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HomeMy WebLinkAboutLOS ANGELES DREAM SHAPERS, THEINSURANCE NOT ON FILE WORK MAY NOT PR()CFEO CLERK OF CO!,INCIL DATE: DEC 2 8 2022 s llyravy(s)VIlot sAM -- December 11, 2022 The Los Angeles Dream Shapers (Speaker/Performer) Attn: Ken Frawley P.O Box 3831 Orange, CA 92865 Re: Dream Shavers Speaker/Performer Engagement Agreement N-2022-374 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: Variety -type performance as further detailed in Exhibit A to entertain patrons with performances selected and agreed upon by the parties per the list provided in Exhibit B or provided on Speaker/Performer's website (https:Hdreamshapers.org/all-artiste as it may be updated from time to time. 2. Scheduling of Performances: Speaker/Performer to provide City with a proposal/invoice for the event including type of performance, date and rate(s) forty-five (45) days prior to a proposed event date. The forty-five (45) day time period is required to allow City to advertise the event. City will provide a written confirmation from the Executive Director of Library Services or their representative of the event, location, date, and time. 3. Date(s): January 1, 2023 through December 31, 2023. 4. Event Time(s): Each performance will vary in length as agreed to by both parties and event start time will be scheduled per Section 2. 5. Location: Various City Locations as provided in Exhibit A and/or as agreed upon by the Parties per Section 2 ("Property"). 6. Compensation: Total sum to be expended under this Agreement shall not exceed Two Thousand, Five Hundred Dollars and Zero Cents ($2,500). A check for the scheduled performance will be issued within 30 calendars days of event. Speaker/Performer must provide IRS form W-9 before payment. 7. Insurance: Speaker/Performer must procure, at its sole expense, insurance as set forth in Exhibit C. 8, Equipment provided by City: City will be responsible for setting up the space for the patrons attending and advertising the program. 9. Equipment provided by Speaker/Performer: SpeakerMerformer will be responsible for providing all equipment, materials, supplies and personnel necessary to perform the act. 10. City Contact Person (for coordinating purposes only): Maria Miranda Castro 714-647-5269. 11. 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. N-2022-374 Letter Agreement — The Los Angeles Dream Shapers Page 2 12. Indemnification: 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 the negligence or willful misconduct of Speaker/Performer, his or her agents, or employees. 13. 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 future 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. 14. 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. 15. Speaker/Performer is solely responsible for payment of royalty fees, performance fees, or similar fees that may be required by unions or similar organizations. Speaker/Performer shall indemnify the City against any liability or damages, including attorney's fees, that may arise as a result of violation by Speaker/Performer of copyright laws. 16. Speaker/Performer shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. 17. 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. 18. 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. CITY OF SA/NTA ANA �tS—JY KRISTINE RIDGE City Manager SPEAKER/PERFORMER lKe,e`e6h Tymw�e� Kenneth Frawley (Dec 22, 2022 104 PST) Ken Frawley The Los Angeles Dream Shapers ATTEST: APPROVED AS TO FORM: r �• B`' ndon Salvatierra Clerk of the Council Deputy City Attorney [signatures continued on next page/ Letter Agreement — The Los Angeles Dream Shapers Page 3 FOR APPROVAL Brian Sternberg 7� Library Services Director Library Services EXHIBIT A Exhibit A SCOPE OF SERVICES VENDOR INFORMATION: The Los Angeles Dream Shapers P.O. Box 3831 Orange, CA 92865 Telephone: (714) 771-1981 Email: info@dreamshapers.org http://dreamshapers.org/ EVENT: Community Outreach - Variety Type Performances LOCATIONS: Main Library, 26 Civic Center Plaza, Santa Ana CA 92701 and the Newhope Library Learning Center, 122 N. Newhope Street, Santa Ana CA 92703 TERM: January 1, 2023 through December 31, 2023 COMPENSATION: Not to exceed $2,500 DESCRIPTION: This vendor may provide community outreach performances from but not limited to the attached Exhibit B for the period of January 1, 2023 through December 31, 2023. The total amount for this agreement shall not exceed $2,500. The City will be responsible for setting up the space for the patrons attending, and advertising the program. Vendor will be responsible for providing all equipment, materials, supplies