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HomeMy WebLinkAbout25B - CARNIVALSREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2008 TITLE: AGREEMENTS AND APPROPRIATION ADJUSTMENT FOR CARNIVALS AT CITY- OWNED PARKS CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ^ As Recommended ^ As Amended ^ Ordinance on 1 S` Reading ^ Ordinance on 2nd Reading ^ Implementing Resolution ^ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute the attached agreement with Fiesta de Carnival in the amount of $22,000 for a one-year term, subject to non-substantive changes approved by the City Manager and City Attorney. 2. Authorize the City Manager and Clerk of the Council to execute the attached agreement with Acosta and Associates in the amount of $18,000 for a one-year term, subject to non-substantive changes approved by the City Manager and City Attorney. 3. Authorize the City Manager and Clerk of the Council to execute the attached agreement with "O" Entertainment in the amount of $7,000 for a one-year term, subject to non-substantive changes approved by the City Manager and City Attorney. 4. Approve an appropriation adjustment recognizing projected carnival revenue in the amount of $47,000 in the Recreation Special Fees and Donations revenue account (no. 22-01-5799) and appropriate funds to the Recreation Special Fees and Donations expenditure account (no. 22- 231-6291). DISCUSSION Requests for Proposal for providing eight carnivals on City-owned parks were issued and mailed to 17 carnival operators. Apre-proposal conference was conducted, and three vendors submitted proposals for consideration. Acosta and Associates, Fiesta de Carnival and "O" Entertainment each submitted proposals for review. An evaluation committee consisting of representatives from the Police Department, Fire Department, and Parks, Recreation and Community Services Agency rated the three proposals. The committee rated each proposal based on the operator's ability to successfully conduct carnivals using the following evaluation criteria: 25B-1 Agreements and Appropriation Adjustment for Carnivals at City-Owned Parks January 7, 2008 Page 2 ^ Equipment capability and functionality (20%) ^ Level of service and support (20%) ^ Experience of firm and personnel (20%) ^ Past performance (40%) Fiesta de Carnival rated highest, scoring 454 out of a maximum 500 points. Acosta and Associates scored 450 points, followed by "O" Entertainment, which scored 401 points. Traditionally, carnivals conducted at Jerome, Centennial and Madison parks draw larger crowds and are more profitable. Conversely, carnivals conducted at Cesar Chavez/Campesino, Rosita and El Salvador parks draw smaller crowds and generate less revenue. Therefore, the license fee for the large carnivals conducted at Jerome, Centennial and Madison parks will be $7,000 per carnival and the license fee for small carnivals conducted at Cesar Chavez/Campesino, Rosita and El Salvador parks will be $4,000 per carnival. The total projected annual revenue for these agreements is $47,000 per year. Based on the results of the evaluation scores, the evaluation committee recommended the following 2008 Carnival Schedule: Park Site Carnival Dates Proposed Operator Carnival License Fee Jerome March 21-23, 2008 "O" Entertainment $7,000 Cesar Chavez/Campesino April 18-20, 2008 Acosta and Associates $4,000 Centennial Park May 23-26, 2008 Memorial Weekend Fiesta de Carnival $7,000 Jerome July 3-6, 2008 4th of July Weekend Fiesta de. Carnival $7,000 El Salvador August 22-24, 2008 Fiesta de Carnival $4,000 Madison August 29-Sept. 1 Labor Day Weekend Acosta and Associates $7,000 Rosita Sept. 19-21, 2008 Fiesta de Carnival $4,000 Centennial October 10-12, 2008 Acosta and Associates $7,000 Total $47,000 25B-2 Agreements and Appropriation Adjustment for Carnivals at City-Owned Parks January 7, 2008 Page 3 FISCAL IMPACT The appropriation adjustment will recognize projected carnival revenue in the amount of $47,000 in the Recreation Special Fees and Donations revenue account (no. 22-01-5799) and appropriate funds to the Recreation Special Fees and Donations expenditure account (no. 22-231-6291). APPROVED AS TO FUNDS AND ACCOUNT: Gerardo Mou t Executive Director Recreation & Comm. Svcs. Agency Francisco Gutierrez ~ Executive Director Finance & Management Svcs. Agency 25B-3 NON-EXCLUSIVE AGREEMENT TO PROVIDE CARNIVALS AT CITY PARKS THIS AGREEMENT, made and entered into this day of January, 2008 by International Promotions, Inc., dba Fiesta de Carnival (hereinafter "Operator"), 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 (hereinafter "City"). RECITALS On October 18, 2007, the City issued a Request for Proposals, No. 07-085-PRCSA, seeking carnival operators to provide carnivals at specified City owned pazks. Operator submitted a proposal to provide carnival services. Operator represents that Operator is able and willing to provide carnival services to the City as specified in the Request for Proposals No. 07-085-PRCSA and any addendums thereto. In undertaking the performance of this Agreement, Operator represents that it is knowledgeable in its field and that any services performed by Operator under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional carnival operator in the field. NOW THEREFORE, in consideration of the mutual and respective promises set forth herein, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: PREMISES AND USE (A) The City of Santa Ana owns the following community pazks ("Parks") within its boundazies: Jerome Pazk, located at 2115 W. McFadden Ave., Santa Ana; El Salvador Pazk, located at 1825 W. Civic Center Dr. West, Santa Ana; Rosita Park, located at 706 N. Newhope St., Santa Ana; and, Centennial Park, located at 3000 W. Edinger Ave, Santa Ana. City hereby grants to the Operator anon-exclusive, revocable user agreement to encroach upon the specific azeas of the above stated Parks ("Carnival Areas") delineated in the renderings of the Parks attached hereto and collectively referenced as Exhibit "A", for the purpose of providing carnivals and for no other purpose. Operator shall provide one (1) carnival ("Carnival Event") at each location during the term of this Agreement on dates approved by the Executive Director of Parks, Recreation and Community Services Agency as set forth in Section 3 hereof. (B) The right and permission of Operator is subordinate to the prior and paramount right of the City to use the City owned Parks described herein above in their entirety for public purposes to which they presently are and may, at the option of the City, be devoted. Operator agrees to use the Carnival Areas at all times in such manner as will not unreasonably interfere with the full use and enjoyment of the Parks by the City, its residents and guests. (C) Operator hereby acknowledges that title to the Parks is vested in the City and agrees never to assail or challenge the same, and further agrees that Operator's use and occupancy of 25B-4 the Carnival Areas within the Parks shall be limited solely to the permission for such use and occupancy granted herein. (D) As a covenant to this Agreement, Operator agrees to adhere to and comply with all of the terms, conditions and responsibilities enumerated in the Request for Proposals, RFP 07- 085-PRCSA, issue date October 18, 2007, and Addendum No. 1 thereto (hereinafter, collectively "RFP") attached hereto as Exhibit "B" and incorporated herein by reference. Any failure to adhere to and comply with the terms, conditions and responsibilities enumerated in the RFP shall be deemed a breach of this Agreement and of the RFP. (E) The parties hereto agree that if, at the sole discretion of the City, a Carnival Event should not proceed on the dates set forth in Section 3 hereof due to foul or inclement weather, the City at its discretion may grant Operator alternative dates for the conducting of the Carnival Events within the term of this Agreement. If Operator desires to obtain alternative dates as provided in this paragraph, Operator must timely request the same from City. 2. SCOPE OF SERVICES Operator shall provide at each of the Parks identified a full service carnival complete with the rides, equipment and services as set forth in the RFP (Exhibit B) to this Agreement. 3. FEES/DEPOSITS/PERMITS/LICENSES At least 10 days prior to the commencement date of each Carnival as set forth below, Operator shall pay to City the applicable fee for use of the Carnival Area as further set forth below. Operator agrees to pay the City and City agrees to accept from Operator the following fees per Carnival Event. ~Par7cl~~a"raival~pate5 ~'~ :Fee ~~~~~r ~:~ ~ ~ ~~`;x'~' Centennial Park $7,000.00 Ma 23, 24, 25, 26, 2008 Jerome Park $7,000.00 July 3, 4, 5 and 6, 2008 El Salvador Park $4,000.00 August 22, 23 and 24, 2008 Rosita Park $4,000.00 September 19, 20 and 21, 2008 In addition to the fees set forth herein, Operator shall pay all required City fees and deposits including the fees for police services and Park clean up, and obtain all required permits and licenses as detailed in the RFP, Exhibit B hereto. All fees and deposits shall be due and 2 25B-5 payable as set forth in the RFP. Additionally, failure to pay the cleanup/damage deposit and/ or any other outstanding balances and fees a minimum often (10) business days prior to the start of the event will result in a penalty of $500 per day. The vendor will not be allowed to start an event if there is an unpaid balance. Vendor is subject to other monetary penalties for failure to perform as set forth throughout the RFP. 4. SECURITY DEPOSIT Contemporaneously with the execution of this Agreement, Operator shall deposit with City the additional sum of $5,000.00 as a security deposit. The deposit shall be held by City, without liability for interest, as security for the faithful performance by Operator of all the terms, covenants, and conditions of this Agreement to be kept and performed by Operator during the Term of this Agreement, or any extension thereof, and including the removal of Operator's facilities as set forth herein. Assuming successful completion of all terms and conditions of this Agreement, including those within the RFP, the security deposit, or any remaining portion thereof, and any unused fees shall be returned within 60 days of the final carnival activity provided for in the RFP. 5. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2008 unless terminated earlier in accordance with this Agreement. The term of this Agreement may be extended for an additional 1 year term at the City's sole discretion through a writing executed by the Executive Director of the Parks Recreations and Community Services Agency and the City Attorney. 6. NON-POSSESSORY INTEREST City retains full possession of the Park and Carnival Area and Operator will not acquire any interest temporary, permanent, irrevocable, possessory or otherwise by reason of this Agreement, or by the exercise of the permission given herein. Operator will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. 7. NON RECORDING Neither party shall record this Agreement 8. RECORD KEEPING AND AUDIT A. Operator shall establish and maintain separate accounting records for each Carnival Event at the specified Parks. Operator's accounting system shall conform to generally- accepted accounting principles and all records shall provide a breakdown of total costs and revenues associated with the Park Carnival Events. 25B-6 B. All Operator's records of revenues and repairs pertaining to the Carnival Events referenced herein shall be kept for the duration of this Agreement and made available at all times for audit by City upon request 9. INDEPENDENT CONTRACTOR Operator 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 anemployer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Operator performs the services which are the subject matter of this Agreement; however, the services to be provided by Operator shall be provided in a manner consistent with all applicable standards and regulations governing such services. Operator 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. INSURANCE Prior to undertaking performance of any work relative to a Carnival Event under this Agreement, Operator shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: A. Commercial General Liability Insurance. Operator shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees as additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Operator's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $5,000,000 per occurrence. Operator shall supply City with a fully executed additional insured endorsement in substantially the form attached as Exhibit B to the RFP, Exhibit B hereto, upon execution of this Agreement and shall be approved in form by the City Attorney. B. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Operator, if Operator has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Operator agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. D. If Operator is or employs a licensed professional such as an architect or engineer: 25B-7 Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. E. The following requirements apply to the insurance to be provided by Operator pursuant to this section: i. Operator shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City; and shall state as follows: "The above detailed coverage is not subject to any deductible or self-insured retention, or any other form of similar type limitation." iv. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with City prior to the execution of this Agreement. At least thirty (30) days prior to the expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with the City. v. If the certificate of insurance is in the name of the carnival operator it shall include the name of the carnival promoter as additionally insured. F. If Operator fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Operator agrees to indemnify the City for any work performed prior to approval of insurance by the City. 11. INDEMNIFICATION Operator agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Operator or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in Sections 1, 2 and 3 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, 25B-8 by reason of the events referred to in this Agreement or by reason of the terms of, or effects, arising from this Agreement. The Operator further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Operator shall protect, defend, indemnify and save and hold harmless the City, its officers, officials, employees, and agents from and against any and all liability, loss, damage, expenses, costs (including without limitation costs and fees of litigation of any nature) arising out of or in connection with Operator's performance of this Agreement or any failure to comply with any of Operator's obligations contained in this Agreement by Operator, its officers, agents or employees. 12. TRASH/UTILITIES/CLEANUP Operator is responsible for the collection and disposal of all trash as specified in the RFP (Exhibit B) including the providing of the required 40 yard roll-off dumpsters. Operator is responsible for the continuous cleaning of the City Park, including the restrooms, at all times while acting pursuant to this Agreement as set forth in the RFP. The area to be cleaned includes the parking lots and the surrounding neighborhood and streets. Further, with the exception of the City supplying two (2) potable water hookups as set forth in the RFP, Operator is responsible for supplying all utilities to be used during the Carnival Events, including supplying the required portable toilets as specified in the RFP. Persons performing clean-up shall be employees or subcontractors of the vendor. 13. HAZARDOUS MATERIALS Operator represents and warrants that its use of the Carnival Area herein will not generate any hazardous substance, and it will not store or dispose on the Park and/or Carnival Area nor transport to or over the Park and/or Carnival Area any hazardous substance. Operator further agrees to clean-up and remediate any hazardous substance on the Park and/or Carnival Area and Property, and hold City harmless from and indemnify City against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof except any release caused by the negligence of City, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. 6 25B-9 14. WASTE OR NUISANCE Operator shall not commit or permit the commission by others of any waste on the Park or Carnival Areas. Operator shall not maintain, commit, or permit the maintenance or commission of any nuisance as defined in Section 3479 and/or Section 3480 of the California Civil Code on the Park or Carnival Areas; and Operator shall not use or permit the use of the Park or Carnival Areas for any unlawful purpose. 15. PUBLIC NECESSITY City may immediately temporarily suspend operation of this Agreement and the Carnival Event in the event of public necessity or emergency, as may be determined by the City Manager. Such suspension will terminate when the public necessity or emergency no longer exists. 16. ON-SITE OFFICE One (1) trailer-type vehicle will be allowed to park in the Carnival Area, in a location pre-determined by the Park Superintendent, to be used exclusively as a business office by Operator. This vehicle must be equipped as an office and used only as such. Under no circumstances is this vehicle to be used for sleeping accommodations while on Park premises. The office vehicle will be allowed on the premises for the period provided for all other carnival equipment pursuant to the RFP. 17. LIENS Operator will not permit any mechanics' or materialmens' or other liens to stand against the City Park or Carnival Area by reason of any use or occupancy by Operator, or any person claiming under Operator. 18. TERMINATION IN THE EVENT OF CASUALTY OR CONDEMNATION In the event of any damage, destruction or condemnation of the Park and/or Carnival Area, which renders the Park and / or Carnival Area unusable or inoperable in Operator's judgment, Operator shall have the right, but not the obligation, to terminate the Agreement with respect to the subject Carnival Area by giving written notice to the City within thirty (30) days after such damage, destruction or condemnation. If by virtue of such damage, destruction or condemnation, City determines that the Park and / or Carnival Area is no longer adequate for Operator to continue its operations, or any repairs to the Park and / or Carnival Area to remedy such damage, destruction or condemnation have not been completed or cannot reasonably be completed outside of forty-five (45) days from the date of the up coming scheduled carnival, City may terminate this Agreement upon thirty (30) written notice to Operator. In the event of condemnation, unless Operator is allowed by the condemning authority to continue its operations in the Carnival Area, this Agreement shall terminate as of the date title to the Property vests in the condemning authority or Operator is required to cease its operations, 25B-10 whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to City. 19. TERMINATION This Agreement may be terminated by the City without cause upon thirty (30) days written notice of termination. City may terminate this Agreement for cause upon three (3) days written notice for any violation of the terms contained herein. 20. DEFAULT BY OPERATOR Should Operator default in the performance of any of the terms, conditions, or obligations contained in this Agreement, City may, in addition to the remedies specified elsewhere in this Agreement and the attached RFP, re-enter and regain possession of the Carnival Area in the manner provided by the laws of unlawful detainer of the State of California then in effect. 21. INSOLVENCY OF OPERATOR The insolvency of Operator as evidenced by a receiver being appointed to take possession of all or substantially all of the property of Operator, or the making of a general assignment for the benefit of creditors by Operator, or the filing of a petition in bankruptcy shall terminate this Agreement and entitle City to re-enter and regain possession of the Carnival Area. 22. CUMULATIVE REMEDIES The remedies given to City in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law or elsewhere provided in this Agreement. 23. WAIVER OF BREACH The waiver by City of any breach by Operator of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Operator either of the same or another provision of this Agreement. 24. CONFLICT OF INTEREST CLAUSE Operator 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. 25. 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 25B-11 mailed by first class or certified mail, postage prepaid, addressed to the party concerned 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 Telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 and, City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Telefacsimile (714) 647-6515 To Operator: International Promotions, Inc. dba Fiesta de Carnival Attn: Ted Holcoms 11278 Los Alamitos Blvd. #101 Los Alamitos, CA 90720 Telephone (562) 799-7737 Telefacsimile (562) 799-1443 A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other 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 9 25B-12 addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 26. CONTRACT ADMINISTRATOR The Executive Director of Parks Recreation and Community Services Agency, or his/her designee, shall be City's Contract Administrator for this Agreement and all approval and notices required to be given herein shall be so directed and addressed. 27. COMPLIANCE WITH LAWS Operator shall, at Operator's own cost and expense, comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state, county and municipal, relating to Operator's use and occupancy of the Park and Carnival Area and Operator's facilities whether such statute, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by Operator in a proceeding brought against Operator by any government entity, that Operator has violated any such statute, ordinance, regulation, or requirement shall be conclusive as between City and Operator and shall be considered grounds for termination of this Agreement by City. Operator will obtain all permits and other governmental approvals, required in connection with Operator's activities hereunder, and update such permits/approvals as necessary. 28. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Operator, 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, including the RFP, 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 Operator. 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 parties, which are not embodied herein. 29. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Operator, Operator 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 Operators retained by City. 30. NON-DISCRIMINATION Operator 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 10 25B-13 applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Operator affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 31. JURISDICTION -VENUE This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be governed and construed in accordance with the laws of the State of California. 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. 32. ATTORNEY'S FEES Except as otherwise provided in this Agreement, in the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. 33. PROFESSIONAL LICENSES Operator shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Operator shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 34. BINDING ON HEIRS AND SUCCESSORS This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of this Section shall not be deemed to be a waiver of any of the conditions against assignment set forth herein. 30. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the termination, or expiration of this Agreement, shall so survive 35. MISCELLANEOUS PROVISIONS A. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall 11 25B-14 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 the date and year first above written. ATTEST: PATRICIA E. HEALY Clerk of the Council APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney By: Joseph Straka Assistant City Attorney RECOMMENDED FOR APPROVAL: Gerardo Mouet Executive Director of the Parks Recreation and Community Services Agency CITY OF SANTA ANA DAVID N. REAM City Manager OPERATOR (NAME) TITLE) Employer ID # or Individual SS # 12 25B-15 Dec 14 d7 10:01a Ted Holcomb oo~Eaai~ (J.G 2f 3 ~~~~ OERTIF IG~TE OF LIA A 1 ed Spec alty o Texas 8S N.£5_ Loop 410 Suite 600 Sari Antonio, 7.`S 78216 800/235-8774 a ShatnzoCk Shows Nort3a American Amusencerits, I=iC . 11101 Calabash Avenue Fontana CA 92337 T.H.E. 1 12/14/07 A MA7'YEEt OF 1l~OR~IFA110K UPON 3HE ~R77PICA3E ~ ~+c~s aF ug~ eea~uvt~v~ eE@[ 7~ 7HE 1NSUR~ wwm mc~~ ppR 7HE patJLl' PE"EiIOQ ~ICA7PD ~mwrasraNai+s MiY R7iT, T9iA OR C01~171gi CP/INYt7p~[1R/ICT OR OTHER DOCIHfENTVKi!! ~ECTIU iNEUt:Fi'1N1S CERTiFlCA7E MAYBE OR A6AY PEliTAr1.1F~ NI3lJRI4WCEAPFO~ BYl~ POlJgTS DECO HER~V 168HB~C'f TO ALl. TkE TBBIIS4 lIF1D COl~7Ii141~S OF SUCH PCkJC[E&. AIdC,REG11iE l.p1~78 8fI0YM1~ kaAY NAVE BEEN 1~!lCE~ BY PV11D aJY68 ~ ~ ~Yr~EetrE roK ~rrrs ~ ~Y oanrr:wce s a,aaa,ooo X ..~,,~,,yY M7MT2856 02/31/x7 02/11jOS °"""~~~ s so, ooa ~o< d r~ex~ ... t nov 1 000 060 , wurer csa+e ~ , r ~ ~ 10, 000, ©00 uA~r ~ ~cc 1, 000, 000 wur nreoee.E utram uerxna M7MT2856 02j11/0 02j11/0 '~°~"~`~` a 1,oo0,0aa ~ a.t.r,+~aa~uros sixBau~DAerYns ~v~rn? s . w~ortn+os ra+~tr~nuroe ~e~~ ~ s ®Ar MiCElJ11rClTY Il}t0 Y-FJl11CL:IDBiT L ANYNti~G ~~~~ s wUT+O pB.Y: 6 . r.ra„~ rd7xTas57 02 Zl o 02 11 0 ~„ ~ :,..ooo, ooa x ^ ~ ,~ : ~, ooo, ooo oraue~,e~.e M7XT2858 02/11/0 02/11/0 aCg1R. : s, ooo, ooa s ~ s 3,000,400 roon-aaes aor~8s-non as ure~ ufr we srwnr- art-t . e~ - aocoaKr s E~rr~ eye~,ar+ww~r e~. ~e~A.bv~ s GAS!-P'n1J 6 01F~ OBf~tbll OAF OPERAIid/Sf LDCA7i7r61YEYICt~ i~ipipr8 AQDID 61' RM40RS~4TlSi~dALf70p~IppY4 ~iUDTTIOTQ,A.L INSLIltED i~TH RESPECTS TCU THE OPERATIOi~TS QF `FAE ~D =NSIIRED CITY C3F SAt~ITA Al~A, ITS OFFICERS, ~lPLOYEBS, AGENTS AND VOLLINT.GERS RE: GAr• INFORN~iTTflN 2U CIVIC CENTER PLAZA SANTA ANA CA. 92701 ACORQ 2S (2001iD8j aHOnw~nror n~wao~ueaewaaro Pouaies esGiuse~ er~rn~e man~unox oa~'-~~sor.~issarxaaurr~erias~irorioKU 30 n~rs~rtat re~ca'roater~arur~t~roeae r~rearo uie LET, euTxu~ro oaoosF+nu. 25B-16 1888 Dec 14 07 10:U1a I ed Holcomb __ _ _rvrv At~DITIQNAL INSURED ENOORSENIt_NT oocry~iw+~ Jnsurance Company T.H.E. insurance Cornpanv ~.~ This endorsement modhfies such insurance as is afF+ordled by the provisions of Policy # M7MT285fi relating to the foNowing: 1. The City q+f Sartita Ana, 20 Civic Cen~her Plaza, Santa Ana, California 9271)1; its offiners, employees, agenia and volunteers are named as additional insureds ("add9fiional insureds"} with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. 1Nith respect to claims arising out of the operations and uses performed by or on behalf of fine named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit ofthe additional insureds. 3. This insurance applies separately to each insured against whom claim is maale or suit is brought except with respect to the company's 1'units of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimarrt if not so inducted. 4. With respect to the additional insureds, this insurance shaft not be canceled, or materially reduced in coverage or limits except after thirty {30j days writt®n notice has been given to the City of Santa Ana, 20 Civic Center Piaz~a, Santa Ana, California S27©9. (Co~npietlon of the following, including courrtersi~ature is required to make this endorsement effectn-e.~ Effective fl211'1107 this endarsementfonn as a part of Policy #i`M7MT2t356 Issued to Shamrock Sho Named Insured Count,~,rsigned by th ' ed epreserita e 3!3 25B-17 D8G 14 U/ IU:UIa 16Q Y1DIWrriu P• ~I ~.i+iDORSEiAEN'I ACRE~E~tT ~'~'~~'~ STATUTORY ACCOUNTING PRINCIPLES CQMPE~tSATIGN BILL RSC$IVAHLE 1li5UgANCE ~~~~ ttQME QFFICE slur FRAntclsca Eggg~Ipg APRIL 1, 2007 aT 12.01 Is.M. ALC t~FEGTIYE DATESJ-RE AT i~01 AM PACIFIC STANDARD TIME Oil T'HE TfME IIVUiCATED AT pAgF1G 51'ANDARt? TIME NClRTH AI~RICRlt AK(ISBIiSgTS, IlTC 17.101 CALABAS$ AYE FONTANa, Cl 92337 RAP 31 1648138-07 RElrBtil'~RL SD ~-63-93-92 PAGE 1 flF ADFY CONIAt,DICTIQli BET{iBEN TSE POLICY AND THIS ENDORSEHE)rIT WILL BE G034TROLI.ED BY 'THIS ENDOiRSEClEATT. iT IS AGREED TRAT TF3I5 E3iI30RSEHENT AHENDS SECTXON D. OF PART FIVE flF THS POLICY. YQ1€ti POLICY EIhS- BEEN SiRIT'TEAi ON ?i0I'tTNLY AD.TUSTM~T PBR7OD. YQU WILL PAY ALL PREISIi1M f1HENt DUE. PAYRbLL REPORTS ANJ3 PSEliIU?i ARE DR1E WITHiPt IO IIAYS CTER) AP'!'filt 7HE LAST DAY QF T~ REPOR'I'2tiG PSRrOO. PAYMEIV2 OF bTf'tSTAi0Din6 PRE?lIOM IS DUE WITHSN IO DAYS (TESITj FROM THE BILL DutTE . tuarwnlc3 nv T~s eNOORSErMEnrr caNTAINEn saw~L ae . t+~~n rn vni~r, ~u.T>=it. w~uvE QR EIfTEMD ANY OF T'!~ TERIitS, t;O1VO1TIOl~E,S, ACaRLR~IY'T'S, OR LUVArI'ATIOt~iS OF T'FMS POt.tCY OTHER TRAM AS SYATED. P107'H1NG ELSEWHEt~ W THiS FpLtGY Stil11.!_ BE HELD TO VARY, ALTFii, 1RANE OR t.MNIT THE TERMS. t70NOi1'tONS, ANT'S OCR LtirilTA'ri011t5 OF THIS LRIIDORSEMENT. G411NTERSlciIVED AND IsSCtt~ nT sAN FRAMCtSC~ APRIL 1Z, 2Q0? ~ ~~~ HQRIZZE:D REPRESENTATN F+RESIQENT SCtF FORM 7027 ~tEV.3-Q37 2(389 T Ut0 ~Y 217 25B-18 ~~~~~~~ N.v p.t ~`~~~ H01~ OFFICE,aAN FRA19C25W ANNIUAI iiATNYG ENDORSEMENT CoMPENSAT'10l1 ~ Ig AGREED 'T'itAT THE GLASSIFICAT101yS AID RATE'S PER 5140 OF REIAt1NERAT1pN APPEARING lfV5UFtANCB ~~~ D IN THE: CaNTiNUOUS PC-L.tCY Isauao TO THIS ~MP40YER ASE a~nE~ECi AS s~lOYrN BEl.~UY~[. uec ~~4 ut ~iu_u_ta iea r7oicomuv., ...........,....„' H~tE ARE Ydt1R NEW RATES FOR THE P~i1QD INDIC/ITED. F YOUR NAME OR Al7dRF,.SS SHOULB BE CORRECTED OR iF INSUIiAMCE YS 1VOT 1~ FtfA NEXT YEAR, P1.6ASE TELL tlS, ~MFORTaNT Txls Is IudT A .~ ~rm^nlnus ~~~ 1848138-07 SENO !W MD11EY UNLESS 5TATI=ME?iT IS EMCLASEQ THE RATIi16 i~ER[OD 11E:NINS AA1D ENDS AT 12:OtAN ~T+j~ 2~IdD x-•01-07 'I'C 4"01-~$ PACIFIC S'f11NDAtitz TI#~ 3i0RTH I~MERICBN AMtrSBMEIfTS, IItC 2]iEPaSIt' PRIO[IOIt $4!,649.00 Zi101 CALABPiSR 1~iYS MINIP[I!!t PREIEItIt~! $354.00 FORTA2!tA, CALIF 92337 FRI3t~lIQi4 A2~JIISTN[EI~i'P PERIOD 24~R1'PHLY REP 31 R SD NAISE OF EMPLOYER- 1~OA?H AHERICI-N AHUSElsErtTS, Il~C Ui CORPORATION) CODE [JO. FiiICtCYPAL WORb aNn RATES E1=FECTIYE FROM 06-01-07 TO 0 4-O1-t}8 IIGTER I?S 1'RE;KIUM St~SE 6z].,L2[NG HASIS RATE RATE* 902.6-1 aattaS23HENT PARxs alt E#IrBITIONS 383573 la. O1 8.55 8810-1 CLERICAL OFFICE EIfPLOYEES--Ii.O. C. 2+287 1_ 1$ .99 9'180-1 AMUSEMENT PA2IKS aR EXHI23FTIOIgS 122392 7.~7 6.63 EaCPERIl~2CE P'la23IFICATIaK 4-O1-fl7 20 4-01-08 - 326 x **'~*=*BUREAII IYd3'E INFOAMATIOI~I*~=~`=~'* FEIN 330704455 FEIN 33744085 _ l~v~c ~ ~s. is ~~ rti /J TGTAL ESTI2~THD AITl~tUAL FREb[IUM $134, 285 I[tliT$RS I G3JED i~iltD I S SUSD AT SAK FRANC ~ ~2FR I L 12 , 200 7 PClLI CY L FAGS 1 OF 3 SCtF FOR41 'IOBB]rL tP1EV. 70-O~i PLEAS 25B-19 ~ ~S ~ c ~ ~ ~ ~ s r = ~ ~ ~ E K~ ~~ ~~ L ~1 J ii I i I N~~{ ,' ~ ~ ~ <~ C`= ..~.~ ra <~ o~~ t~ ~ ~~ U a~ :g~~ ~ ~ a . G ~ . `~ 'fie - '~~ - < ~ - a ~~ _,~ - _ Exhibit "A" Z~ N V ,r w Y 4 ~a Nw ~~Q :o~N ~o_ ,_ i p .i 01i' 'L •`'~~D . ~l .~ ~x F~ !Did rah ~~ r3a ~z ~ 7C r i w z i z a i sa: ~ . .~ ~ ~ ~ j ~ _~ ~(~ ~ ;: ~ .- e ., • i ® , ~ ~ ~ ' ~ ` f v t • ,' a ~+ c~' . -~ .. j \ M . ~` .E \ ~ a ~~' ~• d S. t l` ~ s. } ~ . jL: r' I ;: + i ~ ~ _' 1 : •'~ '_ i ' ~' . C a ~ .~ \~ \. - ~ ~• k r !s_ ~ u c v ~+ o P C _ _ w- 3 T. -=) •~ 25B-21 j <J1 N GO N N .-r ~ o ti. <~ N 0 a d A rn E D/ N 4E/i A~/G~, 25B-22 C • ,, z ~ ~ (~~ ~ S t ~; ;, pr ~t ~ : ` Q i• ~ ~ ~ s ! ~ 'b ~ ~. ~ ! -~ 0 .~ .o .7 ~~ 0 ~i- Z p~ycl~11~ t ~ • 1.i ~ ~ ~ • ` ~~/ ~, Y y _^ • • • ~ .~ rw r. ~„r.. - • . ~; ~~ _ '~ = ,. ~ ~~ . ~ _ ~ - rj~ t - ~ ~ lr. . S": ~ i '~ - ~ ' .~ -~t t ~t== ~ .~:~ € ..: ~ ~~ _; .,tst . y,~ ~ ,. { ~ .~---- 25B-23 ~~ • ' • ~ ~ • • s ~ ~ _ i ~ - • ,- :..•'.. . w,~ ~` - '~. _ .. .. _ _ - - ., . .. _ .. _ _ -. ~N ~ ~. ~ ~ ~ ~ • • ~ I ~ ~~ ~~~ ~~ p- ~-~11t~' -.~- _ 25B-24 O~ Zf• 25B-25 Exhibit "B" .REQUEST FOR PROPOSALS RFP 07-085-PRCSA FOR A CARNIVAL PROMOTER TO PROVIDE CARNIVALS AT CITY OWNED PARKS KEY RFP DATES: Issue Date: Pre-proposal Conference: Proposal Due Date: October 18, 2007 October 25, 2007 November 9, 2007 25B-26 REQUEST FOR PROPOSAL Notice is hereby given that sealed proposals will be received for EIGHT (8) CARNIVALS TO BE PROVIDED AT SPECIFIED CITY OWNED PARKS per the attached specifications, at the Parks, Recreation and Community Services Agency, Budget and Accounting Section, 888 W. Santa Ana Blvd. 2°d Floor, Santa Ana, California, until 5:00 P.M., FRIDAY, NOVEMBER 9,.2007. If further information is needed, contact Robert Carroll, via email at rcarroll@ci.santa-ana.ca.us, or phone at (714) 571-4218. MAILED proposals should be addressed as follows: Parks, Recreation and Community Services Agency Budget and Accounting Section M-23 P.O. Box 1988 Santa Ana, CA 92702 Attn: Robert Carroll or delivery by hand or courier to: Parks, Recreation and Community Services Agency Budget and Accounting Section M-23 888 W. Santa Ana Blvd. 2°a Floor Santa Ana, CA 92701 Attn: Robert Carroll It is the responsibility of the proposer to see that any proposal submitted shall have sufficient time to be received by the Budget and Accounting Section prior to proposal due date and time. Late. proposals will be returned to the vendor unopened. The receiving time in the Budget and Accounting Section will be the governing time for acceptability of proposals. Telegraphic, telephonic and facsimile proposals will not be accepted. 2 25B-27 I. GENERAL A. RFP PROCESS AND GENERAL TERMS 1. PROPOSAL SUBMISSIONS Proposals must be submitted to the Budget and Accounting Section in a sealed envelope showing on the outside, the name of the bidder, RFP N0.07-085-PRCSA, and the proposal due date and time. All proposals must be signed by an authorized representative of the vendor. 2. PROPOSAL WITHDRAWAL Proposals may be withdrawn by written request received before the hour set for the opening. After that time, the vendor may not withdraw proposals for a period of ninety {90) days from the date of the opening. . 3. LATE PROPOSALS It is the responsibility of the vendor to see that any proposal submitted shall have sufficient time to be received by the Budget and Accounting Section prior to the .proposal due date and time. Santa Ana Parks, Recreation and Community Services Agency shall not be responsible for proposals lost or delayed in the mail. Late proposals will be returned to the vendor unopened. 