HomeMy WebLinkAboutGENERAL MOTORS, LLCN-2023-234
INSURANCE NOT ON FILE
WORK MAY NOT PROCEED
CITY CLERK
DATE: PROMOTIONAL AGREEMENT WITH GENERAL MOTORS, LLC.,
[u$),� (0 FOR FIESTAS PATRIAS 2023
Lotn-n-) f1pr THIS PARTNERSHIP AGREEMENT (the "Agreement") is made and entered into this
as of the date of last signature below by and between General Motors, LLC., a Delaware limited
oliability company ("GM"), and the City of Santa Ana, a charter city and municipal corporation
N organized and existing under the Constitution and laws of the State of California ("City").
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RECITALS
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A. The City is producing its Fiestas Patrias event in Santa Ana on September 16 & 17, 2023
("Event") and desires to retain GM as a participant for the Event.
B. GM represents that it is able and willing to enter into this Agreement for the Event.
C. In undertaking the performance of this Agreement, GM represents that it is
knowledgeable in its field and that any activities conducted by GM under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional firm in such 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. GM BENEFITS
In exchange for the sum and other consideration specified in Exhibit A below, GM shall
be entitled to the benefits at the Event as described on Exhibit B, attached hereto and
incorporated by reference. GM grants to City the right to use GM's trademark(s), trade name(s),
logo designs and company descriptions as prepared and delivered to City by GM in any medium
of advertising, marketing materials, and/or promotional goods distributed in conjunction with the
Event and in accordance with GM's usage guidelines.
2. CITY RESPOMEXBILITIES
In exchange for the benefits specified in Section 1 above and for the sum specified in
--Section 3 below, City shall be obligated to provide and perform the responsibilities as described
in Exhibit B.
3. PARTNERSHIP FEE
For its participation in the Event, GM shall pay to the City a fee as set forth in Exhibit A.
GM shall not be entitled to the benefits under this Agreement, or to otherwise participate in the
Event, if the fee is not paid in accordance with Exhibit A.
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4. TERM
This Agreement shall commence on the date stated above and continue through
September —17,-202-3,- unless -terminated -as-otherwise -provided -in- this -Agreement.
5. INDEPENDENT CONTRACTOR
GM 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 GM performs the
services which are the subject matter of this Agreement; however, the services to be provided by
GM shall be provided in a manner consistent with all applicable standards and regulations
governing such services. GM 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.
6. INSURANCE
6.1. During the term of this Agreement, GM shall maintain and shall require its
subcontractors or agents, if any, to obtain and maintain insurance as described below:
a. Minimum Scope and Limit of Insurance:
(1) Commercial General Liability Insurance. Commercial General Liability "CGL"
including products -completed operations, property damage, bodily injury and personal
& advertising injury with limits no less than $4,000,000 per occurrence.
(2) Automobile Liability. Commercial Auto Liability covering any auto (a limit of
no less than $1,000,000 per accident for bodily injury and property damage.
(3) Workers' Compensation Insurance. In accordance with California State law, if
GM has any employees, is required to be insured against liability for wo'rler's
compensation or to undertake self-insurance. Prior to commencing the performance of
the work under this Agreement, GM agrees to obtain and maintain any employer's
liability insurance with limits not less than $1,000,000 per accident.
b. Other Insurance Provisions
(1) 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 GM
including materials, parts, or equipment famished in connectionwith such work or
operations.
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(2) Primary Coverage. For any claims related to this contract, the GM's insurance
coverage shall be primary coverage as respects the City, its officers, officials,
employees, and volunteers. Any insurance or self-insurance maintained by the
Gity, its-officersrofficials,employees,or- volunteers -shall -be-excess-of-GM-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. GM hereby grants to City a waiver of any right to
subrogation that any insurer of said GM may acquire against the City by virtue of
the payment of any loss under such insurance. GM agrees to obtain any
endorsement that may be necessary to affect this waiver of 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. GM may self -insure any and all of the insurance
obligations in this Agreement.
(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 -
or better.
(7) Special Risks or Circumstances. City reserves the right to modify these
requirements, including limits, based on the nature of the risk, prior experience,
insurer, coverage, or other special circumstances.
