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HomeMy WebLinkAboutINTERACTIVE GAMES AND CREATIONS, INC. (G AND C EVENT PRODUCTIONS) - 2018City of Santa Ana 'f Clerk of the Cot. :il AGREEMENT TERMINATION FORM Please complete this form in its entirety when the attached agreement and all amendments (if any) are no longer in effect. Note: If your agreement is grant related, please ensure that all grant retention requirements have been satisfied prior to signing the termination form. Is the agreement(s) a permanent record? Yes No Return form to the Clerk of the Council Office (M-30). Call 647-1520 if you have any questions. The agreement with No. A-2018-082 was completed on (List all amendments. Use space below if needed.) COTC Office Use Only 2020 Fro -6 PH 3 37 fTY OF LERK CLERK OSA TA AAA 14311d and final payment has been made. Department: Y kSr Phone/Ext.: Li14 M Signature: Date: j0� Revised: 10-18-16 INSURANCE N 1' ON FILE. WORK MAY 9.if ,, PROCEED CLERK OF COUNCIL , DATE. APR 16 2011(' r, y P.C%A 6-) AGREEMENT FOR FIESTAS PATRIAS EVENT PRODUCTION 2018 C"4-1 15 THIS AGREEMENT is made and entered into this 3rd day of April, 2018 by and between Interactive Games and Creations, Inc., a California Corporation doing business as G & C Event Production Corp. (hereinafter "Event Producer"), 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. On November 22, 2017, the City issued Request for Proposal ("RFP") No. 17-126 for the production of the 2018 Fiestas Patrias in Downtown Santa Ana, including but not limited to event promotion and management, security, marketing, talent acquisition, and carnival services to be held September 15-16, 2018 incorporated herein by reference. B. Event Producer submitted a proposal in response to the RFP which was selected by the City and is incorporated herein by reference. Event Producer represents that it is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Event Producer represents that it is knowledgeable In the field of large scale event promotion and management. Event Producer also represents that any services performed by Event Producer 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 rnutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: SCOPE OF SERVICES Event Producer will provide services necessary to manage, produce, brand, fundraise and promote the 2018 Fiestas Patrias Festival ("Festival" or "Event') which includes, street fair, carnival zone, stage performances, and beer garden. The Event Producer will coordinate site requirements, and produce and manage the Festival on behalf of and to the full satisfaction of the City. Event Producer's duties include: Mandatory Events and/or Details for Festival: 1) Acarnival, 2) A large stage; 3) Culturally appropriate entertainment (subject to City approval); 4) A beer garden; 5) A command post; 6) A City booth; 7) A City VIP seating area for 15-20 guests for EI Grito Ceremony; 8) One (1) hour reservation of specified location for EI Grito Ceremony; and 9) No big events during the parade on Sunday between 4-6 p.m. Financial Operations and Management - 1) Develop and an event budget and work plan for the Festival including but not limited to planning, promotional, set up, operational and wind-up costs; 2) Pay for event costs; 3) Procure and pay for all goods and services associated with the Festival; 4) Obtain necessary event insurance coverage as outlined in this Agreement; and 5) Provide a final dollar figure showing the net profit or net loss of the Festival to the City within sixty (60) days of the conclusion of the Festival. c. Logistical Planning - 1) Develop a highly organized and well -structured logistical plan for the Festival to ensure that all aspect of the Festival are well -coordinated, well-planned, and safe taking into account the dynamics and needs of the downtown merchants, residents, and City. This plan will include specific detail regarding the service of alcohol in the VIP seating section; 2) Secure adequate staffing of the Festival to ensure effective management of on- site logistics, including a sufficient number of well-trained staff throughout the Festival to handle on-site logistical problems that may arise during the Festival and to handle last minute decisions and changes; 3) Attend planning meetings with City staff, its representatives and others as required for planning, implementation and evaluation of the Festival; 4) Coordinate and contract all requirements including but not limited to a main stage, sound and lighting systems, audio and video, additional staging and technology requirements; tenting, sponsorship signage and recognition; power, water, temporary washrooms, water removal, waste removal, and site security. 5) Ensure that all subcontractors and vendors have the ability to adequately staff their areas of responsibility and that they have on-site supervision and management; 6) Prepare and submit permit and license applications as required and secure timely approval of permits and licenses; 7) Ensure that event plan or logistic plan includes connection to the parade route. 8) Plan and prepare a logistical component of the event budget; and 9) Create a traffic plan for the event subject to review and approval by PRCSA, Public Works Agency ("PWA"), Police Department ("SAPID"), and any other City's agencies as appropriate, The traffic plan should include street closures and placement of barricades Talent Acquisition - 1) Be responsible for Festival programming in consultation with City staff including but not limited to, development and acquisition of talent, headliners, use of local entertainment and VIP/sponsor recognition; 2) Be responsible for the creative branding of the Festival (i.e. look and feel of the entire event) in collaboration with and subject to final approval of City Manager or his designee. The branding will be used in all advertising and promotional materials; 3) Investigate, book, contract with and pay all talent for the Festival subject to final approval of City Manager or his designee including but not limited to travel arrangement and technical requirements; and 4) Event Producer shall retain one headlining entertainment for Saturday and Sunday. The headliner shall be a musician or musical group that is recognized and established to be a regional draw within their music genre. Event Planning and Management - 1) Prepare a management plan that outlines staff requirements for each team member and defines how Event Producer team will provide the following: I. Adequate staff; it. Roles of each staff member; iii. Organizational structure for management of the event; iv. Identify person(s) responsible for vendor or subcontractor compliance with Agreement; v. Contact information for each staff member, vi. Identifies a contact person and backup person including their cell phone numbers to be on-call during the event at all times with sufficient decision making ability and authority to handle any emergent problems that may develop during the Festival. 