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HomeMy WebLinkAboutGARCIA, JOSE MANUELCity of Santa Ana Clerk of the Council cice we only ore off W-r __ __ AGREEMENT TERMINATION FORM Please complete this form in its entirety when the attached agreement and all amendments (if any) are no longer in effect. Ciiy of Santa Ana Note: If your agreement is grant related, please ensure that all grant retention requirements have been satisfied prior to signing the termination form. Q 2,60 Is the agreement(s)apermanent record? Yes _ No Clerk of the Council Return form to the Clerk of the Council Office (M-30). Call 647-1520 if you have any questions. The agreement with ui ;e No. N-2019-176 was completed on q 1 IS-/ and final payment has been made. (List all amendments. Use space below N needed.) Department: m�A I YY\141 , Phone/Ext.: Signature: f �> Date: Revised: 1 d I a-16 io ry�URANCE NOT ON FILE WORK MAY Of PROCEED CLERK OF COUNCIL N-2019-176 ® DATESEP 1 2 2019 AGREEMENT TO PROVIDE STAGE MANAGER SERVICES FOR FIESTAS PATRIAS 2019 This agreement is made and entered into this loth day of September, 2019 by and between Jose Manuel Garcia ("Contractor") and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City is producing its annual Fiestas Patrias event on Flower Street between Santa Ana Boulevard and Sixth Street in Santa Ana on September 14-15, 2019 ("Event") and desires to retain a stage manager for the Event. B. Contractor represents that it is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall provide stage manager services for City Fiestas Event, Saturday, September 14, 2019 from 12:00 p.m.-10:00 p.m. and Sunday, September 15, 2019 from 12:00 p.m. - 9:00 p.m. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for his services, a flat fee of $500 per day. The total sum to be expended under this Agreement shall not exceed One Thousand Dollars ($1,000.00) for the term of this agreement. b. Payment by City shall be made within thirty (30) days following full execution of this agreement, subject to City accounting procedures. Payment need not be made for work, which fails to meet the standards of performance set forth in the Recitals, which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date stated above and continue through the last day of the Event, unless terminated as otherwise provided in this Agreement. 4. INDEPENDENT CONTRACTOR Contractor 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 Page 1 of 6 discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor 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. S. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising frotm bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor'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 the total amount of $1,000,000 per occurrence, and $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Worker's Compensation Insurance. In accordance with California State law, Contractor, if Contractor 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, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. c. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor 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 in form 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. e. If Contractor 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 effect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. Page 2 of 6 6. INDEMNIFICATION Contractor agrees to and shall defend, indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the direct or indirect operations of Contractor or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section I of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor 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 Contractor disclosed in apublicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. Page 3 of 6 9. 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 facsimile 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 Facsimile: 714-647-6956 Copies to: Parks, Recreation & Community Services Agency City of Santa Ana 20 Civic Center Plaza (M-23) Santa Ana, California 92702 Facsimile: 714-571-4221 To Contractor: Jose Manuel Garcia 918 S. Pacific Ave. Santa Ana, California 92703 Phone:714-277-7183 lnriosemRarcia(c atnail.