4. REQUIRED DOCUNiBTTTS Vendor must return the following completed documents with~their proposal:. • Detailed proposal of services in accordance with the specifications detailed in Section IV. Proposal should take into consideration the evaluation criteria included in Section III and should not to exceed 10 pages. • Signed proposal form (Section V); • A letter or printout of vendor's safety related incidents from insurance company, current or previous, spanning the past three (3) years (Section VI); • Completed vendor's references sheet (Section V>); • A resume or summary detailing vendor's qualifications, accomplishments, and membership in any professional and/or industry organizations; • A representative sample of photos of vendor's past events and/or vendor's equipment; • A list of ride equipment owned, usedand/or operated in vendors events, with description and age of all rides; • Completed Proposal Summary and Deviations from Specifications (Section VII) • Any other information the vendor may choose to submit. • Attachments A, B, and C aze for reference only, but will be required after the contract is awarded to the successful vendor. Vendor must submit one original and eight photocopies of each proposal offered. 5. RIGHTS RESERVED The right is reserved by the City of Santa Ana to reject any or all proposals or to waive any informality or technical defect in a proposal. 25B-28 6. LICENSE AGREEMENT Successful vendor(s) will be required to enter into a License Agreement with the City of Santa Ana.. The City reserves the right to enter into an agreement with said License Agreement with any, all, or none of the vendors for a one year period, with the option of extending the License Agreement for two additional one-year terms. 7. SELL OR ASSIGN The successful vendor shall not have the right to sell, assign, or transfer any obligations resulting from this proposal without the specific written consent of the City. 8. LOCAL SALES TAX CONSIDERATION In accordance with the Santa Ana Municipal Code, a one percent (1%) preference will be applied to all proposals for taxable goods submitted by suppliers located within the City limits of Santa Ana. 9. RECEIVING TIME The receiving time in the Budget and Accounting Section will be the governing time for acceptability of proposals. Telegraphic, telephonic and facsimile proposals will not be accepted. 10. COMPLIANCE WITH LAWS All proposals shall comply with current federal, state, and other laws relative thereto. Vendor further agrees. that the services proposed comply with all applicable Federal and State Occupational Safety and Health laws, standards for regulations, and that vendor. will indemnify and hold the City harmless for any failure to so conform. 1 L REFERENCE TO SUCCESSFUL VENDOR The terms vendor, supplier, proposer, or contractor may be used interchangeably in these specifications and shall refer exclusively to the vendor(s) with whom the City enters into contract as a result of this request for proposal. 12. INQUIRIES Refer inquiries in writing via email to Robert Carroll, rcarroll~n,ci.santa-ana.ca.us. 13. AWARD OF BASE PROPOSAL OR ALTERNATE PROPOSAL The City of Santa Ana reserves the right to award either the Base Proposal or any Alternate Proposals offered, whichever is in the best interest of the City. 14. RIGHTS RESERVED The -City reserves the right to contract with anv, all, or none of the carnival vendors who submit base proposals and/or alternate proposals. 15. E-MAIL COIy~IlyILII~iICATIONS To facilitate the RFP process, vendors are required to monitor and respond to a-mail requests on a daily basis. 25B-29 16. PRE-PROPOSAL CONFERENCE A pre-proposal conference will be held on Thursday, October 25 at 1:30 p.m. in the 2°d Floor Large Conference Room of Santa Ana. Parks, Recreation and Community Services Agency, 888 W. Santa Ana Blvd., Santa Ana, CA. Please RSVP to Robert Carroll, (714) 571-4218, by Monday, October 22, 2007. All proposers are strongly encouraged to attend. II. SCOPE The City of Santa Ana ~is requesting .proposals. from carnival vendor(s) to conduct eight (8) carnivals on City-owned park properly during the period of Mazch through October 2008 as specified in the table below. A map of each park with the general event area highlighted is attached to this RFP for applicant's reference. Exact locations for carnival rides and equipment will be identified at the pre-event meeting. Park-Site Venue/License Fee ~ Maxunum Size/Scale of Event 1 Jerome Park Large/$7,000 Up to 16 carnival rides, 12 game booths, 8 food* Mazch 28-30 booths and/or information booths. No live Fri-Sun entertainment 2 Cesaz Chavez/ SmalU$4,000 Up to 14 carnival rides, 12 game booths, 8 food* Campesino Park and/or information booths. No live April l8-20 entertainment Fri-Sun 3 Centennial Park Lazge/$7,000 Up to 12 carnival rides, l2 game booths, 8 food* May 23-26 and/or information booths. No live entertainment Fri-Mon 4 Jerome Park Lazge/$7;000 Up to 16 carnival rides, l2 game booths, 8~ food* July 3-6 and/or information booths. No live entertainment Thurs-Sun 5 EI Salvador Park SmalU$4,000 Up to 15 carnival rides, 12 game booths, 8 food* August 22-24 and/or information booths. No live entertainment Fri-Sun 6 Madison Park Large/$7,000 Up to 12 carnival rides, 12 game booths, 8 food* Aug. 29- Sept. 1 and/or information booths. No live Fri-Mon entertainment 7 Rosita Park SmalU$4,000 Up to 14 carnival rides, 12 game booths, 8 food* September 19-21 and/or information booths. No live entertainment Fri-Sun 8 Centennial Park Large/$7,000 Up to 12 carnival rides, 12 game booths, 8 food* October 10-12 and/or information booths. No live entertainment Fri-Sun Note: One booth is equal to one 10x10 canopy area. A maximum of five cooking booths will be allowed. 25B-30 EVALUATION OF PROPOSALS Vendors will be evaluated based on their ability to conduct successful events in both the small carnival and lazge carnival categories. For .the purposes of this RFP, carnivals conducted at Cesaz Chave2/Campesino, Rosita, and El Salvador pazks are considered small carnivals. Carnivals conducted at Centennial, Jerome, and Madison parks are considered large carnivals. An evaluation committee will recommend the most qualified vendors for each the small and lazge carnival event categories. A committee of City staff representing various departments will evaluate all proposals based on the following criteria: Equipment, Cayability and Functionality of Vendor 20% 1. Equipment and related safety specifications of equipment to be used. 2. Training and safety precautions taken to ensure that attractions and/or staff pose no danger to event participants or the general public. 3. Vendor's financial ability to provide a safe, enjoyable carnival while meeting all specifications. Level of Service and Support 20% 1. Responsiveness and thoroughness of proposal: 2. Ability to accommodate proposed carnival dates and locations. Experience of Finm and Personnel 20% 1. All carnival personnel, including operators, proposed to work at carnivals and the qualifications of those individuals. 2. ~ Experience and technical expertise of personnel, including operators, with implementing carnivals and special events in other cities. Past Performances ~ ~ . 40% 1. Past record of performance on contracts with other cities, governmental agencies or public bodies, including such factors as reliability, park damage prevention and compliance with contract terms and conditions. 2. The vendor's capacity to perform the work within time specifications. 3. Acceptable, verifiable references and site reviews, and a three (3) year summation of vendor's record of carnival related incidents from vendor's insurance company. FOLLOW-UP OF EVALUATION PROCESS BY VENDOR Vendors may follow up on the evaluation of the proposals by contacting Robert Carroll, via email at rcan:oll@ci.santa-ana.ca.us or by phone at (714) 571-4218. REVIEW EVALUATION RESULTS AND AWARD After award, the evaluations will become public record. Interested vendors may submit a request in writing, along with aself-addressed stamped envelope to receive results of the evaluation. Submit your request to Budget and Accounting Section M-23, Pazks, Recreation and Community Services Agency, 888 W. Santa Ana Blvd. 2°d Floor, Santa Ana, CA 92701. 6 25B-31 IV. SPECIFICATIONS Vendor must submit a detailed proposal of the services offered in response to specifications below. Proposal must include a detailed response that addresses the specifications and should not to exceed 10 pages. Vendor must also return all requested documents with their proposal as specified in Item I.4. of this document. Applicants are asked to use 12 point Times New Roman font. A. VENDOR'S RESPONSIBILITIES 1. PROOF OF INSURANCE -Upon selection, vendor must be able to provide .proof of $1,000,000 general liability insurance for each event a minimum of ten (10) business days before the event. The insurance certificate must name the "City of Santa Ana, its Officers, Agents and Employees, as additionally insured. It must also contain the following clauses: 1) a . thirty day written Notice of Cancelation will be provided to the additional insured; 2). insured's coverage will apply on a primary /non-contributory basis to the additional insured; and 3) the insurance will contain a separation of insureds clause. If the certificate of insurance is in the name of the carnival operator it shall include the carnival promoter as additionally insured. 2. REQUIRED CLEANUP/DAMAGE DEPOSIT -Upon selection, vendor must provide a $5,000 refundable daznage%lean-up deposit to the City of Santa Ana, Pazks, Recreation and Community Services Agency a` minimum of ten (10) business days before :the start date of the event. Monies will be deducted from the deposit for repair of any damages incurred, cleanup of the pazk, unforeseen security or staff costs, or any other charges caused by the, event. Any remaining monies from the deposit will be refunded to vendor at the conclusion of each carnival. Should costs incurred by the vendor (as stated above) be greater than the total deposit, the vendor will be invoiced for the balance due. The vendor will be required to submit the balance due 10 days prior to conducting another event. The vendor agrees that failure to pay the cleanup/damage deposit and/or any other outstanding balances and fees a minimum of ten (10) business days prior to the start of the event will result in a penalty of $500 per day penalty. The vendor will not be allowed to start an event if there is an unpaid balance due. 3. CLEANUP DURING AND AFTER THE EVENT -The vendor agrees that they have full responsibility for continuously cleaning the park by removing all trash and debris on the ground, removing trash from the park receptacles and replacing liners and cleaning/sanitizing restrooms from the time the first vendor employee arrives at the pazk site for set up until the last vendor employee leaves the park. Furthermore, the vendor agrees to be responsible for cleanup of the event site and the surrounding areas after the event. Vendor agrees to arrange for trash pick-up in the parking lots and surrounding neighborhood after each day at vendor's expense. Persons performing clean-up shall be employees or subcontractors of the vendor. Failure to provide continuous clean-up will result in dispatching City staff to perform this work at the vendor's expense or the City hiring a private contractor to perform the work at vendor's expense plus a $500 penalty for each day the vendor fails to perform this responsibility. 7 25B-32 4. STREET SWEEPING If street sweeping is necessary due to trash left from pedestrian and vehicular traffic and the vendor fails to perform as required in Item V.A.3. of this document, the City will arrange for the parking lots and major streets surrounding the pazk to be swept on the day following. the last day of the event at vendor's expense. Furthermore, the vendor agrees to -pay a $500 penalty for failure to perform this responsibility. 5. DUMPSTERS -Vendor is responsible for providing the appropriate number of 40 yard roll-off dumpster(s) to collect trash for the event. The dumpster(s) must be removed by the by 3:00 p.m. of the second day following the conclusion of the event. Vendor agrees to pay a penalty of $500 per day that the dumpsters are not provided and removed as indicated. 6. REQUIRED PLOT PLAN AND PLAN CHECK PROCESS -Vendor must provide a plot plan utilizing the land use certificate format for the overall" equipment set up by a minimum of ten (10) business days before the event. The plot plan must include entrances, exits, all necessary barricading, detailed location of all rides, booths, restrooms, electrical equipment, etc. Vendor should not only indicate ,number of rides on the plot plan, but should indicate number of other types of carnival units such as repair and supply units they would like to have on the park. This plot plan is required by the Police Department, the Fire Department, the Planning and Building Agency (Electrical Division), the Pazks, Recreation and Community Services Agency, and the Orange County Health Department. Vendor must walk the plot plan through the City Planning and Building Agency-Plan Check Section, 20 Civic Center Plaza, Ross Annex. For further information on the plan check process, please contact the Santa Ana Police Department at (714) 245-8718 or (714) 245-2709. Copy of approved plot plan must be provided to the Santa Ana Police Department and to the Pazks, Recreation and Community Services Agency. ~ Vendor agrees to .pay a $500 penalty per day for each day late in providing the plot plan. 7. _. CARNIVAL LICENSE FElr Vendor understands and agrees to pay the required caznival license fee for each event. Checks shall be made payable to "The City of Santa Ana". The license fee is $4,000 for carnivals conducted at El Salvador, Rosita, and Campesino/Cesaz Chavez parks, and $7,000 for carnivals conducted at Jerome, Centennial, and Madison parks. FIRE AND ELECTRICAL INSPECTION -Ten (10) business days prior to the event, the vendor must schedule appointments with the Santa Ana Fire Department and the Santa Ana planning and Building Agency for an electrical inspection of all .generators, carnival equipment, and booths to be used at the carnival. Vendor agrees to pay a $500 penalty per day for each day late in scheduling appointments as indicated. No more than five (5) cooking booths will be allowed. Actual event rules and regulations will be provided to the vendor at plan check and copies shall be provided to each booth operator by the vendor. Vendor must provide all event electricity. Hookups to pazk electrical outlets will not be permitted. Vendor agrees to pay a $500 penalty per day for each violation. 9. O.C. HEALTH DEPARTMENT REQUIREMENTS -Vendor must obtain food permits and food booth inspections from the Orange County Health Department a minimum of ten (10) business days before the event. Any booths or vendors not receiving prior approval from the Orange County Health Department will not be allowed to operate. Food booths are only 8 .- 25B-33 allowed to operate for the duration of the event during event hours only. To obtain food bons, vendor must contact the Orange .County Health permits and schedule booth inspec pe~~, per ~Y for each day late Deparhnent at (714) 667-3610. Vendor agrees toop~ay Fu$r5th00rmore, the vendor agrees to pay a in securing food permits and food booth inspecti P~ without rior a royal of the $500 penalty per day for each food booth discovered o ting P PP O.C. Heath Department. table water hookups during the entire event. parks and Recreation will provide two (2) po ses in ~ com fiance with the These water hookups are to be used ONLY for sanitation purpo P or refreshment Orange County Department of Health regulations, and are not for camping preparation use. Vendor agrees to pay a $500 penalty per day for each violation. 10. RE UIRED PERMIT FROM BUSINESS LICENSE OFFICE FOR BOOTH VENDORS (BUSINESSES AND/OR NON-PROFIT ORGANIZATIONS) Carnival promoter is responsible for supplying the Business License Office with a list of pre-approved potential vendors before sending vendors to the Business .License Office, in order to avoid unapproved vendors from vending during the event, or carnival promoter can collect all the necessary information and fees from the vendors and submit the entire packet to the Business License Office a minimum of five (5) days prior to the commencement of the event. Vendor agrees to . pay a $500 penalty per day for each day late in submitting/paying the packet to the Business License Office. All vendors,.business or non-profit organizations (selling or information only), which vend on City Property are required to Possess a City of Santa Ana Business License. Businesses who do not have a current City of .Santa Ana -Business License can obtain aOne-Day Peddler/Solicitor license, Non Profit Organizations -are required to obtain aFee-Exempt status through the Business Tax Office. This is a once a year registration fee. For more information the Business Tax Office can be contacted at (714) 647 -5447. The Business Tax Office is located at 20 Civic Center Plaza, Rm. 1100, Santa Ana, CA 92702• Vendor agrees to pay a $500 penalty per day for each booth operating without a City Business License. 11. CONTACT WITH NEIGHBORHOOD ORGANIZATIONS -Vendor shal onducted infotrming neighborhood associations adjacent to the park where thertarru the s laz~ned activity at the park them of the event and to gain their organization's suppo P during the scheduled times and dates, a minimum of ten (10) business days before the event. The Community Development Agency will provide contact information to the vendor for a particulaz neighborhood upon request. Vendor must submit copy of signed letter, on the organization's letterhead, to the Santa Ana Police Department and to the Parks, Recreation and Community Services Agency a minimum of ten (10) business days before the event. The Community Development Agency can be contacted by calling (714) 647-5360. Vendor agrees to pay a $500 penalty for each violation of this section. 12. CONTACT WITH NEIGHBORHOOD RESIDENTS - At least 72 hours prior to each carnival event, vendors must post a sign or send flyers to the neighborhood surrounding the park informing them that the event will take place. Signs or flyers must be in English and Spanish. Vendor agrees to pay a $500 penalty for each violation of this section. 9 25B-34 13.~CONTACT WITH BUSINESS ORGANIZATIONS -Vendor must send a letter a minimum of ten (10) business days before the .event to each business owner within a quarter mile radius of the carnival site, notifying them of the dates and times of the event, and what precautions should be taken to prevent program participants from parking in the surrounding business parking lots. Vendor agrees to pay a $500 penalty for each violation of this section. 14. REQUIRED EVENT PERSONNEL - A minimum number of uniformed, state licensed security personnel contracted through a private bonded security company will be required each day of the event. Vendor must provide the designated amount of soft security as specified by the Santa Ana Police Department prior to or on the date of the pre-event meeting. The Santa Ana Police Department may modify the number of security required as it sees fit, due to specifications in the scale and activities to be held at the event, and/or recent activity in the park and surrounding areas. Security personnel must be present 30 minutes prior to the beginning of the event each day and must stay a minimum of one (1) hour after the completion of the event each day or until the park is clear, to help prevent any possible disruptions. All security officers must carry two-way radio equipment to enable them to communicate with all other security personnel. All security personnel must wear highly visible attire (security vest, jacket) identifying them as security officers. None of the security company personnel may be armed. A :copy of the signed agreement with the security company must be provided a minimum of ten (10) business days prior to the event. Vendor agrees to pay a $SOO penalty per day for each violation of this section. Furthermore, if it is discovered that the security deployment is less than the City's mandated level of security the City may elect to dispatch, at the vendor's expense SAPD and/or Park Ranger's to bring the security levels up to the agreed upon level. 15. REQUIRED LICENSE FOR SOFT SECURITY -The soft security organization must obtain clearance from the City of Santa Ana Police Department. Arrangements for clearance to be obtained can be made by calling (714) 245-8718 or (714) 245-2709. Vendor agrees to pay a $500 penalty for failure to perform this responsibility. 16. POLICE DEPARTMENT REQUIREMENTS -The security company to be used by the vendor must bepre-approved by the Santa Ana Police Department. Vendor must provide the Police Department with the names of the contact persons representing the carnival vendor and contracted security company. At least one of those security company contacts must have access to a cell phone to be used in case the Santa Ana Police Department needs to be called for assistance. The promoter will be required to turn in a completed Land Use Certificate form, site plan and Security Guard contract to the Police Department. The security Guard contract shall include the following supplemental information: The Security Officer in charge, name and cell number A list of names, guard card numbers and copy of guard cards of the security officers assigned to the event. 10 25B-35 Guazds will be required to produce their guard card on demand during the event if requested by the Police Officers assigned to the carnival. If the guard fails to provide said card he shall be. immediately replaced by the contracted guard company with an officer who has a guazd card. Vendor must also have a muumum of two (2) Santa Ana Police Department Officers present at all canuvals during agreed upon hours of event operation. If the number of off cers required exceeds two officers, vendor shall not be responsible for the payment of.costs for more than four officers. Vendor will also provide the Police Department with a booth at these events. The Police Department will coordinate necessary police assistance for the event at vendors' expense. 17. ADDTI'IONAL POLICElFIRE/PARK PERSONNEL -Vendor agrees that if a disturbance occurs due to the operations of the carnival and additional Police, Fire or Parks personnel assistance is required, vendor will pay those additional expenses. 18. PRE-EVENT AND POST EVENT INSPECTIONS WITH PARK PERSONNEL ~ Vendor must arrange to meet with the Park Supervisor by calling (714) 448-9127, to schedule a walk through the park before and. after the event. The pre-inspection and post-inspection meetings will determine the condition of the sites before and after the event. Apre-inspection meeting must occur on the Wednesday prior to the carnival event. Vendor must bring the proposed plot. plan to this meeting. Vendor shall not set up until pre-inspection has been completed.. Set up -prior to event date and/or before the pre-inspection meeting will result in a fine of $1,000 per day and may lead to a suspension of future events. Apost-inspection meeting shall be completed on the day following the carnival activity at 2:00 pm., unless otherwise stipulated by representatives of the Santa Ana Police Department and the Parks, Recreation and Community. Services. Agency.. Failure to do so will result in a fine of $1,000 per day and may lead to a suspension of future events. The vendor understands and agrees that the Park Supervisor shall be the final authority regazding interpretations of the sites existing conditions both before and after the event. Failure by the vendor to set and attend these meetings will result in the Pazk Supervisor performing the walls through of the park site without the vendor and all conditions recorded by the Park_Supervisor shall be deemed as accurate and final. 19. PROTECTION OF FIELD AND TURF -Vendor shall be responsible for placing the carnival equipment in a way as not to cause damage to the park turf or irrigation system (sprinkler heads, etc). Such precautions may include painting around or covering the sprinkler heads with a "metal disk", or whatever efforts are necessary to protect the irrigation equipment at vendor's expense. Funds to repair damages incurred to the turf or irrigation equipment due to the carnival .event will be deducted from the security deposit. In the event that the cost of damages exceeds the deposit amount, vendor must pay the balance within ten (10) days of the conclusion of the event. All concerns must be resolved prior to continuing with future events. Failure to do so may result in the suspension and or voiding of contract with carnival promoter. 11 25B-36 20. CARNIVAL EQUIPMENT SET UP AND REMOVAL -None of the equipment may be moved into the park prior to the completion of the pre-event inspection meeting and/or 9:00 am on the Tuesday before a carnival event is to be held. All equipment must be removed no later than 2:00 pm on the Tuesday following the conclusion of a carnival event, unless approved in writing by the, Park, Recreation and Community Services Agency. There will be a $1,000 -fee per day for equipment arriving earlier or left in the park later than the above stated times. 21. CARNIVAL HOURS -The carnival may not operate eazlier than noon each day and no later than 11:00 p.m. on Thursday (if applicable), Friday and Saturday and no later than 10:00 p.m. on Sunday. Carnivals operating on Monday may play until 11:00 p.m. on Sunday night. Ticket sales and food sales must stop one half hour prior to the scheduled carnival closing time. Vendor agreesto pay a $500 penalty per day for each violation of this section. 22. PORTABLE RESTROOMS -Vendor shall provide a minimum of seven ('n portable toilets, with one of those toilets designed specifically for disabled persons. The toilets shall be placed no later than noon on the Thursday prior to the event and must be removed by 2:00 pm on the Monday following the conclusion of the event. Two (2) of the portable toilets must be delivered by the Tuesday prior to the event for use by Carnival workers during event set up. Vendor is responsible for arranging for portable toilets to be serviced (waste removal by the portable restroom company) a minimum of once per day or twice per day for .capacity crowds. 23. SALE, ADVER'tTSING AND CONSUMPTION OF BEER, ALCOHOL OR CIGARETTES - Vendor agrees that there shall be no beer, alcohol or cigarettes sold or consumed at any of the proposed events, nor shall there be any inflatables, balloons, or banners advertising beer, alcohol- or cigazettes at any of the proposed events. Vendor agrees to pay a $500 penalty per day for each violation of this section. 24. NATURE OF CARNIVAL GAMES ANDIOR ACTIVITIES -Vendor understands and agrees that no games or activities involving the shooting of a gun or weapon, simulated or real, shall be used in any of the entertainment, including game booths, with the exception of water guns that aze cleazly recognizable as such. Vendor also understands and agrees that any gambling games or games of chance shall be subject to review and removal by the Santa Ana Police Department, who will ensure that they are fair and legal in nature, and in compliance with any applicable statutes. A determination by the Santa Ana Police Department that any particular game is in violation of any statute shall result in the removal of the game. Any decision to remove a.game will be final. 25. SIZE OF CARNIVAL RIDES -Vendors must bring a list and photos of their proposed rides to the pre-event meetings. The carnival ride list must bepre-approved by the Park Superintendent. In addition to minimizing the damage to park property, the City desires a balance between the number ~of small, medium and spectacular rides in order to maintain a family and community environment at these events. Although vendors will be encouraged to provide only small and medium rides, depending on the venue, up to two spectaculaz rides may be allowed. The Park Superintendent must approve the final ride list at, or any time before, the pre-event meeting. 12 25B-37 26: EVENT STAFF PARKING -Vendor understands and agrees that there shall be no overnight cam ing or privately owned vehicles for the purpose of overnight camping at the park site. All P privately owned vehicles (cars, motor homes, trailers, tractor trailers with sleeping accommodations, motorcycles, etc.) must be pazked outside of the park before, during and after carnival operation hours. The Park Superintendent will identify authorized. parking areas at the pre-event meeting. 'The Vendor is permitted one vehicle within the Parkpeslt ~f°r ~ for personnel and one vehicle for office purposes• Vendor agrees to pay.a $500 nal per y each violation of this section. 27. DELIVERIES OF SUPPLIES TO VENDORS -The Vendor shall be re~ a ibh~fes of food, certain the booth vendors are well stocked. Once the event is underw y, vehicles drink and supplies must be carried via hand trucks or small Daihatsu or Cushman type to the booth sites. No trucks or automobiles will be allowed in the program area during programming hours. Loading and unloading of vendors equipment should be done prior to and after the event. 28. PERSONNEL TO PLACE AND COLLECT. TRAFFIC BARRIO ~aGffic b~~ ~d Vendor shall provide personnel to assist in placing and collecting equipment, under the supervision of the Police Department, before and after each day's event. .Failure by the vendor to phase and/or collect traffic barricades and/or equipment will iesult in City staff or a separate contractor completing this work at the vendor's expense. Vendor shall be required to pay for the- - 29. RENTAL OF TRAFFIC CONTROL EQUIPMENT - rental of specific traffic control equipment, as required by the Police Department. noel to ark in azeas indicated on the 30. PERSONNEL PANG -Vendors shall instruct all perso p approved plot plan.. Vendor personnel who fail to park vehicles in pre-approved designated areas may be subject to citation and/or towing at the vehicle owner's expense. 31. EVENT PARKING AND REQUIRED SIGNAGE -Vendor shall be required to. post signs in "No Event Parking" at the entrances to the local both English and Spanish stating neighborhoods and businesses during the full duration of the carnival. Vendor agrees to pay a $500 penalty for each violation of thus section. 32. PERSONNEL AT ENTRANCES TO NEIGHBORHOOD ~ a Snda~ n pr~rhood entrances personnel (licensed as specified m Item V.A.15.) to work ~ hus n~ecess directional in close proximity to the pazk. A minimum of two (2) persons, p azY signage, shall be stationed at each of the housing tract entrances during all event program hours in order to deter event participants from parking in the residential areas adjacent to the event. Vendor agrees to pay a $500 penalty per day for each violation of this section. 33. POLICE DEPARMENT gEQUIREMENTS -Santa Ana Police Department officers will be required during event hours to enhance the security of the event. The number of officers needed will be based on factors sus ed of then ber of addition officers n d d at the pret area activity. Vendor will be inform event meeting described in Item V.A.18. 13 25B-38 The Police Department will arrange the necessary police staffing. for the event. The vendor is responsible for all Santa Ana Police Department regular and overtime costs for the event. In the event that the event is rained out or otherwise cancelled on short notice, the vendor will be responsible for a minimum of 4 hours of over-time costs. 14 25B-39 V. PROPOSAL FORM NOVEMBER 9, 2007. The Responses to this Request for Proposal are due at 5:00 p.m. FRIDAY, undersigned Vendor agrees to provide carnival services d ees that Uwe willmfurnish anand deliver~as specifications. I/We have stated herein the sernces an ~~~- ward ~], be based upon the evaluation criteria included in Section III. 'Where there is a discrepancy A between words and figures; WORDS SHALL GOVERN• The City of Santa Ana reserves the right to cancel any license agreement in the event that terms under which carnival vendor is contracted are violated. Name of Vendor (Person, Firm, Corp.) Address Address Telephone Number Signature of Authorized. Rep. Name and Title (Please Print) Date Fax Number 15 25B-40 VI. VENDOR'S REFERENCES This sheet must be completed in fall and retarned with vendor's proposal. List and describe fully the last three contracts Performed by your firm, which demonshate your ability to provide carnival service in accordance with the specifications in Secti ferences listeddfor additi nal if necessary. The City reserves the right to contact each of the re information regarding your firm's qualifications. Also, please attach a letter or printout from vendor's insurance provider(s), current andJor prior, who have provided your business with insurance over the last three (3) years, detailing any claims that have been filed in connection with vendor's carnival operations. Reference No. 1 Customer Name: Contact Individual: Address: Contract Amount: Phone Number: Year: Description of equipment and services provided: Customer Name: Address: Reference No. 2 Contact Individual: Phone Number: Contract Amount: Y~'~ Description of equipment and services provided: Customer Name: Address: Contract Amount: Reference No. 3 Contact Individual: Phone Number: Year: Description of equipment and services provided: 16 25B-41 VII, Proposal Summary and Deviations from Specifications Please check the first column for each event that you are available to conduct. For each event, please list the carnival operator you are proposing to use and any deviations from specifications. If necessary, please include additional pages. Vendors will not be allowed to change carnival operators once the proposal has been submitted without approval of City. Intent to Park Site Proposed Other Deviations from Specifications Provide Carnival Please cite item number and summarize how O erator s ecification deviates Jerome Park March 28-30 Fri-Sun Cesaz Chavez/ Campesino Park Apri118-20 Fri-Sun Centennial Pazk May 23-26 Fri-Mon Jerome Park July 3-6 Thurs-Sun El Salvador Pazk August 22-24 Fri-Sun Madison Pazk Aug. 29- Sept. 1 Fri-Mon Rosita Park September 19-21 Fri-Sun .Centennial Park October 10-12 Fri=Sun 17 25B-42 ATTACHMENT "A" CEg1'TFICATION OF NON-DISCRIlVIINATION BY CONSULTANTS the Firm listed below certifies that it does As suppliers of goods or services to the City of Santa Ana, not discriminate in its employment with regard to race, color, religion, sex, or national origin; that it is in compliance with all federal, state and local directives and executive orders regarding non- 'scrimination in employment; and. that it agrees to demonstrate positively and aggressively the ds principle of equal opportunity in employment. WE AGREE SPECIFICALLY: l . To take affirmative steps to hire minority employees with the company. 