HomeMy WebLinkAboutSANTA ANA UNIFIED SCHOOL DISTRICT (22)<v N-2023-247
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FACILITY USE AGREEMENT WITH SANTA ANA UNIFIED SCHOOL
PPS A 9) DISTRICT FOR THE DISTRICT'S COLLEGE AND CAREER
(E,t1S1� RESOURCE FAIR
THIS FACILITY USE AGREEMENT is made and entered into on 19th day of
September 2023 by and between the SANTA ANA UNIFIED SCHOOL DISTRICT
("District") 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").
The City and District may be referred to herein individually as "Party" and collectively as
the `Parties."
RECITALS
A. The District has a need for a venue for the District's College and Career
Resource Fair on September 28, 2023.
B. The District has determined the Santa Ana Zoo is a suitable venue for the
District's College and Career Resource Fair,
C. The Parties have entered into this Agreement for the purposes of setting forth
the terms and conditions for the District to use the Santa Ana Zoo facilities for
the District's College and Career Resource Fair.
The parties agree as follows:
1. GRANT OF PERMISSION AND FACILITIES TO BE USED
City hereby grants District the limited, non-exclusive right to utilize the Santa
Ana Zoo ("Facilities") as a venue for the District's College and Career Resource Fair as
further detailed in Exhibit A, attached hereto and incorporated by reference.
2. COMPENSATION
City acknowledges the public benefit provided by District to the youth of the City
of Santa Ana through its College and Career Resource Fair. For the use of the Facilities
described in Section 1 of this Agreement, District shall pay City fees as described in further
detail in Exhibit B in an amount not to exceed Two Thousand, Eight Hundred Dollars and
Zero Cents ($2,500).
TERM
The term of this Agreement shall begin on the date first written above and
terminate on June 30, 2024, unless terminated pursuant to the terms of this Agreement.
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4, COMPLIANCE WITH RULES AND REGULATIONS
District shall use and occupy the Facilities in a safe and careful manner and shall
comply with all applicable local, state, and federal laws in its use of and activities in the
Facilities, including as to the conduct of its employees, agents, clients, customers, guests,
and others using the Facilities by reason of this Agreement. District shall also comply
with all rules and regulations of City in effect during its use of the Facilities. Failure to
abide by such laws, rules, or regulations, or any condition of this Agreement, may result
in the immediate termination of this Agreement in the sole discretion of the City.
5. BACKGROUND CHECKS
District shall ensure that all employees, subcontractors, and any volunteers are
fingerprinted and background checked prior to conducting any work pursuant to this
Agreement. District shall not assign any employee, agent, subcontractor, volunteer or the
District personally to provide services pursuant to this Agreement, if that employee,
agent, subcontractor, volunteer, or the District personally are required to register as a sex
offender under California Penal Code Section 290 et seq, have a conviction for any crime
of moral turpitude, have a conviction for a sexual based crime, have a conviction for a
violent felony as defined in California Penal Code Section 667.5(c), or has a conviction
for a serious felony as defined in California Penal Code Section 1192.7(c). Disqualifying
convictions include but are not limited to, violations of California Penal Code Sections
37, 128, 136.1 with Section 186.22, 187, 190-190.4 and 192(a), 205, 206, 207-209.5, 211,
212, 212.5, 213, 214, 215, 218-219, 220, 236,l(b) or 236.1(c), 243A, 261, 261.5, 273.5,
262, 264.1, 266, 266c, 266h, 266i, 266j, 267, 269, 272, 273a, 273ab, 273d, 285, 286, 288,
288a, 288.2, 288.3, 288.4, 288.5, 288.7, 289, 290, 311.1, 311.2, 311.3, 311.4, 311.10,
311.11, 314, 347(a), 368, 417(b), 451(a),518 with 186,22, 647.6, 653f(c), 664 and 187,
667.5(c), 18745,18750, or 18755, 12022.53, 11418(b)(1) or (b)(2); Business and
Professions Cade Section 729.'
6. INDEMNIFICATION
District agrees to and shall indemnify, protect, defend, and hold harmless City, its
officers, agents, employees, consultants, special counsel, and representatives from and
against any and all claims, damages, judgments, attorney's fees, costs and expenses
arising out of, involving, or in connection with the use of the Facilities or the acts or
omissions of District, its, officers, agents, employees, volunteers, guests, or invitees,
whether or not such acts or omissions constitute permitted uses of the Facilities.
INSURANCE
Without limiting District's indemnification obligations, District agrees to obtain
and maintain during the term of the Agreement, and to require its subcontractors, if any,
to obtain and maintain, insurance as described below:
a. Minimum Scope and Limit of Insurance
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(1) Commercial General Liability (CGL): Insurance Services Office
Form CO 00 01 covering COL 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 District has no owned autos, hired (Code 8) and non -
owned autos (Code 9), with a limit of no less than $1,000,000 per
accident for bodily injury and property damage. (Not required if
District does not use a vehicle.)
(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) Sexual Abuse or Molestation (SAM) Liability: If the work will
include contact with minors, and the CGL policy referenced above is
not endorsed to include affirmative coverage for sexual abuse or
molestation, District shall obtain and maintain a policy covering Sexual
Abuse and Molestation with a limit no less than $100,000 per
occurrence or claim and with a limit no less than $1,000,000 per
occurrence or claim for an organization.
(5) Broader Coverage: if the District 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 District. 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
(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 District including materials, parts, or
equipmentfurnished in connection with such work or operations.
General liability coverage can be provided in the form of an
endorsement to the District's insurance (at least as broad as ISO Form
CG 20 10 11 85 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 later edition is
used).