6.2. City shall provide insurance to GM and with the same requirements and evidence of
coverages as stated in Sections 6.1 a and b (1)-(6),
7. INDEMNIFICATION
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GM shall indemnify, defend ano, hold harmless City, its officers, agents and employees
(collectively, the "indemnified parties") from and against any and all claims (including, without
limitation, claims for bodily injury, death or damage to property), demands, obligations,
damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and
expenses (including, without limitation, attorney's fees, disbursements and court costs) of every
kind and nature whatsoever (individually, a claim; collectively, "claims"), which may arise from
or in any maimer are related (directly or indirectly) to a breach of this Agreement by GM or
negligent and/or willful acts, errors and/or omissions of GM, its principals, officers, agents,
employees, vendors, suppliers, contractors, subcontractors, anyone employed directly by any of
them or for whose acts they may be liable for any or all of them. Notwithstanding the foregoing,
nothing herein shall be construed to require GM to indemnify the indemnified parties from any
claim arising from the sole negligence or willful misconduct of the indemnified parties. This
indemnity shall apply to all claims and liability regardless of whether any insurance policies are
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applicable. The policy limits do not act as a limitation upon the amount of indemnification to be
provided by GM.
If either Party (the "Receiving Party") receives from the other (the "Disclosing Party")
information which clue to the nature of such information is reasonably understood to be
confidential and/or proprietary, the Receiving Party 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 Receiving Party
disclosed in a publicly available source; (c) is in rightful possession of the Receiving Party
without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e)
is independently developed by the Receiving Party without reference to information disclosed by
the City.
9. CONFLICT OF INTEREST CLAUSE
Each Party 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.
10. 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
Fax:714-647-6956
Copies to: Parks, Recreation & Community Services Agency
City of Santa Ana
20 Civic Center Plaza (M-75)
Santa Ana, California 92702
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Fax: 714-571-4221
To GM: General Motors, LLC.
Multicultural Marketing Manager
30001 Van Dyke Avenue
Warren, MI 48093
Copy to: General Motors LLC
300 Renaissance Center
Detroit, MI 48265-3000
Attention: Jason L. White
Title: Counsel, Sales & Marketing
Mail Code: 482-C24-A68
Email: jason.l.white@gm.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 fax, 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 purposes of calculating these
time frames, weekends, federal, state, County or City holidays shall be excluded.
11. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and
GM 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 terms of this Agreement and
any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be
modified except by written instrument signed by the City and by an authorizedrepresentative of
GM. The parties agree that any terms or conditions of any purchase order or ether instrument
that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or
obligate GM or the City. Each party to this Agreement acknowledges that no representations,
inducements, promises or agreements, orally or otherwise, have been made by any party, or
anyone acting on behalf of any party, which are not embodied herein.
12. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of GM, GM
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 partners retained by City.
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13. CANCELLLATION OR TERMINATION
a—If;because-of-war fire, -strike, -civil -strife -government regulation, -natural -catastrophe,
an act of terrorism or public enemy, an act of God, or any reason beyond the reasonable control
of City, the Event or any part thereof is prevented from being held or is cancelled by City, City,
in its sole discretion, shall determine and refund to GM its proportionate share of the balance of
the aggregate partner fees received that remain after deducting expenses incurred by City and
reasonable compensation to City. In no case shall the amount of the refund to GM exceed the
amount of the fee paid. City reserves the right to cancel any portion of the Event as it deems
necessary and appropriate.
b. Cancellation by GM will be accepted only in writing. In the event of cancellation by
GM, GM will remain obligated for 100% of the fee, and City will retain the right to seek and
retain an alternate in City's sole discretion.
14. NONDISCRIMINATION
GM 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 in connection with this Agreement. GM affirms that it is an equal
opportunity employer and shall comply with all applicable federal, state and local laws and
regulations.
15. 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,
16. PROFESSIONAL LICENSES
GM shall, throughout the term of this Agreement, maintain all necessary licenses,
permits, approvals, waivers, and exemptions necessary hereunder and.requhed by the laws and
regulations of the United States, the State of California, the City of Santa Ana and all other
governmental agencies. GM 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.
17. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature below has the power,
authority and right to bind their respective parties to each of the terms of this Agreement, and shall
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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 -set
forth in the body of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and
year below written.
Exhibit List:
Exhibit A — GM's Obligations
Exhibit B — City's Obligations
[remainder ofpage intentionally left blank]
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N-2023-234
ATTEST:
CITY OF SANTA ANA
Date: C;Qit4,j.lCQ3 Date: lfi
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By: it
Bf9ndon Salvatierra
Deputy City Attorney
Date: 9/8/23
01JUTOT M.
