EXHIBIT 1
<br /> AGREEMENT BETWEEN THE FRIDA CINEMA AND CITY OF SANTA ANA FOR
<br /> SPONSORSHIP OF THE DOWNTOWN SANTA ANA ART WALK
<br /> THIS AGREEMENT is made and entered into on this 21 st day of October, 2025 by and between
<br /> The Frida Cinema, a California nonprofit public benefit corporation ("Consultant"), and the City
<br /> of Santa Ana, a charter city and municipal corporation organized and existing under the
<br /> Constitution and laws of the State of California("City").
<br /> RECITALS
<br /> A. On July 7, 2025, the City issued a Request for Proposal No. 25-093 ("RFP"), by which it
<br /> offered sponsorship support to qualified organizations as part of a monthly Downtown
<br /> Santa Ana Art Walk. The Art Walk includes activities for multiple art galleries,
<br /> performance spaces, and public areas such as live music, exhibitions,pop-up markets, and
<br /> interactive art experiences.
<br /> B. Consultant submitted a responsive proposal that was selected by the City. Consultant
<br /> represents that it is able and willing to provide services described in the scope of work that
<br /> was included in the RFP. The RFP is referenced herein as if incorporated in full.
<br /> C. In undertaking the performance of this Agreement, Consultant represents that it is
<br /> knowledgeable in its field and that any services performed by Consultant under this
<br /> Agreement will be performed in compliance with such standards as may reasonably be
<br /> expected from a professional consulting firm in the field.
<br /> NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
<br /> terms and conditions hereinafter set forth, the parties agree as follows:
<br /> 1. SCOPE OF SERVICES
<br /> Consultant shall perform during the term of this Agreement, the tasks and obligations
<br /> including all labor, materials, tools, equipment, and incidental customary work required to fully
<br /> and adequately complete the services described and set forth in Scope of Services - Exhibit A,
<br /> attached hereto and incorporated by reference.
<br /> 2. COMPENSATION
<br /> a. City agrees to pay, and Consultant agrees to accept as total payment for its services for
<br /> City,the rates and charges identified in Compensation-Exhibit B. The amount to be
<br /> expended shall not exceed $150,000 per year, and the total amount to be expended
<br /> during the entire term of this Agreement, including all extensions, shall not exceed
<br /> $450,000. Consultant will be paid in twelve equal monthly installments in the amount
<br /> of $12,500 on the 5cn day of each month, after full execution of the Agreement, as
<br /> follows for the first year of the Agreement: November 5, 2025, December 5, 2025,
<br /> January 5, 2025, February 5, 2026, March 5, 2026, April 5, 2026, May 5, 2026, June
<br /> 5, 2026, July 5, 2026, August 5, 2026, September 5, 2025, and October 5, 2026. A
<br /> similar pay schedule will follow with any optional extensions.
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