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(2) Primary Coverage: For any claims related to this contract, the
District'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 District'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: District hereby grants to City a waiver of any
right to subrogation that any insurer of said District may acquire against
the City by virtue of the payment of any loss order such insurance.
District 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: Self -insured retentions must be declared to
and approved by the City. The City may require the District 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) Verification of Coverage: District 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 allpolicy endorsements to
City before work begins. however, failure to obtain the required
documents prior to the work beginning shall not waive the District'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.
Page 4 of 8
(8) Subcontractors: District shall :require and verify that all subcontractors
maintain insurance meeting all the requirements stated herein, and
District shall ensure that City is an additional insured on insurance
required from subcontractors.
(9) 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.
8. CONFLICT OF INTEREST CLAUSE
District 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.
9. FORCE MAJUHRE
In the event that the Facilities are rendered unavailable due to destruction, partial
or total, acts of nature, work stoppages or other labor disturbances, civil commotion, war,
or any other action by governmental agencies, or for any reason beyond the control of
City, City shall have the right to terminate this Agreement without penalty.
10. LICENSES AND PERMITS
District represents and warrants that it, and any agents, independent contractors,
subcontractors, vendors, or others acting on its behalf under or with respect to this
Agreement, will at all times during the term of this Agreement have and maintain in force
any and all licenses, permits, or approvals required by law for the conduct of District's
activities under this Agreement.
11. DAMAGE TO FACILITIES
District shall be liable for any damage to the Facilities caused by any act of
negligence of District, its partners, agents, servants, contractors, representatives, guests,
employees, invitees, or customers. City may, at its option, repair such damage, and
District agrees to reimburse City for the total cost of repair.
12. PROPERTY BELONGING TO DISTRICT
City shall not be responsible for lost, stolen, or damages property belonging to
District, its partners, agents, servants, contractors, representatives, guests, employees,
invitees, or customers.
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13. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and directed to the addresses below or such addresses as
either party may later specify in writing. Notice is deemed effective on the date it is
given if hand -delivered or received by facsimile that day. Notice given by U. S, mail shall
be deemed to have been given three (3) business days after it is deposited in the U,S,
mail, postage prepaid and addressed as follows:
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
With copies to: Executive Director of Parks, Recreation and Community Services
City of Santa Ana
20 Civic Center Plaza (M-75)
P.O. Box 1988
Santa Ana, California 92702
To District: Santa Ana Unified. School District
Attn: Michael Esparza — Director of Purchasing
1601 E. Chestnut Ave.
Santa Ana, CA 92701
MichaeI.Esparza@sausd.us
14. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City
and District regarding the subject matter herein, and supersedes any and all other
agreements, oral or written, between the parties regarding the use of the Facilities. 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 authorized representative of District.
The parties agree that any terms 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 District 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.
15. ASSIGNMENT
District 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
Page 6 of 8
and void. District shall not allow any other person or entity to use the Facilities without
the prior written consent of City,
f[�It'rlti�lla����l
This Agreement may be terminated by the City upon thirty (30) days written
notice.
17. NONDISCRIMINATION
District 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, District affirms that it is an
equal opportunity employer and shall comply with all applicable federal, state and local
laws and regulations.
18. 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.
19. AUTHORITY
Each undersigned represents and warrants that its signature herein below has the
power, authority and right to bind their respective parties to each of the terms of this
Agreement.
[signature page follows]
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N-2023-247
12
IN WnNESS WHEREOF, the Parties hereto have executed this Agreement the date and
year first above written.
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By-
Brandifn Salvatierra
Deputy City Attorney
RECOMMENDED FOR APPROVAL:
Hawk Scott
Executive Director of Parks, Recreation,
And Community Services Agency
CITY OF SANTA ANA
Kristine Ridge
City Manager
SANTA ANA UNIFIED
SCHOOL DISTRICT
Name: Jackie Hanna
Title: Purchasing Manager
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NMIII1 oll0WOO
EXHIBIT "A"
SCOPE OF SERVICES
The scope of work and details for the proposed college and career resource fair at the Santa Ana Zoo.
The City of Santa Ana will provide a venue forthe event and staff to provide access to the facility during
setup and take -down, The City will provide staff during the event to ensure the well-being of the animals
and to advise SAUSD of any problematic situations. The City will staff one resource table at the event
providing Information about the zoo and recreation programs. The City will help promote the event
through social media and other channels.
SAUSD Is the event coordinator and will provide necessary equipment to support the event, Including as
examples: tables, chairs, lighting, and generators. SAUSD will remove trash throughout the event and
dispose of off -site. SAUSD staff will service the public restrooms throughout the event and clean at the
and of the event for the following day. SAUSD staff will provide overall security, ensuring the safety of
attendees and facility. SAUSD will coordinate with zoo staff on locations for music and entertainment to
ensure the well-being of the animals at the zoo.
Event Location: Santa Ana Zoo, 1801 E. Chestnut Ave. Santa Ana, CA 92701
Event Date: 9/28/23 from 6pm --8pm
Setup Hours: 9/27/23 from 12pm —Spm; 9/28/23 from Sam —6pm
Take -down Hours: 9/28/23 from 8pm --11pm and 9/29/23 from 8am —12pm
District Agreement Number: 28/24.186 Page A-t
Requested Department: College and Career Readiness
1.04,4111tild
EXHIBIT OB"
COMPENSATION
In exchange for full and satisfactory completion of the Services, the District shall compensate the City as
follows:
A Fee based on the hourly rates set forth in the Schedule of Hourly Rates below, not to exceed a total of
$2,800 for full and final completion of all Services required pursuant to the Agreement.
Fees: $1249 — large event park fee; $1,500—staff time (6 employees, 5 hours, $50/hr.)
District Agreement Number: 23/24-186 Page B-1
Requested Department: College and Career Readiness