HomeMy WebLinkAboutNOTEWORTHY PUPPETS, INC.City of Santa Ana
City Clerk
AGREEMENT TERMINATION FORM
Please complete this form in its entirety when the attached agreement and all
amendments (it any) are no longer in effect.
Note: If your agreement is grant related, please ensure that all grant retention requirements
have been satisfied prior to signing the termination form.
Is the agreement(s) a permanent record? Yes No
Return form to the City Clerk's Office (M-30) .
Call 647-6520 if you have any questions.
The agreement with
rW1
l V1 l✓ .
GOTG Office Use Only
Cjt' of Santa Ana
City Clerk's Ctf CO
hJ-2a23-13U }
No. was completed on 11 and final payment has been made.
(List all amendments. Use space below if needed.)
Department:
Phone/Ext.:
Signature:
Date:
hagreement0ormsVorm - agreement termination form^goldenrod.doc
ou. l�rprl �o )
Ort5"(11vu1H) OF
May 16, 2023
INSURANCE NOT ON FILE
WORK MAY NOT PROCEED
CITY CLERK
DPTCJ0. ,
0 2__>
Noteworthy Puppets, Inc. ("Speaker/Performer")
Attn: Kevin Noonchester, Owner
438 S Lincoln Pl.
N-2023-130
Monrovia, CA 91016
Re: Sneaker/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: As further provided in Exhibit A, attached hereto, Speaker/Performer shall perform Kid Zorro:
The Bilingual Puppet Musical and Three Little Pigs: The Puppet Musical programs on July 26 and 27 at the
Newhope Library and the Main Library.
2. Date(s): July 26, 2023 and July 27, 2023.
3. Event Time(s): July 26th: 4:00 p.m. — 4:45 p.m. at Newhope Library
July 27th: 11:30 a.m. —12:15 p.m. at Main Library
4. Location ("Property"): Newhope Library, 122 N Newhope St., Santa Ana, CA 92703
Main Library, 26 Civic Center Plaza, Santa Ana, CA 92701
5. Compensation: The total amount to be expended under this Agreement shall not exceed Nine Hundred Dollars and
Zero Cents ($900); Speaker/Performer must provide IRS form W-9 before payment can be made.
6. Provided by City: setup for the patrons attending and advertising the program.
7. Provided by Speaker/Performer: Insurance as prescribed in Exhibit B as well as other equipment and materials
necessary, including, but not limited to: all equipment, props, costumes, materials, actors, and personnel necessary
to perform the act.
8. City Contact Person (for coordinating purposes only): Ella 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
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. Speaker/Performer shall indemnify the
N-2023-130
Letter Agreement — Noteworthy Puppets, Inc.
Page 2
City against any liability or damages, including attorney's fees, that may arise as a result of violation by
Speaker/Performer of copyright laws.
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 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.
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.
14. 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. Speaker/Performer affirms that they are an equal opportunity
employer and shall comply with all applicable federal, state and local laws and regulations.
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.
CITY OF SANTA ANA NOTEWO T
NHY PUPPETS, INC.
KEV 001 � ESTER 23,202309:10 PDT)
Kristine Ridge
City Manager
ATTEST:
"Y'n A 0, — (0
nJennifer L. Hall
1 �. City Clerk
RECOW'?NDEII/FOR APPROVAL
Brian Sternberg '
Executive Director
Library Services A,
Kevin Noonchester
Owner
APPROVED AS TO FORM:
ay:
Btart on Salvatierra
Deputy City Attorney
EXHIBIT A
Exhibit A
SCOPE OF SERVICES
VENDOR INFORMATION: Noteworthy Puppets, Inc.
Noteworthy Puppets, Inc.
438 S Lincoln PI
Monrovia, CA 91016
Telephone: (323) 524-7469
Email: noteworthvpuppets(n,Qrnail.com
EVENT(S): Kid Zorro: The Bilingual Puppet Musical; Three Little Pigs: The Puppet
Musical
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: July 26, 2023 through July 27, 2023
COMPENSATION: Not to Exceed $900.00
DESCRIPTION: This vendor will provide puppet programs on Thursday, July 27, 2023
(I 1:30am-12:15 pm) at Main Library, 26 Civic Center Plaza, Santa Ana CA 92701 and
Wednesday, July 26, 2023 (4:00-4:45 pm) at the Newhope Library Learning Center, 122 N.
Newhope Street, Santa Ana CA 92703. The total amount for this agreement shall not exceed
$900.00.
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.
Noteworthy Puppets, hie. is aware that payment will be provided after services take place.
City staff will be present at all times during the performance.
EXHIBIT B
Exhibit B
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/Performer 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 01 04 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.
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 maybe 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.
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 "A,AM I1111RINT I'III I Pi I1111A E AND INCLUDE Ck I 111 1AGREEMENTTOT111I➢C CLERK CSC 1111IE COUNCIL
Contractor Kevin Christian Noonchester
Name:
Project N-2023-130
Number:
Project The Bilingual Puppet Musical
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:
TYPE OF INSURANCE
POLICY NUMBER
EXPIRATION ,
COI DATE
FILE NAME
DATE
Automobile
Liability
AUTOMOBILE LIABILITY
WAIVER
05/04/2024
07/11/2023
Insurance
Release
Document
2023.pdf
GENERAL LIABILITY
MIRPG000000O161900
: 07/12/2024
06/29/2023
747bl557.pdf
WORKERS COMPENSATION AND
Workers Comp
EMPLOYERS' LIABILITY
WAIVER
05/04/2024
07/11/2023
Declaration
Rev.2019.pdf
.....................
Thank you,
City of Santa Ana
Risk Management Division
in partnership with
CTrax Plus Services Team
7/12/2023 6:07 PM