2) Include a plan for vendor and/or subcontractor oversight including but not limited to compliance with rules and regulations; plan for pre -Festival planning meetings; date for compliance with permitting and/or licensing requirement where applicable; time frame for compliance with insurance requirements; oversight of their employees, onsite supervision of employees; 3) Include a plan for pre -Festival planning with benchmarks for completion of each event; 4) Manage all aspects of the Festival event planning including: pre -event planning, planning for issues and/or potential complications during the event, post -event clean up and breakdown; 5) Report to City staff any issues or problems which arise at any stage of the event planning and coordinate with City staff to mitigate any potential adverse effects from these issues or problems; 6) Manage all aspects of stage production including: stage construction, stage security, stage breakdown, technology, and sound production; 7) Establish vendor, sub -contractor, and/or volunteer plan including but not limited to process for assigning booths, check-in site, check-in process, location of booths, booth take down. Please keep in mind the dynamics of the downtown including residents, local businesses, and Festival attendees. Ensure non- competition between Festival vendors/subcontractors and local downtown businesses; 8) Ensure that all food vendors have all legally required licenses and permits including but not limited to a City business license and Orange County Health Care permit; 9) Ensure that all vendors of any kind have all legally required licenses and permits including a City business license; 10) Develop and implement and effective communication strategy for Festival including sufficient notice to nearby businesses and the public for Festival events, and/or Festival related parking or traffic problems that may arise. 11) Attend pre -Festival planning meetings for the parade to ensure coordination with City staff; 12) Ensure that sufficient restrooms and hand washing stations including those that are ADA accessible are available to meet the needs of Festival attendees, vendors, and staff; 13) Provide City check-in booth for EI Grito Ceremony; 14) Provide First Aid booth; 15) Provide VIP and specialized parking including any parking necessary for drop off/pick up, loading and unloading of event performers and vendors; 16) Coordinate as needed with City staff, including the SAPD, PWA, and Code Enforcement; 17) Arrange for hospitality and VIP services as may be required; 18) Arrange and supervise labor for all events and services in addition to the production management; and 19) Include all event planning and management costs in the budget for the Festival. Revenue and Sponsorship 1) Develop and implement a cost sharing program and other revenue generating endeavors to raise sufficient funds to cover all event costs and earn a profit. This provision is subject to the parties mutual understanding that Event Producer will not take any action or approve any cost sharing program or revenue generating endeavor which would tarnish the City's image or reduce the family friendly atmosphere of the Festival including but not limited to agreements with political organizations, political campaigns, sexually explicit or sexually based products or services, drug and/or drug paraphernalia companies, tobacco companies (including e -cigarettes), and alcohol other than the sponsor of the beer garden. (Provided however that up to 3 alcohol sponsors shall be allowed to install signage at the Festival); 2) Event Producer may set up tables, chairs, lounge seating on the field and track area of the stadium and charge a fee to allow individuals access to, and to sit in, these areas along with the main stage area. This area will include seating for 20- 30 City determined VIP guests provided at no cost to the City. The fee shall be in an amount as reasonably determined by Event Producer and as necessary to pay for the cost of bands and entertainment and to allow Event Producer to cover the cost of expenses in producing the concert and to make a reasonable profit. Event Producer will take all necessary steps to protect the artificial turf on the field in the Stadium. Event Producer may use the City's protective cover at no charge to Event Producer for the synthetic turf. If further coverage is needed to protect the synthetic turf, Event Producer will obtain whatever material is necessary at its expense to protect the synthetic turf from damage during the Festival. As to other event attractions, Event Producer may submit a fee plan for charges for seating subject to negotiation and final approval or denial by City Manager or his designee. Admission is to be free to the public; 1) Lead planning meetings for the Festival and work closely with City staff to coordinate sponsor recruitment; 2) Work in consultation with the City staff to define sponsorship benefits; identify potential funding partners; implement the sponsorship plan; and liaise with event sponsors to ensure that benefits are delivered before, during, and after the event; 3) Develop and manage all communications with prospective sponsors prior to and immediately following the Festival. Event Producer shall seek prior approval from the City Manager or his designees before finalizing any contribution agreement or contribution; 4) Produce and coordinate all arrangements for sponsorship acknowledgment including radio and newspaper ads as well as any materials and announcements. Approval of the City Manager or his designee will be required for communications and marketing for the Festival including strategic sponsorship activation and related strategies, prior to public release; and 5) Include all sponsorship costs in the Festival budget. Marketing and Communications 1) Develop and implement a marketing and communications plan for the Festival, subject to the approval of the City Manager or his designee; 2) City will be allowed to market City programs through City booths and other avenues at the Festival; 3) Develop and implement a customer relations plan which will provide effective and relevant communications in English and Spanish to the merchants, residents, churches, and other places nearby the event boundaries to provide advance notice of event activities and to mitigate any problems that may arise; 4) Develop the design, printing and distribution of event materials in English and Spanish such as programs, rack cards, posters, print ads, banners and signage subject to pre -approval by the City; 5) The City will confirm a spokesperson(s) for the Festival and media opportunities associated therewith; 6) Supervise the development of on-line marketing and social media outreach in English and Spanish subject to City approval; City shall respond to the request of event producer within five (5) business days of the request for approval of the specific advertising and marketing request. 7) Supervise and pre -approve any materials to be handed out or used by vendors or subcontractors at or during the festival such as flyers, handouts, pamphlets, signage, etc.; and 8) Include all Festival marketing and communication materials in the budget. 9) Event producer will notify residents and businesses adjacent to the festival location sixty (60) days prior to the event that the event is going to take place. Event producer will further notify residents and businesses adjacent to the festival location thirty (30) days prior to the event that the event is going to take place including the specific dates and times of the festival and information about any street closures (location, date and time). L Protocol Management- Develop and implement a protocol plan in conjunction with City staff to identify, invite, and support the participation of government and other community representatives participating or attending the Festival. Management and Event Suaport- 1) Establish and provide timely reporting on financial and event management matters starting every four weeks and increasing in frequency, as determined by City staff, as the Festival date approaches; 2) Event Producer will coordinate all inquiries regarding the Festival and manage the information flow between nearby merchants and residents, City staff, volunteers, venue, subcontractors and vendors, and suppliers; 3) Provide all reports as referenced herein when due prior to Festival; and k. Security - 1) Event Producer will ensure that the backstage area is secure at all times; 