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 facsimile, 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 proposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terns of this Agreement and any attachments hereto, the teens 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 Contractor. The parties agree that any terns or 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 Page 4 of 6 Contractor nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by arty party, or anyone acting on behalf of any party, which are not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor 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 contractors retained by City. 12. TERMINATION This Agreement may be terminated by the City upon seven (7) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed, as of such date, and in such case, such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes, as the City deems appropriate. b. Payment need not be made for work, which fails to meet the standard of performance specified in the Recitals of this Agreement. 13. NON-DISCRIMINATION Contractor 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 or in connection with any activities under this Agreement. Contractor affirnvs that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. 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. Page 5 of 6 15. PROFESSIONAL LICENSES Contractor 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. Contractor 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. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow 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 ad forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney AA Q By: rC • R �71N1 t . LAURA ROSINNI, Senior Assistant City Attorney RECOMMENDED FOR CITY OF SANTA ANA kR STINi E RIDGE City Manager COTRACTOR: tlf'` Page 6 of 6 Scanned with CarnScanner I accept the coverage(s) as proposed above on behalf of City of Santa Ana and authorize American Specialty to bind the following coverage(s): © Commercial General Liability — $7,776, Federal Terrorism Risk Insurance Act Premium — $285. Purchasing Group Membership Fee — $100. Please set billing up as: ❑ Agency Bill _R 0 Direct Bill (please choose one Invoicing Contact: A- E-Mail Address: S L a rw1 -Ar al ( , �J You agree to notify us of any change to this e-mail address. If you have any questions, please contact your American Specialty Client Service Representative, Jordan Dawes, Client Services Rep. In order to provide the Insured with more expeditious service we will be sending you the Insured's Policy(ies) electronically in PDF format, unless we hear from you to the contrary. Signature: StGN,MVW Printed Name; FBI?l 6 ri Ne P_I D C C Title: Date: -l't [1Rr III Note: American Specialty Insurance & Risk Services, Inc. has no affiliation with North American Specialty Insurance Company. ©American Specialty Insurance & Risk Services, Inc. dba A.S.I.RS.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) PROPOSALFORINSURANCE COMMERCIAL GENERAL LIABILITY Proposal Date: 09/11/2019 First Named Insured and Mailing Address: City of Santa Ana 801 W Civic Center Drive Santa Ana, CA 92701 Insurer: Arch Insurance Company (a member d Arch Insurance Group) AM Best Company Number 003186 AM Best Rating A+ (Superior) XV Policy Period From: September 13, 2019 To: September 13, 2020 At 12:01 A.M. Standard Time at your mailing address shown above. This proposal consists of the following coverage parts for which a premium is indicated. PREMIUM Commercial General Liability Coverage Part $7,776.00 Total Premium (excluding TRIA) $7,776.00 "Additional Premium - Federal Terrorism Risk Insurance Act Premium $285.00 Total General Liability Premium (Including TRIA) $8,061.00 Total General Liability Premium including all Surcharges, Fees, Assessments $8,061.00 ANNUAL PREMIUM IS FLAT AND IS NOT SUBJECT TO AUDIT 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. l� AMGRICAN SMIALTY' IMPORTANT - Additional /nformation Re uired This proposal is subject to receipt, review and acceptance of information not provided to American Specialty with the original request for proposal. This information must be submitted to us prior to binding coverage. Information submitted must be sufficient to meet all subjectivities on this Arch Insurance Company proposal. This information may result in a change to the premium originally quoted and if so, a revised proposal will be issued. By accepting this proposal, you are agreeing to provide the needed information noted prior to binding coverage and acknowledge that the failure to supply this information may result in the rescission of this proposal. 