2, To establish or observe employment policies within affirmative promotion opportunities for minority persons at all job levels. To communicate this policy to all persons concerned, including all company empoloy~e smo~ ~~ 3 • communities, and recruiting services, especially those servicing minority communities at large. . FIItM TTrLE OF PERSON SIGNING SIGNATURE DATE please include any additional information available regarding equal opporhuuty employment programs now in effect within your company. is 25B-43 ATTACHMENT "B" SAMPLE ADDITIONAL INSURED ENDORSEMENT Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa. Ana, California 92701; i ~o~ cer~s, employees; agents and representatives are named as additional insureds ( insureds' with regard to liability and defense of suits arising from the operations and uses, performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the name insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds.. 3: This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's ~~ of liability.. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. . 4. With respect. to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective ,the endorsement form as part of Policy # Issued to Name Insured Countersigned by 19 25B-44 ATTACHMENT uC" NON-EXCLUSIVE AGREEMENT TO PROVIDE CARNIVALS AT CITY PARKS THIS AGREEMENT, made and entered into this day of , 2008 by (hereinafter "Operator"), 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 (hereinafter "City'. RECITALS On October 18, 2007, the City issued a Request For Proposals for carnival operators to provide carnivals at specified City owned parks. Operator submitted a proposal to provide carnival services. Operator represents that Operator is able and willing to provide carnival services as specified in the Request for Proposals to the City. In undertaking the performance of this Agreement, Operator represents that it is knowledgeable in its field and that any services performed by Operator under this Agreement will be performed incompliance with such standards as may reasonably be expected from a professional carnival operator in the field NOW THEREFORE, in consideration of the mutual and respective promises set forth herein, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. PRENIISES AND USE (A) The City of Santa Ana. owns the following communitypazk ("Park") within rts boundaries: located at., Santa Ana. City hereby grants to the Operator anon-exclusive, revocable user agreement to encroach upon the specific areas of the above stated Park ("Carnival Areas") delineated in the «„ rendering of the Pazk attached hereto Exhibit ,for the .purpose of providing a carnival ("Carniv Event's and for no other purpo e D toroof Pazks, Recreation and Community Srvices~Agency as set dates approved by the Exec forth in Section 3 hereof (B) The right and permission of Operator is subordinate to the prior and paramount right of the City to use the City owned Parks described herein above in their entirety for public purposes to which they presently are and may, at the option of the City, be devoted. Operator agrees to use the Carnival Areas at all times in such manner as will not unreasonably interfere with the full use and enjoyment of the Parks by the City, its residents and guests. (C) Operator hereby acknowledges that title to the Parks is vested in the City and agrees never to assail or challenge the same, and further agrees that Operator's use and occupancy of the Carnival Areas within the Parks shall be limited solely to the permission for such use and occupancy granted herein. 20 25B-45 (D) As a covenant to ties Agreement, Operator agrees to adhere to and comply with all of the nsibilities enumerated in the Request For Proposals, RFP ,issue date terms, conditions and respo «„ ted herein by reference. Any failure to (hereinafter "RFP'~ attached hereto as Exhibit and incorpora ' with the terms, conditions and responsibilities enumerated in the Request for adhere to anal comply Bement and of the RFP. Proposal, RFP shall be deemed a breach of this Agr The parties hereto agree that if, at the sole discretion of the e~ n~ w~ ~e City at idts not proceed on the dates set forth in Section 3 hereof due to foul o of the Carnival Event within the discretion may grant Operator alternative dates for the conducting term of this Agreement. If Operator desires to obtain alternative dates as provided in this paragraph, Operator must timely request the.same from City. 2, SCOPE OF SERVICES . Operator shall provide at the Pazk identified in Section ~eer~eoPf a ~b ~ to this Agreement complete with the rides, equipment and services as set forth m ~ 3, FEES/DEPOSITS/PERNIITS/LICENSES At least 10 days prior to the commencement date of theCarm~ asenfiirt~i ces t fo~i-th below. Operattoi shall pay to City the applicable fee for use of the Carne . Operator agrees to pay the City and City agrees to accept from .Operator the following fees per Carnival Event. rator shall pay all r~l~'~ City fees and deposits including In addition to the fees set forth herein, Ope the fees for police services and Pazk clean up, and obtain all rega edabl r~ S ~ ~ ~e ~P ~~ m the RFP, Exhibit hereto. All fees and deposits shall be due an P y other outstanding balances and vendor agrees that failure to pay the cleanup/damage deposit and/or any. fees a minimum often (10) days prior to the start of the eveannt ~llresultal>~c pedualty of $500 per day . The vendor will not be allowed to start an event if there is y paz 4, SECURITY DEPOSIT ment, Operator shall deposit with City the Contemporaneously with the execution of this Agree additional sum of $5,000.00 as a security deposit. TheOde~rator of all theeterms oovenantsuandbility for interest, as security for the faithful performance by p rator during the Term of this Agreement, conditions of this Agreement to be kept and performed by Ope or any extension thereof, and including the remodv o ~ti ns of this Agreement, incl ding those within Assuming successful completion of all terms an 21 25B-46 the RFP, the security deposit and any unused fees shall be returned within 60 days of the final carnival event provided for herein. 5. TERM This Agreement shall commence on the date first written above and terminate on December 31, .. 2008 unless terminated eazlier in accordance with this Agreement. The term of this Agreement maybe extended for an additional l year term at the City's sole discretion through a writing executed by the Executive Director of the Pazks Recreations and Community Services Agency and the City Attorney. 6. NON-POSSESSORY INTEREST City retains full possession of the Park and Carnival Area and Operator will not acquire any interest temporary, permanent, irrevocable, possessory or otherwise by reason of this Agreement, or by the exercise of the permission given herein. Operator will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. 7. NON RECORDING Neither parry shall record this Agreement 8. RECORD KEEPING AND AUDTT A. Operator shall establish and maintain separate accounting records for each Carnival Event at the specified Parks. Operator's accounting system shall conform to generally accepted accounting principles and all records shall provide a breakdown of total costs and revenues associated with the Park Carnival Events. B. All Operattor's records of revenues and repairs pertaining to the Carnival Events referenced herein shall be kept for the duration of this Agreement and made available at all times for audit by City upon. request 9. INDEPENDENT CONTRACTOR Operator 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 anemployer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Operator performs the services which aze the subject matter of this Agreement; however, the services to be provided by Operator shall be provided in a manner consistent with all applicable standards and regulations governing such services. Operator 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. 22 25B-47 10. INSURANCE Prior to undertaking performance of any work relative to a Carnival Event under this rator shall maintain and shall require its subcontractors, if any, to obtain and maintain Agreement, Ope insurance as described below: ~ r shall maintain commercial A. Commercial General Liability Insurance. eto lunteers, and employees as additional. general liability insurance naming the City, its officers, ag insureds) and shall include, but not be limited to protection against claims arising from bodily and e to ro resulting from any act or personal injury; including death resulting there from and damag P ~~'' ment, including, occurrence arising out of Operator's operations in the performance of this Agree without limitation, acts involving vehicles. The amounts. of insurance shall be not less than the e a 1 ' to bodily and personal injury, including death resulting there following: single limit ooverag pp Ymg from, and property damage, in the total amount of $5,000,000.00 per occurrence. Operator shall supply City with a fully executed additional insured endorsement mem~e ~ a hall be app owedui form by ~e B to the RFP, Exhibit B hereto, upon execution of this Agr . City Attorney. B. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000.00 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. C. Worker's Compensation Ixisurance. In accordance ~~ the provisions of Section r, if Operator has any employees, is required to be insured ag 3300 of the Labor Code, Operato liability for worker's compensation or to undertake sellffoinsur~ ~ bta~ and m e~ ~ employer's performance of the work under this Agreement, Opera agr liability insurance with limits not less than $1,000,000.00 per accident. . D. If Operator is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000.00 per claim. E. The following requirements apply to the insurance to be provided by Operator pursuant to this section: i, Operator shall maintain all insurance regurred above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be fiu~nished to the City upon execution of this .Agreement and shall be approved inform by the City Attorney. iii. Certificates and policies shall state a e ~ ~° ct without thirty (~ daeys Prior reduced in coverage or changed in any other m Pe written notice to the City; and shall state as follows: "The above detailed coverage is not subject to any deductible or self-insured retention, or any other form of similar type limitation." 23 25B-48 iv. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with City Prior to the execution of this Agreement. At least thirty (30) days prior to the expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with the City. F. If Operator fails or refuses to produce or main bee P o ~ ~ is m force .fails or refuses to furnish the City with required Proof tha and paid for, the City shall-have the right, at the City's election, to forthwith terminate this Agreement. .Operator agrees to indemnify the City for any work performed prior to approval of insurance by the City. 11. INDENINIFICATION Operator agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, special counsel, and representatives from liability: (1) for personal injury, damagesmc din udicial or citable relief arising out of claims for personal injury, g compensation, restitution, j ~1 health, and claims for property damage, which may arise from the. direct or indirect operations of the Operator or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the~services described in Sections 1, 2 and 3 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by meat. Tliis indemnity and hold harmless reason of the terms of or effects arising from this Agree udicial or table relief agreement applies to all claims for damages, just compensatton, restitutton, ~ ~. suffered, or alleged to have been suffered, by reason of the events referred to in this Agreement or by reason of the terms of, or effects, arising from this Agreement. The Operator further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity damages, just compensation, restitution, judicial or of this Agreement, or asserting that personal injury, equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Operator shall protect, defend, indemnify and save and hold harmless the City, its officers, officials, employees, and agents from and against any and all liability, loss, damage, expenses, costs (including without limitation costs and fees of litigation of any nature) arising out of or in connection with Operator's performance of this Agreement or any failure to comply with any of Operator's obligations contained in this Agreement by Operator, its officers, agents or employees. 12. TRASH/U1'ILITIES/CLEANUP Operator is responsible for the collection and disposal of all trash as specified in the RFP (Exhibit B) including the providing of the required 40 yard roll-off dumpsters. Operator is responsible for the continuous cleaning of the City Park, including the restrooms, at all times while acting pursuant to this agreement as set forth in paragraphs A2 - A4 of the RFP. The area to be cleaned includes the parking lots and the surrounding neighborhood and streets. FurtherA, with~P' Operatorlis City supplying two (2) potable water hookups as set forth in paragrap 24 25B-49 1 ' all utilities to be used during the Carnival Events, including supplying the responsible for suPP Ymg ified in the RFP. required portable toilets as spec 13. HAZARDOUS MATERIALS Operator represents and warrants that its use of the Carnival Area. herein will not generate any hazardous substance, and it will. not store or dispose on the Park and/mtor fiufihv ~ agrees to cl~apnoupto or over the Park and/or Carnival Area any hazardous substance' ope anal hold Ci dour substance on the Pazk and/or Carnival Area and Properly, tY and remediate any hazar~ an release of any such hazardous substance and any . harniless from and indemnify City against y damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and nalties incurred as a result thereof except any release caused by the negligence of City, its employees pe reted broadly to mean any substance or material or agents. " 1-Iazardous substance" shall be interp hazardous or toxic material, hazardous or toxic or defined or designated as hazardous or toxic waste, radioactive substance, or other similaz term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the fu ttureed~to include, but not~be limited toeany substance amended from time to time; and it shall be mterpre which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. 14. WASTE OR NUISANCE Operator shall not commit or permit the commission by others of any waste on the Park or or shall not maintain, commit, or permit the maintenance or.cominission of any. Carnival Areas. Operat nuisance as defined in Section 3479 and/or Section 3t4h8U~e of th~Park or Crvarnival Areas foP yor Carnival Areas; and Operator shall not use or permit unlawful Purpose. 15. PUBLIC NECESSITY City may immediately temporarily suspend opbe deteormined by City Manager. Such Event in the event of public necessity or emergency, as may suspension will terminate when the public necessity or emergency no longer exists. // 16. ON-SITE OFFICE One (1) trailer-type vehicle will be allowed to park in the Carnival Area, in a locaeom~p re~s determined by the Pazk Superintendent, to be used exclusively as a business office by Op vehicle must be equipped as an office and used only as anmcis UThe office ve~hicl~e will be allowed onto be used for sleeping accommodations while on Park pr the premises for the period provided for all other carnival equipment pursuant to the RFP. 25 25B-50 17. LIENS for will not permit any mechanics' or materialmens' or other liens to stand against the City Park or Carnival Area by reason of any use or occupancy by Operator, or any person claiming under Operator. 18. TERMINATION IN THE EVENT OF CASUALTY OR CONDEMNATION In the event of any damage, destruction or condemnation of the Park and/or Carnival Area, which renders the Park and / or Carnival Area. unusable or inoperable in Operator's judgment, Operator gh but not the obli ation,. to terminate the Agreement with respect to the subject shall have the ri >y g 30 da after such damage, Carnival Area by gig written notice to the City within thirty ( ) Ys e, destruction or condemnation, City destruction or condemnation. ff by virtue of such damag determines that the Park and / or Carnival Area is no longer adequate for Operator eo destru lion or operations, or any repairs to the Park and / or Carnival Area to remedy such damag , condemnation have not been completed or cannot reasonably be completed outside of forty-five (45) days from the date of the upcoming scheduled carnival, City may terminate this Agreement upon thirty (30) written notice to Operator. for is allowed by the condemning authority to In the event of condemnation, unless Opera ent shall terminate as of the date title to the continue its operations in the Carnival Area, this Agreem property vests in the condemning authority or Operator is required to cease its operations, whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to City. 19. TERMINATION This Agreement maybe terminated by the City without cause upon thirty (30) days written notice of termination. City may terminate this Agreement for cause upon three (3) days written notice for any violation of the terms contained herein. 20. DEFAULT BY OPERATOR Should Operator default in the performance of any of the terms, conditions, or obligations contained in this Agreement, City may, in addition to the remedies specified elsewhere in this Agreement and-the attached 12FP, re-enter and regain possession of the Carnival Area. in the manner provided by the laws of unlawful detainer of the State of California then in effect. 21. INSOLVENCY OF OPERATOR The insolvency of Operator as evidenced by a receiver being aepo assd to tak~ for the benefit of or substantially all of the property of Operator, or the making of a gen ral gnm creditors by Operator, or the filing of a petition in bankruptcy shall terminate this Agreement and entitle City to re-enter and regain possession of the Carnival Area. 26 25B-51 22. CUMULATIVE REMEDIES The remedies given to City in this Agreement shall not be exclusive, but shall be cumulative and ~ addition ~ all remedies now and hereafter allowed by law or elsewhere provided in this Agreement. 23. WAIVER OF BREACH The waiver by City of any breach by Operator of any of the provisions of this A hgreem ~e ~e not constitute a continuing waives' or a waiver of any subsequent breach by Operator es or another provision of this Agreement. 24. CONFLICT OF INTEREST CLAUSE Operator covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with Perf°rmance of services specified under this Agreement. 25. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall ven if delivered in person or mailed by first class or be in writing and shall be deemed to be properly gs concerned as follows: . certified mail, postage.prepasd, addressed to the party . 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 Telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa, Ana, California 92702 27 25B-52 and, City Attorney City of Santa Ana 20 Civic Center Plaza. (M-29) P.O. Box 1988 Santa Ana, California 92702 Telefacsimile (714) 647-6515 To Operator: notice in writing to the other party: Thereafter, any A party may change its address by giving notice, tender, demand, delivery, or other communic d env ~ o~~ ~~~ n ~ be ~e new address. If sent by mail, any notice, tender, demand, ~Y~ effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, ~~ postage prepaid, and addressed as set forth above. For purposes of calculating these lone frames, weekends, federal, state, County or City holidays shall be excluded. 26. CONTRACT ~~IS'rRATOR Services Agency, or his/her The Executive Director of Parks Retreatsfo t~hss A~eement and all approval and notices designee, shall be City's Contract Admsns . required to be given herein shall be so directed and add~~• . _ ~ _ , 27. COMPLIANCE WITH LAWS or's own cost and expense, comply with all statutes, ordinances, Operator shall, at Operat regulations, and requirements of all governmental entities, including federal and state, county and rator's use and occupancy of the Park and Carnival Area and Operator's municipal, relating to Ope facilities whether such statute, ordinances, regulations, andttroeq or the mission by Operatorhinramafter enacted, The judgment of any court of competent~unsds ~ rator has violated any such proceeding brought against Operator by any government entity, that Ope statute, ordinance, regulation, or requirement shall be concl nt ~ C be~0 erator wil obtain all permsts shall be considered grounds for termination of this Agreem y ~ or' activities hereunder, and and other governmental approvals, re aired in connection with Ope update such permits/approvals asnecessary. 28. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Operator, 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, including the RFP, the terms of this Agreement shall prevail. This Agreement may not be modified except by written 28 25B-53 instrument signed by the City and by an authorized representative of Operator. Each party to this Agreement aclaiowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any parties, which are not embodied herein. 29. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Operator, Operator may not assign, transfer, delegate, or subcontract any interest herein vvrth°ut the prior written consent of the City and any such assignment, transfer, delegations A ~ enh~1 be ~~n~~~ t ~ ~ ~ ~ consent shall be considered null and void. Nothing m tlu gr' ement rformed by City City's ability to have any of the services which are the subject to this Agre pe personnel or by other .Operators retained by City. 30. NON-DISCRIMINATION rator shall not discriminate because of race, color, creed, religion, sex, marital status, sexual ~ e national on ancestry, or disability, as defined and prohibited by applicable law, in orientation; ag , ~ the recruitment, selection, training, utilization, Promotion, termination or other employment related rator affirms that it is an equal opporhnuty employer and shall comply with all activities. Ope ations. applicable federal, state and local laws and regal 31. ~ JURISDICTION -VENUE to its validity, interpretation, performance, and This Agreement and all questions relating enforcement shall be governed and construed in accordaIICe ~~ the laws of the State of California. 'This Agreement has been e~cecuted and delivered in the State of California.and the validity, ormance, and enforcement of any of the clauses of this Agreement shall be interpretation, perf determined and governed by the laws of the State of California. Bop m e be u a~or arise out of, County, California, shall be the venue for any action or proceeding Y ~ in connection with or by reason of this Agreement. 32. ATTORNEY'S FEES Except as otherwise provided in this Agreement, in the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. 33. PROFESSIONAL LICENSES Operator shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Operator shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 29 25B-54 34. BINDING ON HEIRS AND SUCCESSORS This Agreement shall be binding on and. shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of this Section shall not be deemed to be a waiver of any of the conditions against assignment set forth herein. 35. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the termination, or expiration of this Agreement, shall so survive 36. MISCELLANEOUS PROVISIONS A. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall 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 the date and year first above written. CITY OF SANTA ANA DAVID N. REAM City Manager ATTEST: PATRICLA E. HEALY Clerk of the Council 30 25B-55 OPERATOR: By: (Print Name (Title) Tax LD. # RECOMI~~IENDED FOR APPROVAL: Gerardo Mouet Executive Director of the parks Recreation and Community Services Agency APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney By: Joseph Straka Assistant City Attorney 31 25B-56 ADDENDUM NO.1 REQUEST FOR PROPOSAL FOR A CARNIVAL PROMOTER TO PROVIDE CARNIVALS AT CITY OWNED PARKS RFP REFERENCE NO: 07-085 PRC5A DATE DUE: NOVEMBER 9, 2007 ven that the City of Santa Ana, Parks, Recreation and Community Services Notice is hereby gi ifications to RFP Agency has made certain modifications, additions, and/or deletions, in the spec uest for .Pro osal NO: 07-085 PRCSA. This addendum shall become a part of the original eq P due by 5:00 p.m. on November 9, 2007. This addendum is provided in response to questions asked at the pre-proposal conference conducted on October. 25. 1. Page 5, Section II.: Please clarify the number of food booths and information booths allowed. U to 20 food and information booths will be allowed. Of these 20 ~ d can besnono rofit, P booths can be cooking booths (or up to three 10 x 20). The remain oods and services each commercial or sponsorship booths• Please include in you plot plan what g of these booths will offer and the dimension of each booth. The .City must approve all goods sold at commercial booths. Massage booths are not allowable. 2. Page 7; Section IV. A. 2, 5rst paragraph shall be revised as follows: 3. Page 8, Section IV. A. 8, second paragraph shall be revised as follows: No more than cooking booths will be allowed. Actual event rules and regulations will be provided to the vendor at plan check and copies shall be provided to each booth operator by the vendor. Vendor must provide all a 500 el nal C1Tyr day for each violation~c~ outlets will not be pernutted. Vendor agrees to pay a $ Pe tY Pe 25B-57 4. Page 11, Section IV. A. 18, second paragraph shall be revised as follows: coon meeting shall be completed on the y following the carnival activity ~' po~-~l~ ~ resentatives of the Santa Ana Police Department at 2:00 pm., unless otherwise stipulated by rep and the parks, Recreation and Community- Services Agency. Failure to do so will result in a fine . of $1,000 per day and may lead to a suspension of future events. 5. Page 12, Section IV. A. 21, shall be revised as follows: AL HOURS -The carnival may not operate earlier than noon each day and no later CARNIV and no later than 10:00 .m. on than 11:00 g.m. on Thursday (if applicable), Friday and Saturday Sunda, , Carnivals o eratin on Monday may play until 11:00 p.m. on Sunday night icket sales .and food sales must stop one half hour prior to the scheduled carnival closing time. Vendor agrees to pay a $500 penalty per day for each violation of this section. 5. Please describe where the Carnival at Centennial Park will take place. Please find attached park maps that describe all carnival boundaries. uestions or require additional uif°rmahon, please contact Robert Carroll at Should you have any q your convenience, (714) 571-4218. Date Mailed: November 1, 2007. 2 25B-58 NON-EXCLUSIVE AGREEMENT TO PROVIDE CARNIVALS AT CITY PARKS THIS AGREEMENT, made and entered into this day of January, 2008 by Acosta Associates, a California Corporation (hereinafter "Operator"), 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 (hereinafter "City"). RECITALS On October 18, 2007, the City issued a Request for Proposals, No. 07-085-PRCSA, seeking carnival operators to provide carnivals at specified City owned parks. Operator submitted a proposal to provide carnival services. Operator represents that Operator is able and willing to provide carnival services to the City as specified in the Request for Proposals No. 07-085-PRCSA and any addendums thereto. In undertaking the performance of this Agreement, Operator represents that it is knowledgeable in its field and that any services performed by Operator under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional carnival operator in the field. NOW THEREFORE, in consideration of the mutual and respective promises set forth herein, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. PREMISES AND USE (A) The City of Santa Ana owns the following community pazks ("Parks") within its boundazies: Campesino Pazk, located at 3311 W. 5~' St, Santa Ana; Centennial Park, located at 3000 W. Edinger, Santa Ana; and, Madison Pazk, located at 1528 S. Standard, Santa Ana. City hereby grants to the Operator anon-exclusive, revocable user agreement to encroach upon the specific areas of the above stated Parks ("Carnival Areas") delineated in the renderings of the Pazks attached hereto and collectively referenced as Exhibit "A", for the purpose of providing carnivals and for no other purpose. Operator shall provide one (1) carnival ("Carnival Event") at each location during the term of this Agreement on dates approved by the Executive Director of Pazks, Recreation and Community Services Agency as set forth in Section 3 hereof. (B) The right and permission of Operator is subordinate to the prior and paramount right of the City to use the City owned Parks described herein above in their entirety for public purposes to which they presently are and may, at the option of the City, be devoted. Operator agrees to use the Carnival Areas at all times in such manner as will not unreasonably interfere with the full use and enjoyment of the Parks by the City, its residents and guests. (C) Operator hereby acknowledges that title to the Parks is vested in the City and agrees never to assail or challenge the same, and further agrees that Operator's use and occupancy of 25B-59 the Carnival Areas within the Parks shall be limited solely to the permission for such use and occupancy granted herein. (D) As a covenant to this Agreement, Operator agrees to adhere to and comply with all of the terms, conditions and responsibilities enumerated in the Request for Proposals, RFP 07- 085-PRCSA, issue date October 18, 2007, and Addendum No. 1 thereto (hereinafter, collectively "RFP") attached hereto as Exhibit "B" and incorporated herein by reference. Any failure to adhere to and comply with the terms, conditions and responsibilities enumerated in the RFP shall be deemed a breach of this Agreement and of the RFP. (E) The parties hereto agree that if, at the sole discretion of the City, a Carnival Event should not proceed on the dates set forth in Section 3 hereof due to foul or inclement weather, the City at its discretion may grant Operator alternative dates for the conducting of the Carnival Events within the term of this Agreement. If Operator desires to obtain alternative dates as provided in this paragraph, Operator must timely request the same from City. 2. SCOPE OF SERVICES Operator shall provide at each of the Parks identified a full service carnival complete with the rides, equipment and services as set forth in the RFP (Exhibit B) to this Agreement. 3. FEES/DEPOSITS/PERMITS/LICENSES At least 10 days prior to the commencement date of each Carnival as set forth below, Operator shall pay to City the applicable fee for use of the Carnival Area as further set forth below. Operator agrees to pay the City and City agrees to accept from Operator the following fees per Carnival Event. k/:Carriival Dafesai~ ;`Fee~'~:~,y ~~~~` ~.,< Campesino Park $4,000.00 A ril 18, 19 and 20, 2008 Madison Park $7,000.00 August 29, 30, 31 and Se tember 1, 2008 Centennial Park $7,000.00 October 10-12, 2008 In addition to the fees set forth herein, Operator shall pay all required City fees and deposits including the fees for police services and Park clean up, and obtain all required permits and licenses as detailed in the RFP, Exhibit B hereto. All fees and deposits shall be due and payable as set forth in the RFP. Additionally, failure to pay the cleanup/damage deposit and/ or any other outstanding balances and fees a minimum often (10) business days prior to the start of the event will result in a penalty of $500 per day. The vendor will not be allowed to start an 2 25B-60 r event if there is an unpaid balance. Vendor is subject to other monetary penalties for failure to perform as set forth throughout the RFP. 4. SECURITY DEPOSIT Contemporaneously with the execution of this Agreement, Operator shall deposit with City the additional sum of $5,000.00 as a security deposit. The deposit shall be held by City, without liability for interest, as security for the faithful performance by Operator of all the terms, covenants, and conditions of this Agreement to be kept and performed by Operator during the Term of this Agreement, or any extension thereof, and including the removal of Operator's facilities as set forth herein. Assuming successful completion of all terms and conditions of this Agreement, including those within the RFP, the security deposit, or any remaining portion thereof, and any unused fees shall be returned within 60 days of the final carnival activity provided for in the RFP. 5. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2008 unless terminated earlier in accordance with this Agreement. The term of this Agreement may be extended for an additional 1 year term at the City's sole discretion through a writing executed by the Executive Director of the Parks Recreations and Community Services Agency and the City Attorney. 6. NON-POSSESSORY INTEREST City retains full possession of the Park and Carnival Area and Operator will not acquire any interest temporary, permanent, irrevocable, possessory or otherwise by reason of this Agreement, or by the exercise of the permission given herein. Operator will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. 