2) Event Producer will ensure that only authorized persons have access to the backstage area at all times; 3) Event Producer will ensure that the location designated for the Beer Garden is adequately secured at all times and that effective intervention is used when needed; 4) Ensure that effective communication is utilized and maintained throughout the Festival to ensure that there is proper intervention in security issues if needed; and 5) Event Producer shall assure there is proper crowd control (i.e. security, barriers, access control, restricted areas, VIP seating, etc.) as necessary working in conjunction with City staff (PRCSA, Police Department and Public Works Department) and others. City Obligations — City will fully cooperate with Event Producer to enable Event Producer to successfully and efficiently produce the Festival. This obligation includes but is not limited to the following: 1) Allow Event Producer to utilize certain public streets and property, including the locations designated in this Agreement such as those areas referenced in Paragraph 4 below, subject to approval of the Orange County Fire Authority, the SAPID, and PWA. 2) Provide a sufficient number of personnel including the City staff (PRCSA, Police Department and Public Works Department, traffic control, and any Department of Transportation Personnel and others) to assist Event Producer in the production of the Festival. This shall include sufficient police presence to enforce the rules and laws. The costs associated for personnel shall be the responsibility of the Event Producer and the in-kind credit may be used for these costs. Costs owed to the City shall not exceed $75,000. 3) Provide water and electricity (does not include generators) for use during the Festival as needed for cleanup at no charge to Event Producer, 4) Provide any available lists and contact information for all sponsors and vendors for the Festivals operated by City for the 2014 through 2017. City shall also provide the fees paid by any vendor, sponsor or other providers and any amounts paid by the City to any third party for services or products related to the production of the festivals. 5) City will provide access and use of the parking lots located on the Eddie West Stadium property. City will facilitate discussions between Event Producer and the County regarding use of any County -owned parking structures. 6) Use its media list to provide at no charge to Event Producer, press releases, social media posts, notifications of event weekend festivities, and such other promotional vehicles as available to the City. 7) City shall post signage at a reasonable number of locations throughout the City advertising the dates and location of the festival. 2. ORDER OF PRIORITY In the event that there is a conflict between this Agreement, City's RFP or Event Producer's Proposal in response to City's RFP or a need for interpretation, the priority is as follows: a. This Agreement; b. City's Request for Proposal; and c. Event Producer's Response to City's Proposal. 3. FEES, COSTS AND IN KIND CREDIT a. Event Producer will be responsible for the payment of all costs associated with the services provided pursuant to this Agreement; including the cost for all City services, costs of performers, all equipment and support personnel, security, set up, clean up, sponsorship acknowledgement, insurance, taxes, bond, fees, the stadium, parking structure and any other City owned property, and any other costs involved in undertaking the Festival. b. The City will provide Event Producer up to a seventy-five thousand ($75,000.00) dollar credit for in kind City services, expenses, or any other costs associated with the Festival. The credit for in kind services can be used for City services and fees including any permits, licenses and other fees paid or owing by Event Producer to the City. Provided however that the maximum amount of all costs for the foregoing items, including any fees for permits, licenses, or other expenses including city business licenses, shall not exceed $75,000.00. The in kind credit cannot be used for any third -party costs. c. The City's Parks, Recreation and Community Services Agency will co-sponsor the rental of the stadium at no cost to the Event Producer. d. Event Producer shall be entitled to retain all revenue generated by the Festival, including but not limited to: 1) Sales and payments by sponsors. 2) Sales and payments related to food booths, vendor booths and food and beverage sales. 3) Concert and ticket sales. 4) Merchandise sales. 5) All other events related to, or a part of, the Festival. 4. STAGE AND CARNIVAL LOCATION The stage and carnival location will be bordered by Flower Street, Civic Center Boulevard, West 61" Street and Coach Dick Hill Way as indicated by Option D in the attached Exhibit A. The location includes the Eddie West Stadium. City reserves the right to change stage and carnival location prior to Festival with advance notice to Event Producer, Both City and Event Produce recognize that the success of the Festival is to certain extent dependent on the location of the Festival. Any change in location may be made only with the express agreement of Event Producer and any revised location must be reasonably comparable to the above referenced locations. Provided however that no changes may be made to any locations including the stage and carnival after June 15, 2018 absent an emergency occurring which is outside the control of the City. 5, FESTIVAL HOURS The Festival shall take place as follows: a. Saturday September 15, 2018 between the hours of 12:00 p.m. to 10:00 p.m. The entertainment shall end by 9:00 p.m. The carnival will close at 12:00 a.m. b. Sunday September 16, 2018 between the hours of 12:00 p.m. to 9:00 p.m. for the festival. The entertainment shall end by 9:00 p.m. The carnival will close at 10:00 p.m. 6. DEADLINES FOR SUBMITTALS OF REQUIRED DOCUMENTS a. No Later than June 1 2018 1) Marketing Plan; 2) List of Sponsors; 3) Local Business Fees List; 4) Vendor/Subcontractor List -including evidence of insurance coverage, licenses, permits; 5) Carnival permits/certificates-including DIR permits, electrical permits and inspection card; 6) Traffic Plan; and 7) Budget. b. Monthly Updates (starting July 1 20188) 1) List of Sponsors; 2) Local Business Fees List; and 3) Vendor/Subcontractor List. c. Two (2) Months Prior to Festival -No Later than July 15 2018 1) Talent List -including management company, fee arrangement including amount of fee and payment terms, biography and listing of past performances, link to website and social media sites; 2) Information regarding Beer Garden Operator -including sponsor, non-profit operator, beer garden layout, pricing to consumers, required ABC and health department permits; 3) Plans for the Following: I. Trash clean up; ii. Layout -including location of stage, carnival rides, booths, beer garden, sanitation, etc.; iii. Security; and iv. Event logistics. d. Failure to Meet Deadlines- in the event that Event Producer fails to submit the required 7 d. Failure to Meet Deadlines- in the event that Event Producer fails to submit the required documents by the deadlines noted in Section 6 (a) -(c), the City shall provide written notice to Event Producer by facsimile transmission and email stating in detail which documents Event Producer failed to timely submit. Event Producer shall use its best commercially reasonable efforts to provide the documents within 5 business days of its receipt of the notice. The City Manager or his designee may waive the fine if determined by the City Manager or his designees that the Event Producer is diligently working towards preparing and providing the documents. After expiration of the foregoing time limits, the