" arising out of the Such person or organization is an additional rendering of, or the failure to render, any insured only with respect to liability for "bodily professional architectural, engineering or injury", "property damage" or "personal and surveying services, including: advertising injury" caused, in whole or in part, by: a. The preparing, approving, or failing to 1. Your acts or omissions; or prepare or approve, maps, shop drawings, 2. The acts or omissions of those acting on your opinions, reports, surveys, field orders, change orders or drawings and behalf; specifications;or in the performance of your ongoing operations for b. Supervisory, inspection, architectural or the additional insured, engineering activities. However, the insurance afforded to such This exclusion applies even if the claims additional insured: against any insured allege negligence or other 1. Only applies to the extent permitted by law; wrongdoing in the supervision, hiring, and employment, training or monitoring of others by 2. Will not be broader than that which you are that insured, if the "occurrence" which caused required by the contract or agreement to the "bodily injury" or "property damage", or the provide for such additional insured. offense which caused the "personal and advertising injury", involved the rendering of or A person's or organization's status as an the failure to render any professional additional insured under this endorsement ends architectural, engineering or surveying when your operations for that additional insured services. are completed, CG 20 33 12 19 0 Insurance Services Office, Inc., 2018 Page 1 of 2 Policy#181 B503835 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT -- OTHER INSURANCE (PRIMARY AND NON-CONTRIBUTORY COVERAGE) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART Schedule of Additional Insured(s): A. Paragraph C. of this endorsement replaces 1. Applies only when you are required by paragraph 4. Other Insurance of Section IV- contract, agreement or permit to provide Commercial General Liability Conditions, but primary and non-contributory coverage for the only with respect to the insurance afforded to the additional insured, provided such written additional insured(s)scheduled above. contract, agreement or permit is fully executed B. Paragraph C. of this endorsement replaces prior to an "occurrence" in which coverage is paragraph 4. Other Insurance of Section 1V- sought under this policy,and Products-Completed Operations Liability 2. Does not apply to any claim, loss or liability Conditions, but only with respect to the insurance due to the sole negligence of the additional afforded to the additional insured(s) scheduled insured. above. C. Other Insurance All other terms and conditions of this Policy Notwithstanding other valid and collectible remain unchanged. Insurance available to the insured for a loss we cover under the applicable Coverage Part to which this endorsement is modifying, this insurance is primary and non-contributory. However,this endorsement: IFG-G-0094 03 17 Includes.copyrighted material of Page 1 of 1 ISO Properties, Inc.,with its permission. 2. "Bodily injury" or "property damage" occurring C. With respect to the insurance afforded to these after: additional insureds, the following is added to a. All work, including materials, parts or Section III— Limits Of Insurance: equipment furnished in connection with The most we will pay on behalf of the additional such work, on the project (other than insured is the amount of insurance: service, maintenance or repairs) to be 1. Required by the contract or agreement you performed by or on behalf of the additional have entered into with the additional insured; insured(s) at the location of the covered or operations has been completed; or b. That portion of"your work" out of which the 2• Available under the applicable limits of injury or damage arises has been put to its insurance; intended use by any person or organization whichever is less. other than another contractor or This endorsement shall not increase the subcontractor engaged in performing applicable limits of insurance. operations for a principal as a part of the same project. Page 2 of 2 0 Insurance Services Office, Inc., 2018 CG 20 33 12 19 Polic}#BA040000052554 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Business Auto Broadening Endorsement This endorsement modifies insurance provided underthe following: BUSINESS AUTO COVERAGE FORM I. NEWLY ACQUIRED OR FORMED ENTITY(BROAD FORM NAMED INSURED) II. EMPLOYEES AS INSUREDS III, AUTOMATIC ADDITIONAL INSURED IV. EMPLOYEE HIRED AUTO LIABILITY V. SUPPLEMENTARY PAYMENTS VI. FELLOW EMPLOYEE COVERAGE VII, ADDITIONAL TRANSPORTATION EXPENSE VIII, HIRED AUTO PHYSICAL DAMAGE COVERAGE IX. ACCIDENTAL AIRBAG DEPLOYMENT COVERAGE X. LOAN/LEASE GAP COVERAGE XI. GLASS REPAIR--DEDUCTIBLE WAIVER XIL TWO OR MORE DEDUCTIBLES XIII. AMENDED DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS XIV. WAIVER OF SUBROGATION XV. UNINTENTIONAL ERROR, OMISSION, OR FAILURE TO DISCLOSE HAZARDS XVI. EMPLOYEE HIRED AUTO PHYSICAL DAMAGE XVIL PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT XVIII, HIRED AUTO—COVERAGE TERRITORY XIX. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH Copyright 2017 Mercury Insurance Services,LLC. AN rights reserved, MCA85100817-CA Includes copyrighted material of Insurance Services Office,Inc.,with its Permission Page 1 of 6 BUSINESS AUTO COVERAGE FORM I. NEWLY ACQUIRED OR FORMED ENTITY(Broad Farm Named Insured) SECTION II -LIABILITY COVERAGE,A. Coverage, 1.Who Is An Insured,the following is added: d. Any business entity newly acquired or formed by you during the policy period provided you own 50%or more of the business entity and the business entity is not separately insured for Business Auto Coverage.Coverage is extended up to a maximum of 180 days following acquisition or formation of the business entity. Coverage under this provision is afforded only until the end of the policy period. Coverage does not apply to an"accident"which occurred before you acquired or formed the organization. II. EMPLOYEES AS INSUREDS SECTION II- LIABILITY COVERAGE,A. Coverage, 1.Who Is An Insured,the following is added: e. Any"employee" of yours is an "insured"while using a covered "auto"you don't own, hire or borrow in your business oryour personal affairs. III. AUTOMATIC ADDITIONAL INSURED SECTION II-LIABILITY COVERAGE,A. Coverage, 1.Who Is An Insured,the following is added: f. Any person or organization that you are required to include as additional insured on the Coverage Form in a written contract or agreement that is signed and executed by you before the"bodily injury" or"property damage" occurs and that is in effect during the policy period is an "insured"for Liability Coverage, but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an"insured" under the Who Is An Insured provision contained in Section II. IV. EMPLOYEE HIRED AUTO LIABILITY SECTION II- LIABILITY COVERAGE,A. Coverage, 1.Who Is An Insured,the following is added: g. An "employee" of yours is an "Insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name,with your permission, while performing duties related to the conduct of your business. V. SUPPLEMENTARY PAYMENTS SECTION II—LIABILITY COVERAGE,A. Coverage, 2. Coverage Extensions, a.Supplementary Payments,Subparagraphs(2) and (4) are replaced by the following: (2) Up to$3,000 for cost of bail bonds(including bonds for related traffic law violations) required because of an "accident"we cover. We are not obligated to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to$500 a day because of time off from work. Copyright 2017 Mercury Insurance Services,LLC. All rights reserved. MCA85100817-CA Includes copyrighted material of Insurance Services Office,Inc.,with its Permission Page 2 of 6 i VI. FELLOW EMPLOYEE COVERAGE: SECTION II—LIABILITY COVERAGE,B. Exclusions, 5. Fellow Employee This exclusion does not apply if you have workers' compensation insurance in-force covering all of your"employees". Coverage is excess over any other collectible insurance. VII. ADDITIONAL TRANSPORTATION EXPENSE SECTION III -PHYSICAL DAMAGE COVERAGE,A, Coverage,4. Coverage Extensions, a.Transportation Expenses, is replaced with the following: We will pay up to$50 per day to a maximum of$1000 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos"for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration,when the covered "auto" is returned to use or we pay for its "loss". If your business shown in the Declarations is other than an auto dealership, we will also pay up to$1,000 for reasonable and necessary costs incurred by you to return a stolen covered auto from the place where it is recovered to its usual garaging location. Vlll. HIRED AUTO PHYSICAL DAMAGE COVERAGE SECTION III—PHYSICAL DAMAGE COVERAGE, A. Coverage,4. Coverage Extensions,the following is added: C. If Liability Coverage is provided in this policy on a Symbol 1 or a Symbol 8 basis and Comprehensive, Specified Causes of Loss, or Collision coverages are provided under this coverage form for any"auto"you own,then the Physical Damage Coverages provided are extended to "autos"you hire,subject to the following limit: (1) The most we will pay for"loss"to any hired "auto" is$50,000 or Actual Cash Value or Cost of Repair, whichever is less (2) $500 deductible will apply to any loss under this coverage extension, except that no deductible shall apply to"loss"caused by fire or lightning Subject to the above limit and deductible we will provide coverage equal to the broadest coverage applicable to any covered "auto"you own of similar size and type. This coverage extension is excess coverage over any other collectible insurance. 1X. ACCIDENTAL AIRBAG DEPLOYMENT COVERAGE SECTION III -PHYSICAL DAMAGE COVERAGE, B. Exclusions,3.a., is amended to add the following: This exclusion does not apply to the accidental discharge of an airbag. Copyright 2017 Mercury Insurance Services,LLC. All rights reserved. MCAS5100817-CA Includes copyrighted material of Insurance Services Office,Inc.,with its Permission Page 3 of 6 X. LOAN/LEASE GAP COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE C. Limit of Insurance,the following is added: 4. In the event of a "total loss" to a covered "auto" shown in the schedule or declarations for which Collision and Comprehensive Coverage apply, we will pay any unpaid amount due on the lease or loan for that covered "auto," less: a. The amount paid under the Physical Damage Coverage Section of the policy; and b. Any: (1) Overdue lease/loan payments at the time of the"loss"; (2) Financial penalties imposed under a lease for excessive use,abnormal wear and tear or high mileage. (3) Security deposits not returned by the lessor; (4) Costs for extended warranties,Credit Life Insurance, Health,Accident or Disability Insurance purchased with the loan or lease;and (5) Carry-over balances from previous loans or leases. The most we will pay under Auto Loan/Lease Gap Coverage for an insured auto is 25% of the actual cash value