1. Provide signed GL Acord Apps. 2. Provide the contractor cost of hire and event planner per event fee. 3. Provide all subcontractor/vendor Contracts and Al Certs. Amusements Rides, Security, Portable Bleachers, and Exhibition Stage Construction/Design 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. '1MC' AMERICAN SPIXIAI.TY' The premium(s) shown includes but is not limited to the following terms and conditions: COMMERCIAL GENERAL LIABILITY Form CG 0001 LIMITS OF INSURANCE $5,000,000. Per Event General Aggregate Limit (Other than Products -Completed Operations) $5,000,000. Products -Completed Operations Aggregate Limit $1,000,000. Personal and Advertising Injury Limit $1,000,000. Each Occurrence Limit $1,000,000. Damage To Premises Rented To You (Any One Premises) Excluded Medical Expense Limit (Any One Person) *Higher limits of coverage may be available upon request The Following Coverage Modifications Apply* Included Certified Acts of Terrorism* Included Ride - Contingent* *These limits are included in and are not in addition to the limits shown for Each Occurrence and General Aggregate Limit on this policy. 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. Ak EMW AMERicAN Srjm=Tr Additional Insured Additional Insured - Designated Person or Organization Written Contract or OOS GL002900 Written Agreement Sponsor(s) of the Named Insured 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. AmwcAN SP=AITY' LOCATION SCHEDULE Loc# Bldg# Address #1 Address #2 City St Zip 1 1 801 W Civic Center Drive Santa Ana CA 92701 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. MMMMUM AMERICAN SPECIALTY' FORMS SCHEDULE Form Edition Description OOM L006500 06/07 U.S. Treasury Department's Office of Foreign Assets Control ("OFAC") IL N018 09/03 California Fraud Statement 05M L000205A 12/14 California Signature Page FAI CSKLBUSFE 06/01 Schedule of Forms and Endorsements IL 0017 11/98 Common Policy Conditions IL 0021 09/08 Nuclear Energy Liability Exclusion Endorsement (Broad Form) IL 0270 09/12 California Changes - Cancellation and Nonrenewal IL 0985 01/15 Disclosure Pursuant to Terrorism Risk Insurance Act 05S GL000100 10/16 Commercial General Liability Insurance Certificate Declarations CG 0001 04/13 Commercial General Liability Coverage Form CG 2101 11 /85 Exclusion - Athletic or Sports Participants CG 2107 05114 Exclusion - Access or Disclosure of Confidential or Personal Information and Data -Related Liability - Limited bodily Injury Exception Not Included CG 2135 10/01 Exclusion - Coverage C - Medical Payments CG 2144 04/17 Limitation of Coverage to Designated Premises or Project CG 2147 12/07 Employment -Related Practices Exclusion CG 2167 12/04 Fungi or Bacteria Exclusion CG 2170 01/15 Cap on Losses From Certified Acts of Terrorism CG 2404 05/09 Waiver of Transfer of Rights of Recovery Against Others to Us CG 2407 01/96 Products/Completed Operations Hazard Redefined CG 3234 01/05 California Changes OOG L004500 12/03 Asbestos Exclusion 00G LO17300 04/04 Lead Contamination Exclusion OOS GLOO1400 10/16 Changes in Other Insurance Condition OOS GL002100 10/16 Aggregate Limit Per Event OOS GL002900 10/16 Additional Insured - Designated Person or Organization Written Contract or Written Agreement OOS GL003100 10/16 Commercial General Liability Extension Endorsement OOS GL005200 10/16 Minimum Earned Premium OOS GL006000 10/16 Schedule of Event(s) OOS GL006800 10/16 Purchasing Group Conversion Endorsement OOS GLO10800 10/16 Fireworks Exclusion OOS GLO12100 10/16 Contingent Coverage - Designated Activity Service or Work OOS GLO13100 10/16 Amendatory Exclusion Endorsement - Miscellaneous Liability ©2019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. mmmmftm AMERICAN SPECIALTY' SPECIFIC FORM INFORMATION OOS GL005200 - Minimum Earned Premium Minimum Premium Dollar Amount - $8,061 OOS GL006000 - Schedule of Event(s) - September 13-16, 2019 includes setup and teardown dates, 2019 Fiestas Partrias Festival, Event Location: Flower Street (BTW Civic Center Dr. and Santa Ana Blvd. OOS GL012100 - Contingent Coverage - Designated Activity Service or Work Designated, Activity, Service or Work - Circus; Amusement Devices CG 2101 - Exclusion - Athletic or Sports Participants Description of Excluded Operations - Rodeo Participants; Sky -Diving; Hot -Air Balloon Rides; Hang Gliding; Bungee-Jumping; Ice Skating; Wrestling or Fighting Events Participants; WWE (World Wresting Entertainment) Participants; Motorsports Events Participants CG 2135 - Exclusion - Coverage C - Medical Payments Description and Location of Premises or Classification or All - All CG 2144 - Limitation of Coverage to Designated Premises or Project Premises - Not Applicable Project or Operation - Coverage is limited to the Named Insured(s) Management, Production and Project Management for (1) Scheduled Special Event according to the general liability form OOSGL006000 Schedule of Event(s). CG 2404 - Waiver of Transfer of Rights of Recovery Against Others to Us Description - The person or organization with whom the insured has executed an agreement or contract prior to