Recreation and Community Services Agency
Date: qlj3l,-?,
GENERAL MOTORS LLC
_Norwtah ole G-eye
By: Norman de Greve (Sep 13, 202306:47 EDT)
Norman de Greve
Chief Marketing Officer
Date: Sep 13, 2023
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EXHIBIT A
EXHIBIT A - GM'S OBLIGATIONS
GM agrees to the following:
1 GM will participate in Fiesta Patrias Festival (the "Event"), which will take place on
Flower St (the "Venue") in Santa Ana, CA from September 16, 2023 through September 17,
2023.
2. GM agrees to pay to City a total fee of twenty thousand ($20,000.00) (the "Fee") in
installments. GM may deduct from the Fee any amounts owed to GM by City. Each Fee
installment will be payable within 65 days after GM receives an invoice for the indicated
payment. City will issue invoices for each payment as follows:
• $10,000.00 to be invoiced on or after the execution date of this Agreement,
• $10,000.00 to be invoiced on or after GM's receipt of proof of performance binders
acceptable to GM as described in Exhibit B.
3. Provide descriptive artwork, graphic standards and Marks to be used by City in all printed
promotional material and wherever useful to maximize GM exposure. Unless otherwise specified
in Exhibit B, GM requires seven (7) business days to complete review of materials. Artwork to
be provided, as needed, by GM's advertising agency.
4. Designation and prominent recognition of GM as the official title level participant of the
Event during the Term of this Agreement. All public identification and recognition of this status
shall be made as follows or as otherwise determined by GM: "Santa Ana Fiestas Patrias, Brought
To You in part By Chevrolet."
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EXHIBIT B
EXHIBIT B — CITY'S OBLIGATIONS
City agrees to the following:
1. Prominent inclusion of one (1) 4-color, one inch by one inch (1 "xl ") GM reference
containing GM's Marks, as supplied by Agency, on no less than two hundred (200) VIP
Swag Bags, which will be produced and distributed by City to attendees of the Event.
2. Prominent inclusion of one (1) 4-color, GM advertisement, as supplied by Agency, in one
(1) regular City mailing to be e-mailed by City to approximately eight thousand (8,000)
individuals on City's mailing list. City represents and warrants that it is fully authorized
and has obtained all necessary permission and consent in accordance with all applicable
laws to use its mailing list for the purposes contemplated herein and for any mailing that
includes GM's Marks and/or advertising material. City further represents and warrants
that with regard to any mailing it distributes per this paragraph: a) City shall be clearly
identified as the sole sender of such mailing, and b) City shall not reference, refer to, or
otherwise utilize any GM mailing lists in compiling its own mailing list.
3. Prominent display of one (1) full -color, ten -second (:10) advertisement (the "Feature"), as
supplied by Agency, featuring GM and its products, on the size TBD jumbotron
("Jumbotron") located on the stage at the Venue. City warrants to GM that the Jumbotron
shall display the Feature no less than one (1) time per hour during the Event.
4. A minimum of two (2) ten second (:10) promotional announcements per day regarding
GM's involvement in the Event. Verbiage will be supplied by Agency for broadcast by
City.
5. Prominent inclusion of GM advertisement, marks, and/or reference, as supplied by
Agency, in a minimum of six (6) City Instagram posts to approximately thirty-eight
hundred fifty-five (3,855) City's followers at www.instagram.com/santaanaparks. GM's
presence shall constitute approximately ten percent (10%) of each post. City represents
and warrants that, in accordance with all applicable laws: (a) it has obtained all necessary
permission and consent to use; and (b) is fully authorized to use, its fan page for the
purposes contemplated herein and for any posts that includes GM's Marks and/or
advertising material.
6. Prominent inclusion of GM advertisement, marks, and/or reference, as supplied by
Agency, in a minimum of two (2) City Instagram posts to approximately thirty thousand
five hundred (30,500) City's followers at www.instagram.com/cityofsantaana. GM's
presence shall constitute approximately ten percent (10%) of each post. City represents
and warrants that, in accordance with all applicable laws: (a) it has obtained all necessary
permission and consent to use; and (b) is fully authorized to use, its fan page for the
purposes contemplated herein and for any posts that includes GM's Marks and/or
advertising material.