7. NON RECORDING Neither party shall record this Agreement 8. RECORD KEEPING AND AUDIT A. Operator shall establish and maintain separate accounting records for each Carnival Event at the specified Parks. Operator's accounting system shall conform to generally- accepted. accounting principles and all records shall provide a breakdown of total costs and revenues associated with the Park Carnival Events. B. All Operator's records of revenues and repairs pertaining to the Carnival Events referenced herein shall be kept for the duration of this Agreement and made available at all times for audit by City upon request 3 25B-61 9. INDEPENDENT CONTRACTOR Operator 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 anemployer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Operator performs the services which are the subject matter of this Agreement; however, the services to be provided by Operator shall be provided in a manner consistent with all applicable standards and regulations governing such services. Operator 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. INSURANCE Prior to undertaking performance of any work relative to a Carnival Event under this Agreement, Operator shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: A. Commercial General Liability Insurance. Operator shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees as additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Operator's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $5,000,000 per occurrence. Operator shall supply City with a fully executed additional insured endorsement in substantially the form attached as Exhibit B to the RFP, Exhibit B hereto, upon execution of this Agreement and shall be approved in form by the City Attorney. B. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Operator, if Operator has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Operator agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. D. If Operator is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. 4 25B-62 E. The following requirements apply to the insurance to be provided by Operator pursuant to this section: i. Operator shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City; and shall state as follows: "The above detailed coverage is not subject to any deductible or self-insured retention, or any other form of similar type limitation." iv. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with City prior to the execution of this Agreement. At least thirty (30) days prior to the expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with the City. v. If the certificate of insurance is in the name of the carnival operator it shall include the name of the carnival promoter as additionally insured. F. If Operator fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Operator agrees to indemnify the City for any work performed prior to approval of insurance by the City. 11. INDEMNIFICATION Operator agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Operator or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in Sections 1, 2 and 3 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Agreement or by reason of the terms of, or effects, arising from this Agreement. The Operator further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by 5 25B-63 the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Operator shall protect, defend, indemnify and save and hold harmless the City, its officers, officials, employees, and agents from and against any and all liability, loss, damage, expenses, costs (including without limitation costs and fees of litigation of any nature) arising out of or in connection with Operator's performance of this Agreement or any failure to comply with any of Operator's obligations contained in this Agreement by Operator, its officers, agents or employees. 12. TRASH/UTILITIES/CLEANUP Operator is responsible for the collection and disposal of all trash as specified in the RFP (Exhibit B) including the providing of the required 40 yard roll-off dumpsters. Operator is responsible for the continuous cleaning of the City Park, including the restrooms, at all times while acting pursuant to this Agreement as set forth in the RFP. The area to be cleaned includes the parking lots and the surrounding neighborhood and streets. Further, with the exception of the City supplying two (2) potable water hookups as set forth in the RFP, Operator is responsible for supplying all utilities to be used during the Carnival Events, including supplying the required portable toilets as specified in the RFP. Persons performing clean-up shall be employees or subcontractors of the vendor. 13. HAZARDOUS MATERIALS Operator represents and warrants that its use of the Carnival Area herein will not generate any hazardous substance, and it will not store or dispose on the Park and/or Carnival Area nor transport to or over the Park and/or Carnival Area any hazardous substance. Operator further agrees to clean-up and remediate any hazardous substance on the Park and/or Carnival Area and Property, and hold City harmless from and indemnify City against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof except any release caused by the negligence of City, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, Hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. 14. WASTE OR NUISANCE 25B-64 Operator shall not commit or permit the commission by others of any waste on the Park or Carnival Areas. Operator shall not maintain, commit, or permit the maintenance or commission of any nuisance as defined in Section 3479 and/or Section 3480 of the California Civil Code on the Park or Carnival Areas; and Operator shall not use or permit the use of the Park or Carnival Areas for any unlawful purpose. 15. PUBLIC NECESSITY City may immediately temporarily suspend operation of this Agreement and the Carnival Event in the event of public necessity or emergency, as may be determined by the City Manager. Such suspension will terminate when the public necessity or emergency no longer exists. 16. ON-SITE OFFICE One (1) trailer-type vehicle will be allowed to park in the Carnival Area, in a location pre-determined by the Park Superintendent, to be used exclusively as a business office by Operator. This vehicle must be equipped as an office and used only as such. Under no circumstances is this vehicle to be used for sleeping accommodations while on Park premises. The office vehicle will be allowed on the premises for the period provided for all other carnival equipment pursuant to the RFP. 17. LIENS Operator will not permit any mechanics' or materiahnens' or other liens to stand against the City Park or Carnival Area by reason of any use or occupancy by Operator, or any person claiming under Operator. 18. TERMINATION IN THE EVENT OF CASUALTY OR CONDEMNATION In the event of any damage, destruction or condemnation of the Park and/or Carnival Area, which renders the Park and / or Carnival Area unusable or inoperable in Operator's judgment, Operator shall have the right, but not the obligation, to terminate the Agreement with respect to the subject Carnival Area by giving written notice to the City within thirty (30) days after such damage, destruction or condemnation. If by virtue of such damage, destruction or condemnation, City determines that the Park and / or Carnival Area is no longer adequate for Operator to continue its operations, or any repairs to the Park and / or Carnival Area to remedy such damage; destruction or condemnation have not been completed or cannot reasonably be completed outside of forty-five (45) days from the date of the up coming scheduled carnival, City may terminate this Agreement upon thirty (30) written notice to Operator. In the event of condemnation, unless Operator is allowed by the condemning authority to continue its operations in the Carnival Area, this Agreement shall terminate as of the date title to the Property vests in the condemning authority or Operator is required to cease its operations, whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to City. 7 25B-65 19. TERMINATION This Agreement may be terminated by the City without cause upon thirty (30) days written notice of termination. City may terminate this Agreement for cause upon three (3) days written notice for any violation of the terms contained herein. 20. DEFAULT BY OPERATOR Should Operator default in the performance of any of the terms, conditions, or obligations contained in this Agreement, City may, in addition to the remedies specified elsewhere in this Agreement and the attached RFP, re-enter and regain possession of the Carnival Area in the manner provided by the laws of unlawful detainer of the State of California then in effect. 21. INSOLVENCY OF OPERATOR The insolvency of Operator as evidenced by a receiver being appointed to take possession of all or substantially all of the property of Operator, or the making of a general assignment for the benefit of creditors by Operator, or the filing of a petition in bankruptcy shall terminate this Agreement and entitle City to re-enter and regain possession of the Carnival Area. 22. CUMULATIVE REMEDIES The remedies given to City in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law or elsewhere provided in this Agreement. 23. WAIVER OF BREACH The waiver by City of any breach by Operator of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Operator either of the same or another provision of this Agreement. 24. CONFLICT OF INTEREST CLAUSE Operator 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. 25. 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 s 25B-66 mailed by first class or certified mail, postage prepaid, addressed to the party concerned 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 Telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 and, City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Telefacsimile (714) 647-6515 To Operator: Robert Acosta 74550 Fairway Drive Palm Desert, CA 92260 A parry may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other 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. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 26. CONTRACT ADMINISTRATOR 9 25B-67 The Executive Director of Parks Recreation and Community Services Agency, or his/her designee, shall be City's Contract Administrator for this Agreement and all approval and notices required to be given herein shall be so directed and addressed. 27. COMPLIANCE WITH LAWS Operator shall, at Operator's own cost and expense, comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state, county and municipal, relating to Operator's use and occupancy of the Park and Carnival Area and Operator's facilities whether such statute, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by Operator in a proceeding brought against Operator by any government entity, that Operator has violated any such statute, ordinance, regulation, or requirement shall be conclusive as between City and Operator and shall be considered grounds for termination of this Agreement by City. Operator will obtain all permits and other governmental approvals, required in connection with Operator's activities hereunder, and update such permits/approvals as necessary. 28. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Operator, 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, including the RFP, 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 Operator. 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 parties, which are not embodied herein. 29. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Operator, Operator 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 Operators retained by City. 30. NON-DISCRIMINATION Operator 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. Operator affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. to 25B-68 31. JURISDICTION -VENUE This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be governed and construed in accordance with the laws of the State of California. 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. 32. ATTORNEY'S FEES Except as otherwise provided in this Agreement, in the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. 33. PROFESSIONAL LICENSES Operator shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Operator shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 34. BINDING ON HEIRS AND SUCCESSORS This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of this Section shall not be deemed to be a waiver of any of the conditions against assignment set forth herein. 30. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the termination, or expiration of this Agreement, shall so survive 35. MISCELLANEOUS PROVISIONS A. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall 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. 11 25B-69 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: PATRICIA E. HEALY Clerk of the Council CITY OF SANTA ANA DAVID N. REAM City Manager APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney By: Joseph Straka Assistant City Attorney RECOMMENDED FOR APPROVAL: Gerardo Mouet Executive Director of the Parks Recreation and Community Services Agency OPERATOR (NAME) TITLE) 12 25B-70 Employer ID # or Individual SS # ~. ~. ~~~TM ~ERTCFICA7"E fl-~ we~aucst lied Spe,.ia ty of Texas 85 N.E. hoop 43.0 Suite 600 San Antonio, TX 78226 800/235-8774 +NSVxEn Carn val Madwagr AttxactYOr Linton Park Holdings, Inc. 2560 E. Chapiuan Ave. #245 Orange, CA 92869 THE POLICES Of !N ANYREW11tiENIENT, NAY PERTAIN. 7HE t L6lB1U'tY MER4AL @?IEWLL taegm c;LAaus I~AAD5 0 t~CUR ut~rr AHYAUTO AtlowvtEaAVzts SCHEDULEDaUTGS H112E6 AttTbB K^../i-OIMVED AUTQ8 AatY AUTO 7W HAVE SEENlSS1Ea TO THE f1FMlY C~lTRAC7' OR OTt-lEtt t SY l7iE PbUdES ~ _d7MT3 8 9 7 L~ tea. l .n.~. A MATTER ©F tit TtE: cF 07 iVAblF.D ABOVE FOR' FE POLICY PERIUO tI~IGA7ED, t~iiM1ATFIS'.ANDlNG IT'IfW7}3 RE9P5CT'7D V4IiiCH TtfIS C>~R17FlGATE 1A+4YSE ~SlJED Odd S~18JEG7 TO ALL 7}lE TERMS, EXCLI~)ONS AND CBNDITIONS OF SUCH 04j 01~'0'li 04/0].f CDM9INED SdN64E LlM:T I S (Eeacddvntl ! ~ S BOD7t.YtN,gJ4Y S ~Ctl06tw RiDPER1Y0iAA41fiE S W~ ~~ C-NERTtiNd ~utTOO-+Lr. 1,600,000 50,000 i,ooo,ooo 5,000,000 1,ooo,aoo ^ "s, ~~~ "'t ~~~ ~ ~ ~ ~ Fxatoccuas:a~lce : 1.000, 000 t ~ ooCUR cwe~ssuoE noote~Tt: i 1, 000, 000 `-1 s '--i D° SLE M7XT3899 04/01/0 04/01/08' CH OCCI.R. S 3,000, 000 RE7ENitON a J4GGREGATE S 3, 0 0 0, 0 0 0 1fSORKFRSfNS0.T~1i alwD tatPeoYeRr LtnetLrtY ~ WC 87A71l~ ~, AHYPfaDPPoETOA(YAR7NER1bfECUTNE OFFICERLEMSER ' ~.LteACHACC7DEt+? i EXCLl10F 171 E deac~s a.Mw ~ EL D . EA ElAPLOYEE i pTy~ OYL S DES73ilPTgp OF OP9iR'AONB /1ACATIDN61 il~tlCl.i$I FYCFJ>sCriB Ai706D 8Y AJt70RSElNENi1SPECWL PltOlgStaNS ADDITYOI`'_~L INSURED WITH RESPECTS TO OPERATIONS OF NAMF~D INSURED CNLY: CITY OF SANTA ANA PARKS, RECREATION & COfMiMUNITY SERVICFsS AGER7CY AAID THE CITY OF SANTA ANA, Cz~T•IFORNIA FOR THE FOLLOWING LOCATIONS: CESAR CHAVEZJ C_~MPESINO P_ATcK, D}3LHI 'PARK, JEROME iaARK, MApISCN PARK AND EL SALVADOR PARK DATES: MARCH 1, 2008 - APRIL 1, 2008 PARKA, RECREATION & COMMUNITY ~ULDA[QYDFTt!@ABDYEF7~ltIBEDI~ItOtEBffiDANO@d®BEFCRE1tiEB7tpfUlTi010 S EP VI CE AGENCY aatrm SN81tEpP,TNE ISSttlii6 wSatse~wnL m~voR TD tiwt. ~ 0 Days v1RIT1EN 888 W SANTA ANA BLtVD, 2ND FLOOR "0'°cETast~cEtmwrr~TeaoL~o~w,vxEnsom~LE~evrrae<ur~tooosflstuu.L S_AI~TTA ANA CA 9 2 7 0 2 ~aPOSe tro osLr-apart am oPAHr rmeo trroK~E na~ER, rra +TS o>i N AlTtIiE7R!?~ Arm 2s tzaol~oa> ®Aco ooR~Anar~ t~sa 25B-71 J a ~~ ~ 4 Y C o '_ ~ ~ ` ~ i ~ ~ ~ 3 ~ ~ li ! l ~~~ "~~s Exhibit "A" Y~ €= t~ ~~ `, ~~"'~.. ~ j~ _ ~.~j i -- ~ ~~ [] ~-, ' I c ~R~ ~: ~ . t' l ~.-~+ ~+ v Z I /~- ~ i ~ ~ ~ ~~ ~ <~ ~ , ~ •~~< r ~ V w ~ ~ Z N v .~ r R ~~ n~ ~' 0 .o~N ~'~_~ p .') o ~i' ~ Z ..~~~ • ~l 1 a x D iD~D .. raD r ~1 i s '1=~ M ~~ i d s . _ »; _ . U O ~ , r_s_:~ f ~ +~~ . ~~ • I , ~~ ~~ !~ ~ ® ~ , v ~ _..~.. , I o ~ .L .; ; t *.o ~ f. ~ z • 4 (~ „ tJ ~ ~ ~ > j ~~ .' ~. .! O rJ_ ~ 4 ' ~. ; ,~ s:~ ^~ C t:, ~ ~, ti :c-1_ G ,• ~.~~i[( ~v~ ~'Y~~~~~~~~~~~ ~~\• v ~.~, Cpl Z ~ ~ a `` ' ~ t . r ~ \ ~ \\ ~ ;: _. ~~ o s ~ i ~ ~ ~ ~ ~ k , ,, ,.. ~ -, ;: ~~ :... ;: - ~ - ~ ~l :~ -- - ~. -- U [ v H O o C 3 T. _ ~~ ~. i ~ '• 1 ~' ', -- • i ~- i ~~~--- r ~' M ~ .. ; .. ' ., ~ - . -~ 25B-73 j E D/ N 4E/t A~G~, N v }- D~ i i .~ ~ - .~ ~ ~ z ~ . ~~~ d ~ ~ ~~~~. ~ ~ '~ ~ ~ ;~ D r c ,• l i p ~ Z .o. a ,'I ~' P /.. ~ ~t ~ ~ ~ ~ - ~.i ~ ` • 1:. ~ ~ .. ~ a _. F ~ ' . ~ ~. ~ :. o ~ ~ ' ~ r . n ~ ~ ~ ~ ~ ? (~~j ~ g ' - ~ ~ l - T~~. ~ r . .-•-•~-•-•-•-•- r, ~ ~ ~ .~ ~ ~i• .~ i `~ ~ ~. 11 ~-:° .°~:.- . ~: ~ ! 25B-74 ~.. ,r ,~ ` z ~~~~ Y y 1 ~ ~ 7 ~ ~ ~i J © • ~ ~ .. ~ 111, Z ~ ~ ~, ._ ~, y y _~ ~. . ._ ~ . .• ` r ~T ~ l J .~- -O :x ~ ~ ~, • 7 • ~ _ `~ j. r ~ _.--- . ~ ~- ° - ' - --~~ Mr ~ ~wi ~ C or ~ f ~~ ~ ~~ ~ ~~ :-1~ . .~ ~ a. ~ ~ _ -~- .~ :~, ~E_: ~ a ~ ._ .,~ ~-' ,.. ... .~~ 25B-75 is ._._;: ; .;~~- • . '+ • .?I~l~' .. t ~~ '. . . ~ ~~ ~ ~ ~ _ ~+~ ,~' ~ ~ : '~ . ~ - - - -- - - .. _ ~~ _- .~. .__- _.., _ _ .-._ • - ,,. _ _ - -- _ _ . ~,. :.- ~• _ _' ~: i! 7 -~~ 0 p ~'~ ,~..:~ ~~ ~~ tom' -~-~. 3,3~'i W. 25B-76 25B-77 Exhibit "B" .REQUEST FOR PROPOSALS RFP 07-085-PRCSA FOR A CARNIVAL PROMOTER TO PROVIDE CARNIVALS AT CITY OWNED PARKS KEY RFP DATES: Issue Date: October 18, 2007 Pre-proposal Conference: October 25, 2007 Proposal Due Date: November 9, 2007 25B-78 REQUEST FOR PROPOSAL Notice is hereby given that sealed proposals will be received for EIGHT (8) CARNIVALS TO BE PROVIDED AT SPECIFIED CITY OWNED PARKS per the attached specifications, at the Parks, Recreation and Community Services Agency, Budget and Accounting Section, 888 W. Santa Ana Blvd. 2°d Floor, Santa Ana, California, until 5:00 P.M., FRIDAY, NOVEMBER 9, 2007. If further information is needed, contact Robert Carroll, via email at rcarroll@ci.santa-ana.ca.us, or phone at (714) 571-4218. MAILED proposals should be addressed as follows: Parks, Recreation and Community Services Agency Budget and Accounting Section M-23 P.O. Box 1988 Santa Ana, CA 92702 Attn: Robert Carroll or delivery by hand or courier to: Parks, Recreation and Community Services Agency Budget and Accounting Section M-23 888 W. Santa Ana Blvd. 2°d Floor Santa Ana, CA 92701 Attn: Robert Carroll It is the responsibility of the proposer to see that any proposal submitted shall have sufficient time to be received by the Budget and Accounting Section prior to proposal due date and time. Late. proposals will be returned to the vendor unopened. The receiving time in the Budget and Accounting Section will be the governing time for acceptability of proposals. Telegraphic, telephonic and facsimile proposals will not be accepted. 2 25B-79 I. GENERAL A. RFP PROCESS AND GENERAL TERMS PROPOSAL SUBMISSIONS Proposals must be submitted to the Budget and Accounting Section in a sealed envelope showing on the outside, the name of the bidder, RFP N0.07-085-PRCSA, and the proposal due date and time. All proposals must be signed by an authorized representative of the vendor. 2. PROPOSAL WITHDRAWAL Proposals may be withdrawn by written request received before the hour set for the opening. After that time, the vendor may not withdraw proposals for a period of ninety (90) days from the date of the opening. 3. LATE PROPOSALS It is the responsibility of the vendor to see that any proposal submitted shall have sufficient time to be received by the Budget and Accounting Section prior to the .proposal due date and time. Santa Ana- Parks, Recreation and Community Services Agency shall not be responsible for proposals lost or delayed in the mail. Late proposals will be returned to the vendor unopened. 4. REQUIRED DOCUMENTS Vendor must return the following completed documents with their proposal: • Detailed proposal of services in accordance with the specifications detailed in Section IV. Proposal should take into consideration the evaluation criteria included in Section III and should not to exceed 10 pages. • Signed proposal form (Section V); • A letter or printout of vendor's safety related incidents from insurance company, current or previous, spanning the past three (3) years (Section VI); • Completed vendor's references sheet (Section VI); • A resume or summary detailing vendor's qualifications, accomplishments, and membership in any professional and/or industry organizations; • A representative sample of photos of vendor's past events and/or vendor's equipment; • A list of ride equipment owned, used-and/or operated in vendors events, with description and age of all rides; • Completed Proposal Summary and Deviations from Specifications (Section VII) • Any other information the vendor may choose to submit. • Attachments A, B, and C are for reference only, but will be required after the contract is awarded to the successful vendor. Vendor must submit one original and eight photocopies of each proposal offered. 5. RIGHTS RESERVED The right is reserved by the City of Santa Ana to reject any or all proposals or to waive any informality or technical defect in a proposal. 25B-80 6. LICENSE AGREEMENT Successful vendor(s) will be required to enter into a License Agreement with the City of Santa Ana. The City reserves the right to enter into an agreement with said License Agreement with any, all, or none of the vendors for aone-year period, with the option of extending the License Agreement for two additional one-year terms. 7. SELL OR ASSIGN The successful vendor shall not have the right to sell, assign, or transfer any obligations resulting from this proposal without the specific written consent of the City. 8. LOCAL SALES TAX CONSIDERATION In accordance with the Santa Ana Municipal Code, a one percent (1%) preference will be applied to all proposals for taxable goods submitted by suppliers located within the City limits of Santa Ana. 9. RECEIVING TIME The receiving time in the Budget and Accounting Section will be the governing time for acceptability of proposals. Telegraphic, telephonic and facsimile proposals will not be accepted. 10. COMPLIANCE WITH LAWS All proposals shall comply with current federal, state, and other laws relative thereto. Vendor further agrees that the services proposed comply with all applicable Federal and State Occupational Safety and Health laws, standards for regulations, and that vendor will indemnify and hold the City harmless for any failure to so conform. 11. REFERENCE TO SUCCESSFUL VENDOR The terms vendor, supplier, proposer, or contractor may be used interchangeably in these specifications and shall refer exclusively to the vendor(s) with whom the City enters into contract as a result of this request for proposal. 12. INQUIRIES Refer inquiries in writing via email to Robert Carroll, rcarroll ,ci.santa-ana.ca.us. 13. AWARD OF BASE PROPOSAL OR ALTERNATE PROPOSAL The City of Santa Ana reserves the right to award either the Base Proposal or any Alternate Proposals offered, whichever is in the best interest of the City. 14. RIGHTS RESERVED The City reserves the right to contract with anv, all, or none of the carnival vendors who submit base proposals and/or alternate proposals. 15. E-MAIL COMMUNICATIONS To facilitate the RFP process, vendors are required to monitor and respond to a-mail requests on a daily basis. 4 25B-81 16. PRE-PROPOSAL CONFERENCE A pre-proposal conference will be held on Thursday, October 25 at 1:30 p.m. in the 2°d Floor Large Conference Room of Santa Ana Parks, Recreation and Community Services Agency, 888 W. Santa Ana Blvd., Santa Ana, CA. Please RSVP to Robert Carroll, (714) 571-4218, by Monday, October 22, 2007. All proposers aze strongly encouraged to attend. II. SCOPE The City of Santa Ana is requesting proposals, from carnival vendor(s) to conduct eight (8) carnivals on City-owned park property during the period of Macch through October 2008 as specified in the table below. A map of each park with the general event area highlighted is attached to this RFP for applicant's reference. Exact locations for carnival rides and equipment will be identified at the pre-event meeting. Park Site Venue/License Fee Maximum Size/Scale of Event 1 Jerome Pazk Large/$7,000 Up to 16 carnival rides, 12 game booths, 8 food* March 28-30 booths and/or information booths. No live Fri-Sun entertainment 2 Cesar Chavez/ SmalU$4,000 Up to 14 carnival rides, 12 game booths, 8 food* Campesino Park and/or information booths. No live Apri118-20 entertainment Fri-Sun 3 Centennial Park Lazge/$7,000 Up to 12 carnival rides, 12 game booths, 8 -food* May 23-26 and/or information booths. No live entertainment Fri-Mon 4 Jerome Park Lazge/$7,000 Up to 16 carnival rides, 12 game booths, 8 food* July 3-6 and/or information booths. No live entertainment Thurs-Sun 5 El Salvador Park Small/$4,000 Up to 15 carnival rides, 12 game booths, 8 food* August 22-24 and/or information booths. No live entertainment Fri-Sun 6 Madison Pazk Large/$7,000 Up to 12 carnival rides, 12 game booths, 8 food* Aug. 29- Sept. 1 and/or information booths. No live Fri-Mon entertainment 7 Rosita Park SmalU$4,000 Up to 14 carnival rides, 12 game booths, 8 food* September 19-21 and/or information booths. No live entertainment Fri-Sun 8 Centennial Park Large/$7,000 Up to 12 carnival rides, 12 game booths, 8 food* October 10-12 and/or information booths. No live entertainment Fri-Sun Note: One booth is equal to one 10x10 canopy area. A maximum of five cooking booths will be allowed. 25B-82 EVALUATION OF PROPOSALS Vendors will be evaluated based on their ability to conduct successful events in both the small carnival and large carnival categories. For the purposes of this RFP, carnivals conducted at Cesar Chavez/Campesino, Rosita, and El Salvador pazks are considered small carnivals. Carnivals conducted at Centennial, Jerome, and Madison pazks aze considered lazge carnivals. An evaluation committee will recommend the most qualified vendors for each the small and large carnival event categories. A committee of City staff representing various departments will evaluate all proposals based on the following criteria: Equipment, Capability, and Functionality of Vendor 20% 1. Equipment and related safety specifications of equipment to be used. 2. Training and safety precautions taken to ensure that attractions and/or staff pose no danger to event participants or the general public. 3. Vendor's financial ability to provide a safe, enjoyable carnival while meeting all specifications. Level of Service and Support 20% 1. Responsiveness and thoroughness of proposal: 2. Ability to accommodate proposed carnival dates and locations. Experience of Firm and Personnel 20% 1. All carnival personnel, including operators, proposed to work at carnivals and the qualifications of those individuals. 2. Experience and technical expertise of personnel, including operators, with implementing carnivals and special events in other cities. Past Performances ~ 40% 1. Past record of performance on contracts with other cities, governmental agencies or public bodies, including such factors as reliability, park damage prevention and compliance with contract terms and conditions. 2. The vendor's capacity to perform the work within time specifications. 3. Acceptable, verifiable references and site reviews, and a three (3) yeaz summation of vendor's record of carnival related incidents from vendor's insurance company. FOLLOW-UP OF EVALUATION PROCESS BY VENDOR Vendors may follow up on the evaluation of the proposals by contacting Robert Carroll, via email at rcarroll@ci.santa-ana.ca.us or by phone at (714) 571-4218. REVIEW EVALUATION RESULTS AND AWARD After award, the evaluations will become public record. Interested vendors may submit a request in writing, along with aself-addressed stamped envelope to receive results of the evaluation. Submit your request to Budget and Accounting Section M-23, Pazks, Recreation and Community Services Agency, 888 W. Santa Ana Blvd. 2"d Floor, Santa Ana, CA 92701. 25B-83 IV. SPECIFICATIONS Vendor must submit a detailed proposal of the services offered in response to specifications below. Proposal must include a detailed response that addresses the specifications and should not to exceed 10 pages. Vendor must also return all requested documents with their proposal as specified in Item I.4. of this document. Applicants are asked to use 12 point Times New Roman font. A. VENDOR'S RESPONSIBILITIES 1. PROOF OF INSURANCE -Upon selection, vendor must be able to provide proof of $1,000,000 general liability insurance for each event a minimum of ten (10) business days before the event. The insurance certificate must name the "City of Santa Ana, its Officers, Agents and Employees, as additionally insured. It must also contain the following clauses: 1) a thirty day written Notice of Cancelation will be provided to the additional insured; 2) insured's coverage will apply on a primary /non-contributory basis to the additional insured; and 3) the insurance will contain a separation of insureds clause. If the certificate of insurance is in the name of the carnival operator it shall include the camival promoter as additionally insured. 2. REQUIRED CLEANUP/DAMAGE DEPOSIT -Upon selection, vendor must provide a $5,000 refundable damage%lean-up deposit to the City of Santa Ana, Parks, Recreation and Community Services Agency a' minimum of ten (10) business days before the start date of the event. Monies will be deducted from the deposit for repair of any damages incurred, cleanup of the park, unforeseen security or staff costs, or any other chazges caused- by the event. Any remaining monies from the deposit will be refunded to vendor at the conclusion of each carnival. Should costs incurred by the vendor (as stated above) be greater than the total deposit, the vendor will be invoiced for the balance due. The vendor will be required to submit the balance due 1.0 days prior to conducting another event. The vendor agrees that failure to pay the cleanup/damage deposit and/or any other outstanding balances and fees a minimum of ten (10) business days prior to the start of the event will result in a penalty of $500 per day penalty. The vendor will not be allowed to start an event if there is an unpaid balance due. 3. CLEANUP DURING AND AFTER THE EVENT -The vendor agrees that they have full responsibility for continuously cleaning the park by removing all trash and debris on the ground, removing trash from the park receptacles and replacing liners and cleaning/sanitizing restrooms from the time the first vendor employee arrives at the park site for set up until the last vendor employee leaves the park. Furthermore, the vendor agrees to be responsible for cleanup of the event site and the surrounding areas after the event. Vendor agrees to arrange for trash pick-up in the parking lots and surrounding neighborhood after each day at vendor's expense. Persons performing clean-up shall be employees or subcontractors of the vendor. Failure to provide continuous clean-up will result in dispatching City staff to perform this work at the vendor's expense or the City hiring a private contractor to perform the work at vendor's expense plus a $500 penalty for each day the vendor fails to perform this responsibility. 25B-84 4. STREET SWEEPING If street sweeping is necessary due to trash left from pedestrian and vehiculaz traffic and the vendor fails to perform as required in Item V.A.3. of this document, the City will arrange for the pazking lots and major streets surrounding the park to be swept on the day following the last day of the event at vendor's expense. Furthermore, the vendor agrees to pay a $500 penalty for failure to perform this responsibility. 5. DUMPSTERS -Vendor is responsible for providing the appropriate number of 40 yazd roll-off dumpster(s) to collect trash for the event. The dumpster(s) must be removed by the by 3:00 p.m. of the second day following the conclusion of the event. Vendor agrees to pay a penalty of $500 per day that the dumpsters are not provided and removed as indicated. 6. REQUIRED PLOT PLAN AND PLAN CHECK PROCESS -Vendor must provide a plot plan utilizing the land use certificate format for the overall equipment set up by a minimum of ten (10) business days before the event. The plot plan must include entrances, exits, all necessary barricading, detailed location of all rides, booths, restrooms, electrical equipment, etc. Vendor should not only indicate number of rides on the plot plan, but should indicate number of other types of carnival units such as repair and supply units they would like to have on the park. This plot plan is required by the Police Department, the Fire Department, the Planning 'and Building Agency (Electrical Division), the Pazks, Recreation and Community Services Agency, and the Orange County Health Department. Vendor must walk the plot plan through the City Planning and Building Agency-Plan Check Section, 20 Civic Center Plaza, Ross Annex. For further information on the plan check process, please contact the Santa Ana Police Department at (714) 245-8718 or (714) 245-2709. Copy of approved plot plan must be provided to the Santa Ana Police Department and to the Parks, Recreation and Community Services Agency. Vendor agrees to pay a $500 penalty per day for each day late in providing the plot plan. 7. CARNIVAL LICENSE FEE= Vendor understands and agrees to pay the required carnival license fee for each event. Checks shall be made payable to "The City of Santa Ana". The license fee is $4,000 for carnivals conducted at El Salvador, Rosita, and Campesino/Cesaz Chavez parks, and $7,000 for carnivals conducted at Jerome, Centennial, and Madison parks. 8. FIlZE AND ELECTRICAL INSPECTION -Ten (10) business days prior to the event, the vendor must schedule appointments with the Santa Ana Fire Department and the Santa Ana Planning and Building Agency for an electrical inspection of all ,generators, carnival equipment, and booths to be used at the carnival. Vendor agrees to pay a $500 penalty per day for each day late in scheduling appointments as indicated. No more than five (5) cooking booths will be allowed. Actual event rules and regulations will be provided to the vendor at plan check and copies shall be provided to each booth operator by the vendor. Vendor must provide all event electricity. Hookups to pazk electrical outlets will not be permitted. Vendor agrees to pay a $500 penalty per day for each violation. 9. O.C. HEALTH DEPARTMENT REQUIREMENTS -Vendor must obtain food permits and food booth inspections from the Orange County Health Department a minimum of ten (10) business days before the event. Any booths or vendors not receiving prior approval from the Orange County Health Department will not be allowed to operate. Food booths are only 8 25B-85 allowed to operate for the duration of the event during event hours only. To obtain food permits and schedule booth inspections, vendor must contact the -Orange ,County Health Department at (714) 667-3610. Vendor agrees to pay a $500 penalty per day for each day late in securing .food permits and food booth inspections. Furthermore, the vendor agrees to pay a $500 penalty per day for each food booth discovered operating without prior approval of the O.C. Heath Department. Pazks and Recreation will provide two (2) potable water hookups during the entire event. These water hookups are to be used ONLY for sanitation purposes in compliance with the Orange County Department of Health regulations, and aze not for camping or refreshment preparation use. Vendor agrees to pay a $500 penalty per day for each violation. 