the loss. 02019. American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency, and A S Insurance & Risk Services Agency. All rights reserved. Last modified September 11, 2019. TERRORISM COVERAGE DISCLOSURE NOTICE TERRORISM COVERAGE PROVIDED UNDER THIS POLICY The Terrorism Risk Insurance Act of 2002 as amended and extended by the Terrorism Risk Insurance Program Reauthorization Act of 2015 (collectively referred to as the "Act") established a program within the Department of the Treasury, under which the federal government shares, with the insurance industry, the risk of loss from future terrorist attacks. An act of terrorism is defined as any act certified by the Secretary of the Treasury, in consultation with the Secretary of Homeland Security and the Attorney General of the United States, to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of an air carrier or vessel or the premises of a United States Mission; and to have been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. In accordance with the Act, we are required to offer you coverage for losses resulting from an act of terrorism that Is certified under the federal program as an act of terrorism. The policy's other provisions will still apply to such an act. Your decision is needed on this question: do you choose to pay the premium for terrorism coverage stated in this offer of coverage, or do you reject the offer of coverage and not pay the premium? You may accept or reject this offer. If your policy provides commercial property coverage, in certain states, statutes or regulations may require coverage for fire following an act of terrorism. In those states, if terrorism results in fire, we will pay for the loss or damage caused by that fire, subject to all applicable policy provisions including the Limit of Insurance on the affected property. Such coverage for fire applies only to direct loss or damage by fire to Covered Property. Therefore, for example, the coverage does not apply to insurance provided under Business Income and/or Extra Expense coverage forms or endorsements that apply to those coverage forms, or to Legal Liability coverage forms or Leasehold Interest coverage forms. Your premium will Include the additional premium for terrorism as stated in the section of this Notice titled DISCLOSURE OF PREMIUM. DISCLOSURE OF FEDER& ON IN PAYMENT OF TERRORISM LOSSES The United States Government, Department of the Treasury, will pay a share of terrorism losses insured under the federal program. The federal share equals 85% in 2015, 84116 in 2016, 83% in 2017, 82% In 2018, 81% in 2019, and 80% In 2020 of that portion of the amount of such insured losses that exceeds the applicable insurer deductible during Calendar Year 2015 and each Calendar Year thereafter through 2020. DISCO ON ANNUAL LIABILITY If the aggregate insured terrorism losses of all insurers exceed $100,000,000,000 during any Calendar Year provided in the Act, the Secretary of the Treasury shall not make any payments for any portion of the amount of such losses that exceed $100,000,000,000, and if we have met our insurer deductible, we shall not be liable for the payment of any portion of such losses that exceeds $100,000,000,000. DISCLOSURE OF PREMIUM Your premium for terrorism coverage is:$285 (This charge/amount is applied to obtain the final premium.) You may choose to reject the offer by signing the statement below and returning it to us. Your policy will be changed to exclude the described coverage. If you chose to accept this offer this form does not have to be returned. REJECTION STATEMENT by decline to purchase coverage for certited acts sm losses will be made part of this policy. Policyholder/Legal Representative/Applicant's Signature Print Name of Policyholder/Legal Representative /Applicant Date: 00 MLT0027 00 01 15 that an exclusion of certai City of Santa Ana Named Insured Arch Insurance Company Insurance Company Policy Number: DISCLAIMER This proposal does not constitute a Binder of Coverage. It is a general reference only to the coverage(s) the insurance policy or policies would provide and is not intended to describe all of the various details pertaining to the insurance. This proposal does not rely upon broker or applicant specifications. Any other coverage extensions, deletions or changes requested in the submission are hereby rejected. This proposal is strictly conditioned upon no material change in the risk occurring between the date of this proposal and the inception date of the proposed policy (including any claim or notice of circumstances that which may reasonably be expected to give rise to a claim under any policy of which the policy being