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7. Prominent inclusion of GM advertisement, marks, and/or reference, as supplied by
Agency, in a minimum of two (2) City Facebook posts to approximately twenty-eight
thousand (28,000) City's followers at www.facebook.com/cityofsantaana. GM's presence
shall constitute -approximately -ten percent(10%)-of-each -post. Cityrepresents-an
warrants that, in accordance with all applicable laws: (a) it has obtained all necessary
permission and consent to use; and (b) is fully authorized to use, its fan page for the
purposes contemplated herein and for any posts that includes GM's Marks and/or
advertising material.
8. Prominent inclusion of GM advertisement, marks, and/or reference, as supplied by
Agency, in a minimum of six (6) City Facebook posts to approximately thirty-four
hundred (3,400) City's followers at www.facebook.com/santaanaparks. GM's presence
shall constitute approximately ten percent (10%) of each post. City represents and
warrants that, in accordance with all applicable laws: (a) it has obtained all necessary
permission and consent to use; and (b) is fully authorized to use, its fan page for the
purposes contemplated herein and for any posts that includes GM's Marks and/or
advertising material.
9. Prominent inclusion of GM's Marks and advertising material, as supplied by Agency, on
three (3) 4-color, twenty-four inches by thirty-six inches (24" x 36") signs (the "GM
Directional Signs "). The GM Directional Signs will be located at the Venue. City
warrants to GM that the GM Directional Signs will be on display throughout the duration
of the Event and that they will contain the GM's Marks and advertising. City will be
responsible for all expenses for the initial design, layout, fabrication, production,
installment and maintenance of the GM Directional Signs and the removal of them at the
expiration or termination of this Agreement.
10. Prominent inclusion of GM's Marks and advertising material, as supplied by Agency, on
two (2) 4-color, six feet by twenty-five feet (6' x 25') signs (the "Stage Banner Signs").
The Stage Banner Signs will be located on the front sides of the stage at the Venue. GM's
presence on the Stage Banner Signs will measure no less than three feet by three feet (T x
T). City warrants to GM that the Stage Banner Signs will be on display throughout the
duration of the Event. City will be responsible for all expenses for the' initial design,
layout, fabrication, production, installment and maintenance of the Stage Banner Signs
and the removal of them at the expiration or termination of this Agreement.
11. Prominent inclusion of GM's Marks and advertising material, as supplied by Agency, on
thirty (30) 4-color, twenty-four inches by thirty-six inches (24" x 36") signs (the
"Promotional Directional Signs"). The Promotional Directional Signs will be located
throughout the Venue. GM's presence on the Promotional Directional Signs will measure
no less than two inches by two inches (2" x 2"). City warrants to GM that the
Promotional Directional Signs will be on display throughout the duration of the Event.
City will be responsible for all expenses for the initial design, layout, fabrication,
production, installment and maintenance of the Promotional Directional Signs and the
removal of them at the expiration or termination of this Agreement.
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12. Prominent inclusion of GM's Marks and advertising material, as supplied by Agency, on
six (6) 4-color, twenty-four inches by thirty-six inches (24" x 36") signs (the "Site Plan
Board Signs"). The Site Plan Board Signs will be located throughout the Venue. GM's
(2" x 2"). City warrants to GM that the Site Plan Board Signs will be on display
throughout the duration of the Event. City will be responsible for all expenses for the
initial design, layout, fabrication, production, installment and maintenance of the Site
Plan Board Signs and the removal of them at the expiration or termination of this
Agreement.
13. One (1) prominent space, measuring approximately ninety (90) feet by eighty-five (85)
feet, located in the Chevrolet Program Area at the Venue, for GM and/or a General
Motors dealer group to use during the Event for whatever purpose GM chooses,
including, but not limited to, the display of its products and services. If GM elects to
display vehicles: (a) any vehicles displayed by GM (the "GM Display Vehicles") will be
for static display purposes only; (b) GM will arrange for appropriate transportation of the
GM Display Vehicles to and from the display location(s); (c) Specific model and option
content will be determined by GM; (d) GM shall ensure that the vehicles are maintained
in a clean condition while on display; (e) City will be solely responsible for obtaining any
necessary license or permit for the display; (0 as to GM Display Vehicles, each party, on
behalf of itself and anyone holding under or through such party, waives all rights against
the other for damages to its premises and property; and (g) GM will remove the GM
Display Vehicles at specific dates and times to be mutually agreed upon by the parties,
but not later than midnight on the day this Agreement expires.