10. REQUIRED PERMIT FROM BUSINESS LICENSE OFFICE FOR BOOTH VENDORS (BUSINESSES AND/OR NON-PROFIT ORGANIZATIONS) - Carnival promoter is responsible for supplying the Business License Office with a -list of pre-approved potential vendors before sending vendors to the Business License Office, in order to avoid unapproved vendors from vending during the event, or carnival promoter can collect all the necessary information and fees from the vendors and submit the entire packet to the Business License Office a minimum of five (5) days prior to the commencement of the event. Vendor agrees to pay a $500 penalty per day for each day late in submitting/paying the packet to the Business License Office. All vendors, business or non-profit organizations (selling or information only), which vend on City Property aze required to possess a City of Santa Ana Business License. Businesses who do not have a current City of Santa Ana Business License can obtain aOne-Day Peddler/Solicitor license. Non-Profit Organizations are required to obtain aFee-Exempt status through the Business Tax Office. This is a once a year registration fee. For more information the Business Tax Office can be contacted at (714) 647 -5447. The Business Tax Office is located at 20 Civic Center Plaza, Rm. 1100, Santa Ana, CA 92702. Vendor agrees to pay a $500 penalty per day for each booth operating without a City Business License. 11. CONTACT WITH NEIGHBORHOOD ORGANIZATIONS -Vendor shall send a letter to the neighborhood associations adjacent to the park where the carnival is to be conducted informing them of the event and to gain their organization's support for the planned activity at the park during the scheduled times and dates, a minimum of ten (10) business days before the event. The Community Development Agency will provide contact information to the vendor for a particular neighborhood upon request. Vendor must submit copy of signed letter, on the organization's letterhead, to the Santa Ana Police Department and to the Parks, Recreation and Community Services Agency a minimum of ten (10) business days before the event. The Community Development Agency can be contacted by calling (714) 647-5360. Vendor agrees to pay a $500 penalty for each violation of this section. 12. CONTACT WITH NEIGHBORHOOD RESIDENTS - At least 72 hours prior to each carnival event, vendors must post a sign or send flyers to the neighborhood surrounding the pazk informing them that the event will take place. Signs or flyers must be in English and Spanish. Vendor agrees to pay a $500 penalty for each violation of this section. 9 25B-86 13. CONTACT WITH BUSINESS ORGANIZATIONS -Vendor must send a letter a minimum of ten (10) business days before the .event to each business owner within a quarter mile radius of the carnival site, notifying them of the dates and times of the event, and what precautions should be taken to prevent program participants from parking in the surrounding business parking lots. Vendor agrees to pay a $500 penalty for each violation of this section. 14. REQUIRED EVENT PERSONNEL - A minimum number of uniformed, state licensed security personnel contracted through a private bonded security company will be required each day of the event. Vendor must provide the designated amount of soft security as specified by the Santa Ana Police Department prior to or on the date of the pre-event meeting. The Santa Ana Police Department may modify the number of security required as it sees fit, due to specifications in the scale and activities to be held at the event, aridlor recent activity in the park and surrounding areas. Security personnel must be present 30 minutes prior to the beginning of -the event each day and must stay a minimum of one (1) hour after the completion of the event each day or until the park is clear, to help prevent any possible disruptions. All security officers must carry two-way radio equipment to enable them to communicate with all other security personnel. All security personnel must wear highly visible attire (security vest, jacket) identifying them as security officers. None of the security company personnel may be armed. A copy of the signed agreement with the security company must be provided a minimum often (10) business days prior to the event. Vendor agrees to pay a $500 penalty per day for each violation of this section. Furthermore, if it is discovered that the security deployment is less than the City's mandated level of security the City may elect to dispatch, at the vendor's expense SAPD and/or Park Ranger's to bring the security levels up to the agreed upon level. 15. REQUIRED LICENSE FOR SOFT SECURITY -The soft security organization must obtain clearance from the City of Santa Ana Police Department. Arrangements for clearance to be obtained can be made by calling (714) 245-8718 or (714) 245-2709. Vendor agrees to pay a $500 penalty for failure to perform this responsibility. 16. POLICE DEPARTMENT REQUIREMENTS -The security company to be used by the vendor must bepre-approved by the Santa Ana Police Department. Vendor must provide the Police Department with the names of the contact persons representing the carnival vendor and contracted security company. At least one of those security company contacts must have access to a cell phone to be used in case the Santa Ana Police Department needs to be called for assistance. The promoter will be required to turn in a completed Land Use Certificate form, site plan and Security Guard contract to the Police Department. The security Guard contract shall include the following supplemental information: The Security Officer in charge, name and cell number • A list of names, guard card numbers and copy of guard cards of the security officers assigned to the event. 10 25B-87 Guards will be required to produce their guard cazd on demand during the event if requested by the Police Officers assigned to the carnival. If the guard fails to provide said card he shall be immediately replaced by the contracted guard company with an officer who has a guard cazd. Vendor must also have a minimum of two (2) Santa Ana Police Department Officers present at all carnivals during agreed upon hours of event operation. If the number of officers required exceeds two officers, vendor shall not be responsible for the payment of .costs for more than four officers. Vendor will also provide the Police Department with a booth at these events. The Police Department will coordinate necessary police assistance for the event at vendors' expense. 17. ADDITIONAL POLICE/FIRE/PARK PERSONNEL -Vendor agrees that if a disturbance occurs due to the operations of the carnival and additional Police, Fire or Parks personnel assistance is required, vendor will pay those additional expenses. 18. PRE-EVENT AND POST EVENT INSPECTIONS WITH PARK PERSONNEL ~ Vendor must arrange to meet with the Park Supervisor by calling (714) 448-9127, to schedule a walk through the park before and after the event. The pre-inspection and post-inspection meetings will determine the condition of the sites before and after the event. Apre-inspection meeting must occur on the Wednesday prior to the carnival event. Vendor must bring the proposed plot plan to this meeting. Vendor shall not set up until pre-inspection has been completed. Set up prior to event date and/or before the pre-inspection meeting will result in a fine of $1,000 per day and may lead to a suspension of future events. A post-inspection meeting shall be completed on the day following the carnival activity at 2:00 pm., unless otherwise stipulated by representatives of the Santa Ana. Police Department and the Parks, Recreation and Community. Services Agency. Failure to do so will result in a fine of $1,000 per day and may lead to a suspension of future events. The vendor understands and agrees that the Park Supervisor shall be the final authority regarding interpretations of the sites existing conditions both before and after the event. Failure by the vendor to set and attend these meetings will result in the Park Supervisor perfornung the walk through of the pazk site without the vendor and all conditions recorded by the Park Supervisor shall be deemed as accurate and final. 19. PROTECTION OF FIELD AND TURF -Vendor shall be responsible for placing the carnival equipment in a way as not to cause damage to the park turf or irrigation system (sprinkler heads, etc). Such precautions may include painting azound or covering the sprinkler heads with a "metal disk", or whatever efforts aze necessary to protect the irrigation equipment at vendor's expense. Funds to repair damages incurred to the turf or irrigation equipment due to the carnival :event will be deducted from the security deposit. In the event that the cost of damages exceeds the deposit amount, vendor must pay the balance within ten (10) days of the conclusion of the event. All concerns must be resolved prior to continuing with future events. Failure to do so may result in the suspension and or voiding of contract with carnival promoter. 11 25B-88 20. CARNIVAL EQUIPMENT SET UP AND REMOVAL -None of the equipment may be moved into the pazk prior to the completion of the pre-event inspection meeting and/or 9:00 am on the Tuesday before a carnival event is to be held. All equipment must be removed no later than 2:00 pm on the Tuesday following the conclusion of a carnival event, unless approved in writing by the Park, Recreation and Community Services Agency. There will be a $1,000 fee per day for equipment arriving eazlier or left in the park later than the above stated times. 21. CARNIVAL HOURS -The carnival may not operate earlier than noon each day and no later than 11:00 p.m. on Thursday (if applicable), Friday and Saturday and no later than 10:00 p.m. on Sunday. Carnivals operating on Monday may play until 11:00 p.m. on Sunday night. Ticket sales and food sales must stop one half hour prior to the scheduled carnival closing time. Vendor agrees to pay a $500 penalty per day for each violation of this section. 22. PORTABLE RESTROOMS -Vendor shall provide a minimum of seven ('~ portable toilets, with one of those toilets designed specifically -for disabled persons. The toilets shall be placed no later than noon on the Thursday prior to the event and must be removed by 2:00 pm on the Monday following the conclusion of the event. Two (2) of the portable toilets must be delivered by the Tuesday prior to the event for use by Carnival workers during event set up. Vendor is responsible for arranging for portable toilets to be serviced (waste removal by the portable restroom company) a minimum of once per day or twice per day for capacity crowds. 23. SALE, ADVERTISING AND CONSUMPTION OF BEER, ALCOHOL OR CIGARETTES - Vendor agrees that there shall be no beer, alcohol or cigazettes sold or consumed at any of the proposed events, nor shall there be any inflatables, balloons, or banners advertising beer, alcohol or cigarettes at any of the proposed events. Vendor agrees to pay a $S00 penalty per day for each violation of this section. 24. NATURE OF CARNIVAL GAMES AND/OR ACTIVITIES -Vendor understands and agrees that no games or activities involving the shooting of a gun or weapon, simulated or real, shall be used in any of the entertainment, including game booths, with the exception of water guns that are cleazly recognizable as such. Vendor also understands and agrees that any gambling games or games of chance shall be subject to review and removal by the Santa Ana Police Department, who will ensure that they aze fair and legal in nature, and in compliance with any applicable statutes. A determination by the Santa Ana Police Department that any particular game is in violation of any statute shall result in the removal of the game. Any decision to remove a game will be final. 25. SIZE OF CARNIVAL RIDES -Vendors must bring a list and photos of their proposed rides to the pre-event meetings. The carnival ride list must bepre-approved by the Park Superintendent. In addition to minimizing the damage to park property, the City desires a balance between the number of small, medium and spectacular rides in order to maintain a family and community environment at these events. Although vendors will be encouraged to provide only small and medium rides, depending on the venue, up to two spectaculaz rides may be allowed. The Park Superintendent must approve the final ride list at, or any time before, the pre-event meeting. 12 25B-89 26: EVENT STAFF PARKING -Vendor understands and agrees that there shall be no overnight camping or privately owned vehicles for the purpose of overnight camping at the park site. All privately owned vehicles (cars, motor homes, trailers, tractor trailers with sleeping accommodations, motorcycles, etc.) must be pazked outside of the pazk before, during and after carnival operation hours. The Park Superintendent will identify authorized pazking areas at the pre-event meeting. The Vendor is permitted one vehicle within the park site for security personnel and one vehicle for office purposes. Vendor agrees to pay a $500 penalty per day for each violation of this section. 27. DELIVERIES OF SUPPLIES TO VENDORS -The Vendor shall be responsible for making certain the booth vendors aze well stocked. Once the event is underway, all deliveries of food, drink and supplies must be carried via hand trucks or small Daihatsu or Cushman type vehicles to the booth sites. No trucks or automobiles will be allowed in the program area during programming hours. Loading and unloading of vendors equipment should be done prior to and after the event. 28. PERSONNEL TO PLACE AND COLLECT TRAFFIC BARRICADING EQUIPMENT - Vendor shall provide personnel to assist in placing and collecting the traffic barricades and equipment, under the supervision of the Police Department, before and after each day's event. .Failure by the vendor to place and/or collect traffic barricades and/or equipment will.result in City staff or a separate contractor completing this work at the vendor's expense. 29. RENTAL. OF TRAFFIC CONTROL EQUIPMENT -Vendor shall be required to pay for the rental of specific traffic control equipment, as required by the Police Department. 30. PERSONNEL PARKING -Vendors shall instruct all personnel to park in areas indicated on the approved plot plan. Vendor personnel who fail to park vehicles in pre-approved designated areas may be subject to citation and/or towing at the vehicle owner's expense. 31. EVENT PARKING AND REQUIRED SIGNAGE -Vendor shall be required to. post signs in both English and Spanish stating "No Event Parking" at the entrances to the local neighborhoods and businesses during the full duration of the carnival. Vendor agrees to pay a $500 penalty for each violation of this section. 32. PERSONNEL AT ENTRANCES TO NEIGHBORHOOD -Vendor must provide soft security personnel (licensed as specified in Item V.A.15.) to work at designated neighborhood entrances in close proximity to the pazk. A minimum of two (2) persons, plus necessary directional signage, shall be stationed at each of the housing tract entrances during all event program hours in order to deter event participants from pazking in the residential azeas adjacent to the event. Vendor agrees to pay a $500 penalty per day for each violation of this section. 33. POLICE DEPARMENT REQUIREMENTS -Santa Ana Police Department officers will be required during event hours to enhance the security of the event. The number of officers needed will be based on factors such as the size of the event, expected attendance, and recent area activity. Vendor will be informed of the number of additional officers needed at the pre- event meeting described in Item V.A.18. 13 25B-90 The Police Department will arrange the necessary police staffing for the event. The vendor is responsible for all Santa Ana Police Department regular and overtime costs for the event. In the event that the event is rained out or otherwise cancelled on short notice, the vendor will be responsible for a minimum of 4 hours of over-time costs. 14 25B-91 V. PROPOSAL FORM Responses to this Request for Proposal are due at 5:00 p.m. FRIDAY, NOVEMBER 9, 2007. The undersigned Vendor agrees to provide carnival services at City-owned parks in accordance with the specifications. UWe have stated herein the services and. fees that Uwe will furnish and deliver as specified. Award shall be based upon the evaluation criteria included in Section III. Where there is a discrepancy between words and figures, WORDS SHALL GOVERN. The City of Santa Ana reserves the right to cancel any license agreement in the event that terms under which carnival vendor is contracted are violated. Name of Vendor (Person, Firm, Corp.) Signature of Authorized. Rep. Address Address Telephone Number is Name and Title (Please Print) Date Fax Number 25B-92 VI. VENDOR'S REFERENCES This sheet must be completed in full and returned with vendor's proposal. List and describe fully the last three contracts performed by your firm, which demonstrate your ability to provide carnival service in accordance with the specifications in Section IV. Attach additional pages if necessary. The City reserves the right to contact each of the .references listed for additional information regarding your firm's qualifications. Also, please attach a letter or printout from vendor's insurance provider(s), current and/or prior, who have provided your business with insurance. over the last three (3) years, detailing any claims that have been filed in connection with vendor's carnival operations. Reference No. 1 Customer Name: Address: Contract Amount: Contact Individual: Phone Number: Year: Description of equipment and services provided: Reference No. 2 Customer Name: Address: Contract Amount: Contact Individual: Phone Number: Year: Description of equipment and services provided: Customer Name: Address: Contract Amount: Description of equipment and services provided: 16 Reference No. 3 Contact Individual: Phone Number: Year: 25B-93 VII. Proposal Summary and Deviations from Specifications Please check the first column for each event that you are available to conduct. For each event, please list the carnival operator you are proposing to use and any deviations from specifications. If necessary, please include additional pages. Vendors will not be allowed to change carnival operators once the proposal has been submitted without approval of City. Intent to Park Site Proposed Other Deviations from Specifications Provide Carnival Please cite item number and summarize how O erator s ecification deviates Jerome Park Mazch 28-30 Fri-Sun Cesaz Chavez! Campesino Park April 18-20 Fri-Sun Centennial Park May 23-26 Fri-Mon Jerome Park July 3-6 Thurs-Sun El Salvador Pazk August 22-24 Fri-Sun Madison Park Aug. 29- Sept. 1 Fri-Mon Rosita Park September 19-21 Fri-Sun Centennial Park October 10-12 Fri=Sun 17 25B-94 ATTACHMENT "A" CERTIFICATION OF NON-DISCgINIINATION BY CONSULTANTS As suppliers of goods or services to the City of Santa Ana, the Firm listed below certifies that it does not discriminate in its employment with regard to race, color, religion, sex, or national origin; that it is in compliance with all federal, state .and local directives and executive orders regarding non- discrimination in employment; and that it agrees to demonstrate positively and aggressively the principle of equal opportunity in employment. WE AGREE SPECIFICALLY: 1. To take affirmative steps to hire minority employees with the company. 2. To establish or observe employment policies within affirmative promotion opportunities for minority persons at all job levels. 3. To communicate this policy to all persons concerned, including all company employees, outside recruiting services, especially those servicing minority communities, and to the minority communities at large. FIRM TITLE OF PERSON SIGNING SIGNATURE DATE Please include any additional information available regarding equal opportunity employment programs now in effect within your company. is 25B-95 ATTACHIVIENT "B" SAMPLE ADDITIONAL INSURED ENDORSEMENT Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees; agents and representatives are named as additional insureds ("additional insureds") with regazd to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the name insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carved by or for the benefit of the additional insureds. 3. This insurance applies sepazately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional- insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # Issued to Name Insured the endorsement form as part of Countersigned by 19 25B-96 ATTACI~VIENT "C" NON-EXCLUSIVE AGREEMENT TO PROVIDE CARNIVALS AT CITY PARKS THIS AGREEMENT, made and entered into this day of , 2008 by (hereinafter "Operator"), 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 (hereinafter "City"). RECITALS On October 18, 2007, the City issued a Request For Proposals for carnival operators to provide carnivals at specified City owned parks. Operator submitted a proposal to provide carnival services. Operator represents that Operator is able and willing to provide carnival services as specified in the Request for Proposals to the City. In undertaking the performance of this Agreement, Operator represents that it is knowledgeable in its field and that any services performed by Operator under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional carnival operator in the field. NOW THEREFORE, in consideration of the mutual and respective promises set forth herein, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. PRENIISES AND USE (A) The City of Santa Ana owns the following community park ("Park") within its boundaries: located at., Santa Ana. City hereby grants to the Operator anon-exclusive, revocable user agreement to encroach upon the specific areas of the above stated Park ("Carnival Areas") delineated in the rendering of the Park attached hereto Exhibit "", for the purpose of providing a carnival ("Carnival Event") and for no other purpose. Operator shall provide during the term of this Agreement on dates approved by the Executive Director of Parks, Recreation and Community Services Agency as set forth in Section 3 hereof. (B) The right and permission of Operator is subordinate to the prior and paramount right of the City to use the City owned Parks described herein above in their entirety for public purposes to which they presently are and may, at the option of the City, be devoted. Operator agrees to use the Carnival Areas at all times in such manner as will not unreasonably interfere with the full use and enjoyment of the Parks by the City, its residents and guests. (C) Operator hereby acknowledges that title to the Parks is vested in the City and agrees never to assail or challenge the same, and further agrees that Operator's use and occupancy of the Carnival Areas within the Parks shall be limited solely to the permission for such use and occupancy granted herein. 20 25B-97 (D) As a covenant to this Agreement, Operator agrees to adhere to and comply with all of the terms, conditions and responsibilities enumerated in the Request For Proposals, RFP ,issue date (hereinafter "RFP") attached hereto as Exhibit "" and incorporated herein by reference. Any failure to adhere to and comply with the terms, conditions and responsibilities enumerated in the Request for Proposal, RFP shall be deemed a breach of this Agreement and of the RFP. (E) The parties hereto agree that if, at the sole discretion of the City, a Carnival Event should not proceed on the dates set forth in Section 3 hereof due to foul or inclement weather, the City at its discretion may grant Operator alternative dates for the conducting of the Carnival Event within the term of this Agreement. If Operator desires to obtain alternative dates as provided in this paragraph, Operator must timely request the same from City. 2. SCOPE OF SERVICES Operator shall provide at the Park identified in Section3 hereof a full service Carnival Event complete with the rides, equipment and services as set forth in the RFP (Exhibit) to this Agreement. 3. FEES/DEPOSIT5/pERMITS/LICENSES At least 10 days prior to the commencement date of the Carnival Event as set forth below, Operator shall pay to City the applicable fee for use of the Carnival Area as further set forth below. Operator agrees to pay the City and City agrees to accept from Operator the following fees per Carnival Event. In addition to the fees set forth herein, Operator shall pay all required City fees and deposits including the fees for police services and Pazk clean up, and obtain all required permits and licenses as detailed in the RFP, Exhibit hereto. All fees and deposits shall be due and payable as set forth in the RFP. The vendor agrees that failure to pay the cleanup/damage deposit and/or any other outstanding balances and fees a minimum of ten (10) days prior to the start of the event will result in a penalty of $500 per day . The vendor will-not be allowed to stazt an event if there is any unpaid balance- due. 4. SECURITY DEPOSIT Contemporaneously with the execution of this Agreement, Operator shall deposit with City the additional sum of $5,000.00 as a security deposit. The deposit shall be held by City, without liability for interest, as security for the faithful performance by Operator of all the terms, covenants, and conditions of this Agreement to be kept and performed by Operator during the Term of this Agreement, or any extension thereof, and including the removal of Operator's facilities as set forth herein. Assuming successful completion of all terms and conditions of this Agreement, including those within 21 25B-98 the RFP, the security deposit and any unused fees shall be returned within 60 days of the final carnival event provided for herein. 5. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2008 unless terminated earlier in accordance with this Agreement. The term of this Agreement may be extended for an additional 1 year term at the City's sole discretion through a writing executed by the Executive Director of the Parks Recreations and Community Services Agency and the City Attorney. 6. NON-POSSESSORY INTEREST City retains full possession of the Park and Carnival Area and Operator will not acquire any interest temporary, permanent, irrevocable, possessory or otherwise by reason of this Agreement, or by the exercise of the permission given herein. Operator will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. 7. NON RECORDING Neither party shall record this Agreement 8. RECORD KEEPING AND AUDIT A. Operator shall establish and maintain separate accounting records for each Carnival Event at the specified Parks. Operator's accounting system shall conform to generally accepted accounting principles and all records shall provide a breakdown of total costs and revenues associated with the Park Carnival Events. B. All Operator's records of revenues and repairs pertaining to the Carnival Events referenced herein shall be kept for the duration of this Agreement and made available at all times for audit by City upon. request 9. INDEPENDENT CONTRACTOR Operator 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 anemployer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Operator performs the services which are the subject matter of this Agreement; however, the services to be provided by Operator shall be provided in a manner consistent with all applicable standards and regulations governing such services. Operator 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 applic~.ble withholding taxes. 22 25B-99 10. INSURANCE Prior to undertaking performance of any work relative to a Carnival Event under this Agreement, Operator shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: A. Commercial General Liability Insurance. Operator shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees as additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury,- including death. resulting there from and damage to property, resulting from any act or occurrence arising out of Operator's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts. of insurance shall be not less than the following: single-limit coverage applying to bodily and personal injury, including death resulting there from, and property damage, in the total amount of $5,000,000.00 per occurrence. Operator shall supply City with a fully executed additional insured endorsement in substantially the form attached as Exhibit B to the RFP, Exhibit B hereto, upon execution of this Agreement and shall be approved in form by the City Attorney. B. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000.00 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Operator, if Operator has any employees, is required to be insured against liability for worker's compensation or to undertake self:insurance. Prior to commencing the performance of the work under this Agreement, Operator agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000.00 per accident. D. If Operator is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000.00 per claim. E. The following requirements apply to the insurance to be provided by Operator pursuant to this section: i. Operator shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City; and shall state as follows: "The above detailed coverage is not subject to any deductible or self-insured retention, or any other form of similar type limitation." 23 25B-100 iv. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with City prior to the execution of this Agreement. At least thirty (30) days prior to the expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with the City. F. If Operator fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Operator agrees to indemnify the City for any work performed prior to approval of insurance. by the City. 11. INDEMNIFICATION Operator agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the. direct or indirect operations of the Operator or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in Sections 1, 2 and 3 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Agreement or by reason of the terms of, or effects, arising from this Agreement. The Operator further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by'the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Operator shall protect, defend, indemnify and save and hold harmless the City, its officers, officials, employees, and agents from and against any and all liability, loss, damage, expenses, costs (including without limitation costs and fees of litigation of any nature) arising out of or in connection with Operator's performance of this Agreement or any failure to comply with any of Operator's obligations contained in this Agreement by Operator, its officers, agents or employees. 12. TRASH/UTILITIES/CLEANUP Operator is responsible for the collection and disposal of all trash as specified in the RFP (Exhibit B) including the providing of the required 40 yard roll-off dumpsters. Operator is responsible for the continuous cleaning of the City Park, including the restrooms, at all times while acting pursuant to this agreement as set forth in paragraphs AZ - A4 of the RFP. The area to be cleaned includes the parking lots and the surrounding neighborhood and streets. Further, with the exception of the City supplying two (2) potable water hookups as set forth in paragraph A9 of the RFP, Operator is 24 25B-101 responsible for supplying all utilities to be used during the Carnival Events, including supplying the required portable toilets as specified in the RFP. 13. HAZARDOUS MATERIALS Operator represents and warrants that its use of the Carnival Area herein will not generate any hazardous substance, and it will not store or dispose on the Pazk and/or Carnival Area nor transport to or over the Pazk and/or Carnival Area any hazardous substance. Operator further agrees to clean-up and remediate any hazardous substance on the Park and/or Carnival Area and Property, and hold City harmless from and indemnify City against any release of any such hazazdous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof except any release caused by the negligence of City, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or radioactive substance, or other similaz term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules maybe amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. 14. WASTE OR NUISANCE Operator shall not commit or permit the commission by others of any waste on the Park or Carnival Areas. Operator shall not maintain, commit, or permit the maintenance or commission of any nuisance as defined in Section 3479 and/or Section 3480 of the California Civil Code on the Park or Carnival Areas; and Operator shall not use or permit the use of the Pazk or Carnival Areas for any unlawful purpose. . 15. PUBLIC NECESSITY City may immediately temporarily suspend operation of this Agreement and the Carnival Event in the event of public necessity or emergency, as may be determined by the. City Manager. Such suspension will terminate when the public necessity or emergency no longer exists. // 16. ON-SITE OFFICE One (1) trailer-type vehicle will be allowed to pazk in the Carnival Area, in a location pre- determined by the Park Superintendent, to be used exclusively as a business office by Operator. This vehicle must be equipped as an office and used only as such. Under no circumstances is this vehicle to be used for sleeping accommodations while on Pazk premises. The office vehicle will be allowed on the premises for the period provided for all other carnival equipment pursuant to the RFP. 25 25B-102 17. LIENS Operator will not permit any mechanics' or materialmens' or other liens to stand against the City Park or Carnival Area by reason of any use or occupancy by Operator, or any person claiming under Operator. 18. TERMINATION IN THE EVENT OF CASUALTY OR CONDEMNATION In the event of any damage, destruction or condemnation of the Park and/or Carnival Area, which renders the Park and / or Carnival Area unusable or inoperable in Operator's judgment, Operator shall have the right, but not the obligation,. to terminate the Agreement with respect to the subject Carnival Area by giving written notice to the City within thirty (30) days after such damage, destruction or condemnation. If by virtue of such damage, destruction or condemnation, City determines that the Park and / or Carnival Area is no longer adequate for Operator to continue its operations, or any repairs to the Park and / or Carnival Area to remedy such damage, destruction or condemnation have not been completed or cannot reasonably be completed outside of forty-five (45) days from the date of the upcoming scheduled carnival, City may terminate this Agreement upon thirty (30) written notice to Operator. In the event of condemnation, unless Operator is allowed by the condemning authority to continue its operations in the Carnival Area, this Agreement shall terminate as of the date title to the Property vests in the condemning authority or Operator is required to cease its operations, whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to City. 19. TERMINATION This Agreement may be terminated by the City without cause upon thirty (30) days written notice of termination. City may terminate this Agreement for cause upon three (3) days written notice for any violation of the terms contained herein. 