City can either choose to immediately terminate the agreement or assess a fine of $100 per day until the required documents are submitted. LAYOUT AND BOOTH LOCATIONS The layout of the Festival, including the booth placement, stages, exhibit areas, beer garden, command post, carnival location, etc., will be mutually agreed upon by City and Event Producer. Taking into account the needs and concerns of the City and Event Producer and the fact that the location of the Festival is a substantial factor in the successful production of the Festival, in the event that City and Event Producer cannot agree on the location either party may terminate this Agreement. In no event may the location of the Festival be changed after June 15, 2018 absent an emergency outside of the control of the City. 8. FESTIVAL THEME If a theme is considered as part of the marketing or promotional materials for the Festival, City and Event Producer shall work together to determine an appropriate theme. City has final determination and approval on the overall Festival theme and or the determination as to whether to utilize a theme at all. 9. PRESS RELEASES AND PROMOTIONAL MATERIAL City shall receive copies of all proposed press releases and advertising for Festival at least 72 hours prior to use in the Festival promotion. Press releases and advertising for the Festival shall be in English and Spanish. City retains the right to approve all press releases and promotional material used for the Festival. All promotional materials for Festival will have the City logo and Event Producer will provide copies of all press releases and promotional materials sent out in the form they were published. 10. ENTERTAINMENT City shall retain final approval over all entertainment. City at its sole discretion and/or for any reason may reject entertainment chosen by Event Producer, Event Producer shall produce a complete schedule for the main stage listing each performer, their popularity rating, and their associated time eight weeks prior to each scheduled Event. At the City's discretion, an extension may be granted. City will provide final approval within five working days of City's receipt of entertainment schedule, at which time City will provide written approval in the form of a letter from the City Manager or his designee. As part of the entertainment package, Event Producer shall incorporate at least one headliner for Saturday and Sunday as part of the entertainment segment of the event. The headliner shall be a musician or group that is recognized and established to be a regional draw within their music genre. 11. HOURS a. For Entertainment: The final entertainment shall end by 9:00 p.m. Saturday and by 9:00 p.m. Sunday. Event Producer shall employ a stage manager to ensure the entertainment agenda is followed. If Event Producer fails to enforce the closure time, the Police Department will immediately close the stage and disburse the crowd. Event Producer shall pay all City costs incurred in enforcing the approved entertainment schedule. Quiet Hours: There shall be designated quiet times as follows: Saturday between 12:00 a.m. and 8:00 a.m. and Sunday from 10:00 p.m. to 8:00 a.m. Quiet hours shall be strictly enforced. Provided however that Event Producer shall have the right to clean the area, dismantle the various staging and other equipment and load and remove the items during quiet hours. Event producer may use heavy equipment such as fork lifts during this process. Event Producer will provide City an operational manual no later than September 1, 2018 for use during the Festival and containing all final plans and contact information for Event Producer's representative on site during the Festival. 13. STAGES The stage and associated entertainment shall be programmed and produced during the duration of the Event. See Site Map in Exhibit A for the location of the Main Stage and Stadium. Additional stages may be proposed and submitted to the City Manager or his designee for approval. 14. ALCOHOL AND TOBACCO Event Producer agrees not to sell, distribute or allow the sale or distribution of any alcohol outside of the Beer Garden perimeter and VIP seating area established by the City. Sponsorship by alcohol product companies shall be allowed subject to pre -approval by City. Event Producer also agrees not to sell, distribute or allow the sale or distribution of any tobacco products during the Event. Absolutely no direct tobacco product advertising shall be allowed within or associated with the Event. Neither tobacco nor alcohol product advertising shall be distributed to minors. Event producer including employees, independent contractors and entertainers cannot engage in the consumption of alcohol or use of tobacco at any time during the contractual obligation of the event. 15. SPONSORSHIP AGREEMENTS City shall receive copies of all sponsorship agreements between Event Producer and any sponsor for the Festival. All sponsors for the Festival must be pre -approved by the City Manager or his designee. The City reserves the right to pre -approve any sponsorship materials using the City's name, logo, or City seal. 16. FINANCIAL INFORMATION Event Producer shall provide a final dollar figure showing the net profit or net loss of the Festival to the City within sixty (60) days of the conclusion of the Festival. 17. STAGING AREA Event Producer shall provide a staging area or booth, command post and a booth for PRCSA, at no cost to City, for City personnel to utilize for the duration of said Festival. 18. AGREEMENTS BETWEEN VENDORS OR SUB -CONTRACTORS AND EVENT PRODUCER Any agreements between Event Producer and Sub -Contractors or vendors for services for Festival shall include the following provisions: a. Provision for indemnity of the City as set forth in Section 28 of this Agreement; and b. Insurance coverage and additional insured endorsement naming the City, its officers, employees, agents, volunteers and representatives as an additional insured as set forth in Section 27 of this Agreement with the exception that for Section 27(a) the Sub - Contractor or Vendor must provide a minimum of commercial general liability coverage in the amount of $1,000,000 per occurrence and $2,000,000 aggregate, all other coverages remain as indicated in Section 27, 19. TRASH CLEAN UP Event Producer is responsible for maintaining litter control and sufficient trash bins during the event. Event Producer is also responsible for clean-up after the event and returning the Festival location to the same condition that it was in prior to the Festival. Event Producer will ensure removal and disposal of grease from cooking booths or booths where food is sold in compliance with applicable laws. Event Producer will use or require vendors or sub -contractors to use, grease barrels where applicable. 20. EQUIPMENT Event Producer shall provide all necessary equipment, resources, and manpower necessary to develop and produce the Festival. Equipment shall include but is not limited to: a. Lighting for all vendor booths which is maintained and fully illuminated until all attendees have vacated the Festival and carnival grounds; b. Stage; c. Carnival rides; d. Fencing as necessary; e. Booths; f. Barricades. 21. PRE -FESTIVAL MEETINGS Event Producer will attend pre -festival meetings the week of August 13, 2018 to finalize details for the Festival. 22. ACCESS TO EVENT BY CITY STAFF City staff wearing City identification will have access to the Festival at all times and for all locations. 