14. One (1) prominent space, measuring approximately eighty (80) feet by twenty-five (25)
feet, located at the Venue, for GM and/or a General Motors dealer group to use during the
Event for whatever purpose GM chooses, including, but not limited to, the display of its
products and services. If GM elects to display vehicles: (a) any vehicles displayed by GM
(the "GM Display Vehicles") will be for static display purposes only; (b) GM will
arrange for appropriate transportation of the GM Display Vehicles to and from the
display location; (c) Specific model and option content will be determined by GM; (d)
GM shall ensure that the vehicles are maintained in a clean condition while on display;
(e) City will be solely responsible for obtaining any necessary license or permit for the
display(s); (f) as to GM Display Vehicles, each party, on behalf of itself and anyone
holding under or through such party, waives all rights against the other for damages to its
premises and property; and (g) GM will remove the GM Display Vehicles at specific
dates and times to be mutually agreed upon by the parties, but not later than midnight on
the day this Agreement expires.
15. Prominent inclusion of GM's Marks, as supplied by GM or its Agency, on the 4-color,
10' x 8' backdrop (the "Backdrop"), for display during Event for participants to use. City
will be responsible for all expenses for the initial design, layout, fabrication, production,
installment and maintenance of the Backdrop and the removal of it at the expiration or
termination of this Agreement. GM or its Agency shall provide artwork to City as
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necessary.
16. Mention of GM in a minimum of one (1) press release regarding GM and the Event. The
press release) -will -be-produced -and -distributed -by-City -to-approximately -one-hundred
sixty-seven (167) media contacts. City will be solely responsible for all costs related to
the production and distribution of the releases. Subject to Section 4 (Exclusivity of
Performance) of this Agreement, the press releases may not be exclusive to GM and may
contain mentions of other participants. City will provide GM with at least seven (7) days
advance notice of deadlines to submit press release copy and/or photography specific to
GM.
17. GM will receive a minimum of one (1) GM -dedicated out -of -home digital stadium
marquee billboard advertisements, (the "Digital Stadium Marquee Billboards"), to be
placed by City on behalf of GM in a high -traffic, high -visibility location within Santa
Ana, CA, from September 8, 2023 through September 17, 2023. The Digital Stadium
Marquee Billboard will consist of a five-foot four -inch (5'4") by twelve -foot by three-
inch (12'3") area. Agency will provide GM creative materials for City to produce and
place.
18. GM Marks in the form of one (1) stand-alone logo with link optional taglines, and
sponsorship identification, (the "Internet Marks"), one hundred twenty-five by fifty
(125x50) pixels in size each, linking to GM's website, www.chevrolet.com, from highly
visible locations sitewide on City's official website, www.santa-ana.org/fiestas-patrias/.
GM will also receive sponsorship identification as "The Official Vehicle of Santa Ana
Fiestas Patrias" on the City's website. The Internet Marks will be placed and provided by
City upon content approval of GM. The Internet Marks will be active and accessible to
the general public upon execution of this Agreement, through September 2023.
19. The right for GM to hire a mutually agreed upon list of third -party vendor
representatives to conduct research in the defined Chevrolet Program Area Venue during
the Event. GM agrees to collect signed waivers from willing participants to ensure that
the collection of all private information is provided voluntarily. Such research activities
will include, but not be limited to, such vendor representatives conducting on -site
interviews and collecting phone numbers and other personal information, and, except as
noted above, unless otherwise mutually agreed upon by the parties, will not be limited to
a particular timeframe or area at the Venue.
20. Two (2) proof of performance binders to include, but not be limited to, samples of printed
materials, photographs of the Venue and Event showing the GM signage, attendance,
GM's display areas, , and any other materials that will show proof of City's performance
related to this Agreement. City will ship the binders to GM's agency, Jack Morton
Worldwide, at: 2000 Brush Street, Suite 301, Detroit, MI 48226 to the attention of Tori
Savage.
21. The right for GM and its affiliated companies to independently administer or hire, at their
expense, a third -party vendor to administer a consumer ride and drive activity in
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conjunction with GM's sponsorship of the Event.
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