proposed by this proposal is a renewal or replacement). In the event of such change in risk, American Specialty may in its sole discretion, whether or not this proposal has been already accepted by the Insured, modify and/or withdraw this proposal. Please review this Proposal prior to bf{iding. The terms of this proposal do not represent contract terms. The policy is subject to, however not limited to all terms, conditions, and exclusions as noted. Actual coverage(s) are detailed only in the policy of insurance. It is important that you consult the actual policy for definitions and limitations. Policy forms are available upon request for review prior to the binding of coverage(s). Subject to the terms and conditions outlined herein and prior to the proposal expiration date, this proposal may be bound only by American Specialty Insurance & Risk Services, Inc. and then only in writing, after written acceptance of this proposal by the Insured or by the Insured's authorized representative. Retail broker does not have binding authority. This proposal will remain in effect until 09/13/2019 unless accepted in writing prior to then or unless modified in writing by American Specialty Insurance & Risk Services, Inc. If we do not receive your response to this proposal by the date indicated, this account's file will be considered closed. SPECIAL STATE REQUIRED NOTICES - Notice to Residents of California: Any person who knowingly and with intent to defraud any insurance company or another person files an application for insurance or statement of claim containing any materially false information, or conceals for the purpose of misleading information concerning any fact material thereto, commits a fraudulent insurance act, which is a crime and subjects the person to criminal and civil penalties. ©American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) ACCEPTANCE OF PROPOSAL AND AUTHORIZATION TO BIND COVERAGE Please note that the retail broker does not have binding authority. Please request that American Specialty bind coverage as proposed by signing below and return this form to American Specialty Insurance & Risk Services, Inc. Coverage can only be bound in accordance with the specific terms and conditions outlined in the proposal and its appendices, including all Disclaimers. No revisions to these documents are permitted. Requested revisions must be submitted to American Specialty under separate cover for consideration. ANY REVISIONS MADE TO THESE DOCUMENTS WILL RENDER THE ACCEPTANCE SIGNATURE OF AMERICAN SPECIALTY, REPRESENTED BELOW, AS NULL AND VOID. COVERAGE IS EFFECTIVE THE DATE INDICATED OR THE DATE THIS FORM IS SIGNED, WHICHEVER IS LATER. Please eview this wowasal foraccuracy before binding. I acknowledge that I have no binding authority and that I have read and understand all the terms and conditions of this proposal for City of Santa Ana and by my signature below accept all such terms, provisions, and conditions as documented therein and represent that I have the authority to accept all terms and conditions of this proposal on behalf of City of Santa Ana. I acknowledge that I have read the Special State Required Notice included in this proposal and understand that any person who knowingly and with intent to defraud any insurance company commits a fraudulent insurance act, which is a crime and subjects such person to criminal and civil penalties. I hereby confirm that I have read and understand the above notice. ** Note: 1m orfant Information re ardin TRIA Terrorism Covers e Terrorism coverage is an optional coverage. To bind this proposal of coverage, the Insured must sign and return the appropriate pages of this proposal and indicate their acceptance or rejection of terrorism coverage. If the Insured rejects coverage for certified acts of terrorism, please be aware that other acts of terrorism will also be excluded where allowed by state law. "All certificates of insurance will be administered by American Specialty Insurance & Risk Services, Inc. and no authority is granted to the retail broker or any other entity to issue any certificate of insurance. If the retail broker issues a certificate of insurance or evidence of insurance it must be according to the terms of this proposal and the insurance policy. Any request to change, endorse or modify the terms of this proposal or the Insurance policy must be submitted in writing to the insurance company for its advanced written approval and shall not be effective if communicated by means of a certificate of insurance or evidence of insurance. American Specialty Insurance & Risk Services, Inc. disclaims and undertakes no responsibility for incorrectly