and personnel necessary to perform the act. City staff will be present at all times during the performance. EXHIBIT B Exhibit B - Comprehensive List. of Performers Arty Loon Best Bubble Shows Brettso the Great Chazz Ross Christopher Yates Craig Newton David Skale Emmy Lamm Full Spectrum Georgia Frawley Ina Buckner - Barnette Joe Gandelman Joseph Peck Justin Rivera Ken Frawley / Cowboy Ken Luce Puppet Company Marc Griffiths Michael D. McCarty Michael Mezmer Mr. Marcus Music Party Puppets Rebecca Martin Science on the go Teresa Smith Wacky Wendee Zany Zoe EXHIBIT C Exhibit C Prior to undertaking performance of work under this Agreement, Speaker/Performer shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder and the results of that work by the Speaker/Performer, their agents, representatives, employees or subcontractors. a. Minimum Scope and Limit of Insurance 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregatelimit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Speaker/Performer has no owned autos, hired, (Code 8) and non -owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Broader Coverage: if the Speaker/Perfmmer maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Speaker/Performer. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Speaker/Performer including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Speaker/Performer's insurance (at least as broad as ISO Form CG 20 10 1185 or if notavailable, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Speaker/Performer's insurance coverage shall be primary coverage at least as broad as ISO CG 20 0104 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Speaker/Performer's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Speaker/Performer hereby grants to City a waiver of any right to subrogation that any insurer of said Speaker/Performer may acquire against the City by virtue of the payment of any loss under such insurance. Speaker/Performer agrees to obtain any endorsement that may be necessary to affect this waiverof subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self -Insured Retentions: Self -insured retentions must be declared to and approved by the City. The City may require the Speaker/Performer to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide claims -made coverage: The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. iii. If coverage is canceled or non -renewed, and not replaced with another claims - made policy form with a Retroactive Date prior to the contract effective date, the Speaker/Performer must purchase "extended reporting" coverage for a minimum of five (5) years after completion of work. 8. Verification of Coverage: Speaker/Performer shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Speaker/Performer's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies,including endorsements required by these specifications, at any time. 9. Subcontractors: Speaker/Performer shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Speaker/Performer shall ensure that City is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of therisk, prior experience, insurer, coverage, or other special circumstances. NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor The Los Angeles Dream Shapers Name: Project N-2022-374 Number: Project Speaker/Performer Engagement Agreement - Dream Shapers Name: The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: POLICY EXPIRATION TYPE OF INSURANCE COI DATE FILE NAME NUMBER DATE The Los Angeles Dream Shapers AUTOMOBILE LIABILITY 202208609 06/02/2023 06/01/2022 COI Exp 6-2-23 RMD06092022.pdf The Los Angeles Dream Shapers GENERAL LIABILITY 202208609 06/02/2023 06/01/2022 COI Exp 6-2-23 RMD06092022.pdf The Los Angeles WORKERS COMPENSATION AND Dream Shapers WAIVER 05/10/2023 01/30/2023 EMPLOYERS' LIABILITY COI Exp 6-2-23 RMD06092022.pdf Thank you, City of Santa Ana Risk Management Division in partnership with CTrax Plus Services Team 1/30/2023 2:47 PM NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor The Los Angeles Dream Shapers Name: Project N-2022-374 Number: Project Speaker/Performer Engagement Agreement - Dream Shapers Name: The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: POLICY EXPIRATION TYPE OF INSURANCE COI DATE FILE NAME NUMBER DATE CITY OF AUTOMOBILE LIABILITY 202308609 08/10/2024 08/08/2023 SANTA ANA (6).pdf CITY OF GENERAL LIABILITY 202308609 08/10/2024 08/08/2023 SANTA ANA (5).pdf CITY OF WORKERS COMPENSATION AND WC10037301 06/06/2024 06/06/2023 SANTA EMPLOYERS' LIABILITY ANA.pdf Thank you, City of Santa Ana Risk Management Division in partnership with CTrax Plus Services Team 8/21/2023 2:11 PM