28. CLEANING AND DAMAGES DEPOSIT REQUIRED No cleaning or damage deposit is required for the Festival. Once the Festival is complete, the City will notify Event Producer within 48 hours whether any additional clean-up is required. If City determines that additional clean-up is required, City will notify Event Producer in writing of the need for additional clean up and the time line for completing that clean up. If Event Producer fails to adequately clean-up after City provides notice of additional clean up or if Event Producer fails to adequately clean- up within the time provided by the City for the additional clean-up, City will hire a company to provide additional clean up and Event Producer will reimburse the City for the reasonable and actual costs (including any prevailing wages required to be paid by the City) paid to perform the additional clean-up. 10 24. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2018, unless terminated earlier in accordance with Section 36, below. There will be two (2) one (1) year options for renewal for the 2019 and 2020 Fiestas Patrias event production exercisable by the City and subject to approval by Event Producer. In addition, City shall not negotiate with any other event producer for the 2019 or 2020 Festival without first entering into negotiations with Event Producer. 25. INDEPENDENT CONTRACTOR Event Producer 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 Event Producer performs the services which are the subject matter of this Agreement; however, the services to be provided by Event Producer shall be provided in a manner consistent with all applicable standards and regulations governing such services. Event Producer 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. 26. 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 Event Producer under this Agreement ("Documents & Data"). Event Producer 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. Event Producer represents and warrants that Event Producer has the legal right to license any and all Documents & Data. Event Producer makes no such representation and warranty in regard to Documents & Data which were provided to Event Producer 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. Provided however that any drawings and artwork prepared by Event Producer shall remain the sole and exclusive property of Event Producer and City shall have no right to copy, use, modify, reuse or sublicense any and all such items other than in connection with the 2018 Festival. The Event Producer may not use any drawings or artwork that identifies the City of Santa Ana or uses the City seal for any use other than the 2018 Festival without written authorization. 27. INSURANCE Prior to undertaking performance of work under this Agreement, Event Producer shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Event Producer 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 Event Producer'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 an amount not less than $5,000,000 11 per occurrence, with $6,000,000 in the aggregate. Event Producer shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit E upon execution of this Agreement. 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. G. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Event Producer, if Event Producer 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, Event Producer agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Event Producer is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Event Producer pursuant to this section: (I) Event Producer shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. (iii) 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, (iv) In the event that Event Producer has insurance coverage in excess of the required amounts, City will get the benefit of Event Producer's additional insurance coverage. If Event Producer fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Event Producer's right to be paid for its time and materials expended prior to notification of termination. Event Producer waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. Provided however that prior to terminating the Agreement, City shall provide Event Producer with seven (7) calendar days' written notice of the default and allow Event Producer to cure the default by providing said insurance during the seven day period following Event Producer's receipt of written notice of the default. 28. INDEMNIFICATION Event Producer agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, Event Producers, 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 death, and claims for property damage, which may arise from the direct or indirect 12 operations of the Event Producer 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 but only to the extent resulting from their negligence or willful or intentional acts. City agrees to and shall indemnify and hold harmless the Event Producer, its officers, directors, shareholders, contractors, subcontractors, agents, employees, and representatives from liability 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 direct operations of the City or its contractors, subcontractors, agents, employees, which relates to the services described in section 1 of this Agreement but only to the extent resulting from their negligence or willful or intentional acts. 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 Indemnifying Party further agrees to indemnify, hold harmless, and pay all costs for the defense of the other, including fees and costs for special counsel to be selected by the other, 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. The provision of this Section survive cancellation or expiration of this Agreement. 29. RECORDS Event Producer's records and invoices in connection with the work to be performed under this Agreement shall remain the sole and exclusive property of Event Producer. In the event any such records are provided to City, City shall maintain the confidentiality of these records and not disclose them to any other person or company except as necessitated by law including but not limited to Court order, subpoena, and/or public records act request. Event Producer shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements for a minimum period of three (3) years. 30. CONFIDENTIALITY If either party receives from the other information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, receiving party 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 Event Producer disclosed in a publicly available source; (c) is in rightful possession of the Event Producer without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Event Producer without reference to information disclosed by the City. The provision of this Section survive cancellation or expiration of this Agreement. 31. CONFLICT OF INTEREST CLAUSE Event Producer covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any mariner with performance of services specified under this Agreement. 13 32. 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: 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 Fax 714- 647-6956 With courtesy copies to: Executive Director —Parks, Recreation and Community Services Agency City of Santa Ana 20 Civic Center Plaza (M-75) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 571-4221 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647-6515 To Event Producer: Interactive Games and Creations, Inc. 1030 W. Gladstone Avenue Azusa, California 91702 (626) 290-7224 cell mike ceventmos.com 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. 33. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Event Producer, 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 Event Producer. The parties agree that any terms or 14 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 Event Producer 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 are not embodied herein. 34. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Event Producer, Event Producer 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 Event Producers retained by City at its cost and expense. 