issued or inaccurate certificates or evidence of insurance. American Specialty will provide copies of certificates or evidence of Insurance issued by the retall broker to the respective Insurance companies only if required by such insurance company. Be advised that the insurance company(fes) may or may not review and/or approve a certificate or evidence of insurance. If retail broker provides copies of certificates or evidence of insurance to American Specialty, American Specialty will not review, analyze or otherwise comment on the accuracy, completeness or propriety of any certificate or evidence. Submission of a certificate or evidence of insurance to our office and/or the insurance company's office does not constitute approval of the certificate or evidence. ©American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) ===RAW AmER1CAN SPECIALTY' AMERICAN SPECIALTY SERVICE AND COMPENSATION DISCLOSURE In order to provide a clear understanding of our services and potential sources of compensation, we are pleased to provide the following information. American Specialty is dedicated to providing specialized insurance and risk management services for the sports and entertainment industry. We work with clients and/or their designated brokers or agents. When we work with an insured's designated broker or agent, we enter into a formal Broker/Agent Agreement that outlines our respective responsibilities. The services we provide are outlined below. Such services are negotiated with each individual client and/or such client's designated broker or agent. INSURANCE SERVICES - As an Underwriting Manager, we work for certain insurers and provide underwriting, policy service, claims management, and risk management services as authorized by such insurers. For these services, we receive a commission and may participate in underwriting profit. When we act in a brokerage capacity, we place business with select insurers and receive a commission from these insurers. CLAIMS MANAGEMENT SERVICES - We act as Third Party Administrator for certain insurers as per agreed guidelines and receive compensation for services rendered. For self -insured retention or self - funded retention programs, our services and compensation are outlined in a Claims Services Agreement which we execute with clients. Any other claims services we provide, such as on -site claims management or claims audits for insurers or clients, are negotiated on an individual basis and memorialized in individual agreements. RISK MANAGEMENT SERVICES - We provide specialized risk management services. Our services and compensation are outlined in individual agreements with our clients. CRISIS MANAGEMENT SERVICES - We provide specialized crisis management services to assist our clients in assessing, developing, and testing their crisis plans. We also offer crisis phone services which provide our clients with the outsourced capability to manage communication demands in the aftermath of a crisis. Our services and compensation are outlined in individual agreements with our clients. PREMIUM FINANCE - In the event that we arrange the financing of your insurance premium, we may also receive a fee from the premium finance company. American Specialty and other parties also owned in whole or in part by Brown & Brown, Inc. (such as retail agents/brokers, excess and surplus lines brokers, wholesale brokers and reinsurance intermediaries), may receive compensation for their role in providing insurance products or services to American Specialty or our clients. This compensation may include payments which are not client - specific, such as payments based upon the performance and/or amount of business placed with an insurer. Whether such payments will be made by a particular insurer, or, if made, what the amount of any such payments will be, is generally not known until after the close of each underwriting year. Additionally, we and our affiliated companies may earn investment income on monies held in premium and/or claims accounts. ©American Specialty Insurance & Risk Services, Inc. dba A.S.I.R.S.