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AGREEMENT TERMINATION FORM
Please complete this farm in its entirety when the attached agreement and all
amendments (if any) are no longer in effect.
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have been satisfied prior to signing the termination form.
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City of Santa Ana
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(List all amendments. Use space below if needed.)
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INSURANCE NOT REQUIRED N-2023-042
WORK MAY PROCEED
CLERK OF COUNCIL
DATE: FEB 2 `l 2023
2023
(Month) (Day)
Eric Litwin ("Speaker/Performer")
PO Box 73145
Washington DC 20056
mrericmusic@gmail.com
Re: Speaker/Performer Engagement Agreement
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: For the Library's Dia de los Niiios, Dia de los Libros (Children's Day, Book Day) event,
Speaker/Performer Eric Litwin will perform a concert. Speaker/Performer will then conduct a book signing after
the concert concludes.
2. Date(s): Saturday, April 29, 2023.
3. Event Time(s): Concert 11:30 a.m. — 12:15 p.m.
Book Signing 12:30 p.m. — 1:15 p.m.
4. Location: 26 Civic Center Plaza, Santa Ana, CA 92701
5. Compensation: Speaker/Performer must provide IRS form W-9 before payment can be made.
a. Total compensation under this Agreement shall not exceed $6,195.00.
b. A 25% non-refundable deposit of $1,548.75 will be paid to Speaker/Performer upon execution of
this Agreement or mailed within thirty (30) days, subject to City accounting procedures.
C. The remaining $4,646.25 will be paid to Speaker/Performer immediately following the
performance or mailed within thirty (30) days, subject to City accounting procedures.
d. Checks shall be made out to Eric Litwin and mailed to the address provided above.
e. Speaker/Performer shall provide an invoice; the invoice number shall be included on all payments.
6. Equipment provided by City: microphone, speakers, projector, tables and chairs, and performance space.
7. Equipment provided by Speaker/Performer: All other equipment and materials necessary.
8. City Contact Person (for coordinating purposes only): Maria Sepulveda x5265
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
Speaker Agreement — Eric Litwin
Page 2
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.
10. 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.
11. Release: Speaker/Performer accepts 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 City -provided equipment or Speaker/Performer's use thereof.
12. 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.
13. 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.
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. COVID Cancelation Policy. If either the City or Speaker/Performer has to cancel an in -person presentation due to
COVID 19 concerns, then the City and Speaker/Performer will make every reasonable effort to either:
a. Reschedule the in -person presentation for the same school year or as soon as possible in the next
school year; or
b. Move the presentation(s) to an online virtual format, at a mutually agreed upon virtual fee structure,
with as close to the same dates and times as possible.
If the presentation is canceled without rescheduling or moving to an online virtual format, then any deposit will be
returned to the City minus any nonrefundable travel expenses accrued by Speaker/Performer.
16. 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 maybe brought or arise out of, in connection with or by reason of this Agreement.
17. 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 page to follow]
N-2023-042
Speaker Agreement — Eric Litwin
Page 3
CITY OF SANTA ANA
KRI87INE RIDGE
City Manager
ATTEST:
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rozco
SPEAKER/PERFORMER
Eric Litwin 02.15.23
APPROVED AS TO FORM:
By:
13�-on Salva[ierra
Deputy City Attorney