35. TERMINATION This Agreement may not be terminated by either party unless the other is in material breach of the Agreement and then only after providing fifteen (15) calendar days' notice to the other and allowing the other the right to cure the alleged default. A material default is defined as an act or omission that would materially jeopardize the success of the Festival including but not limited to failing to provide the required documents pursuant to the time frames in this agreement and failure to adhere to any of the terms of this agreement. A material default shall also include any action that will damage the image and/or reputation of the City. Prior to delivering a notice of default, the parties shall first discuss the nature of the default and to the extent necessary, work together to remedy the default or provide an alternative means of performance that is reasonably acceptable to each party. Each party recognizes that the other will have a substantial investment of time and money in performing this Agreement. 36. DISCRIMINATION Event Producer 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. Event Producer affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 37. 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. 38. PROFESSIONAL LICENSES Event Producer 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. Event Producer 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. 15 b. Event Producer shall receive all vendors and/or sub -contractors to obtain all necessary licenses, permits, approval, waivers and exemptions necessary for the provision of any contracted 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. Event Producer 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. 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. aluzwl RIA D. HUIZAR Clerk of the Council APPROVED AS TO FORK SONIA R. CARVALHO City Attorney Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: Gerardo Mouet Executive'Dire6tor - PRCSA CITY OF SANTA ANA RAULGODINE2-,1r City Manager EVENT PRODUCER INTERACTIVE ES & CREATIONS, INC. BY: Mike Hellyar, PresidCnt_ -� Y Tax I D# -7 99 EXHIBIT A STAGE AND CARNIVAL LOCATION 17 r•' ! '� s � Haas» �s �x ".,ts ,ta>�� flha r t >� w " Ps MW rig - R moi—}#tee �. Ott ?�fa5y Pd1 t>il z sY-"1ym x a S r$ Y4 + ri Er~�^ g'%,4 F +a.'€Pj`da.�w-. .;jevg �•+v37.`� Air CL 3 v s z g t. YFya,cffi3 f �" e zs a i s�� a 13� 0 3 SF q :c �„ R ' z° . 3 „X � ��� "sfi E �aA #��dR � "`�6Tnc is. ' • • 3 r #�' r Al 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 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 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 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.) Effective this endorsement form as a part of Policy # Issued to Named Insured Countersigned by Authorized Representative [E roi:miow \611 � ` CERTIFICATE OF LIABILITY INSURANCE DATE('Y 04/f1l22/111 8 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND 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(les) must 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 endorsements . PRODUCER Phone: 909-792-9190 Andrea West Redlands Redlands Insurance Brokers Fax: 909-792-919 Plum Lane MC. No Exti: 909-792-9190 FAX No): aooRESSCUSTOMB: aw redlandsib.com Redlands, CA 92374 Garaau Insurance Services, Inc PR . GCEVE-1 D . INSURER(S) AFFORDING COVERAGE NAIC i INSURED G & C Event Productions INSURERA: Scottsdale Ins. Co. 41297 Interactive Games & Creations 1030 Gladstone St Azusa CA 91702 INSURER 8: American Zurich Ins. Company40142 INSURERC: Evanston Insurance Co. 35378 INSURER D : INSURER E 08/09/17 06/09/18 COVERAGES CERTIFICATE NUMBER' REVISION NHIMRFR. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN 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 POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NORWiL TYPE OF INSURANCEAUDI SUBS POLICY NUMBER POLICY BEE DD MMIDD EXP LIMITS 20 CIVIC Center Plaza Santa Ana, CA 92701 GENERAL LIABILITY EACH OCCURRENCE $ 1,000,00 7377773=777777— PREMISES Es occurrence $ 100,00 A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE FRI OCCUR X BCS0036489 08/09/17 06/09/18 MED EXP (Any one person) $ eXc PERSONAL &ADV INJURY $ 1,000,00 GENERAL AGGREGATE $ 2,000,00 GENT AGGREGATE LIMIT APPLIES PER. PRODUCTS - COMP/OP AGO $ 2,000,00 X POLICY PRP LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY (Per person) $ ALL OWNED AUTOS BODILY INJURY (Per accident) $ SCHEDULED AUTOS HIRED AUTOS PROPERTY DAMAGE (Per accident) $ $ NON -OWNED AUTOS UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 9,000,00 AGGREGATE $ 9,000,00 A X EXCESS LIAB CLAIM6MADE XLS0102934 08/09117 08/09/16 DEDUCTIBLE $ $ RETEMION B WORKERS COMPENSATION AND EMPLOYERS' LIABILITYTS ANY PROPRIETOR/PARTNEAEXECUTIVE Y OFFICER/MEMSER EXCLUDED? (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERA O S be N/A WC10-17.911-02 BLANKET WAIVER OF SU 04/01/16 n4/01/19 XWC STAT I OIL - E.L. EACH ACCIDENT $ 1,000,00 El. DISEASE - EA EMPLOYEE $ 1,000,00 E.L. DISEASE -POLICY LIMIT $ 1,000.00C C Rented Equipment IMW17910 06/15/17 06/15/18 Blanket 300,00 All Risk Floater Max item �� . 60,00 DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES (Attach ACORD 101, Addltlonal Remarks Schedule, If more space is required) Re: Fiestas Patrias he City of Santa Ana its officers emQloyyes, agents, volunteers & ,a\ representatives are named additional insured where required by written l contract per the attached endorsements. Primary wording and waiver of °'a Zia °\+(�• subrogation applies per attached with respects to GL. r GRTIFIrATF WEII EPP rAt.IPCI I AT1r1Al '0� Oc — it4.X= SANTFIE SHOULD ANY OF THE ABOVE DE IBEdP,,gqGQrB BE CANCELLED BEFORE THE EXPIRATION DATE T EOE, ��CC��Y10E WILL BE DELIVERED IN ACCORDANCE WITH THE POLI Y PROVISISNS. City of Santa Ana etal AUTHORIZED REPRESENTATIVE L_-__-.,�„J<�r.a... 20 CIVIC Center Plaza Santa Ana, CA 92701 O 1988-2009 ACORD CORPORATION. All rights reserved. ACORD 25 (2009/09) The ACORD name and logo are registered marks of ACORD 11 POLICY NUMBER: BCS 0 03 648 9 COMMERCIAL GENERAL LIABILITY CG 2012 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -STATE OR GOVERNMENTAL AGENCY OR SUBDIVISION OR POLITICAL SUBDIVISION - PERMITS OR AUTHORIZATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE State Or Governmental Agency Or Subdivision Or Political Subdivision: ANY PERSON OR ORGANIZATION WHEN YOU AND SUCH PERSON OR ORGANIZATION HAVE AGREED IN WRITING IN A CONTRACT OR AGREEMENT, EXECUTED PRIOR TO 'THE "OCCURRENCE" TO WHICH 'PHIS INSURANCE APPLIES, THAT SUCH PERSON OR ORGANIZATION BE ADDED AS AN ADDITIONAL INSURED ON YOUR POLICY Information required to A. Section II — Who Is An Insured is amended to include as an additional insured any state or governmental agency or subdivision or political subdivision shown in the Schedule, subject to the following provisions: 1. This insurance applies only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit or authorization. However: a. The insurance afforded to such additional insured only applies to the extent permitted by law; and b. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 2012 0413 will be shown in the Declarations. 2. This insurance does not apply to: a. "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or b. "Bodily injury" or "property damage" included within the "products -completed operations hazard". B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shajkaootincre the applicable Limits of, ,I�;v'�uranc h in0'0 the Declarations. J� c 0 Insurance Services Office, Inc., 2012 insured Copy Page 1 of 1 COMMERCIAL GENERAL LIABILITY CG 20 33 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS -AUTOMATIC STATUS WHEN REQUIRED IN 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 include as an additional insured any person or organization for whom you are performing operations when you and such person or organization have agreed in writing in a contract or agreement that such person or organization be added as an additional insured on your policy. Such person or organization is an additional insured only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: 1. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: a. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications, or I Supervisory, inspection, architectural or engineering activities. However, the insurance afforded to such This exclusion applies even if the claims against additional insured: any insured allege negligence or other wrongdoing 1. Only applies to the extent permitted by law, and in the supervision, hiring, employment, training or 2. WII not be broader than that which you are monitoring of others by that insured, if the required by the contract or agreement to "occurrence" which caused the "bodily injury" or provide for such additional insured. "property damage", or the offense which caused the "personal and advertising injury", involved the A person's or organization's status as an rendering of or the failure to render any additional insured under this endorsement ends professional architectural, engineering or when your operations for that additional insured surveying services. are completed. CG 20 33 0413 © Insurance Services Office, Inc., 2012 Page 1 of 2 Insured Copy 2. 'Bodily injury" or "property damage" occurring after: a. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the Iccaiion of the covered operations has been completed; or b. That portionof "your work' out ofwhich the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Page 2 of 2 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: The most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement you have entered into with the additional insured; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Q Insurance Services Office, Inc., 2012 Insured copy c� CG 20 33 0413 POLICY NUMBER: BCS0036489 COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/ COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations ANY PERSON OR ORGANIZATION ALL LOCATIONS WHEN YOU AND SUCH PERSON OR ORGANIZATION HAVE AGREED IN WRITING IN A CONTRACT OR AGREEMENT, EXECUTED PRIOR TO THE "OCCURRENCE" TO WHICH THIS INSURANCE APPLIES, THAT SUCH PERSON OR ORGANIZATION BE ADDED AS AN ADDITIONAL INSURED ON YOUR POLTCY Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for 'bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CK�3'dlIrYLIlSR1 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured Is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown In the Declarations. © Insurance Services Office, Inc., 2012 Insured Copy ND 1\ +?e AN Page 1 of 1 A� SCOTTSDALE INSURANCE COMPANY" ENDORSEMENT NO. ATTACHED TO AND FORMING A PART OF ENDORSEMENT EFFECTIVE GATE NAMED INSURED AGENT NO, POLICY NUMBER (12:01 A.M. STANDARD TIME) BCS0036489 08-09-17 G & C EVENT PRODUCTIONS 04789 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT TO OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Condition 4. Other Insurance of SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS is deleted in its entirety and is replaced by the following: 4. Other Insurance a. Primary Insurance 7 This insurance is primary except when b. below applies. b. Excess Insurance (1) This insurance is excess over any other insurance, whether primary, excess, contin- gent or on any other basis: (a) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar cover- age for "your work"; (b) That is Fire insurance for premises rented to you or temporarily occupied by you with permission of the owner; (c) That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you ortemporarily occupied by you with permission of the owner, (d) If the loss arises out of the maintenance or use of aircraft, "auto" or watercraft to the extent not subject to Exclusion g. of Coverage A (SECTION 1); or (e) That is valid and collectible insurance available to any insured under any other policy. (2) When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit." If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. (3) When this insurance is excess over other insurance, we will pay only t %y mount of the loss, if any, that exceeds the sum of: Pik fI (a) The total amount that all such other insurance would pay fort- 4s i � a e of this insurance, and ��' � �� `Q. CJ - o' Includes copyrighted material of ISO Properties, Inc., with its permission Copyright, ISO Properties, Inc., 2013 GLS -152s (8-16) Page 1 of 2 (b) The total of all deductible and self-insured amounts under all other insurance. If a loss occurs involving two or more policies, each of which states that its insurance will be excess, then our policy will contribute on a pro rata basis. "p, q AUTHORIZED REPRESENTATIVE DATE Includes copyrighted materiel of 150 Properties, Inc., with its permission. Copyright, ISO Properties, Inc., 2013 GLS -152s (8-16) Page 2 of 2 POLICY NUMBER: BCS0036489 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/ COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: ANY PERSON OR ORGANIZATION WITH WHOM THE INSURED HAS AGREED TO WAIVE RIGHTS OF RECOVERY, PROVIDED SUCH AGREEMENT IS MADE IN WRITING AND PRIOR TO THE LOSS to complete this 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 we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or 'your work"done under a contractwith that person or organization and included in the "products - completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Insured copy Page 1 of 1 ❑ ---1 '`ilk M CERTIFICATE OF LIABILITY INSURANCE T�RTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND 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- snrurc 1 m 1: R me cenmcare homer is an ADDITIONAL IN the terms antl conditions of the policy, certain policies may certificate holder In lieu of such endorsement(sl. PRODUCER sesses Phone: 9( Redlands Insurance Brokers 1672 Plum Lane Fax: 9( Redlands, CA 92374 3areau Insurance Services, Inc INSURED G & C Event Productions Interactive Games & Creations 1030 Gladstone St Azusa CA 91702-aotx_ob-,-)- rnvcoArca an endorsement. A statement on this certificate does not confer rights to the Ins. Co. urich Ins. NAIL --- -- - — "" "' K V151VN MBE ' THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN 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 POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TN—SR- LTR TYPE OF INSURANCE POLICV NUMBER PD F--FbU-CVVRr MIDD LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,00 A X COMMERCAL GENERAL LIABILITY X BCS0036489 08/09/17 08/09/18 PREMISES Ea occurrence $ 100,00 MED EXP (my one person) $ exC CLAIMS -MADE 7 OCCUR PERSONAL &ADV INJURY $ 1,000,00 GENERAL AGGREGATE $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGO $ 2,000,00 X POLICY FRO- LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT ANY AUTO So accident) $ BODILY INJURY IPer person) $ PLL OWNED AUTOS BODILY INJURY (Per accident) $ SCHEDULED AUTOS PROPERTY DAMAGE (Paraccidenn $ HIRED AUTOS NON -OWNED AUTOS $ UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 9,000,00 A X EXCESS LMB CLAIM&MADE XLS0102934 08/09/17 08/09/18 AGGREGATE $ 9,000,00 DEDUCTIBLE RETENTION $ WORMERS COMPENSATION AND EMPLOYERS' WC STA - OTH- X LIABILITY PIN B ANY PROPRIETORIPARTNERIEXECUTIVE OFFICERMIEMBER EXCLUDED? ❑ NIA CIO -17-911-02 04101/18 04/01/19 E.L. EACH ACCIDENT $ 1,000,00 (Mandatory In NH) I( yes, descnbe under BLANKET WAIVER OF SU E.L. DISEASE-EAEMPLovE 1,000,00 $ E L. DISEASE -POLICY LIMIT $ 1 000 D0 DESCRIPTION OF RATION glow C Rented Equipment IMW17910 06/15/17 06/15/18 Blanket 300,00 All Risk Floater Max item �Q�111 60,00 DESCRIPTION OF OPERATIONS I LOCATIONS VEHICLES (Attach ACORD 101, Additional Remarks Schedule, H more apace is required) s` e: Fiestas Patrias he City of Santa Ana its officers employyes, agents, volunteersepresentatives XOA,(\ are namured additional insed where required by writtenontract per the attached endorsements. Primary wording and waiver of abrogation applies per attached with ects to GL. \ th r . reermr.