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N-2018-132
<br />Letter Agreement — Shakespeare by the Sea
<br />Page 2
<br />12. Commercial General Liability Insurance. Speaker/Perfonner shall maintain commercial general liability
<br />insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s)
<br />and shall include, but not be limited to protection against claims arising from bodily and personal injury,
<br />including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of
<br />Speaker/Performer's operations in the performance of this Agreement, including, without limitation, acts
<br />involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying
<br />to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of
<br />$1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall: (1) name the City. its
<br />officers, employees, agents, volunteers, and representatives as additional insureds: (2) be primary and not
<br />contributory with respect to insurance or self-insurance programs maintained by the City; and (3) contain standard
<br />separation of insured provisions.
<br />13. Worker's Compensation Insurance. In accordance with the California Labor Code, Speaker/Performer, if
<br />Speaker/Performer has any employees, is required to be insured against liability for worker's compensation or to
<br />undertake self-insurance.
<br />14. The City shall have die right and royalty -free license to simulcast or produce and show a tape -delayed broadcast
<br />of Speaker/Performer's presentation to the City cone a mity or general public, through webeast or any other
<br />means. This license shall be non-exclusive and the copyright shall remain with the Speaker/Performer. Copies of
<br />Speaker/Performer's presentation may be maintained by the City, and Speaker/Performer consents to use of such
<br />recordings.
<br />15. SpeakeriPerformer is solely responsible for payment of royalty fees, performance fees, or similar fees that may be
<br />required by unions or similar organizations. Speaker/Performer shall indemnify the City against any liability or
<br />damages, including attorney's fees, that may arise as a result of violation by Speaker/Performer of copyright laws.
<br />16. SpeakenTerformer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual
<br />orientation, age, national origin, ancestry, disability, or any other basis protected by applicable law in connection
<br />with any activities related to this Agreement.
<br />17, This Agreement shall in all respects shall be interpreted, enforced, and governed exclusively by and under the
<br />laws of the state of California. Both parties agree that Orange County, California, shall be the venue for any
<br />action or proceeding that may be brought or arise out of. in connection with or by reason of this Agreement.
<br />18. This Agreement represents the complete and exclusive statement between the City and Speaker/Performer
<br />regarding the subject matter herein and supersedes any and all other agreements, oral or written, between the
<br />parties. This Agreement may not be modified except by written instrument signed by the City and by an
<br />authorized representative of Speaker/Performer.
<br />CITY OF SANTA ANA
<br />RUL GODINEXII
<br />City Manager
<br />�•
<br />iL��•/ � is it
<br />Clerk of the Council
<br />RECOMMENDED FOR APPROVAL: L
<br />Ral
<br />S �1SESPEA E �}IESEA
<br />AS TO FORM:
<br />City Attorney
<br />Nuffez, Interim ExtcutiveDirector, PRCSA
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