of that insured auto at the time of the loss. XI. GLASS REPAIR—DEDUCTIBLE WAIVER SECTION III -PHYSICAL DAMAGE COVERAGE, D. Deductible,the following is added: No deductible applies to glass damage if the glass is repaired ratherthan replaced. XII. TWO OR MORE DEDUCTIBLES SECTION III -PHYSICAL DAMAGE COVERAGE, D. Deductible,the following is added: If two or more "company"policies or coverage forms apply to the same accident: 1. If the applicable Business Auto deductible is the smallest, it will be waived; or 2. If the applicable Business Auto deductible is not the smallest, it will be reduced by the amount of the smallest deductible;or 3. If the loss involves two or more Business Auto coverage forms or policies the smallest deductible will be waived. For the purpose of this endorsement"company" means the company providing this insurance and any of the affiliated members of the Mercury Insurance Group of companies. XIII. AMENDED DUTIES IN EVENT OF ACCIDENT,CLAIM,SUIT OR LOSS The requirement in SECTION IV, BUSINESS AUTO CONDITIONS,A. Loss Conditions, 2. Duties In The Event Of Accident, Claim,Suit, Or Loss, a., In the event of"accident",you must notify us of an "accident" applies only when the"accident" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) A member, if you are a limited liability company; or (4) An executive officer or insurance manager, if you are a corporation. Copyright 2017 Mercury Insurance Services,LLC. All rights reserved. MCA85100817-CA Includes copyrighted material of Insurance Services Office,Inc.,with its Permission Page 4 of 6 XIV. WAIVER OF SUBROGATION SECTION IV- BUS IN ESS AUTO CONDITIONS,A. Loss Conditions, 5.Transfer of Rights Of Recovery Against Others To Us,section is replaced by the following: S. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract executed prior to any "accident" or "loss", provided that the "accident" or"loss" arises out of the operations contemplated by such contract.The waiver applies only to the person or organization designated in such contract. XV. UNINTENTIONAL ERROR,OMISSION,OR FAILURE TO DISCLOSE HAZARDS SECTION IV- BUSINESS AUTO CONDITIONS, B. General Conditions, 2. Concealment, Misrepresentation,or Fraud,the following is added: Any unintentional omission of or error in information given by you, or unintentional failure to disclose all exposures or hazards existing as of the effective date or at any time during the policy period shall not invalidate or adversely affect the coverage for such exposure or hazard or prejudice your rights under this insurance. However,you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery. This provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal. XVI. EMPLOYEE" HIRED AUTO PHYSICAL DAMAGE SECTION IV—BUSINESS AUTO CONDITIONS, B.General Conditions,5. Other Insurance, b. For Hires! Auto Physical Damage Coverage, is replaced by the following: b. For Hired Auto Physical Damage Coverage,the following are deemed to be covered "autos"you awn: 1. Any covered "auto"you lease, hire, rent or borrow; and 2. Any covered "auto" hired or rented by your"employee" under a contract in that individual "employee's" name,with your permission,while performing duties related to the conduct of your business. However,any"auto"that is leased, hired, rented or borrowed with a driver is not a covered "auto". XVII. PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT SECTION IV--BUSINESS AUTO CONDITIONS, B.General Conditions, S. Other Insurance,the following is added and supersedes any provision to the contrary: e. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. Copyright 2017 Mercury Insurance Services,LLC. All rights reserved. MCA85100817-CA Includes copyrighted material of Insurance Services Office,Inc.,with its Permission Page 5 of 6 XVIII. HIRED AUTO-COVERAGE TERRITORY SECTION IV- BUSINESS AUTO CONDITIONS, B.General Conditions,7. Policy Period, Coverage Territory,e.Anywhere in the world if:, is replaced by the following: e. Anywhere in the world if: (1) A covered "auto" is [eased, hired, rented or borrowed without a driver for a period of 30 days or less; and (2) The "insured's" responsibility to pay damages is determined in a "suit" on the merits, in the United States of America,the territories and possessions of the United States of America, Puerto Rico,or Canada or in a settlement we agree to. XIX. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH SECTION V—DEFINITIONS, C. "Bodily Injury" is amended by adding the following: "Bodily injury" also includes mental anguish but only when the mental anguish arises from other bodily injury, sickness,or disease. Copyright 2017 Mercury Insurance Services,LLC. All rights reserved. MCA85100817-CA Includes copyrighted material of Insurance Services Office,Inc.,with its Permission Page 6 of 6 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 0.02 %of the California workers'compensation premium otherwise due on such remuneration. Schedule Person Or Organization Job Description Any person or organization as required by written contract within states covered under this policy. I i i i i i This endorsement changes the policy to which it is attached and is effective on the date issued uniess otherwise stated. (The information below is required only when this endorsement is Issued subsequent to preparation of the policy.) Endorsement Effective 05/01/2026 Policy No. VVC PI 2409963-000 Endorsement No. insured Spectrum Sports Management I Insurance Company The Pie Insurance Company Countersigned By WC 04 03 06 (Ed. 04-84)