-w x 1— — SANTFIE City of Santa Ana etal 20 Civic Center Plaza Santa Ana, CA 92701 SHOULD ANY OF THE ABOVE THE EXPIRATION DATE T ACCORDANCE WITH THE POLI AUTHORIZED IS BE CANCELLED BEFORE WILL BE DELIVERED IN U 1999-2009 ACORD CORPORATION. All rights reserved. ACORD 25 (2009109) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: BCS 0 0 3 6 8 9 COMMERCIAL GENERAL LIABILITY CG 20 12 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -STATE OR GOVERNMENTAL AGENCY OR SUBDIVISION OR POLITICAL SUBDIVISION - PERMITS OR AUTHORIZATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE State Or Governmental Agency Or Subdivision Or Political Subdivision: ANY PERSON OR ORGANIZATION WHEN YOU AND SUCH PERSON OR ORGANIZATION HAVE AGREED IN WRITING IN A CONTRACT OR AGREEMENT, EXECUTED PRIOR TO THE "OCCURRENCE" TO WHICH THIS INSURANCE APPLIES, THAT SUCH PERSON OR ORGANIZATION BE ADDED AS AN ADDITIONAL INSURED ON YOUR POLICY Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Sedan II — Who Is An Insured is amended to include as an additional insured any state or governmental agency or subdivision or political subdivision shown in the Schedule, subject to the following provisions: 1. This insurance applies only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit o r authorization. However: a. The insurance afforded to such additional insured only applies to the extent permitted by law; and b. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 12 0413 2. This insurance does not apply to: a. 'Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or b. 'Bodily injury" or "property damage" included within the "products -completed operations hazard". S. With respect to the insurance afforded to these additional insureds, the following is added to Sedan III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shaA66 oncre the applicable Limits of, l�v�uran,c h in the Declarations. AN © Insurance Services Office, Inc., 2012 Insured Cop/ rev\ Page 1 of 1 COMMERCIAL GENERAL LIABILITY CG 20 33 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS -AUTOMATIC STATUS WHEN REQUIRED IN CONSTRUCTION AGREEMENT WITH YOU This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART —A—Section ti—Who is An Insured--is-amended to include as an additional insured any person or organization for whom you are performing operations when you and such person or organization have agreed in writing in a contract or agreement that such person or organization be added as an additional insured on your policy. Such person or organization is an additional insured only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured. However, the insurance afforded to such additional insured: 1. Only applies to the extent permitted by law; and 2. WII not be broader than that which you are required by the contract or agreement to provide for such additional insured. A person's or organization's status as an additional insured under this endorsement ends when your operations for that additional insured are completed. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: 1. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: a. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or b. Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the 'bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional architectural, engineering or surveying services. CG 20 33 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 2 Insured Copy 2. 'Bodily injury" or "property damage" occurring after: a. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or b. That portionof"your work"out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Page 2 of 2 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: The most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement you have entered into with the additional insured; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. © Insurance Services office, Inc., 2012 Insured Copy CG 20 33 0413 KI POLICY NUMBER: BCS0036489 COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations ANY PERSON OR ORGANIZATION ALL LOCATIONS WHEN YOU AND SUCH PERSON OR ORGANIZATION HAVE AGREED IN WRITING IN A CONTRACT OR AGREEMENT, EXECUTED PRIOR TO THE "OCCURRENCE" TO WHICH THIS INSURANCE APPLIES, THAT SUCH PERSON OR ORGANIZATION BE ADDED AS AN ADDITIONAL INSURED ON YOUR POLICY Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for 'bodily injury" or "property damage"caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 04 13 B. Wth respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. © Insurance Services Office, Inc., 2012 Insured Copy qe' Page 1 of 1 A SCOTTSDALE INSURANCE COMPANYO ENDORSEMENT NO. TO AND FORMING APART PARI OF PA ENDORSEMENT EFFECTIVE DATE POLICYNUMBER 02:81 A.M. STANDARD TIME) NAMED INSURED AGENT NO. BCS0036489 08-09-17 G & C EVENT PRODUCTIONS 04789 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT TO OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Condition 4. Other Insurance of SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS is deleted in its entirety and is replaced by the following: 4. Other Insurance a. Primary Insurance This insurance is primary except when b. below applies. b. Excess Insurance (1) This insurance is excess over any other insurance, whether primary, excess, contin- gent or on any other basis: (a) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar cover- age for "your work"; (b) That is Fire insurance for premises rented to you or temporarily occupied by you with permission of the owner; (c) That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (d) If the loss arises out of the maintenance or use of aircraft, "auto" or watercraft to the extent not subject to Exclusion g, of Coverage A (SECTION 1); or (e) That is valid and collectible insurance available to any insured under any other policy. (2) When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit." If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. (3) When this insurance is excess over other insurance, we will pay only th� mount of the loss, if any, that exceeds the sum of: oa J CI (a) The totaIamount that all such other insurance would pay forth d sip;��a `base of this insurance, and Includes copyrighted material of ISO Properties, Inc., with its permission. Copyright, ISO Properties, Inc., 2013 GLS -152s (&16) Page 1 of 2 (b) The total of all deductible and self-insured amounts under all other insurance. If a loss occurs involving two or more policies, each of which states that its insurance will be excess, then our policy will contribute on a pro rata basis. 0 AUTHORIZED REPRESENTATIVE DATE Includes copyrighted material of ISO Properties, Inc., with its permission. Copyright, ISO Properties, Inc., 2013 GLS -152s (8-16) Page 2 of 2 POLICY NUMBER: BCS 003 6e 8 9 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/ COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: ANS PERSON ORORGANIZATIONWITH WHOM THE INSURED HAS AGREEDTOWAIVE RIGHTS OF RECOVERY, PROVIDED SUCH AGREEMENT IS MADE IN WRITING AND PRIOR TO THE LOSS 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 we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products - completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Insured copy ns. 'C5 Page 1 of 1 p