20. DEFAULT BY OPERATOR Should Operator default in the performance of any of the terms, conditions, or obligations contained in this Agreement, City may, in addition to the remedies specified elsewhere in this Agreement and the attached RFP, re-enter and regain possession of the Carnival Area in the manner provided by the laws of unlawful detainer of the State of California then in effect. 21. INSOLVENCY OF OPERATOR The insolvency of Operator as evidenced by a receiver being appointed to take possession of all or substantially all of the property of Operator, or the making of a general assignment for the benefit of creditors by Operator, or the filing of a petition in bankruptcy shall terminate this Agreement and entitle City to re-enter and regain possession of the Carnival Area. 26 25B-103 22. CUMULATIVE REMEDIES The remedies given to City in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law or elsewhere provided in this Agreement. 23. WAIVER OF BREACH The waiver by City of any breach by Operator of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Operator either of the same or another provision of this Agreement. 24. CONFLICT OF INTEREST CLAUSE Operator 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. 25. 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, addressed to the party concerned 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 Telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa. Ana, California 92702 27 25B-104 and, City Attorney City of Santa Ana 20 Civic Center Plaza. (M-29) P.O. Box 1988 Santa Ana, California 92702 Telefacsimile (714) 647-6515 To Operator: A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other 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. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 26. CONTRACT ADMINISTRATOR The Executive Director of Pazks Recreation and Community Services Agency, or his/her designee, shall be City's Contract Administrator for this Agreement and all approval and notices required to be given herein shall be so directed and addressed. 27. COMPLIANCE WITH LAWS Operator shall, at Operator's own cost and expense, comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state, county and municipal, relating to Operator's use and occupancy of the Pazk and Carnival Area and Operator's facilities whether such statute, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by Operator in a proceeding brought against Operator by any government entity, that Operator has violated any such statute, ordinance, regulation, or requirement shall be conclusive as between City and Operator and shall be considered grounds for termination of this Agreement by City. Operator will obtain all permits and other governmental approvals, required in connection with Operator's activities hereunder, anal update such permits/approvals as necessary. 28. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Operator, 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, including the RFP, the terms of this Agreement shall prevail. This Agreement may not be modified except by written 28 25B-105 instrument signed by the City and by an authorized representative of Operator. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any parry, or anyone acting on behalf of any parties, which are not embodied herein. 29. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Operator, Operator 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 Operators retained by City. 30. NON-DISCRINIINATION Operator 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. Operator affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 31. JURISDICTION -VENUE This Agreement and all questions relating to its validity, interpretation, performance, and enforcement .shall be governed and construed in accordance with the laws of the State of California. 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. 32. ATTORNEY'S FEES Except as otherwise provided in this Agreement, in the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. 33. PROFESSIONAL LICENSES Operator shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Operator shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 29 25B-106 34. BINDING ON HEIRS AND SUCCESSORS This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of this Section shall not be deemed to be a waiver of any of the conditions against assignment set forth herein. 35. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the termination, or expiration of this Agreement, shall so survive 36. MISCELLANEOUS PROVISIONS A. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall 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. // // // /f // // IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. CITY OF SANTA ANA DAVID N. REAM City Manager ATTEST: PATRICIA E. HEALY Clerk of the Council 30 25B-107 OPERATOR: sy: (Print Name)_ (Title) Tax I.D. # RECOMMENDED FOR APPROVAL: Gerardo Mouet Executive Director of the Parks Recreation and Community Services Agency APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney By: Joseph Straka Assistant City Attorney 31 25B-108 ADDENDUM NO.1 REQUEST FOR PROPOSAL FOR A CARNIVAL PROMOTER TO PROVIDE CARNIVALS AT CITY OWNED PARKS RFP REFERENCE NO: 07-085 PRCSA DATE DUE: NOVEMBER 9, 2007 Notice is hereby given that the City of Santa Ana, Parks, Recreation and Community Services Agency -has made certain modificaaUOnms,shall become a part of the original Request for P oposal NO: 07-085 PRCSA. This adden due by 5:00 p.m. on November 9, 2007. This addendum is provided in response to questions asked at the pre-proposal conference conducted on October 25. 1. Page 5, Section II. Please clarify the number of food booths and information booths allowed. Up to 20 food and information booths of twee 10 xd20). f The remainder can be snon p ofit, booths can be cooking booths (or up commercial or sponsorship booths. Please include in you plot plan what goods and services each of these booths will offer and the dimension of each booth. The. City must approve all goods sold at commercial booths. Massage booths are not allowable. 2. Page 7, Section IV. A. 2, first paragraph shall be revised as follows: REQUIRED CLEANUP/DAMAGE DEPOSIT -Upon selection, vendor must provide a $5,000 refundable damage/clean-up deposit to the City of Santa Ana, Parks, Recreation and Community Services Agency a minimum often (10) business days before the start date of the event. Monies will be deducted from the deposit for repair of any damages incurred, cleanup of the park, unforeseen security or staff costs, or any other charges caused by the event. An remainin monies from the deposit will be refunded to vendor at the conclusion of Should costs incurred by the vendor (as stated above) be greater than the total deposit, the vendor will be invoiced for the balance due. The vendor will be r aired to submit the balance due 10 da s rior to conducting another event. e 3. Page 8, Section IV. A. 8, second paragraph shall be revised as follows: No more than ~ cooking booths will be allowed. Actual event rules and regulations will be provided to the vendor at plan check and copies shall be provided to each booth operator by the vendor. Vendor must provide all event electricity. Hookups to park electrical outlets will not be permitted. Vendor agrees to pay a $500 penalty per day for each violation. 25B-109 4. Page 11, Section IV. A. 18, second paragraph shall be revised as follows: A post-inspection meeting shall be completed on the y following the carnival activity at 2:00 pm., unless otherwise stipulated by representatives of the Santa Ana Police Department and the Pazks, Recreation and Community Services Agency. Failure to do so will result in a fine of $1,000 per day and may lead to a suspension of future events. 5. Page 12, Section IV. A. 21, shall be revised as follows: CARNIVAL HOURS -The carnival may not operate earlier than noon each day and no later than 11:00 p.m. on Thursday (if applicable), Friday and Saturday and no later than 10:00 .m. on Sunda.. Carnivals o ratin on Monday may play until 11:00 p.m. on Sunday night icket sales and .food sales must stop one half hour prior to the scheduled carnival closing time. Vendor agrees to pay a $500 penalty per day for each violation of this section. 5. Please describe where the Carnival at Centennial Park will take place. Please find attached park maps that describe all carnival boundaries. Should you have any questions or require additional information, please contact Robert Carroll at your convenience, (714) 571-4218. Date Mailed: November 1, 2007. 2 25B-110 NON-EXCLUSIVE AGREEMENT TO PROVIDE CARNIVALS AT CITY PARKS THIS AGREEMENT, made and entered into this day of January, 2008 by "O" Entertainment, Inc., (hereinafter "Operator"), 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 (hereinafter "City"). RECITALS On October 18, 2007, the City issued a Request for Proposals, No. 07-085-PRCSA, seeking carnival operators to provide carnivals at specified City owned parks. Operator submitted a proposal to provide carnival services Operator represents that Operator is able and willing to provide carnival services to the City as specified in the Request for Proposals No. 07-085-PRCSA and any addendums thereto. In undertaking the performance of this Agreement, Operator represents that it is knowledgeable in its field and that any services performed by Operator under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional carnival operator in the field. NOW THEREFORE, in consideration of the mutual and respective promises set forth herein, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. PREMISES AND USE (A) The City of Santa Ana owns the following community parks ("Parks") within its boundaries: Jerome Park located at 2115 W. McFadden Ave., Santa Ana. City hereby grants to the Operator anon-exclusive, revocable user agreement to encroach upon the specific areas of the above stated Parks ("Carnival Areas") delineated in the renderings of the Parks attached hereto and collectively referenced as Exhibit "A", for the purpose of providing carnivals and for no other purpose. Operator shall provide one (1) carnival ("Carnival Event") at each location during the term of this Agreement on dates approved by the Executive Director of Parks, Recreation and Community Services Agency as set forth in Section 3 hereof. (B) The right and permission of Operator is subordinate to the prior and paramount right of the City to use the City owned Parks described herein above in their entirety for public purposes to which they presently are and may, at the option of the City, be devoted. Operator agrees to use the Carnival Areas at all times in such manner as will not unreasonably interfere with the full use and enjoyment of the Parks by the City, its residents and guests. (C) Operator hereby acknowledges that title to the Parks is vested in the City and agrees never to assail or challenge the same, and further agrees that Operator's use and occupancy of the Carnival Areas within the Parks shall be limited solely to the permission for such use and occupancy granted herein. 25B-111 (D) As a covenant to this Agreement, Operator agrees to adhere to and comply with all of the terms, conditions and responsibilities enumerated in the Request for Proposals, RFP 07- 085-PRCSA, issue date October 18, 2007, and Addendum No. 1 thereto (hereinafter, collectively "RFP") attached hereto as Exhibit "B" and incorporated herein by reference. Any failure to adhere to and comply with the terms, conditions and responsibilities enumerated in the RFP shall be deemed a breach of this Agreement and of the RFP. (E) The parties hereto agree that if, at the sole discretion of the City, a Carnival Event should not proceed on the dates set forth in Section 3 hereof due to foul or inclement weather, the City at its discretion may grant Operator alternative dates for the conducting of the Carnival Events within the term of this Agreement. If Operator desires to obtain alternative dates as provided in this paragraph, Operator must timely request the same from City. 2. SCOPE OF SERVICES Operator shall provide at each of the Parks identified a full service carnival complete with the rides, equipment and services as set forth in the RFP (Exhibit B) to this Agreement. 3. FEES/DEPOSITS/PERMITS/LICENSES At least 10 days prior to the commencement date of each Carnival as set forth below, Operator shall pay to City the applicable fee for use of the Carnival Area as further set forth below. Operator agrees to pay the City and City agrees to accept from Operator the following fees per Carnival Event. Park/ Carnival Dates Fee Jerome Park $7,000.00 March 21, 22 and 23, 2008 In addition to the fees set forth herein, Operator shall pay all required City fees and deposits including the fees for police services and Park clean up, and obtain all required permits and licenses as detailed in the RFP, Exhibit B hereto. All fees and deposits shall be due and payable as set forth in the RFP. Additionally, failure to pay the cleanup/damage deposit and/ or any other outstanding balances and fees a minimum of ten (10) business days prior to the start of the event will result in a penalty of $500 per day. The vendor will not be allowed to start an event if there is an unpaid balance. Vendor is subject to other monetary penalties for failure to perform as set forth throughout the RFP. 4. SECURITY DEPOSIT 2 25B-112 Contemporaneously with the execution of this Agreement, Operator shall deposit with City the additional sum of $5,000.00 as a security deposit. The deposit shall be held by City, without liability for interest, as security for the faithful performance by Operator of all the terms, covenants, and conditions of this Agreement to be kept and performed by Operator during the Term of this Agreement, or any extension thereof, and including the removal of Operator's facilities as set forth herein. Assuming successful completion of all terms and conditions of this Agreement, including those within the RFP, the security deposit, or any remaining portion thereof, and any unused fees shall be returned within 60 days of the final carnival activity provided for in the RFP. 5. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2008 unless terminated earlier in accordance with this Agreement. The term of this Agreement may be extended for an additional 1 year term at the City's sole discretion through a writing executed by the Executive Director of the Parks Recreations and Community Services Agency and the City Attorney. 6. NON-POSSESSORY INTEREST City retains full possession of the Park and Carnival Area and Operator will not acquire any interest temporary, permanent, irrevocable, possessory or otherwise by reason of this Agreement, or by the exercise of the permission given herein. Operator will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. 7. NON RECORDING Neither party shall record this Agreement 8. RECORD KEEPING AND AUDIT A. Operator shall establish and maintain separate accounting records for each Carnival Event at the specified Parks. Operator's accounting system shall conform to generally- accepted accounting principles and all records shall provide a breakdown of total costs and revenues associated with the Park Carnival Events. B. All Operator's records of revenues and repairs pertaining to the Carnival Events referenced herein shall be kept for the duration of this Agreement and made available at all times for audit by City upon request 9. INDEPENDENT CONTRACTOR Operator 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 25B-113 to allow the City to exercise discretion or control over the professional manner in which Operator performs the services which are the subject matter of this Agreement; however, the services to be provided by Operator shall be provided in a manner consistent with all applicable standards and regulations governing such services. Operator 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. INSURANCE Prior to undertaking performance of any work relative to a Carnival Event under this Agreement, Operator shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: A. Commercial General Liability Insurance. Operator shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees as additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Operator's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $5,000,000 per occurrence. Operator shall supply City with a fully executed additional insured endorsement in substantially the form attached as Exhibit B to the RFP, Exhibit B hereto, upon execution of this Agreement and shall be approved in form by the City Attorney. B. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Operator, if Operator has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Operator agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. D. If Operator is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. E. The following requirements apply to the insurance to be provided by Operator pursuant to this section: i. Operator shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. 25B-114 ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City; and shall state as follows: "The above detailed coverage is not subject to any deductible or self-insured retention, or any other form of similar type limitation. " iv. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with City prior to the execution of this Agreement. At least thirty (30) days prior to the expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with the City. v. If the certificate of insurance is in the name of the carnival operator it shall include the name of the carnival promoter as additionally insured. F. If Operator fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Operator agrees to indemnify the City for any work performed prior to approval of insurance by the City. 11. INDEMNIFICATION Operator agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Operator or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in Sections 1, 2 and 3 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Agreement or by reason of the terms of, or effects, arising from this Agreement. The Operator further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 25B-115 Operator shall protect, defend, indemnify and save and hold harmless the City, its officers, officials, employees, and agents from and against any and all liability, loss, damage, expenses, costs (including without limitation costs and fees of litigation of any nature) arising out of or in connection with Operator's performance of this Agreement or any failure to comply with any of Operator's obligations contained in this Agreement by Operator, its officers, agents or employees. 12. TRASH/UTILITIES/CLEANUP Operator is responsible for the collection and disposal of all trash as specified in the RFP (Exhibit B) including the providing of the required 40 yard roll-off dumpsters. Operator is responsible for the continuous cleaning of the City Park, including the restrooms, at all times while acting pursuant to this Agreement as set forth in the RFP. The area to be cleaned includes the parking lots and the surrounding neighborhood and streets. Further, with the exception of the City supplying two (2) potable water hookups as set forth in the RFP, Operator is responsible for supplying all utilities to be used during the Carnival Events, including supplying the required portable toilets as specified in the RFP. Persons performing clean-up shall be employees or subcontractors of the vendor. 13. HAZARDOUS MATERIALS Operator represents and warrants that its use of the Carnival Area herein will not generate any hazardous substance, and it will not store or dispose on the Park and/or Carnival Area nor transport to or over the Park and/or Carnival Area any hazardous substance. Operator further agrees to clean-up and remediate any hazardous substance on the Park and/or Carnival Area and Property, and hold City harmless from and indemnify City against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof except any release caused by the negligence of City, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. 14. WASTE OR NUISANCE Operator shall not commit or permit the commission by others of any waste on the Park or Carnival Areas. Operator shall not maintain, commit, or permit the maintenance or commission of any nuisance as defined in Section 3479 and/or Section 3480 of the California Civil Code on the Park or Carnival Areas; and Operator shall not use or permit the use of the Park or Carnival Areas for any unlawful purpose. 25B-116 15. PUBLIC NECESSITY City may immediately temporarily suspend operation of this Agreement and the Carnival Event in the event of public necessity or emergency, as may be determined by the City Manager. Such suspension will terminate when the public necessity or emergency no longer exists. 16. ON-SITE OFFICE One (1) trailer-type vehicle will be allowed to park in the Carnival Area, in a location pre-determined by the Park Superintendent, to be used exclusively as a business office by Operator. This vehicle must be equipped as an office and used only as such. Under no circumstances is this vehicle to be used for sleeping accommodations while on Park premises. The office vehicle will be allowed on the premises for the period provided for all other carnival equipment pursuant to the RFP. 17. LIENS Operator will not permit any mechanics' or materialmens' or other liens to stand against the City Park or Carnival Area by reason of any use or occupancy by Operator, or any person claiming under Operator. 18. TERMINATION IN THE EVENT OF CASUALTY OR CONDEMNATION In the event of any damage, destruction or condemnation of the Park and/or Carnival Area, which renders the Park and / or Carnival Area unusable or inoperable in Operator's judgment, Operator shall have the right, but not the obligation, to terminate the Agreement with respect to the subject Carnival Area by giving written notice to the City within thirty (30) days after such damage, destruction or condemnation. If by virtue of such damage, destruction or condemnation, City determines that the Park and / or Carnival Area is no longer adequate for Operator to continue its operations, or any repairs to the Park and / or Carnival Area to remedy such damage, destruction or condemnation have not been completed or cannot reasonably be completed outside of forty-five (45) days from the date of the up coming scheduled carnival, City may terminate this Agreement upon thirty (30) written notice to Operator. In the event of condemnation, unless Operator is allowed by the condemning authority to continue its operations in the Carnival Area, this Agreement shall terminate as of the date title to the Property vests in the condemning authority or Operator is required to cease its operations, whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to City. 19. TERMINATION 25B-117 This Agreement may be terminated by the City without cause upon thirty (30) days written notice of termination. City may terminate this Agreement for cause upon three (3) days written notice for any violation of the terms contained herein. 20. DEFAULT BY OPERATOR Should Operator default in the performance of any of the terms, conditions, or obligations contained in this Agreement, City may, in addition to the remedies specified elsewhere in this Agreement and the attached RFP, re-enter and regain possession of the Carnival Area in the manner provided by the laws of unlawful detainer of the State of California then in effect. 21. INSOLVENCY OF OPERATOR The insolvency of Operator as evidenced by a receiver being appointed to take possession of all or substantially all of the property of Operator, or the making of a general assignment for the benefit of creditors by Operator, or the filing of a petition in bankruptcy shall terminate this Agreement and entitle City to re-enter and regain possession of the Carnival Area. 22. CUMULATIVE REMEDIES The remedies given to City in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law or elsewhere provided in this Agreement. 23. WAIVER OF BREACH The waiver by City of any breach by Operator of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Operator either of the same or another provision of this Agreement. 24. CONFLICT OF INTEREST CLAUSE Operator 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. 25. 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, addressed to the party concerned as follows: To City: Clerk of the City Council 25B-118 City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 and, City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Telefacsimile (714) 647-6515 To Operator: O Entertainment, Inc. Attn: Roy Hassett 539 East Bixby Road, Suite 59 Long Beach, CA 90807 Telephone (562) 495-5959 Telefacsimile (562) 495-5961 A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other 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. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 26. CONTRACT ADMINISTRATOR The Executive Director of Parks Recreation and Community Services Agency, or his/her designee, shall be City's Contract Administrator for this Agreement and all approval and notices required to be given herein shall be so directed and addressed. 25B-119 27. COMPLIANCE WITH LAWS Operator shall, at Operator's own cost and expense, comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state, county and municipal, relating to Operator's use and occupancy of the Park and Carnival Area and Operator's facilities whether such statute, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by Operator in a proceeding brought against Operator by any government entity, that Operator has violated any such statute, ordinance, regulation, or requirement shall be conclusive as between City and Operator and shall be considered grounds for termination of this Agreement by City. Operator will obtain all permits and other governmental approvals, required in connection with Operator's activities hereunder, and update such permits/approvals as necessary. 28. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Operator, 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, including the RFP, 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 Operator. 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 parties, which are not embodied herein. 29. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Operator, Operator 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 Operators retained by City. 30. NON-DISCRIMINATION Operator 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. Operator affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 31. JURISDICTION -VENUE io 25B-120 This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be governed and construed in accordance with the laws of the State of California. 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. 32. ATTORNEY'S FEES Except as otherwise provided in this Agreement, in the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. 33. PROFESSIONAL LICENSES Operator shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Operator shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 34. BINDING ON HEIRS AND SUCCESSORS This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of this Section shall not be deemed to be a waiver of any of the conditions against assignment set forth herein. 30. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the termination, or expiration of this Agreement, shall so survive 35. MISCELLANEOUS PROVISIONS A. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall 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. 11 25B-121 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: PATRICIA E. HEALY Clerk of the Council CITY OF SANTA ANA DAVID N. REAM City Manager APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney By: Joseph Straka Assistant City Attorney RECOMMENDED FOR APPROVAL: Gerardo Mouet Executive Director of the Parks Recreation and Community Services Agency OPERATOR (NAME) TITLE)_ Employer ID # or Individual SS # 12 25B-122 12!17'07 l~C-'V 15:32 FAT 1 760 715 4547 AC~R~M CERTIFICATE OF I,,.IABILITY INSURANCE bAYE(MMIDDIYYYY) O6j11/2007 PRODUCER (429) 954-3386 FAX (425) 451-3716 Arthur ,7 _ Gallagher Risk Deanagement Services, IAC. P .O . Sax 367 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONt'l'RS NQ RIGHTS UPt)N TFtE CERTIFICATE HDLDER_ THIS C1=RTIFNCATE DOES NQT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED t3Y THE POLtCiES BELOW_ Bellevue, FIA 98009-4357 INSURERS AFFORDING COVERAGE NAIC !k INSURED Christiansen AmuSEm@ntS, Ina. INSURERfi American States Insurance Cv P. O, SOX 997 INSURER B: -----..__.~._._ Eseondida, trA 92p33-0997 I.+tSURERG: 1.N5JkER D: INSURER Er R[1V F A A(, FR TWE POLICIES OF INSUAANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED AHOVE FOR THE POLICY PERK)D INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDffION OF ANY CONTRACT OR OTHER DOCUMENT WfT3-E RESPECT TO W HIGH THt$ t;ERTIFiirATE MAY BE ISSl1ED OR IvIAY PERTAIN, SHE INSURANCE AFFORDED BY THE POLICIES DESORIBED HEREIN IS SUBJECT TQ ALL THE TEFiM5, EXCLUSIQNS AND CONDff10N$ OF ,°,L~CH POLICIES. AGGREGATE LIMITS SHOW N MAY HAVE BEEN Rt-DUCED BY PAS CLAIMS_ _.~~_.~ RJSft DD' TYPE OF INSUflANCE POLICY NUMBER POLICY EFFECTIVE POLJCY 2XPIRATpN L)M1TS pENERAL LIABILITY EACH OCCURRENCE S CQMMERCUiL 49ENERAL LIABILITY PAMAflE TC RENTEP F.AFR4ISES.1EalsFUr~~-~_... . ~, { CLAfAAS MADE a OCCUR MED EXP (An anc crsan) $ y p P!'=R$4NAL $ ADV IN~IIJRY $ Q$NFRAL AC}I#iEpATE $ GEN'L aQfiakEDAt`E LIMIT APPLIE5 PER: PRODUCTS - COMPNP AGCi S POLICY PERCQT- LCC AUTOAAt791LELUnBILITY 01CH49116101 04/01/2007 04/01200$ ooM61NED6INQLEUMI7 ~ % ANY AUTO (~ acldent) 1, 000, 04 ALL OWNED AUTOS BOOILY IRUU~iY $ A SCHEDULED AUTOS (FCr Pu~o^I HIRED AUTQ$ 60DILY INJURY $ NON-0WNED AUTOS (Pr1 accident) PROPERTY DAMAGE P id ~ ( er arx en~ ~' GARAGELIABILRY ALrfOONLY-EA ACCIDENT $ J ANY AUTO EA ACC OTHER THAN $ . AUTO ONLY: - At~G $ ^CtESSAl1ieRELLA LIABIL[[Y EACH OCCURkENCE $ DCCUft ~ CLAIMS MADE AGGRL-GATE $ $ _ DEGUCT19Lc . .~ RETENTION $ S WORKERS COMPENSATION AND ENPLOYERS' LUIBIGTY WC STATU- OTH- ANY PROPRiETOR,PARTNERIE%ECUTIVE E.L. E.4C}I AQ^.tDENT $ OFFICER/MEMBEft E]CCLUDED? It Yes dBesrlba under EL DISEASE- EA EMPLOYEE $ .. _ ~ ,. . , SPECIAL PROvI51ON5 neiow EL DISEASE - POL'CV L]MIT _..... ._... ,_. $ OTHER DESGRiPTtON QF OPERATIONS! LDCATION6 / VEHICLES / EXCLUSKlN6 ADOEO BY ENDORSENIEM! SPECIAL PROVt51QN$ The City of Santa Ana, its officers, agents, empiayeea, representatives and vplunteers a=e included as additional insureds but only as respects the opearation of the named insu~d per policy terms snd conditions for the dates June 25, 2007 through July 3, 2007_ CHRISTIAVSEN A'_+ifJSEIiE_VTS City of Santa Ana nttn~ Darla ~aAtpkins BB$ W_ Santa Ana 81vd_, t~20U Santa Ana, CA 42701 AUTHOR~O REPRESENTATIVE .....:............~...... - Dave HazalanjJOANNE ~ ~f~-."~'"°:"-:`- A6:VKL)15[2A07)(~) r'~= t'!19)h71-A2U9 SHOULb ANY aP THE ABOVE OE9GRIRED PQLIG[E9 9E frANCE1LED BEFORE YHS EXPIRATION DATE TNEREOF, THE ISSUWG INSURER WIlL A9L WUL 30 DAYS WRITTEN NOTICE TO THE CERTGGATE HOLDER NAMED TO THE LEFT, ~ACORD CORPORATIDN 1988 25B-123 25B-124 FR~7M :0-ENTEFTfi+IMENT FF~~; NC. :55~495~~1 Dec. 17 2©!37 ~?:EBPM P1 '+ DEC-17-2007 MON 03.14 Ft~ FAX N0. 9~7 645 2810 P. 01 ~ERT~FICATL~ ~~ ~"N`~UR~T'~TCE ~ROC~UC~: pA`C'F l$$UFR: 12lI7RU07 COMPAIyY: !-~~ !'1?R KALAdAigSfYhi At}1'sNCY~ INC. laU'1,~ i.'1?R'fAiN UNi18RWRTC6R5 AT LLOYD'31 P,[i. BOX 440088 LONIAOW MAI't'[.,A!'JD, FL 32794-f40tx6 PH; (40'7) b45-S00© W~I,[C'Y NUErfBER: NCM065'7~4 FAX: (407) ti45,241 i p . Ci BNI'ERTAINMffiUT, IrIC. C.10 Ji0'Y NASStJ'1"i' U5/2S/3007 4512112008 339 E. BL~CBY Itt)AJ), 4 59 LONG BJrAG'~t, CAl.(FURNIA 90817 (BOTH X3A'YS AT 12:41 A.M 1.OCA(. 9y'ANgATIp T1ME) NAMED AHt3N43 Ft'!t~ TtJ}~• F'c~J.IC"Y PPtt10D II~tD1CATED, NOT WITHSTA1VDWti ANY 6R~QtJiR13MFNT, TERM(Sj OR ~- CONpCI'ft)1V(4i) QFANY CONTRACT t)R C?THER, QOCUMEN7' WPJ'N RR.4PP{T T{3 WNIC:H THIS CF,RTTFICATI3(S) i14AYH iS"~UED OR MAY PERTAIN. THE INSEIAANGI~ AFp(1Ri3}:tE3 KY THE POL(CJF«4 ABSt:RIBEG H$REIN IS SUBIJiCT `1't~ AI.I. THE TERMS, £sXCLU$IpN$ AAiI?/C}R CONDI'170]V!R t7F ."~(J4'Fi PDLtG7E.S.I.IMI`TS OF LIABILITY 51~IOWN MAY HAVE E31rF. REDUCBD H'Y ANY PAID Cl.A1MH TYPE 01~ iN13UitANCE: ._ _ .._ E LIMtT!~Q F~UC'Y ~, AG{#ItFGaTF ~-t~ X OW'Nliitti, i.A,TJDI.ORD9, ~ TCNA1d'I'S PZ3ItSONIAI.4• aDV'. IN'It3ttY~ S-0- FACN OCCURR[~VCIf: S 1,000,000.00 RGTRO DATf;: US/ZSiZ006 FI1tQ DAMAGE (ANYONE FIRE) S-0~ A17DCTIQNAI. IAISUIi.EI](S):1'F1E #:11'Y l)F SANTA ANA. IT3 4FFICE>~t8, FMPLQYEES, AOENT$ AND It~'RFSBN'I'A'Ili JF,ROMC PARK. C9IA,RE HEREBY ADDED A43 ADDITJt)NA>a MST,lRED ObrI..Y AF TIJ3~:X.1't !N'l'lrtt>~i'1' MAY APPI:.AR [N RT'SPECTS TO THE OPERATIQN(9} AERFORMED HY THE NAMEJq IN3UItJD ANJq/dR 1'f'4 EMPI.UYl=E(S) ONLY "T'~#J431't31,ICY 1$ PRIMARY AND N4IV-CONTRIB[]7'URY" S~ ATTAC'fIED AI)I)$NI1C i'14( "A" FUR IaF 9CRIPT((~1 OIL LIA>3rI.[TY CC~VERAGE(Sj AFF'URDBD_ - N'(' t~A'l'F:(S): MARtrf # 2#, 2008 THROUGH A4ARCFI 3p, .2008 L,QCATION: JEItOMB PARK IIV THls CITY OF SAN1~A A1uA GAJ.(Fi)RNIA 9Z7g1 THI3 GF~TIFICATF I3 ISSCJ~3 A'S A MATTER OF IIVFORMATILIN QNGY AND CONFERS N©RICR•!T9 UP41rT THl~ CBCt't'iF1t:.A•t'ir I1+.~LCfPR.TH15~ GF3RT1PiCATE DOES t+1QT AMENDS E7iTEND OR ALTER THE t~OVBRAQrF(S) AFFORI)P.f~ J7'IE POLICY(S) LISTIsD. "LIMITS SI{ONN' ARE Ti106E NrI E>J~+'>I'L'T A41'£1F Pp3.-CY 11YCEPTIOI~i." SHgULD ANY OF TI~EJ A80VI? pE.SCIIiH~j] I~OI.