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) AMER1cAN SPECIALTY' AMERICAN SPECIALTY SPORTS & ENTERTAINMENT PURCHASING GROUP MEMBERSHIP AGREEMENT This Membership Agreement ("Agreement") is by and between American Specialty Sports & Entertainment Purchasing Group ("PG") and City of Santa Ana, the Member/Applicant. "Member" and/or "Applicant" shall mean the person submitting an application or request for liability insurance ("the Application") or, if an entity, the entity listed on the Application, its owners, directors, officers, employees, volunteers, and committee members, as well as any companies that are parents of, subsidiaries of, owned by, related to, or affiliated with Applicant. By completing the Application for liability insurance, the Applicant agrees that they have also made application for membership in the PG. Applicant agrees to become a Member of PG and accept, abide by, and be bound by the terms and conditions of membership and understands that the PG is an entity that operates pursuant to the Liability Risk Retention Act of 1986 (15 USC 3901 et seq) which is federal legislation adopted in 1986 that expanded the provisions of the Product Liability Risk Retention Act of 1981. The primary changes were an expansion of risk retention groups and purchasing groups to all types of liability insurance (except personal liability and workers' compensation) and expansion of authorized groups able to form purchasing groups and risk retention groups from only product manufacturers to almost all risks. The Applicant further understands that only upon meeting the underwriting requirements imposed by the PG's insurer, will the Applicant be eligible for membership in the American Specialty Sports & Entertainment Purchasing Group. MEMBERSHIP FEE The Membership Fee ("Fee") charged to each Member may vary from Member to Member and may bear no relation to the insurance exposures or operations of the Member. The amount of the Fee charged shall be within the sole discretion of Administrator and PG. Further, the Fee may be developed in a manner otherwise considered to be arbitrary, capricious, and/or discriminatory. Neither the Administrator nor PG shall be required to disclose the method of calculating a given Member's Fee. As a Member of the PG, it is understood and agreed that the liability insurance applied for will be bound and is only available to members of the PG and Member agrees to pay the annual PG membership fee in the amount of $100. The Fee is payable upon acceptance of the Application and at the time coverage is bound. The Fee is not an insurance -related fee and is instead used to fund the operations of the PG. The Fee charged to Member is not charged to Member in exchange for, 1) a policy of insurance; or 2) a Certificate of Insurance; or, 3) any insurance -related service. Member agrees and understands that Fee is non-refundable. Member agrees to pay the Fee to the PG Administrator, American Specialty Insurance & Risk Services, Inc., as representative of PG. TERM & TERMINATION OF MEMBERSHIP Applicant's membership in PG shall commence on the inception date of insurance coverage and shall terminate upon the earliest to occur of the following events: (a) Member/Applicant's written resignation from PG; (b) Member/Applicant's failure to pay premiums, Purchasing Group Membership Fee, or premium taxes to Administrator on behalf of PG when due; (c) written notice of termination sent from PG to Member/Applicant, which PG may give for any reason whatsoever, including, without limitation, any change in Member/Applicant's business that, in PG's sole determination, could jeopardize the homogeneity of PG; (d) the expiration date of insurance coverage; (e) the insolvency of Member/Applicant; or (f) the termination or non -renewal of registration of PG under relevant state law. RIGHTS OF MEMBERS Applicant's only rights as a Member of PG shall be to apply for and purchase insurance. Applicant shall have no other rights whatsoever as a Member and or an Applicant or otherwise with respect to PG. Without limiting the generality of the foregoing, Applicant shall have no right as a Member of PG or otherwise under: (a) the bylaws, governing documents, or other corporate documents of PG; or (b) the general corporation laws of any state, including, but not limited to, any state in which Applicant or PG is domiciled or in which Applicant or PG have connections or operations. HOLD HARMLESS/INDEMNIFICATION Member agrees to defend, indemnify and hold PG harmless from and against any and all claims, damages, costs and expenses, including attorney's fees, arising from or relating to Member's improper use or receipt of any services provided ®American Specialty Insurance & Risk Services, Inc, dba A.S.I.R.S.I. Insurance Agency, American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019) 1=mom AMERrAN 5PDctnLT^ by PG or any violation by Member of this Agreement, including, without limitation, any errors, inaccuracies, misrepresentations or defects in any materials or information submitted by it. ®American Specialty Insurance & Risk Services, Inc. dba A.S.I.RS.I. Insurance Agency; American Specialty Insurance & Risk Services Agency; and, A S Insurance & Risk Services Agency (9/11/2019)