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Home My WebLink AboutBUI, CHUONG T.N-2019-145 INSURANCE NOT ON FILE WORK MAY NOT PROCEED CLERK OF COUNCIL DATE:AUG 14 2019 f"v D;�DP lo) July 25, 2019 r...+ L Chuong T. Bui Counsel for Creators LLP 2000 Riverside Drive Los Angeles, CA 90039 Re: Sneaker/Performer Engagement Agreement Dear Mr. Chuong T. Bui: This letter represents your agreement with the City of Santa Ana ("City") as entered into on the above date for the engagement described below: 1. Event Description: "Treating Your Creative Career as a Business" Workshop, teaching artists and arts organizations the fundamentals of creating a business and understanding the legal aspects of the arts in a variety of areas: contracts, intellectual property, trademarks, and more. The presentation is to be given by Chuong T. Bui, California State Bar License Number 267825 ("Speaker/Performer"). Speaker/Performer must be an active licensed member of the State Bar of California in good standing at the time of the event. 2. Date(s): Saturday, August 31, 2019 3. Event Time(s): 10:00 AM — 12:00 PM 4. Location: Bowers Museum, Fluor Family Gallery, 2002 North Main Street, Santa Ana, CA 92706 ("Property") 5. Compensation: $1,200 (payable by check at conclusion of Event); Speaker/Performer must provide IRS form W-9 before payment can be made 6. Equipment provided by City: Projector, screen, laptop, audio speakers 7. Equipment provided by Speaker/Performer: None 8. City Contact Person (for coordinating purposes only): Tram Le 9. Independent Contractor: Speaker/Performer 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 Speaker/Performer performs the services that are the subject matter of this Agreement; however, the services to be provided by Speaker/Performer shall be provided in a manner consistent with all applicable standards and regulations. Speaker/Performer 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. Speaker/Performer must provide written notification to all attendees and state during the presentation that any and all information presented during the presentation are solely those of the Speaker/Performer, not that of the City of Santa Ana. Speaker/Performer will not provide any legal advice during the workshop. #411v3 Letter Agreement — Counsel for Creators LLC Page 2 10. Indemnification: a. Speaker/Performer, his or her agents, or employees (if applicable) agrees to and shall indemnify, defend, and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from and against all loss, expenses, or liability (including costs and attorney's fees) arising from: a) the negligence or willful misconduct of Speaker/Performer, his or her agents, or employees; or b) from Speaker/Performer's breach of any of the terms, conditions, or obligations under the Agreement. The City, and its agents or employees agrees to and shall indemnify, defend, and hold harmless Speaker/Performer, its officers, agents, employees, consultants, special counsel, and representatives from and against all loss, expenses, or liability (including costs and attorney's fees) arising from: a) the negligence or willful misconduct of the City's agents or employee; or b) from the City's breach of its any of the terms, conditions, or obligations under the Agreement. 11. Release: Speaker/Performer accepts the Property and any City -provided equipment used in connection with the performance in their "as -is" condition, with all faults. Speaker/Performer fully releases, waives and discharges forever any and all claims, demands, rights, and causes of action of any kind or nature against, and covenants not to sue, City, its elected officials, officers, employees, agents and volunteers, and all persons acting on behalf of, by, through or under each of them, under any present or fixture laws, statutes, or regulations for any claim or event relating to the condition of the Property or City -provided equipment or Speaker/Performer's use thereof. 12. Worker's Compensation Insurance. In accordance with the California Labor Code, Speaker/Performer, if Speaker/Performer has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. 13. The City shall have the right and royalty -free license to simulcast or produce and show a tape -delayed broadcast of Speaker/Performer's presentation to the City community or general public, through webcast or any other means. This license shall be non-exclusive and the copyright shall remain with the Speaker/Performer. Copies of Speaker/Performer's presentation may be maintained by the City, and Speaker/Performer consents to use of such recordings. 14. Speaker/Performer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, disability, or any other basis protected by applicable law in connection with any activities related to this Agreement. 15. This Agreement shall in all respects shall be interpreted, enforced, and governed exclusively by and under the laws of the state of California. Both parties 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. 16. This Agreement represents the complete and exclusive statement between the City and Speaker/Performer regarding the subject matter herein and supersedes any and all other agreements, oral or written, between the parties. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Speaker/Performer. (Signature on following page) #41lv3 Letter Agreement — Counsel for Creators LLC Page 3 Please execute this letter to reflect your agreement to the terms and conditions set forth herein. /7 #411v3 CITY OF SANTA ANA K ISTINE RIDGE Acting City Manager Clerk of the Council RECOMMENDED FOR APPROVAL STEVEN A. MENDOZA Executive Director Community Development Agency SPEAKER/PERFORMER 4900115-&- C U BUI COUNSEL FOR CREATORS LLC By: & RYAN 1 1-_u WORKERS' COMPENSATION DECLARATION Chuong T. Bui hereby affirm under penalty of perjury, the (Name/Title) following declaration: I certify on behalf of that during the term of my (Organization Name) contract with the Community Development Agency, City of Santa Ana, I will not employ Counsel for Creators LLP any person in any manner so as to become subject to the workers' compensation laws of California, and agree that if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with those provisions. DATE: 8/27/19 By: Name: Chuong T. Bui, Esq. Title: Partner Telephone: 213-379-9697 WARNING: FAILURE TO SECURE WORKERS' COMPENSATION COVERAGE IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO CRIMINAL PENALTIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000). IN ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY'S FEES. REVIEWED & APPROVED By RISK MANAGn EMENT NISION ,27219 FRANC E R. VILLAREAL