~CY(~)13F: CANC:I3LLTiD HBF(]1.tE THE EXPIRATI(?1+1 BATE THE~04~, THE ISBUTAiG CQM~'At+l'Y 1V'11..4. ~tMA IL ~0 DAYS WRTI"($N I~TICB TO TEIE CERTII'ICAT~; IiU1,p6R '~ IQ DAY NOTICE OF CAt`I'C~SL.LATIC)N VVII.Y. APY't-'Y !'A~i N(N+l-PAYMI'.NT (aP PRBMI~IM" CERTIAICA'f& HOLDER I ADDITiCII~JAL INSYJ)7ECti~ A[1T1 IOR17..RIS RFPR FNTATTVG: TH$ C[TY OIL 5AN'I'A ANA 2a c1~rIC C~f7'ER Pt-A~A t~aNTA ahTn, t~A,WF't)RNIA 92781 A'ITN: Pl.1R{:NASIhi4 DEPAItTM$N'T 1''AX4 3ti2/495-54ti! 7141171-4235 714/647-6944 I S X 25B-125 FROM :0-ENTERTAIMENT FAX N0. :5624'355%1 Dec. 17 21307 82:OSPM P2 aEC-1 ~-2007 rtaH U3:14 PF1 FRS No. 407 645 281Q g, 02 _AppIT I ClNAL IIiSURED "B" 'S~ENDQRSNT CHANGES YgUR POL~I~r FF.E~SE rtEAD IT CARE~'ClLLY. -- THIS FI~NDtJRBEMENT, EEFECTIVR: 3/28/07, ~'OF1l~ A BART CF ( AT 12:QI 11.M. LQCAL STANlaARD TIME ) ~+DLICY ND: 61CM0657q W99[JEA TO: D ENTERTAINl4ENT, xNG. AGEtGCY LE5TEbt IQ~7~1lANSQkJ AGENCY ZNC. / lIAxTLAt3D, FL. ISBtJEP ~3Y: 100$ CERTAIN Ul~DEYt~RITERB SIT I,LDYD' S / LONDdN TN CONSIAERATIOli C?S TEIE PRB1~dYr1M CHARGND, YT` IS HEREBY AGREED Abib L7Ni~EF~TQOD THAT 9U4H ADDITIi7NAI, Z239URLD(3} IS ,i ARE HEREBY ADDEp TQ T{#YS POLICY. ~/OR BY~ E1Ua3EQUENT CI~~tTIFTCATE(SI OF ZNSC]JtANCE I99UED BY LE5TER lCAI..M.~hI~1SON AfaENCY, Yt~C. WILL 8P ADDED O~t~,~i AS TIi$I~E INTL~RE9T8 MAY APPEAR. IT T$ AGREED 2AAT SUCH TN8t1RAATC& A9 IS AI'~'t3CtAED BY THL PbLiCY F'Of~ BODTLY TI~3URY AND 1~R~DPERTY DA[~-GE LIABILITY 313piL.L ATa90 AP£'LY TO EACE3 II4T8REST NAMED 1~ER CERTIFICRTEl9} OF INBUAA~TCE ISSUEb, AS AN IAIBURED, BUT ONI,x IN RESPECTS TO LIAHII,xI'x ARISING D'(7T OE` THE I?E9IGNATET? PREMISES o6' TF1E NAMED INSURED DR dI+LRATID~I(S} FER~'ORI~&b BY OR FOR THE Tt~A~D INSUREDS THE INCLUSiaN C38 $fJCH ADDTTI4A~AI. ZNTTuAS~3T{S) S13AX,z, ti4T OPERATE ~'0 INCREASE THE Cq~4PAWY~S STRT~rCf LIMITS {~~' I~IABII,ITY. IT IS AGREED THAT IP THIS POY,ICX i8 IS$tJ$L1 TO A L~IDpGTARX, Th$ IWSQRANCE AFFBRDED 9Y ISIS FDiD0R8FMLt$T StIAI,L NOT APPLY TO ANY EXECO'SIVE pEFICEA Of3 EMP3AYEe D42TH R$SP$CT TD INJURY OA TQ 3ICKiVESS, pISEASE {IFl pEATH Off' ANOTHER EXEdQTIVE O6~xC$R dR EMPS~dYEL 4E TA$ SAME F~'d8I+P7.'~i'R TNJ'iIREA IN TFiE COC1R91£ OS SUCH ~.'MPLC1YMgiNT. -- -~~ -- YT IS PURIFIER AGREED TfIAT' '"SO" DAYS NdT'IC$ ~?8 CAAICELLATIQN WILL I3E GLEN TG TF1F~ ADDITI4~tAT, INStJRED(S) IN TAE EYENT Q~' GANCEI,LATTON 4F T}tIS POLICY, U~iLESS OTHER9tISE STATED. ADDITIONAL INBQREUt A- 1'!FE CITY QF SAN?A r IT'S OF(i'ICFRS. RMEIAYE$5. ANL1 REpRESFiF~TATIV'EJ B) ,~RgpIE FARFf, SADF7~A ANA, CA P'~F~T DATE(&) : ~1ARCH 28 80, 2008 WARRAA'1'&©: A~1X ANA ALL AAbY'IIn1~tAL IN&C}Rl~p'8 ADDFn TQ THIS E'4LZCY BY GF.,RTZ]'i'ICATE tlb' IN90RANCE QR HY ENDORSEMENTr AS STATER ABOVE, ARE AAAED ON ONLY AS T~FEIR YNT$REBT MJ'iY APPEAR IN RESPECT'S TQ THE Ok~BR7AT'ION(3} 6/Old ACTIVITY (8} PLR~'ORbiED &/DR PRt3VIDED F3Y TJt$ NAMED IN'8[!A$D(S} 6/bl~ TT'8 EMPLOYEE (S} ONLY, ]1,Np SDR WHICE~ F,IAHILITY CAVTRA(dE 78 AA`If'bRbED &!QR $CkIEDULED ~1LAICIOI ANDICR .Fi&RETO. P li$M 1 U!Q CHA},iG$ D IN CCN3Ip~~if1TIO1J U8' rHE PREIyfZila[ GMA~ti3EDr Tl'11G A15QV$ RADZTTONA,L I aalt~A I9 ADDED TQ & alADE A PART' dE' THZS p"bLIGY FOE} T~iE STATED BVpNT TE (,~} faH!LY OR UNTIL EXPrRATIDN OF ~1`1~E POLICY PEA~a orli,Y. ALL QI'~i$R TERMS ANA CONDITTON9 QFi TAIS FDLZCY REMAIN NC GEO. Ei3AQR SEMBNT NUA[$ER X2/],7/07 X _ DATE A,[ITHORIZ REP 1 KALNIP~N£I{aN fPG-1~9/4~-ES+~-P-9p~AD-B) LEa~'UR N$ON AGENCY It~C. 25B-126 FROf1 :0-ENTERTRIMENT FAX hJO. :5524'3S5'~1 Der. 1? X707 Q2:09Ph1 P3 ~~~-iz-2ooz ~H o3~ ig ~t~ Fax ~a. 9oz say 2ato F, o~ C L~ A T N1 9 M A D E ~Oi7EUI~C7M "A'' FOR ' O ENT>rRTA,IND~lENT, INC , __---------------- ----__-----_-_-~_.._,_....~.W-------------......--~----------- AGENCY: LESTFR KAiaMAN3~N AGENCY INC. ~'.Q. BCJX 940008 MRITI.AND, FLORT't~ - tI.5.A. PH: 407-645-50dd ~' AU7-645--2810 POLICY PERIAA /TERM: 05/25107 Td 45/25/48 (12:41 ~1M ?rOCl1T~ STANDARD TTMEf ,~-,.~~..._,.____...._.~__ W_t--------------~______.~.._..~.--_~------__----------- Q©I,ICX / >~INDER NUMBER: NCMbtrS7k ClEBCRxPTIOk~ OF CLATMB MARL LIAETL.TTY' INSURANCE GpVER.ra,GE (S} -AFFORDED: A} sPECTAT4R LIABILITY COVBRAG S9 An'E'ORDED 5'OR T(iE AgP~?LXIN6 GF Y711~It7[IS COb~,'RF~CTEA TALENTS /ACTS TO HL 9~PT.I76p 3'Y ~fIE LVA4tEwU 7:IiSURED 6/OR iT' S EMRLf~YEE{S} TQ PERFORM AT VARTUU9 CONT>3ACTEC {bSAl I,GCATIONS ONLY. 8} PRR~SISPS LIABILITY COVERAGE I9 7l6'&'iDROED POR THE NAKED INSORED' S 7CVEAIT PLR7N71111~G ~lo~ c:00~zrt~~r~a i~crsl.NESS ~~ vARZ4ns coN~ACT~n >aCTx~rrTY (~~ ~IOa C3PTRATTON(S) E'DIt CONSIpERATTON PROVIDED SY TF~ i,1A)!ED SNS~lIiED &lOtt IT'S F.bQQI+OYEE (3 } 1PA ILE AT VARiOite L'ONTAAiCTSD (USA) LOCATILlD7S 9NLY . G) FREtyISEa LIABILITY COVERAGE IB R6'~'ORDED TO INCLODE THE 3ET U8, q3E ~14It TAt~ b01PN OS' TEIS l'lAt~o INSURILD' (S) O~PNIED F~7IPMENT) TC3 }3E USED IN CON~7IINCTIq~I FTIT~I TBF NAND IN3UREp' { S } C~ERCIAL CONTRA4~ED T,AI,ENT (S } I ACT { S } OPERATION (S ) / ACTIVITX(Sl ONLYr 41HILE AT 'VARIOI78 CaNI`R7-CTED (USA) LOCATION{9} ONLY. ~.) ANIMAL TAUNT ACT{SJ 1 3ii0W{$} ARE 9PECI~'TC,A,T,LX EXCI~tJDTwD UNL&~8 OTSERWTSE FINDORSEp HERETO ARID AI+T ADDIxION'AL PElEb4IUld CIiARGE I9 MyWE. ~} ANY / A~+L VEA1dDYi{S} / CONCTVS9I(1NAIRE{3} ~1OR CoNTRACTEO 'IALb~1xtS1 PROVIDED AX TFiTd DTAMED INSt}l4ED tdtl8x PACX1'IpS A CERTIF~GATE OF INSUiiAA1CE, ~'IilitOQGH AN ACCEPTABLE CARRIER, 9~ITIF MTpIMUM LIMITS C!F $1, OQO, 060.44 PER OCCURRENCE / AGGREC,Ax$, NAPdING 4 $N'~E~!'SAINNENTr I1+1C. 71,8 AN ADDITIONAL NAMEFj INgt1Et~0. 3} NAidED IN9VACa IS TO l4AINTATN A 9EPAItATE 9P'R1TTE1~ AGREEMENx aiI'II~ AIrS, 'IAS.&NTS {TAL.EN'F AGENTS} &/OR 4PZ'IFi ALZ CLIENTS &/OR VENG~S~ 4} TFiZS POLICY WILL BE SXCESS OVSli ANY OTHER VALiD 6/QR COI,I,ECTABI~ I.IAHIZITY IbI3UFtANCE POI,.YCIffi3 AisPLIC7IBLE FOR ALL CONTRACTORS / TAT,ENT3, [J~1LEg8 b'~1~ERiN'TSE STATED &/OR ENDOQSED HSRETO. ,~} LIABILITY COV$RA~3E IS SPECIFICALLY RltCi,C1DEi: ~R A}+IY ~`XTtOT1;CHhIICS. 6} ~tURKERB COMP>3NSATION f EMPI,QYER9 Lrl48IZITY COVERAGE IS 3PECTFICATrZY EXCLUDED FROM! THIS 1~.t,ICY FpR ANY IN3URX TO ANY E~+2PLOYEB3, ZNANFEN3~ENT CONTRACTA i!{yR VpLGTNTEERfi. 7} LI,~,gZLITy GOVEgAOE T8 SPERl6'ICALLY EXCL{3DED FOR ANY EXOTIC ?1NxlQALS. L PAGE 1 QF 1 ---~----------------~.,.- 25B-127 J ~.. . a V Y ~ < ~ Vy ~ Y Y ~ ~ Y ~ ~ ~ o ~ ~ ~ i I r ~~ ~- ~~ I .,. -i . , ; ~.. - vii...,;. ~~' - 1 ~F .~ ~ y .~. . __. ~_ .~ Y ~.. ~~ 1 _ t ~~ ': ~ ~ f - .© _ ~. _ _.. .~~a. J i r ~~' t r ~ l ~ J J ~f~j i ~~ ± +Ry _ ` ~r1'~S != ~~ G Y S r I L y. 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X71 N~ cn p ~ }- ~ ~ ~ ~ ~~ ~ _ a -v _ z .~ . ~ ,~, b ~` ~~~ - ~' _, rn f .. ~ •• ' :..~ o.:: .. .:.:a .' ~ ~, t ~• a j ~ I ~~ ~ - ~.i • ~: • ~ ~ f n • . •~ ~. i . 3 ~ ~ o a ~ ~ a\ i ~ .1 - - -~---~ ~ r ~ ~; o I--- •-•---:-~------- A ~~ ~ '~ dl 1 i ~ ~ ~ s 25B-130 ~- •' ' - ~ Z . ~ ~[~~ ' 1''' Y jf}~ ti ~` Sb': ' ~, ~ ~ .r. ~ p ~~ ~ t s- ._ 4 .~. -~s T ~~ ,r1- s ~' or Z . Phlc~tl~d' i~ i`' 1 ~ ~ ~~ i~ ~~~ ~~ rV y ~__ ._ ._ ~ ~~ ~. ~~ ~ ~ • ~ t ~ .. - j" ~ r-~"`'r • ~ `~ _ ~ ~ : j ~ ~,~ i ~ yf ~~ ~ ~ ~ ~~~ '; :.~ . _. :~1ii ~ i...~ ~ '~ - ~ ~ '~~ fit'==.' ._. s • J ,~' . .~--- i - _~ ~ ~~~_ ~~ . . ~ . ~~F~~ / "s 1~ ~ a ~~~ e ~ _ a. i ~:' ~~'~ •" / 25B-131 is .~.~;-,c -s - t~ .~ ' _ ~ ~ ` 7 ~ • t • ~ . f ~~ ' • ~. ' ~ :~ • . 1I ' • ~ ' • ~ ~ - - • ~. ~_' ~ .- ~' _. _ ~ _ 1 ~ . ~ ~ ~ ~~ . - • ~ ~ ~ .- ~ - ~ r ~ I .~ . • . _ ~.' ~ ~ ~ ~ I ~ r. ~~ - ~ s '_~ _ y~ f.--~-----_.~.--- ~~~ ~ "~ r_~ ~~ ~ o~~'~' ...:~-- ~ F ~- ;~,~. ~7~~ ^R~ y, z 25B-132 25B-133 Exhibit "B" .REQUEST FOR PROPOSALS RFP 07-085-PRCSA FOR A CARNIVAL PROMOTER TO PROVIDE CARNIVALS- AT CITY OWNED PARKS KEY RFP DATES: Issue Date: October 18, 2007 Pre-proposal Conference: October 25, 2007 Proposal Due Date: November 9, 2007 25B-134 REQUEST FOR PROPOSAL Notice is hereby given that sealed proposals will be received for EIGHT (8) CARNIVALS TO BE PROVIDED AT SPECIFIED CITY OWNED PARKS per the attached specifications, at the Parks, Recreation and Community Services Agency, Budget and Accounting Section, 888 W. Santa Ana Blvd. 2nd Floor, Santa Ana, California, until 5:00 P.M., FRIDAY, NOVEMBER 9,.2007. If further information is needed, contact Robert Carroll, via email at rcarroll@ci.santa-ana.ca.us, or phone at (714) 571-4218. MAILED proposals should be addressed as follows: Parks, Recreation and Community Services Agency Budget and Accounting Section M-23 P.O. Box 1988 Santa Ana, CA 92702 Attn: Robert Carroll or delivery by hand or courier to: Parks, Recreation and Community Services Agency Budget and Accounting Section M-23 888 W. Santa Ana Blvd. 2nd Floor Santa Ana, CA 92701 Attn: Robert Carroll It is the responsibility of the proposer to see that any proposal submitted shall have sufficient time to be received by the Budget and Accounting Section prior to proposal due date and time. Late. proposals will be returned to tLe vendor unopened. The receiving time in the Budget and Accounting Section will be the governing time for acceptability of proposals. Telegraphic, telephonic and facsimile proposals will not be accepted. 2 25B-135 I. GENERAL A. RFP PROCESS AND GENERAL TERMS 1. PROPOSAL SUBMISSIONS Proposals must be submitted to the Budget and Accounting Section in a sealed envelope showing on the outside, the name of the bidder, RFP NO.07-085-PRCSA, and the proposal due date and time. All proposals must be signed by an authorized representative of the vendor. 2. PROPOSAL WITHDRAWAL Proposals may be withdrawn by written request received before the hour set for the opening. After that time, the vendor may not withdraw proposals for a period of ninety (90) days from the date of the opening. 3. LATE PROPOSALS It is the responsibility of the vendor to see that any proposal submitted shall have sufficient time to be received by the Budget and Accounting Section prior to the .proposal due date and time. Santa Ana Parks, Recreation and Community Services Agency shall not be responsible for proposals lost or delayed in the mail. Late- proposals will be returned to the vendor unopened. 4. REQUIRED DOCUN~NTS Vendor must return the following completed documents with their proposal: • Detailed proposal of services in accordance with the specifications detailed in Section IV. Proposal should take into consideration the evaluation criteria included in Section III and should not to exceed 10 pages. • Signed proposal form (Section V); • A letter or printout of vendor's safety related incidents from insurance company, current or previous, spanning the past three (3) years (Section VI); • Completed vendor's references sheet (Section VI); • A resume or summary detailing vendor's qualifications, accomplishments, and membership in any professional and/or industry organizations; • A representative sample of photos of vendor's past events and/or vendor's equipment; • A list of ride equipment owned, used andlor operated in vendors events, with description and age of all rides; • Completed Proposal Summary and Deviations from Specifications (Section VII) • Any other information the vendor may choose to submit. • Attachments A, B, and C are for reference only, but will be required after the contract is awarded to the successful vendor. Vendor must submit one original and eight photocopies of each proposal offered. 5. RIGHTS RESERVED The right is reserved by the City of Santa Ana to reject any or all proposals or to waive any informality or technical defect in a proposal. 25B-136 6. LICENSE AGREEMENT Successful vendor(s) will be required to enter into a License Agreement with the City of Santa Ana. The City reserves the right to enter into an agreement with said License Agreement with any, all, or none of the vendors for aone-year period, with the option of extending the License Agreement for two additional one-year terms. 7. SELL OR ASSIGN The successful vendor shall not have the right to sell, assign, or transfer any obligations resulting from this proposal without the specific written consent of the City. 8. LOCAL SALES TAX CONSIDERATION In accordance with the Santa Ana Municipal Code, a one percent (1%) preference will be applied to all proposals for taxable goods submitted by suppliers located within the City limits of Santa Ana. 9. RECEIVING T1ME The receiving time in the Budget and Accounting Section will be the governing time for acceptability of proposals. Telegraphic, telephonic and facsimile proposals will not be accepted. 10. COMPLIANCE WITH LAWS All proposals shall comply with current federal, state, and other laws relative thereto. Vendor further agrees that the services proposed comply with all applicable Federal and State Occupational Safety and Health laws, standards for regulations, and that vendor will indemnify and hold the City harmless for any failure to so conform. 11. REFERENCE TO SUCCESSFUL VENDOR The terms vendor, supplier, proposer, or contractor may be used interchangeably in these specifications and shall refer exclusively to the vendor(s) with whom the City enters into contract as a result of this request for proposal. 12. INQUIRIES Refer inquiries in writing via email to Robert Carroll, rcarroll ,ci.santa-ana.ca.us. 13. AWARD OF BASE PROPOSAL OR ALTERNATE PROPOSAL The City of Santa Ana reserves the right to award either the Base Proposal or any Alternate Proposals offered, whichever is in the best interest of the City. 14. RIGHTS RESERVED The City reserves the right to contract with any, all, or none of the carnival vendors who submit base proposals and/or alternate proposals. 15. E-MAIL COMMUNICATIONS To facilitate the RFP process, vendors are required to monitor and respond to a-mail requests on a daily basis. 4 ' 25B-137 16. PRE-PROPOSAL CONFERENCE A pre-proposal conference will be held on Thursday, October 25 at 1:30 p.m. in the 2°a Floor Large Conference Room of Santa Ana Parks, Recreation and Community Services Agency, 888 W. Santa Ana Blvd., Santa Ana, CA. Please RSVP to Robert Carroll, (714) 571-4218, by Monday, October 22, 2007. All proposers aze strongly encouraged to attend. II. SCOPE The City of Santa Ana 'is requesting proposals. from carnival vendor(s) to conduct eight (8) carnivals on City-owned park property during the period of Macch through October 2008 as specified in the table below. A map of each pazk with the general event azea highlighted is attached to this RFP for applicant's reference. Exact locations for carnival rides and equipment will be identified at the pre-event meeting. Park Site Venue/License Fee Maximum Size/Scale of Event 1 Jerome Park Large/$7,000 Up to 16 carnival rides, 12 game booths, 8 food* March 28-30 booths and/or information booths. No live Fri-Sun entertainment 2 Cesaz Chavez/ SmalU$4,000 Up to 14 carnival rides, 12 game booths, 8 food* Campesino Park and/or information booths. No live April 18-20 entertainment Fri-Sun 3 Centennial Park Lazge/$7,000 Up to 12 carnival rides, 12 game booths, 8 food* May 23-26 and/or information booths. No live entertainment Fri-Mon 4 Jerome Pazk Large/$7,000 Up to 16 carnival rides, 12 game booths, 8 food* July 3-6 and/or information booths. No live entertainment Thurs-Sun 5 El Salvador Park Smalll$4,000 Up to 15 carnival rides, 12 game booths, 8 food* August 22-24 and/or information booths. No live entertainment Fri-Sun 6 Madison Park Large/$7,000 Up to 12 carnival rides, 12 game booths, 8 food* Aug. 29- Sept. 1 and/or information booths. No live Fri-Mon entertainment 7 Rosita Park SmalU$4,000 Up to 14 carnival rides, 12 game booths, 8 food* September 19-21 and/or information booths. No live entertainment Fri-Sun 8 Centennial Park Large/$7,000 Up to 12 carnival rides, 12 game booths, 8 food* October 10-12 and/or information booths. No live entertainment Fri-Sun Note: One booth is equal to one 10x10 canopy area. A maximum of five cookins booths will be allowed. 25B-138 EVALUATION OF PROPOSALS Vendors will be evaluated based on their ability to conduct successful events in both the small carnival and large carnival categories. For the purposes of this RFP, carnivals conducted at Cesar Chavez/Campesino, Rosita, and El Salvador pazks are considered small carnivals. Carnivals conducted at Centennial, Jerome, and Madison parks are considered large carnivals. An evaluation committee will recommend the most qualified vendors for each the small and lazge carnival event categories. A committee of City staff representing various departments will evaluate all proposals based on the following criteria: . Equipment, C~ability and Functionality of Vendor 20% 1. Equipment and related safety specifications of equipment to be used. 2. Training and safety precautions taken to ensure that attractions and/or staff pose no danger to event participants or the general public. 3. Vendor's financial ability to provide a safe, enjoyable carnival while meeting all specifications. Level of Service and Support 20% 1. Responsiveness and thoroughness of proposal. 2. Ability to accommodate proposed carnival dates and locations. Experience of Firm and Personnel 20% 1. All carnival personnel, including operators, proposed to work at carnivals and the qualifications of those individuals. 2. Experience and technical expertise of personnel, including operators, with implementing carnivals and special events in other cities. Past Performances 40% 1. Past record of performance on contracts with other cities, governmental agencies or public bodies, including such factors as reliability, pazk damage prevention and compliance with contract terms and conditions. 2. The vendor's capacity to perform the work within time specifications. 3. Acceptable, verifiable references and site reviews, and a three (3) yeaz summation of vendor's record of carnival related incidents from vendor's insurance company. FOLLOW-UP OF EVALUATION PROCESS BY VENDOR Vendors may follow up on the evaluation of the proposals by contacting Robert Carroll, via email at rcarroll@ci.santa-ana.ca.us or by phone at (714) 571-4218. REVIEW EVALUATION RESULTS AND AWARD After award, the evaluations will become public record. Interested vendors may submit a request in writing, along with aself-addressed stamped envelope to receive results of the evaluation. Submit your request to Budget and Accounting Section M-23, Parks, Recreation and Community Services Agency, 888 W. Santa Ana Blvd. 2°d Floor, Santa Ana, CA 92701. f 6 25B-139 IV. SPECIFICATIONS Vendor must submit a detailed proposal of the services offered in response to specifications below. Proposal must include a detailed response that addresses the specifications and should not to exceed 10 pages. Vendor must also return all requested documents with their proposal as specified in Item I.4. of this document. Applicants are asked to use 12 point Times New Roman font. A. VENDOR'S RESPONSIBILITIES 1. PROOF OF INSURANCE -Upon selection, vendor must be able to provide proof of $1,000,000 general liability insurance for each event a minimum of ten (l0) business days before the event. The insurance certificate must name the "City of Santa Ana, its Officers, Agents and Employees, as additionally insured. It must also contain the following clauses: 1) a thirty day written Notice of Cancelation will be provided to the additional insured; 2) insured's coverage will apply on a primary /non-contributory basis to the additional insured; and 3) the insurance will contain a separation of insureds clause. If the certificate of insurance is in the name of the carnival operator it shall include the carnival promoter as additionally insured. 2. REQUIRED CLEANUP/DAMAGE DEPOSIT -Upon selection, vendor must provide a $5,000 refundable damage/clean-up deposit to the City of Santa Ana, Pazks, Recreation and Community Services Agency a minimum of ten (10) business days before the start date of the event. Monies will be deducted from the deposit for repair of any damages incurred, cleanup of the pazk, unforeseen security or staff costs, or any other chazges caused by the event. Any remaining monies from the deposit will be refunded to vendor at the conclusion of each carnival. Should costs incurred by the vendor (as stated above) be greater than the total deposit, the vendor will be invoiced for the balance due. The vendor will be required to submit the balance due 1.0 days prior to conducting another event. The vendor agrees that failure to pay the cleanup/damage deposit and/or any other outstanding balances and fees a minimum of ten (10) business days prior to the start of the event will result in a penalty of $500 per day penalty. The vendor will not be allowed to start an event if there is an unpaid balance due. 3. CLEANUP DURING AND AFTER THE EVENT -The vendor agrees that they have full responsibility for continuously cleaning the park by removing all trash and debris on the ground, removing trash from the park receptacles and replacing liners and cleaning/sanitizing restrooms from the time the first vendor employee arrives at the pazk site for set up until the last vendor employee leaves the pazk. Furthermore, the vendor agrees to be responsible for cleanup of the event site and the surrounding azeas after the event. Vendor agrees to arrange for trash pick-up in the parking lots and surrounding neighborhood after each day at vendor's expense. Persons performing clean-up shall be employees or subcontractors of the vendor. Failure to provide continuous clean-up will result in dispatching City staff to perform this work at the vendor's expense or the City hiring a private contractor to perform the work at vendor's expense plus a $500 penalty for each day the vendor fails to perform this responsibility. 25B-140 4. STREET SWEEPING If street sweeping is necessary due to trash left from pedestrian and vehicular traffic and the vendor fails to perform as required in Item V.A.3. of this document, the City will arrange for the parking lots and major streets surrounding the park to be swept on the day following the last day of the event at vendor's expense. Furthermore, the vendor agrees to pay a $500 penalty for failure to perform this responsibility. 5. DUMPSTERS -Vendor is responsible for providing the appropriate number of 40 yazd roll-off dumpster(s) to collect trash for the event. The dumpster(s) must be removed by the by 3:00 p.m. of the second day following the conclusion of the event. Vendor agrees to pay a penalty of $500 per day that the dumpsters are not provided and removed as indicated. 6. REQUIRED PLOT PLAN AND PLAN CHECK PROCESS -Vendor must provide a plot plan utilizing the land use certificate format for the overall- equipment set up by a minimum of ten (10) business days before the event. The plot plan must include entrances, exits, all necessary barricading, detailed location of all rides, booths, restrooms, electrical equipment, etc. Vendor should not only indicate .number of rides on the plot plan, but should indicate number of other types of carnival units such as repair and supply units they would like to have on the pazk. This plot plan is required by the Police Department, the Fire Depaztment, the Planning -and Building Agency (Electrical Division), the Pazks, Recreation and Community Services Agency, and the Orange County Health Department. Vendor must walk the plot plan through the City Planning and Building Agency-Plan Check Section, 20 Civic Center Plaza, Ross Annex. For further information on the plan check process, please contact the Santa Ana Police Department at (714) 245-8718 or (714) 245-2709. Copy of approved plot plan must be provided to the Santa Ana Police Department and to the Pazks, Recreation and Community Services Agency. Vendor agrees to pay a $500 penalty per day for each day late in providing the plot plan. 7. CARNIVAL LICENSE FED Vendor understands and agrees to pay the required carnival license fee for each event. Checks shall be made payable to "The City of Santa Ana". The license fee is $4,000 for carnivals conducted at El Salvador, Rosita, and Campesino/Cesaz Chavez pazks, and $7,000 for carnivals conducted at Jerome, Centennial, and Madison parks. 8. FIRE AND ELECTRICAL INSPECTION -Ten (10) business days prior to the event, the vendor must schedule appointments with the Santa Ana Fire Department and the Santa Ana Planning and Building Agency for an electrical inspection of all generators, carnival equipment, and booths to be used at the carnival. Vendor agrees to pay a $500 penalty per day for each day late in scheduling appointments as indicated. No more than five (5) cooking booths will be allowed. Actual event rules and regulations will be provided to the vendor at plan check and copies shall be provided to each booth operator by the vendor. Vendor must provide all event electricity. Hookups to park electrical outlets will not be permitted. Vendor agrees to pay a $500 penalty per day for each violation. 9. O.C. HEALTH DEPARTMENT REQUIREMENTS -Vendor must obtain food permits and food booth inspections from the Orange County Health Department a minimum of ten (10) business days before the event. Any booths or vendors not receiving prior approval from the Orange County Health Department will not be allowed to operate. Food booths are only 25B-141 allowed to operate for the duration of the event during event hours only. To obtain food permits and schedule booth inspections, vendor must contact the Orange .County Health Department at (714) 667-3610. Vendor agrees to pay a $500 penalty per day for each day late in securing food permits and food booth inspections. Furthermore, the vendor agrees to pay a $500 penalty per day for each food booth discovered operating without prior approval of the O.C. Heath Department. Pazks and Recreation will provide two (2) potable water hookups during the entire event. These water hookups are to be used ONLY for sanitation purposes in compliance with the Orange County Department of Health regulations, and are not for camping or refreshment preparation use. Vendor agrees to pay a $500 penalty per day for each violation. 10. REQUIRED PERMIT FROM BUSINESS LICENSE OFFICE FOR BOOTH VENDORS (BUSINESSES AND/OR NON-PROFIT ORGANIZATIONS) - Carnival promoter is responsible for supplying the Business License Office with a list of pre-approved potential vendors before sending vendors to the Business License Office, in order to avoid unapproved vendors from vending during the event, or carnival promoter can collect all the necessary information and fees from the vendors and submit the entire packet to the Business License Office a minimum of five (5) days prior to the commencement of the event. Vendor agrees to pay a $500 penalty per day for each day late in submitting/paying the packet to the Business License Office. All vendors,.business or non-profit organizations (selling or information only), which vend on City Property aze required to possess a City of Santa Ana Business License. Businesses who do not have a current City of Santa Ana Business License can obtain aOne-Day Peddler/Solicitor license. Non-Profit Organizations aze required to obtain aFee-Exempt status through the Business Tax Office. This is a once a year registration fee. For more information the Business Tax Office can be contacted at (714) 647 -5447. The Business Tax Office is located at 20 Civic Center Plaza, Rm. 1100, Santa Ana, CA 92702. Vendor agrees to pay a $500 penalty per day for each booth operating without a City Business License. 11. CONTACT WITH NEIGHBORHOOD ORGANIZATIONS -Vendor shall send a letter to the neighborhood associations adjacent to the park where the carnival is to be conducted informing them of the event and to gain their organization's support for the planned activity at the park during the scheduled times and dates, a minimum of ten (10) business days before the event. The Community Development Agency will provide contact information to the vendor for a particular neighborhood upon request. Vendor must submit copy of signed letter, on the organization's letterhead, to the Santa Ana Police Department and to the Parks, Recreation and Community Services Agency a minimum of ten (10) business days before the event. The Community Development Agency can be contacted by calling (714) 647-5360. Vendor agrees to pay a $500 penalty for each violation of this section. 12. CONTACT WITH NEIGHBORHOOD RESIDENTS - At least 72 hours prior to each carnival event, vendors must post a sign or send flyers to the neighborhood surrounding the park informing them that the event will take place. Signs or flyers must be in English and Spanish. Vendor agrees to pay a $500 penalty for each violation of this section. 9 25B-142 13. CONTACT WITH BUSINESS ORGANIZATIONS -Vendor must send a letter a minimum of ten (10) business days before the .event to each business owner within a quarter mile radius of the carnival site, notifying them of the dates and times of the event, and what precautions should be taken to prevent program participants from parking in the surrounding business parking lots. Vendor agrees to pay a $500 penalty for each violation of this section. 14. REQUIRED EVENT PERSONNEL - A minimum number of uniformed, state licensed security personnel contracted through a private bonded security company will be required each day of the event. Vendor must provide the designated amount of soft security as specified by the Santa Ana Police Department prior to or on the date of the pre-event meeting. The Santa Ana Police Department may modify the number of security required as it sees fit, due to specifications in the scale and activities to be held at the event, and/or. recent activity in the park and surrounding areas. Security personnel must be present 30 minutes prior to the beginning of the event each day and must stay a minimum of one (1) hour after the completion of the event each day or until the park is clear, to help prevent any possible disruptions. All security officers must carry two-way radio equipment to enable them to communicate with all other security personnel. All security personnel must wear highly visible attire (security vest, jacket) identifying them as security officers. None of the security company personnel may be armed. A copy of the signed- agreement with the security company must be provided a minimum of ten (10) business days prior to the event. Vendor agrees to pay a $500 penalty per day for each violation of this section. Furthermore, if it is discovered that the security deployment is less than the City's mandated level of security the City may elect to dispatch, at the vendor's expense SAPD and/or Park Ranger's to bring the security levels up to the agreed upon level. 15. REQUIRED LICENSE FOR SOFT SECURITY -The soft security organization must obtain clearance from the City of Santa Ana Police Department. Arrangements for clearance to be obtained can be made by calling (714) 245-8718 or (714) 245-2709. Vendor agrees to pay a $500 penalty for failure to perform this responsibility. 16. POLICE DEPARTMENT REQUIREMENTS -`The security company to be used by the vendor must bepre-approved by the Santa Ana Police Department. Vendor must provide the Police Department with the names of the contact persons representing the carnival vendor and contracted security company. At least one of those security company contacts must have access to a cell phone to be used in case the Santa Ana Police Department needs to be called for assistance. The promoter will be required to turn in a completed Land Use Certificate form, site plan and Security Guard contract to the Police Department. The security Guard contract shall include the following supplemental information: The Security Officer in charge, name and cell number A list of names, guard card numbers and copy of guard cards of the security officers assigned to the event. 10 25B-143 Guards will be required to produce their guard card on demand during the event if requested by the Police Officers assigned to the carnival. If the guard fails to provide said card he shall be immediately replaced by the contracted guard company with an officer who has a guard card. Vendor must also have a minimum of two (2) Santa Ana Police Department Officers present at all carnivals during agreed upon hours of event operation. If the number of officers required exceeds two officers, vendor shall not be responsible for the payment of .costs for more than four officers. Vendor will also provide the Police Department with a booth at these events. The Police Department will coordinate necessary police assistance for the event at vendors' expense. 17. ADDITIONAL POLICE/FIRE/PARK PERSONNEL -Vendor agrees that if a disturbance occurs due to the operations of the carnival and additional Police, Fire or Parks personnel assistance is required, vendor will pay those additional expenses. 18. PRE-EVENT AND POST EVENT INSPECTIONS WITH PARK PERSONNEL -Vendor must arrange to meet with the Park Supervisor by calling (714) 448-9127, to schedule a walk through the park before and after the event. The pre-inspection and post-inspection meetings will determine the condition of the sites before and after the event. Apre-inspection meeting must occur on the Wednesday prior to the carnival event. Vendor must bring the proposed plot plan to this meeting. Vendor shall not set up until pre-inspection has been completed. Set up prior to event date and/or before the pre-inspection meeting will result in a fine of $1,000 per day and may lead to a suspension of future events. A post-inspection meeting shall be completed on the day following the carnival activity at 2:00 pm., unless otherwise stipulated by representatives of the Santa Ana Police Department and the Parks, Recreation and Community. Services Agency. Failure to do so will result in a fine of $1,000 per day and may lead to a suspension of future events. The vendor understands and agrees that the Park Supervisor shall be the final authority regarding interpretations of the sites existing conditions both before and after the event. Failure by the vendor to set and attend these meetings will result in the Park Supervisor performing the walk through of the park site without the vendor and all conditions recorded by the Park Supervisor shall be deemed as accurate and final. 19. PROTECTION OF FIELD AND TCTRF -Vendor shall be responsible for placing the carnival equipment in a way as not to cause damage to the park turf or irrigation system (sprinkler heads, etc). Such precautions may include painting around or covering the sprinkler heads with a "metal disk", or whatever efforts are necessary to protect the irrigation equipment at vendor's expense. Funds to repair damages incurred to the turf or irrigation equipment due to the carnival :event will be deducted from the security deposit. In the event that the cost of damages exceeds the deposit amount, vendor must pay the balance within ten (10) days of the conclusion of the event. All concerns must be resolved prior to continuing with future events. Failure to do so may result in the suspension and or voiding of contract with carnival promoter. 11 25B-144 20. CARNIVAL EQUIPMENT SET UP AND REMOVAL -None of the equipment may be moved into the pazk prior to the completion of the pre-event. inspection meeting and/or 9:00 am on the Tuesday before a carnival event is to be held. All equipment must be removed no later than 2:00 pm on the Tuesday following the conclusion of a carnival event, unless approved in writing by the Park, Recreation and Community Services Agency. There will be a $1,000 fee per day for equipment arriving earlier or left in the park later than the above stated times. 21. CARNIVAL HOURS -The carnival may not operate earlier than noon each day and no later than 11:00 p.m. on Thursday (if applicable), Friday and Saturday and no later than 10:00 p.m. on Sunday. Carnivals operating on Monday may play until 11:00 p.m. on Sunday night. Ticket sales and food sales must stop one half hour prior to the scheduled carnival closing time. Vendor agrees to pay a $500 penalty per day for each violation of this section. 22. PORTABLE RESTROOMS -Vendor shall provide a minimum of seven (7) portable toilets, with one of those toilets designed specifically -for disabled persons. The toilets shall be placed no later than noon on the Thursday prior to the event and must be removed by 2:00 pm on the Monday following the conclusion of the event. Two (2) of the portable toilets must be delivered by the Tuesday prior to the event for use by Carnival workers during event set up. Vendor is responsible for arranging for portable toilets to be serviced (waste removal by the portable restroom company) a minimum of once per day or twice per day for capacity crowds. 23. SALE, ADVERTISING AND CONSUNIl'TION OF BEER, ALCOHOL OR CIGARETTES - Vendor agrees that there shall be no beer, alcohol or cigarettes sold or consumed at any of the proposed events, nor shall there be any inflatables, balloons, or banners advertising beer, alcohol or cigarettes at any of the proposed events. Vendor agrees to pay a $500 penalty per day for each violation of this section. 24. NATURE OF CARNIVAL GAMES AND/OR ACTIVITIES -Vendor understands and agrees that no games or activities involving the shooting of a gun or weapon, simulated or real, shall be used in any of the entertainment, including game booths, with the exception of water guns that are clearly recognizable as such. Vendor also understands and agrees that any gambling games or games of chance shall be subject to review and removal by the Santa Ana Police Department, who will ensure that they aze fair and legal in nature, and in compliance with any applicable statutes. A determination by the Santa Ana Police Department that any particular game is in violation of any statute shall result in the removal of the game. Any decision to remove a game will be final. 25. SIZE OF CARNIVAL RIDES -Vendors must bring a list and photos of their proposed rides to the pre-event meetings. The carnival ride list must bepre-approved by the Park Superintendent. In addition to minimizing the damage to park property, the City desires a balance between the number of small, medium and spectaculaz rides in order to maintain a family and community environment at these events. Although vendors will be encouraged to provide only small and medium rides, depending on the venue, up to two spectacular rides may be allowed. The Park Superintendent must approve the final ride list at, or any time before, the pre-event meeting. 12 25B-145 26. EVENT STAFF PARKING -Vendor understands and agrees that there shall be no overnight camping or privately owned vehicles for the purpose of overnight camping at the park site. All privately owned vehicles (cars, motor homes, trailers, tractor trailers with sleeping accommodations, motorcycles, etc.) must be pazked outside of the pazk before, during and after carnival operation hours. The Park Superintendent will identify authorized parking azeas at the pre-event meeting. The Vendor is permitted one vehicle within the pazk site for security personnel and one vehicle for office purposes. Vendor agrees to pay a $500 penalty per day for each violation of this section. 27. DELIVERIES OF SUPPLIES TO VENDORS -The Vendor shall be responsible for making certain the booth vendors aze well stocked. Once the event is underway, all deliveries of food, drink and supplies must be carried via hand trucks or small Daihatsu or Cushman type vehicles to the booth sites. No trucks or automobiles will be allowed in the program azea during programming hours. Loading and unloading of vendors equipment should be done prior to and after the event. 28. PERSONNEL TO PLACE AND COLLECT TRAFFIC BARRICADING EQUIPMENT - Vendor shall provide personnel to assist in placing and collecting the traffic barricades and equipment, under the supervision of the Police Department, before and after each day's event. .Failure by the vendor to place and/or collect traffic barricades and/or equipment will result in City staff or a separate contractor completing this work at the vendor's expense. 29. RENTAL OF TRAFFIC CONTROL EQUIPMENT -Vendor shall be required to pay for the rental of specific traffic control equipment, as required by the Police Department. 30. PERSONNEL PARKING -Vendors shall instruct all personnel to pazk in areas indicated on the approved plot plan. Vendor personnel who fail to park. vehicles in pre-approved designated areas may be subject to citation and/or towing at the vehicle owner's expense. 31. EVENT PARKING AND REQUIRED SIGNAGE -Vendor shall be required to. post signs in both English and Spanish stating "No Event Parking" at the entrances to the local neighborhoods and businesses during the full duration of the carnival. Vendor agrees to pay a $500 penalty for each violation of this section. 32. PERSONNEL AT ENTRANCES TO NEIGHBORHOOD -Vendor must provide soft security personnel (licensed as specified in Item V.A.15.) to work at designated neighborhood entrances in close proximity to the park. A minimum of two (2) persons, plus necessary directional signage, shall be stationed at each of the housing tract entrances during all event program hours in order to deter event participants from parking in the residential areas adjacent to the event. Vendor agrees to pay a $500 penalty per day for each violation of this section. 33. POLICE DEPARMENT REQUIREMENTS -Santa Ana Police Department officers will be required during event hours to enhance the security of the event. The number of officers needed will be based on factors such as the size of the event, expected attendance, and recent area activity. Vendor will be informed of the number of additional officers needed at the pre- event meeting described in Item V.A.18. 13 25B-146 The Police Department will arrange the necessary police staffing for the event. The vendor is responsible for all Santa Ana. Police Department regulaz and overtime costs for the event. In the event that the event is rained out or otherwise cancelled on short notice, the vendor will be responsible for a minimum of 4 hours of over-time costs. 14 25B-147 V. PROPOSAL FORM Responses to this Request for Proposal are due at 5:00 p.m. FRIDAY, NOVEMBER 9, 2007. The undersigned Vendor agrees to provide carnival services at City-owned pazks in accordance with the specifications. UWe have stated herein the services and. fees that Uwe will furnish and deliver as specified. Awazd shall be based upon the evaluation criteria included in Section III. Where there is a discrepancy between words and figures, WORDS SHALL GOVERN. The City of Santa Ana reserves the right to cancel any license agreement in the event that terms under which carnival vendor is contracted are violated. Name of Vendor Signature of Authorized. Rep. (Person, Firm, Corp.) Address Name and Title (Please Print) Address Date Telephone Number Fax Number 15 25B-148 VI. VENDOR'S REFERENCES This sheet must be completed in full and returned with vendor's proposal. List and describe fully the last three contracts performed by your firm, which demonstrate your ability to provide carnival service in accordance with the specifications in Section IV. Attach additional pages if necessary. The City reserves the right to contact each of the .references listed for additional information regarding your firm's qualifications. Also,. please attach a letter or printout from vendor's insurance provider(s), current and/or prior, who have provided your business with insurance over the last three (3) years, detailing any claims that have been filed in connection with vendor's carnival operations. Reference No. 1 Customer Name: Address: Contract Amount: Contact Individual: Phone Number: Year: Description of equipment and services provided: Reference No. 2 Customer Name: Address: Contract Amount: Contact Individual: Phone Number: Year: Description of equipment and services provided: Customer Name: Address: Contract Amount: Reference No. 3 Contact Individual: Phone Number: Year: Description of equipment and services provided: 16 25B-149 VII. Proposal Summary and Deviations from Specifications Please check the first column for each event that you aze available to conduct. For each event, please list the carnival operator you are proposing to use and any deviations from specifications. ff necessary, please include additional pages. Vendors will not be allowed to change carnival operators once the proposal has been submitted without approval of City. Intent to Provide Park Site Proposed Carnival O erator Other Deviations from Specifications Please cite item number and summarize how s ecification deviates Jerome Park March 28-30 Fri-Sun Cesar Chavez/ Campesino Park Apri118-20 Fri-Sun Centennial Pazk May 23-26 Fri-Mon Jerome Pazk July 3-6 Thurs-Sun El Salvador Park August 22-24 Fri-Sun Madison Park Aug. 29- Sept. 1 Fri-Mon Rosita Pazk September 19-21 Fri-Sun Centennial Pazk October 10-12 Fri=Sun 17 25B-150 ATTACHMENT uA" CERTIFICATION OFNON-DISCRIMINATION BY CONSULTANTS As suppliers of goods or services to the City of Santa Ana, the Firm listed below certifies that it does not discriminate in its employment with regard to race, color, religion, sex, or national origin; that it is in compliance with all federal, state and local directives and executive orders regarding non- discrimination in employment; and that it agrees to demonstrate positively and aggressively the principle of equal opportunity in employment. WE AGREE SPECIFICALLY: To take affirmative steps to hire minority employees with the company. 2. To establish or observe employment policies within affirmative promotion opportunities for minority persons at all job levels. 3. To communicate this policy to all persons concerned, including all company employees, outside recruiting services, especially those servicing minority communities, and to the minority communities at large. FIRM TITLE OF PERSON SIGNING SIGNATURE DATE Please include any additional information available regarding equal opportunity employment programs now in effect within your company. 18 25B-151 ATTAC)EIlVIENT "B" SAMPLE ADDITIONAL INSURED ENDORSEMENT Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # .relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the name insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # Issued to Name Insured the endorsement form as part of Countersigned by 19 25B-152 A'I"rAC)FIMENT "C" NON-EXCLUSIVE AGREEMENT TO PROVIDE CARNIVALS AT CITY PARKS THIS AGREEMENT, made and entered into this day of , 2008 by (hereinafter "Operator"), 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 (hereinafter "City"). RECITALS On October 18, 2007, the City issued a Request For Proposals for carnival operators to provide carnivals at specified City owned parks. Operator submitted a proposal to provide carnival services. Operator represents that Operator is able and willing to provide carnival services as specified in the Request for Proposals to the City. In undertaking the performance of this Agreement, Operator represents that it is knowledgeable in its field and that any services performed by Operator under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional carnival operator in the field. NOW THEREFORE, in consideration of the mutual and respective promises set forth herein, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. PREMISES AND USE (A) The City of Santa Ana owns the following community pazk ("Pazk") within its boundaries: located at., Santa Ana. City hereby grants to the Operator anon-exclusive, revocable user agreement to encroach upon the specific azeas of the above stated Park ("Carnival Areas") delineated in the rendering of the Pazk attached hereto Exhibit "", for the purpose of providing a carnival ("Carnival Event") and for no other purpose. Operator shall provide during the term of this Agreement on dates approved by the Executive Director of Parks, Recreation and Community Services Agency as set forth in Section 3 hereof. (B) The right and permission of Operator is subordinate to the prior and pazamount right of the City to use the City owned Pazks described herein above in their entirety for public purposes to which they presently aze and may, at the option of the City, be devoted. Operator agrees to use the Carnival Areas at all times in such manner as will not unreasonably interfere with the full use and enjoyment of the Pazks by the City, its residents and guests. (C) Operator hereby acknowledges that title to the Parks is vested in the City and agrees never to assail or challenge the same, and further agrees that Operator's use and occupancy of the Carnival Areas within the Parks shall be limited solely to the permission for such use and occupancy granted herein. 20 25B-153 (D) As a covenant to this Agreement, Operator agrees to adhere to and comply with all of the terms, conditions and responsibilities enumerated in the Request For Proposals, RFP ,issue date «» (hereinafter "RFP") attached hereto as Exhibit and incorporated herein by reference. Any failure to adhere to and comply with the terms, conditions and responsibilities enumerated in the Request for Proposal, RFP shall be deemed a breach of this Agreement and of the RFP. (E) The parties hereto agree that if, at the sole discretion of the City, a Carnival Event should not proceed on the dates set forth in Section 3 hereof due to foul or inclement weather, the City at its discretion may grant Operator alternative dates for the conducting of the Carnival Event within the term of this Agreement. If Operator desires to obtain alternative dates as provided in this paragraph, Operator must timely request the same from City. 2. SCOPE OF SERVICES Operator shall provide at the Park identified in Section 3 hereof a full service Carnival Event complete with the rides, equipment and services as set forth in the RFP (Exhibit) to this Agreement. 3. FEES/DEPOSITS/PERMITS/LICENSES At least 10 days prior to the commencement date of the Carnival Event as set forth below, Operator shall pay to City the applicable fee for use of the Carnival Area as further set forth below. Operator agrees to pay the City and City agrees to accept from Operator the following fees per Carnival Event. In addition to the fees set forth herein, Operator shall pay all required City fees and deposits including the fees for police services and Park clean up, and obtain all required permits and licenses as detailed in the RFP, Exhibit hereto. All fees and deposits shall be due and payable as set forth in the RFP. The vendor agrees that failure to pay the cleanup/damage deposit and/or any other outstanding balances and fees a minimum often (10) days prior to the start of the event will result in a penalty of $500 per day . The vendor will not be allowed to start an event if there is any unpaid balance due. 4. SECURITY DEPOSIT Contemporaneously with the execution of this Agreement, Operator shall deposit with City the additional sum of $5,000.00 as a security deposit. The deposit shall be held by City, without liability for interest, as security for the faithful performance by Operator of all the terms, covenants, and conditions of this Agreement to be kept and performed by Operator during the Term of this Agreement, or any extension thereof, and including the removal of Operator's facilities as set forth herein. Assuming successful completion of all terms and conditions of this Agreement, including those within 21 25B-154 the RFP, the security deposit and any unused fees shall be returned within 60 days of the final carnival event provided for herein. 5. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2008 unless terminated eazlier in accordance with this Agreement. The term of this Agreement may be extended for an additional 1 year term at the City's sole discretion through a writing executed by the Executive Director of the Pazks Recreations and Community Services Agency and the City Attorney. 6. NON-POSSESSORY INTEREST City retains full possession of the Park and Carnival Area and Operator will not acquire any interest temporary, permanent, irrevocable, possessory or otherwise by reason of this Agreement, or by the exercise of the permission given herein. Operator will make no claim to any such interest. Any violation of this provision will immediately void and terminate this Agreement. 7. NON RECORDING Neither party shall record this Agreement 8. RECORD KEEPING AND AUDIT A. Operator shall establish and maintain separate accounting records for each Carnival Event at the specified Parks. Operator's accounting system shall conform to generally accepted accounting principles and all records shall provide a breakdown of total costs and revenues associated with the Park Carnival Events. B. All Operator's records of revenues and repairs pertaining to the Carnival Events referenced herein shall be kept for the duration of this Agreement and made available at all times for audit by City upon. request 9. INDEPENDENT CONTRACTOR Operator 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 anemployer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Operator performs the services which are the subject matter of this Agreement; however, the services to be provided by Operator shall be provided in a manner consistent with all applicable standards and regulations governing such services. Operator 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. 22 25B-155 10. INSURANCE Prior to undertaking performance of any work relative to a Carnival Event under this Agreement, Operator shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: A. Commercial General Liability Insurance. Operator shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees as additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury,- including death. resulting there from and damage to property, resulting from any act or occurrence arising out of Operator's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts. of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting there from, and property damage, in the total amount of $5,000,000.00 per occurrence. Operator shall supply City with a fully executed additional insured endorsement in substantially-the form attached as Exhibit B to the RFP, Exhibit B hereto, upon execution of this Agreement and shall be approved in form by the City Attorney. B. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000.00 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Operator, if Operator has any employees, is required to be insured against liability for worker's compensation or to undertake self:insurance. Prior to commencing the performance of the work under this Agreement, Operator agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000.00 per accident. D. If Operator is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000.00 per claim. E. The following requirements apply to the insurance to be provided by Operator pursuant to this section: i. Operator shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City; and shall state as follows: "The above detailed coverage is not subject to any deductible or self-insured retention, or any other form of similar type limitation." 23 25B-156 iv. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with City prior to the execution of this Agreement. At least thirty (30) days prior to the expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with the City. F. If Operator fails or refuses to produce or maintain the insurance required by this section or fails or refuses to fiunish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Operator agrees to indemnify the City for any work performed prior to approval of insurance. by the City. 11. INDEMNIFICATION Operator agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the. direct or indirect operations of the Operator or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in Sections 1, 2 and 3 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Agreement or by reason of the terms of, or effects, arising from this Agreement. The Operator further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Operator shall protect, defend, indemnify and save and hold harmless the City, its officers, officials, employees, and agents from and against any and all liability, loss, damage, expenses, costs (including without limitation costs and fees of litigation of any nature) arising out of or in connection with Operator's performance of this Agreement or any failure to comply with any of Operator's obligations contained in this Agreement by Operator, its off cers, agents or employees. 12. TgASH/UTILITIES/CLEANUP Operator is responsible for the collection and disposal of all trash as specified in the RFP (Exhibit B) including the providing of the required 40 yard roll-off dumpsters. Operator is responsible for the continuous cleaning of the City Park, including the restrooms, at all times while acting pursuant to this agreement as set forth in paragraphs A2 - A4 of the RFP. The area to be cleaned includes the pazking lots and the surrounding neighborhood and streets. Further, with the exception of the City supplying two (2) potable water hookups as set forth in paragraph A9 of the RFP, Operator is 24 25B-157 responsible for supplying all utilities to be used during the Carnival Events, including supplying the required portable toilets as specified in the RFP. 13. HAZARDOUS MATERIALS Operator represents and warrants that its use of the Carnival Area herein will not generate any hazardous substance, and it will not store or dispose on the Pazk and/or Carnival Area. nor transport to or over the Park and/or Carnival Area any hazazdous substance. Operator further agrees to clean-up and remediate any hazardous substance on the Pazk and/or Carnival Area and Property, and hold City harmless from and indemnify City against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof except any release caused by the negligence of City, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazazdous or toxic or radioactive substance, or other sinulaz term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules maybe amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. 14. WASTE OR NUISANCE Operator shall not commit or permit the commission by others of any waste on the Park or Carnival Areas. Operator shall not maintain, commit, or permit the maintenance or commission of any. nuisance as defined in Section 3479 and/or Section 3480 of the California Civil Code on the Pazk or Carnival Areas; and Operator shall not use or permit the use of the Pazk or Carnival Areas for any unlawful purpose. 15. PUBLIC NECESSITY City may immediately temporarily suspend operation of this Agreement and the Carnival Event in the event of public necessity or emergency, as may be determined by the. City Manager. Such suspension will terminate when the public necessity or emergency no longer exists. // 16. ON-SITE OFFICE One (1) trailer-type vehicle will be allowed to pazk in the Carnival Area, in a location pre- determined by the Park Superintendent, to be used exclusively as a business office by Operator. This vehicle must be equipped as an office and used only as such. Under no circumstances is this vehicle to be used for sleeping accommodations while on Park premises. The office vehicle will be allowed on the premises for the period provided for all other carnival equipment pursuant to the RFP. 25 25B-158 17. LIENS Operator will not permit any mechanics' or materialmens' or other liens to stand against the City Park or Carnival Area by reason of any use or occupancy by Operator, or any person claiming under Operator. 18. TERMINATION IN THE EVENT OF CASUALTY OR CONDEMNATION In the event of any damage, destruction or condemnation of the Park and/or Carnival Area, which renders the Park and / or Carnival Area unusable or inoperable in Operator's judgment, Operator shall have the right, but not the obligation,. to terminate the Agreement with respect to the subject Carnival Area by giving written notice to the City within thirty (30) days after such damage, destruction or condemnation. If by virtue of such damage, destruction or condemnation, City determines that the Park and / or Carnival Area is no longer adequate for Operator to continue its operations, or any repairs to the Park and / or Carnival Area to remedy such damage, destruction or condemnation have not been completed or cannot reasonably be completed outside of forty-five (45) days from the date of the upcoming scheduled carnival, City may terminate this Agreement upon thirty (30) written notice to Operator. In the event of condemnation, unless Operator is allowed by the condemning authority to continue its operations in the Carnival Area, this Agreement shall terminate as of the date title to the Property vests in the condemning authority or Operator is required to cease its operations, whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to City. 19. TERMINATION This Agreement maybe terminated by the City without cause upon thirty (30) days written notice of termination. City may terminate this Agreement for cause upon three (3) days written notice for any violation of the terms contained herein. 20. DEFAULT BY OPERATOR Should Operator default in the performance of any of the terms, conditions, or obligations contained in this Agreement, City may, in addition to the remedies specified elsewhere in this Agreement and the attached RFP, re-enter and regain possession of the Carnival Area in the manner provided by the laws of unlawful detainer of the State of California then in effect. 21. INSOLVENCY OF OPERATOR The insolvency of Operator as evidenced by a receiver being appointed to take possession of all or substantially all of the properly of Operator, or the making of a general assignment for the benefit of creditors by Operator, or the filing of a petition in bankruptcy shall terminate this Agreement and entitle City to re-enter and regain possession of the Carnival Area. 26 25B-159 22. CUMULATIVE REMEDIES The remedies given to City in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law or elsewhere provided in this- Agreement. 23. WAIVER OF BREACH The waiver by City of any breach by Operator of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Operator either of the same or another provision of this Agreement. 24. CONFLICT OF INTEREST CLAUSE Operator 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. 25. NOTICE Any notice, tender, demand, delivery, or oth eII ~mmunirea lonn~ursouani ~ ~ a b~~~ class or be m writing and shall be deemed to be properly gl certified mail, postage. prepaid, addressed to the party concerned 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 Telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza. (M-23) P.O. Box 1988 Santa Ana, California 92702 27 25B-160 and, City Attorney City of Santa Ana. 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Telefacsimile (714) 647-6515 To Operator: A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other 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. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 26. CONTRACT ADMINISTRATOR The Executive Director of Parks Recreation and Community Services Agency, or his/her designee, shall be City's Contract Administrator for this Agreement and all approval and notices required to be given herein shall be so directed and addressed. 27. COMPLIANCE WITH LAWS Operator shall, at Operator's own cost and expense, comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state, county and municipal, relating to Operator's use and occupancy of the Park and Carnival Area and Operator's facilities whether such statute, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by Operator in a proceeding brought against Operator by any government entity, that Operator has violated any such statute, ordinance, regulation, or requirement shall be conclusive as between City and Operator and shall be considered grounds for termination of this Agreement by City. Operator will obtain all permits and other governmental approvals, required in connection with Operator's activities hereunder, and update such permits/approvals as necessary. 28. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Operator, 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, including the RFP, the terms of this Agreement shall prevail. This Agreement may not be modified except by written 28 25B-161 instrument signed by the City and by an authorized representative of Operator. Each party to this Agreement aclrnowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any parties, which are not embodied herein. 29. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Operator, Operator 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 inthis 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 Operators retained by City. 30. NON-DISCRIMINATION Operator 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. Operator affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 31. JURISDICTION -VENUE This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be governed and construed in accordance with the laws of the State of California. 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 maybe brought or arise out of, in connection with or by reason of this Agreement. 32. ATTORNEY'S FEES Except as otherwise provided in this Agreement, in the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. 33. PROFESSIONAL LICENSES Operator shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Operator shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 29 25B-162 34. BINDING ON HEIRS AND SUCCESSORS This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of this Section shall not be deemed to be a waiver of any of the conditions against assignment set forth herein. 35. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the termination, or expiration of this Agreement, shall so survive 36. MISCELLANEOUS PROVISIONS A. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall 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 the date and year first above written. CITY OF SANTA ANA ATTEST: DAVID N. REAM City Manager PATRICIA E. HEALY Clerk of the Council 30 25B-163 OPERATOR: By: (Print Name)_ (Title) Tax I.D. # RECONIlVIENDED FOR APPROVAL: Gerardo Mouet Executive Director of the Parks Recreation and Community Services Agency APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney sy: Joseph Straka Assistant City Attorney 31 25B-164 ADDENDUM NO.1 REQUEST FOR PROPOS ALFOAT CI TY O VWNED POAMRKOS ER TO PROVIDE CARNIV RFP REFERENCE NO: 07-085 PRCSA DATE DUE: NOVEMBER 9, 2007 Notice is hereby given that the City of Santa Ana, Parks, Recreation and Community Services Agency -has made certain modifications, additions, and/or deletions, in the specifications to RFP NO: 07-085 PRCSA. This addendum shall become a part of the original Request for Proposal due by 5:00 p.m. on November 9, 2007. . This addendum is provided in response to questions asked at the pre-proposal conference conducted on October 25. 1. Page 5, Section II. Please clarify the number of food booths and information booths allowed. Up to 20 food and information booths will be allowed. Of these 20 booths, up to six 10 x 10 booths cari be cooking booths (or up to three 10 x 20). The remainder. can be non-profit, commercial or sponsorship booths. Please include in you plot plan what goods and services each of these booths will offer and the dimension of each booth. The .City must approve all goods sold at commercial booths. Massage booths are not allowable. 2. Page 7, Section IV. A. 2, first paragraph shall be revised as follows: REQUIlZED CLEANUP/DAMAGE DEPOSIT -Upon selection, vendor must provide a $5,000 refundable damage lean-up deposit to the City of Santa Ana, Pazks, Recreation and Community Services Agency a minimum of ten (10) business days before the start date of the event. Monies will be deducted from the deposit for repair of any damages incurred, cleanup of the park, unforeseen security or staff costs, or any other charges caused by the event. An remainin monies from the deposit will be refunded to vendor at the conclusion of Should costs incurred by the vendor (as stated above) be greater than the total deposit, the vendor will be invoiced for the balance due. The vendor will be re aired to submit the balance due 10 da s rior to conducting another event. 3. Page 8, Section IV. A. 8, second paragraph shall be revised as follows: No more than 'cooking booths will be allowed. Actual event rules and regulations will be provided to the vendor at plan check and copies shall be provided to each booth operator by the vendor. Vendor must provide all event electricity. Hookups to park electrical outlets will not be permitted. Vendor agrees to pay a $500 penalty per day for each violation. 25B-165 4. Page 11, Section IV. A. 18, second paragraph shall be revised as follows: A post-inspection meeting shall be completed on the ay following the carnival activity at 2:00 pm„ unless otherwise stipulated by representatives of the Santa Ana Police Department and the Parks, Recreation and Community Services Agency. Failure to do so will result in a fine of $1,000 per day and may lead to a suspension of future events. 5. Page 12, Section IV. A. 21, shall be revised as follows: CARNIVAL HOURS -The carnival may not operate earlier than noon each day and no later than 11:00 p.m. on Thursday (if applicable), Friday and Saturday and no later than 10:00 .m. on Sunda . Carnivals o ratio on Monday and food alesl m Ot stop one half hot prior to the ickct salts scheduled carnival closing time. Vendor agrees to pay a $500 penalty per day for each violation of this section. 5. Please describe where the Carnival at Centennial Park will take place. Please find attached park maps that describe all carnival boundaries. Should you have any questions or require additional information, please contact Robert Carroll at your convenience, (714)- 571-4218. Date Mailed: November 1, 2007. 2 25B-166